Engineer Gold Mines Ltd. — Management Reports 2021

Oct 29, 2021

Engineer Gold Mines Ltd.

Management Discussion and Analysis

For the nine months ended

August 31, 2021

ENGINEER GOLD MINES LTD. Management Discussion & Analysis For the nine months ended August 31, 2021

This Management Discussion and Analysis (“MD&A”) focuses on significant factors that affected Engineer Gold Mines Ltd. (“Engineer Gold Mines” or the “Company”) during the nine months ended August 31, 2021 and to the date of this report. This MD&A should be read in conjunction with the unaudited financials of Engineer Gold Mines Ltd. for the period ended August 31, 2021. The financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”). All amounts presented in this MD&A are in Canadian dollars unless otherwise indicated.

Additional information related to Engineer Gold Mines Ltd. is available on SEDAR at www.sedar.com

This MD&A contains information up to and including October 28, 2021.

FORWARD LOOKING STATEMENTS

This Management’s Discussion and Analysis (“MD&A”) contains certain statements that may be deemed “forward-looking statements,” within the meaning of certain securities laws. Forward-looking statements relate to management’s expectations or beliefs about future performance, events, or circumstances that include, but are not limited to, future production, costs of production, prices of gold, reserve or resource potential, exploration and operational activities, and events or developments that the Company expects or targets. Forward-looking statements can usually be identified by words such as: “future”, “plans”, “scheduled”, “expects”, “intends”, “estimates”, “forecasts”, “will”, “may”, “could”, “would”, and variations thereof. Although the Company believes that these statements are based on reasonable assumptions, all forward-looking statements involve known and unknown risks and uncertainties that may cause the actual performance, events, or circumstances of the Company to be materially different than anticipated. The forward-looking information in this MD&A describes the Company’s expectations as of the date of this MD&A.

Such forward–looking statements, including but not limited to those with respect to the price of metals, the timing and amount of estimated future mineralization and economic viability of properties, capital expenditures, costs and timing of exploration projects, permitting timelines, title to properties, the timing and possible outcome of pending exploration projects and other factors and events described in this MD&A involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward–looking statements.

The Company cautions that the foregoing list of material factors is not exhaustive. When relying on the Company’s forward-looking information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. The Company has assumed a certain progression, which may not be realized. It has also assumed that the material factors referred to in the previous paragraph will not cause such forward-looking information to differ materially from actual results or events. However, the list of these factors is not exhaustive and is subject to change and there can be no assurance that such assumptions will reflect the actual outcome of such items or factors.

The reader should verify all claims and do their own due diligence before investing in any securities mentioned or implied in this document. Investing in securities is speculative and carries a high degree of risk.

Forward-looking statements are based on management’s current plans, estimates, projections, beliefs, and opinions and we do not undertake any obligation to update forward-looking statements should the

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ENGINEER GOLD MINES LTD. Management Discussion & Analysis For the nine months ended August 31, 2021

assumptions related to these plans, estimates, projections, beliefs and opinions change, except as required by law.

OVERVIEW

Engineer Gold Mines is a mineral exploration company focused on the identification, acquisition, exploration and development of mineral properties in British Columbia Canada. Engineer Gold Mines was spun out of Blind Creek Resources Ltd. by way of plan of arrangement (the “Arrangement”) pursuant to the Business Corporations Act (British Columbia). Engineer was incorporated January 17, 2018.

The outbreak of the novel strain of coronavirus, specifically identified as “COVID-19”, has resulted in a widespread health crisis that has affected economies and financial markets around the world resulting in an economic downturn. This outbreak may also cause staff shortages, reduced customer demand, increased government regulations or interventions, all of which may negatively impact the business, financial condition or results of operations of the Company. The duration and impact of the COVID-19 outbreak is unknown at this time and it is not possible to reliably estimate the length and severity of these developments.

On December 10, 2019 the Company announced the conclusion of its 2019 surface drilling, mine dewatering and underground sampling program at the Engineer Gold Mine Property. During the 5 month program, the Company completed 14 surface diamond drill holes testing a number of near-surface epithermal quartz vein and shear zone gold exploration targets, and de-watered the entire Engineer Gold Mine.

Subsequent to mine de-watering, the Company completed a cursory sampling program of 3 historic veins on Level 8, the deepest mine level. The Company has now received all analytical results from the surface drill program, reported herein, and will report underground results in a subsequent news release. For further details and results see December 10, 2019 News Release.

On December 12, 2019 the Company announced it had received all underground sampling analytical results for the recently completed mine de-watering and Level 8 sampling program at the Company’s 100% owned historic Engineer Gold Mine Property, situated 32 km southwest of Atlin, B.C. For full details and results see December 12, 2019 News Release.

On December 18, 2019 the Company closed a non-brokered private placement for gross proceeds of $300,000. Each Unit entitled the holder to receive one common share of the Company and one half common share purchase warrant, with each whole warrant exercisable to acquire one common share of the Company at a price of $0.15 per share for a period of 30 months. The Company paid $8,000 in cash commissions and issued 80,000 broker Units on this tranche. Broker units are exercisable at $0.10 per unit into 80,000 common shares and 40,000 warrants exercisable to acquire one common share of the Company at a price of $0.15 per share for a period of 30 months.

On July 15, 2020 the Company closed a non-brokered private placement of 13,333,333 units at $0.06 per unit for gross proceeds of $800,000. Each Unit entitled the holder to receive one common share of the Company and one half common share purchase warrant, with each whole warrant exercisable to acquire one common share of the Company at a price of $0.12 per share for a period of 30 months. The Company paid $43,600 in cash commissions and issued 726,667 broker Units on this tranche. Broker units are exercisable at $0.09 per unit into 726,667 common shares and 363,333 warrants exercisable to acquire one common share of the Company at a price of $0.15 per share for a period of 30 months.

On July 23, 2020 the Company closed a non-brokered private placement of 8,333,333 units at $0.06 per unit for gross proceeds of $500,000. Each Unit entitled the holder to receive one common share of the Company and one half common share purchase warrant, with each whole warrant exercisable to acquire

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ENGINEER GOLD MINES LTD. Management Discussion & Analysis For the nine months ended August 31, 2021

one common share of the Company at a price of $0.12 per share for a period of 30 months. The Company paid $37,360 in cash commissions and issued 622,667 broker Units on this tranche. Broker units are exercisable at $0.09 per unit into 622,667 common shares and 311,334warrants exercisable to acquire one common share of the Company at a price of $0.15 per share for a period of 30 months.

On July 24, 2020 the Company announced the granting of 2,750,000 stock options with an exercise price of $0.12 to directors, officers, employees and consultants for a period of three years.

On August 4, 2020 the Company announced that it has entered into an agreement to acquire the Tag property, which adjoins its Engineer Gold Mine property, located 30 km west of Atlin, British Columbia, to the northwest, and lies 6 kilometres north of the historical Engineer mine workings.

On August 6, 2020 the Company announced the acquisition of an additional 3,213 hectares in the area of the Engineer Gold Mine property, 32 km southwest of Atlin, BC. The newly acquired claims increased the total land package at the Engineer Gold Project to 18,319 hectares over a 25 km trend.

On September 24, 2020 the Company announced it has purchased the surface rights to eight Crown grants which cover a portion of the Engineer Gold mine property located near Atlin in northwest British Columbia. The purchase price of $300,000, includes the surface rights and mining equipment located at the mine. $100,000 has been paid, with the remaining $200,000 payable on March 31, 2021 and June 30, 2022 as to $100,000 each with no interest payable.

On October 5, 2020 the Company announced a LiDAR survey has been completed at the Engineer Gold Project by Eagle Mapping Ltd covering an area of 15,874ha (159 sq km). The survey was flown by fixed wing aircraft over the Wann River, Engineer Mine and Mill Site, Happy Sullivan, Golden Bee, Golden Mountain and the TAG target areas and includes the acquisition of orthoimagery or georectified aerial photography of the property.

On October 20, 2020 the Company announced the completion of a site visit by an independent mining contractor that was engaged to review the existing infrastructure at the historic Engineer Gold mine and to provide recommendations regarding ore excavation and extraction of a planned bulk sample from the historic workings of the high-grade Engineer Mine.

On December 3, 2020 the Company announced that it was acquiring the Tag property, consisting of forty-one mineral tenures situated within the Atlin Mining Division of British Columbia adjoining the Engineer Gold Mine property, with the following terms:

• a) $200,000 in cash, with $100,000 (paid – in prepaid expense at November 30, 2020) and an additional $100,000 due April 25, 2021.

• b) 2,000,000 common shares were issued on February 25, 2021;

• c) $250,000 in advance royalty payments over ten years, payable in cash or shares;

• d) $500,000 payment upon on completion of a Preliminary Economic Assessment or Feasibility Study that includes mineral resources located within the Property; and

• e) A 1.0% Net Smelter Return royalty, which can be purchased by the Company for $1,000,000 in cash.

• f) An underlying Net Smelter Return royalty of 2.5% from a predecessor agreement.

On December 17, 2020 the Company announced announces results from its continued exploration program evaluating the area to the east and north of the main workings of the historic Engineer Gold Mine. Significant additional results were obtained from tracing the Happy Sullivan vein system, 3 km northeast of Engineer, to the north. Results include: 1.45 g/t Au with 50.3 g/t Ag over 0.4m from a vein exposed at the upper adit portal; 4.13 g/t Au over 0.2m from a vein exposed in an old trench 20m north of the above; 1.14 g/t Au from a grab sample of silicified stockworked sedimentary host rock (the only exposure in an old trench almost 500m further north); and 0.96 g/t Au from a grab sample of intensely silicified breccia with quartz clasts in an argillaceous matrix from below the Happy Sullivan showing.

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ENGINEER GOLD MINES LTD. Management Discussion & Analysis For the nine months ended August 31, 2021

Anomalous vanadium results were also obtained, suggestive of the presence of vanadium bearing mica or illite, similar to that which occurs within the historic Engineer workings.

On December 31, 2020 the Company announced that Mr. Laurence A. Smoliak was elected as a Director of the Company at the ASGM held December 23, 2020.

On January 12, 2021 the Company announced the latest exploration results from the Happy Sullivan – Bee Peaks area on the Company’s Engineer Gold Mine Property. The results obtained include an average of 1.21 g/t Au from six grab samples of quartz vein, stringer and quartz-argillite breccia, with crustiform textures, approximately 0.7 to 1.1 km northeast of the main Happy Sullivan adit. The samples ranged from 0.37 to 2.58 g/t Au, accompanied by anomalous silver, and high arsenic, antimony, ±mercury. This geochemical signature suggests a high vertical level within the epithermal system, which has not been tested at depth. The mineralization is associated with north-easterly trending lineaments, which appear to converge at Happy Sullivan. Previous exploration concentrated on tracing the Happy Sullivan veins to the north as opposed to the east-northeast to northeast.

On April 20, 2020, the Company closed a non-brokered private placement of 11,740,000 units at $0.05 per unit for gross proceeds of $587,000. Each unit entitled the holder to receive one common share of the Company and one-half common share purchase warrant, with each whole warrant exercisable to acquire one common share of the Company at a price of $0.12 per share for a period of 36 months. The Company paid $29,750 in cash commissions and issued 595,000 broker warrants on this tranche. Broker warrants are exercisable at $0.09 for a period of 36 months. The fair value of finders warrants was estimated at $35,700 using the Black-Scholes Pricing model with the following assumptions: i) exercise price per unit of $0.09; ii) expected share price volatility of 178%; iii) risk free interest rate of 0.47%; iv) no dividend yield and v) expected life of 3 years.

On May 14, 2020, the Company closed a non-brokered private placement of 10,250,000 units at $0.05 per unit for gross proceeds of $512,500. Each unit entitled the holder to receive one common share of the Company and one-half common share purchase warrant, with each whole warrant exercisable to acquire one common share of the Company at a price of $0.12 per share for a period of 36 months. The Company paid $34,075 in cash commissions and issued 681,500 broker warrants on this tranche. Broker warrants are exercisable at $0.09 for a period of 36 months. The fair value of finders warrants was estimated at $34,075 using the Black-Scholes Pricing model with the following assumptions: i) exercise price per unit of $0.09; ii) expected share price volatility of 179%; iii) risk free interest rate of 0.52%; iv) no dividend yield and v) expected life of 3 years.

On June 10, 2021 the Company closed the first tranche of a non-brokered private placement raising gross proceeds of $500,000. 10,000,000 units were issued at a price of $0.05 per each Unit. Each Unit is comprised of one common share and one-half of one share purchase warrant. Each whole Warrant is exercisable to purchase one common share of the Company at a price of $0.12 per share for a period of 36 months from closing of the financing expiring June 11, 2024. Finder’s fees totaled $20,650 and 413,000 finder’s warrants. Finder’s Warrants are exercisable to purchase one common share of the Company at a price of $0.09 per share expiring June 11, 2024.

On July 22, 2021 the Company closed the second tranche of a non-brokered private placement raising gross proceeds of $72,500. 1,450,000 units were issued at a price of $0.05 per each Unit. Each Unit is comprised of one common share and one-half of one share purchase warrant. Each whole Warrant is exercisable to purchase one common share of the Company at a price of $0.12 per share for a period of 36 months from closing of the financing expiring July 23, 2024.

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ENGINEER GOLD MINES LTD. Management Discussion & Analysis For the nine months ended August 31, 2021

PROJECT

- Engineer Gold Mines Property Atlin Mining Division, British Columbia

The Engineer Gold Mine Property (Project or Property) is located in northwestern British Columbia, Canada, approximately 32 km west of the Town of Atlin on the east shore of Tagish Lake. The Project is centered at approximately 59° 27‟ north latitude, and 134° 12‟ west longitude. The Property consists of 47 mineral exploration claims and 6 crown grants, totaling 14,020 hectares, and was acquired by Engineer Gold Mines Ltd. (Engineer Gold) by way of a plan of arrangement with its parent company Blind Creek Resources Ltd. on June 1[st] , 2018.

The Engineer Gold Mine is a historic gold-silver producer and it is estimated that 14,263 tonnes were mined between 1910 and 1952, although the majority of the production occurred between 1912 and 1927 from 8 mine levels. Approximately 18,000 ounces of gold and 9,000 ounces of silver have been produced at realized grades exceeding 39 g/t gold and 20 g/t silver. A 30 tonne-per-day gravity separation mill was installed on the Property in 1994 to conduct seasonal batch milling. The mill was operational as recently as 2011.

There are no underlying royalties on the Historic Mine (patented crown grants) and majority of the Property. Guardsmen Resources Inc. retains a 2.5% Net Smelter Return royalty (NSR) on select claims (2,100 ha), 2% of which can be purchased by Engineer Gold at any time for $1.5M.

Geology and Mineralization

At the Engineer Gold Mine, quartz-carbonate-veins and hydrothermal breccia occur within an Eocenestructurally controlled mineralized system adjacent to the Sloko volcanic centre on Engineer Mountain. The volcanic centre is comprised of rhyolite to andesite flows, breccia, tuffs, and ignimbrite, with coeval intrusions.

The Engineer Gold Mine Property is underlain almost entirely by argillite and greywacke of the Lower Jurassic Laberge Group. Several phases of dykes cut the Laberge Group sedimentary rocks, all are of monzodiorite composition. The dykes are inferred to be genetically related to the Eocene Sloko volcanic centre on Engineer Mountain.

The Property is bisected by a northwest-trending dextral shear zone, referred to as Shear-A. The deformation zone around the shear is mapped up to 200 m wide in places as a subtle fault-parallel cleavage in the surrounding Laberge Group rocks. Magmatic and hydrothermal features associated with the shear zone include domains of pervasive auriferous silicification along the Shear-A deformation zone up to 50 metres wide.

Past high-grade gold production at the Engineer Gold Mine came from the Engineer-Double Decker vein system, which is interpreted to have formed during right-lateral displacement and associated extension along brittle structures on the south-side of Shear-A. The system includes multi-stage quartz-carbonateadularia veins with bonanza-grades of Au-Ag mineralization. Gold occurs primarilyas electrum, and is found in two main mineral associations corresponding to different vein-forming stages: Type 1 occurs as intergrown with a vanadian mica (commonly referred to as roscoelite), while Type 2 is associated with arsenopyrite. Vein textures suggest that boiling was the primary mechanism for gold deposition in the vein system (L. Millonig, pers. comm, 2016).

Exploration and Drilling

Although sporadic exploration and mining have occurred on the Engineer Gold Mine Property since the early 1900s, modern systematic exploration of the greater Property did not occur until BCGold Corp. (or “BCGold”) acquired the Project in 2007 and completed the following work to advance the Project:

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ENGINEER GOLD MINES LTD. Management Discussion & Analysis For the nine months ended August 31, 2021

• Property-wide geological mapping and prospecting.

• Completed 600 line-km SkyTEM time-domain electromagnetic/magnetic airborne geophysical Survey.

• Completed 600 metres of surface trench excavations on Boulder, Shaft, Double Decker veins and Shear Zone B. Trenches were geologically mapped and channel sampled.

• Completed soil geochemical orientation surveys and conducted MMI soil surveys over portions of the Shear Zone A and B structures.

• Maintained exploration, mining, tailings pond and mine dewatering permits with the BC Ministr y of Mines.

• Mine rehabilitation, partial mine dewatering (6 and 7 levels), underground geological mapping and panel sampling of 5, 6 and 7 levels.

• 7 surface core holes for 1,846m to test shear zone hosted hydrothermal breccia.

• 13 underground core holes for 1,218m to test mineralized shoots within the Engineer and Double Decker veins.

• Test-mining and milling of six bulk samples from the Engineer Vein (underground) and Double Decker Vein (surface).

• Conducted bench-scale metallurgical studies using gravity and leach amenability tests.

• Commissioned Snowden Mining Industry Consultants Inc. (Snowden) to complete a NI 43101Mineral Resource estimate (now considered historical).

• Sponsored a University of British Columbia (UBC) postdoctoral geological research project to develop a deposit model for the high-grade gold mineralization.

Mineral Resource Estimate

In 2011, Snowden was commissioned to conduct a Mineral Resource estimate for the remnant portions of the Engineer and Double Decker veins. This historic Mineral Resource estimate was reviewed and restated in a NI 43-101 Technical Report entitled “Engineer Gold Mine, British Columbia, Canada, by Darren O’Brien, P.Geo., Michael Redfearn, P.Eng. and Simon Dominey, FAusIMM (CP), FGS (CGeol), amended and re-stated May 9, 2018 below in Table 1.

TABLE 1. MINERAL RESOURCE ESTIMATE BASED ON A 5 G/T AU CUT-OFF

		Tonnage (tonnes)	Grade (Au g/t)	Contained Au (oz)
Category	Vein
Inferred	Engineer	30,800	20.6	20,400
Inferred	Double Decker	10,100	13.1	4,200
	Total:	41,000	19.0	25,000

Notes: Mineral Resources which are not Mineral Reserves do not have demonstrated economic viability. It is uncertain if further exploration will result in upgrading the Inferred Mineral Resource to an Indicated or Measured Mineral Resource category. The Mineral Resource is reported at a 5 g/t Au cut-off where the resource margin in defined by historical payability with the assumption extraction would be by standard air-leg narrow vein methods. Grades diluted to a 1 m stope width.

This Inferred Mineral Resource contains a higher grade core of 14,000 t grading 52.5 g/t gold (25 g/t gold Cut-Off) for 23,600 oz contained gold on the Engineer Vein.

This Mineral Resource estimate is based on a VLP (vertical longitudinal section) approach with projection of mineralized shoots down-dip and along strike based on surface exposure and underground development. The global grade applied to each vein structure was based on the partitioning of grades

from historical production figures and production records to indicate payability. All grades were diluted to minimum stoping width of 1 m. A density factor of 2.8 t/m3 was used.

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ENGINEER GOLD MINES LTD. Management Discussion & Analysis For the nine months ended August 31, 2021

3D models for the Double Decker and Engineer veins were constructed using Vulcan software. The vein wireframes were constrained by historical mining records and recent drilling. The Vulcan solids were used to define the primary mineralized material volume. A bulk density factor and payability factor were applied to define tonnage. Areas of mined-out portions were subtracted where required, assuming a 1 m stope width.

Project Infrastructure

The Engineer Gold Mine is isolated and requires itself to be self-sufficient in power and supplies. All power is generated on site via a diesel generator. Communications are via satellite phone and/or satellite internet. The current trailer camp at site can host approximately 20 people. In 1995, a small open-air recovery plant was installed at the mine site which consists of primary and secondary crushing (jaw and rolls crushers), a ball mill, jig, and triple deck Deister tables. The mill can process approximately 30 tonnes per day. There is mine waste and a small tailings pond located at the mill site. Engineer Gold Mines has received operating permits from the BC Ministry of Energy and Mines and monitoring permits from the BC Ministry of Environment for the existing mill and tailings pond.

Access to the Property from Atlin, BC is by helicopter or float plane (approximately 15 minutes travel time). Winter access from Atlin is also available via snowmobile. In the summer season, boat access to the Property is available from the communities of Tagish (90 km) or by barge from Carcross (80 km) providing the best means for servicing an exploration program. Both communities are located at the north end of Tagish Lake in the Yukon. Beyond each of these towns, excellent highways connect to Watson Lake and Skagway or Whitehorse, the main supply centre of the region. Daily flights are available to Whitehorse, Yukon from Vancouver, B.C. (Whitehorse to Atlin: 176 kilometres).

Summary and Exploration Plans

The Engineer Gold Mine is an advanced exploration project that possesses a small, but high-grade, Inferred Mineral Resource. Recent diamond drilling, surface trenching, underground sampling, and geological mapping have confirmed the geological continuity of the Engineer and Double Decker veins. Other veins such as the Boulder-Governor, Shaft, Andy and Jersey Lily are targets that could possibly add to the mineral resource base with further exploration success.

Trenching and diamond drilling are suitable for delineating the vein extents, but bulk sampling is the best method for determining grade. Channel and panel sampling are suitable methods for identifying potentially mineralized shoots within the veins, but tend to underestimate the gold grade.

The Engineer Gold Mine Project can also be advanced with exploration along the known shear zones (Shear A and Shear B). Both shears have +km strike lengths and host significant widths of silica-rich hydrothermal breccia with low-grade gold mineralization. With the exception of the 2008 drill program, there has been very little work completed on these shear zones. Preliminary soil geochemical surveys have shown that these shear structures are anomalous in gold pathfinder elements such as arsenic and antimony. A systematic, property-wide soil survey would be the initial step to identify any higher-grade anomalies for drill testing.

In the 2019 exploration season the following work was completed to advance the Project:

• A total of 14 drill holes were completed, totaling 2,792.1 meters of surface drilling.

• Dewatering successfully reached the 8th level

• 22 grab samples were taken from the 8th level of the historic mine at the Engineer Vein, Double Decker Vein, and Shear B drifts. Two samples from the Double Decker vein returned 9.8g/t Au and 583g/t Au."

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ENGINEER GOLD MINES LTD. Management Discussion & Analysis For the nine months ended August 31, 2021

A two-stage program is recommended to continue advancing the Engineer Gold Mine Project. The objectives of the program are as follows:

• Phase I $1.5M Program

• Dewatering and install services, geotechnical and geologic mapping, and panel sampling of 8 Level.

• Step-out soil geochemistry survey investigating Shear A and Shear B.

• Surface trenching, surface and underground diamond drilling (3,000 metres)

• Design, budget and permit program to extract 3,800 T sample from 505-3 and 505-5 shoots.

• Modify current mill to process bulk sample utilizing flotation and/or gravity recovery circuit.

• Process existing ore stockpiles at mill site.

Phase II $5.0M Program

• 5,000 m drill program testing target areas defined near-mine and along Shears A and B.

• Mineral resource estimation.

• Mineralogy studies on tails material.

• Rougher-Cleaner flotation testing on the tails sample without gravity concentration.

• 2nd and 3rd cleaner stage testing to increase concentrate Au grade to saleable grade.

• Install hoist conveyance, install track, drive drifts to 505-3 and 505-5 stopes on 6 Level

• Extract and mill 3,800 T bulk sample

• Soil orientation survey and prospecting at Wann Prospect.

RESULTS OF OPERATIONS

Three Months ended August 31, 2021

The Company incurred a net loss of $121,315 for the three months ended August 31, 2021 (August 31, 2020 - $550,476). The significant differences include:

• Stock based compensation of $Nil in the current period (August 31, 2020 $119.885) decreased due to options issued by the Company in the comparative quarter.

• Travel, trade shows and promotion of $12,714 in the current period (August 31, 2020 $154,633) decreased due to a European corporate development contract in the comparative quarter.

• Salaries and wages of $50,043 in the current period (August 31, 2020 $119,885) decreased due to payments to two consultants made in the comparative quarter.

Nine Months ended August 31, 2021

The Company incurred a net loss of $317,252 for the nine months ended August 31, 2020 (August 31, 2020 - $734,748). The significant differences include:

• Stock based compensation of $Nil in the current period (August 31, 2020 $213.125) decreased due to options issued by the Company in the comparative period.

• Travel, trade shows and promotion of $15,827 in the current period (August 31, 2020 $194,464) decreased due to a European corporate development contract in the comparative period.

• Salaries and wages of $128,177 in the current period (August 31, 2020 $168,727) decreased due to payments to two consultants made in the comparative period.

SELECTED QUARTERLY FINANCIAL INFORMATION

	August 31,	May 31,	Feb. 28,	Nov. 30,	Aug. 31,	May 31,	Feb. 29,	Nov. 30,
	2021	2021	2021	2020	2020	2020	2020	2019
Revenues	Nil	Nil	Nil	Nil	Nil	Nil	Nil	Nil
Expenses	109,666	110,814	123,473	258,107	550,476	101,733	82,539	258,431
Comprehensive (loss)	(121,315)	(80,815)	(115,122)	(241,364)	(550,476)	(101,733)	(82,539)	(258,431)
Basic and dilutednet

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ENGINEER GOLD MINES LTD. Management Discussion & Analysis For the nine months ended August 31, 2021

(loss) per share	(0.00)	(0.00)	(0.00)	(0.01)	(0.01)	(0.00)	(0.00)	(0.01)
Weighted Average number
ofshares outstanding	84,576,191	76,331,626	60,675,080	46,671,302	42,066,738	38,706,725	38,146,285	25,184,252

LIQUIDITY AND CAPITAL RESOURCES

The Company has no operations that generate cash flow and its long-term financial success is dependent upon management’s ability to discover economically viable quantities of ore. The exploration process can take many years and is subject to factors that are beyond the Company’s control. The ability of the Company to meet its liabilities as they come due and to continue as a going concern is dependent upon the financial support of its directors, shareholders and other related parties, the ability of the Company to raise equity financing to complete the acquisition, exploration and development of its existing and future mineral property interests and, ultimately, the attainment of profitable operations. Management believes the Company will be able to maintain sufficient liquidity for it to continue as a going concern however, management can provide no assurance with regard thereto. The Company’s capital management objective is to maximize potential investment returns to its equity stakeholders within the context of the relevant opportunities and risks associated with the Company’s operating segment. The inherent nature of mineral exploration involves a high degree of “discovery” risk.

Consequently, there is substantial uncertainty as to whether any particular project will generate positive cash flows in the future. Therefore, management funds its exploration activity primarily by issuing share capital, rather than using other capital sources that require fixed repayments of principal and interest. It considers both share capital and working capital as components of its capital base. The Company is not subject to any externally imposed capital requirements. The timing and extent of both program implementation and financing are determined by management’s evaluation of economic factors at the time, such as commodity prices, and non-economic factors such as expected impact that completion of a given program may have on the cost of capital. If the Company is unable to obtain adequate additional financing, the Company will be required to curtail operations and exploration activities. There can be no assurance that financing will be available to the Company when required.

At August 31, 2021 the Company had $894,555 cash and working capital of $806,341.

OFF-BALANCE SHEET ARRANGEMENTS

The Company does not have any off-balance sheet arrangements.

RELATED PARTY TRANSACTIONS

The Company incurred the following expenses charged by key management personnel and companies controlled by key management personnel, such personnel include the Company’s Directors, Chief Executive Officer, Chief Financial Officer and Corporate Secretary:

• a) The Company incurred the following expenses charged by key management personnel and companies controlled by key management personnel. Such personnel include the Company’s Directors, Chief Executive Officer, Chief Financial Officer and Corporate Secretary:

	August 31, 2021	August 31, 2020
Management fees by officer $ Administration fee by officer Salaries to officers Total $	45,000$ 24,750 46,450 116,200$	45,000 16,500 26,750
		88,250

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ENGINEER GOLD MINES LTD. Management Discussion & Analysis For the nine months ended August 31, 2021

• b) Due to related parties balances consisted of the following:

	August 31, 2021	November30,2020
Officers $ Major shareholder Company controlled by a major shareholder Total $	15,125 $ 4,943 315 20,383 $	24,444 100,722 60,587
		185,753

The amounts due to the related parties have no specific terms of repayment, are unsecured and non-interest-bearing.

The amount due to a company controlled by a major shareholder is included in accounts payable and accrued liabilities.

• c) The Company was charged $1,661 (August 31, 2020 - $52,273) for various E&E expenditures by a company controlled by a major shareholder.

CONTINGENCY

The Company settled a province of British Columbia small claims court claim by a former Director. The Company paid $15,000 in full settlement of the $24,108 claim in April 2021.

OUTSTANDING SHARE DATA

		Number of Securities Outstanding as at August 31, 2021
	Amount Authorized		As at the date of this report
Designation of Security
CommonShares	unlimited	96,026,191	96,026,191
Preferred Shares	unlimited	-	-
Warrants	n/a	44,442,568	44,442,566
StockOptions	10%	4,150,000	4,150,000

CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

Engineer Gold Mines Ltd. makes estimate and assumptions about the future that affect the reported amounts of assets and liabilities. Estimates and judgments are continually evaluated based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions.

Judgments

Information about critical judgments in applying accounting policies that have the most significant risk of causing material adjustment to the carrying amounts of assets and liabilities recognized in the financial statements within the next financial year are discussed below:

• Exploration and Evaluation Expenditures

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ENGINEER GOLD MINES LTD. Management Discussion & Analysis For the nine months ended August 31, 2021

The application of the Company’s accounting policy for exploration and evaluation expenditure requires judgment in determining whether it is likely that future economic benefits will flow to the Company, which may be based on assumptions about future events or circumstances. Estimates and assumptions made may change if new information becomes available. If, after expenditure is capitalized, information becomes available suggesting that the recovery of expenditure is unlikely, the amount capitalized is written off in the profit or loss in the period the new information becomes available.

• Titles to Mineral Properties Interests

Although the Company has taken steps to verify title to mineral properties in which it has an interest, these procedures do not guarantee the Company’s title. Such properties may be subject to prior agreements or transfers and title may be affected by undetected defects.

• Impairment of Mineral Properties Interests

Management considers both external and internal sources of information in determining if there are any indications that the Company’s mineral property interests are impaired. External sources of information management consider include the market, economic, and legal environment in which the Company operates. Internal sources of information management consider include the manner in which the properties are being used or are expected to be used, and indication of economic performance of the assets.

Estimates

The effect of a change in an accounting estimates is recognized prospectively by including it in comprehensive income in the period of the change, if the change affects that period only, or in the period of the change and future periods, if change affects both.

• Estimation of Recoverable Amounts

The carrying amounts of the Company’s mining properties are estimated based on the Company’s market capitalization.

The recoverable amounts of individual exploration and evaluation assets have been determined based on the higher of estimated value-in-use and fair value less costs to sell. The company has used its market capitalization as an indicator of fair value less costs to sell.

FINANCIAL RISK MANAGEMENT

The company is exposed through its operations to the following financial risks:

• Market Risk

• Credit Risk

• Liquidity Risk

In common with all other businesses, the company is exposed to risks that arise from its use of financial instruments. This note describes the Company's objectives, policies and processes for managing those risks and the methods used to measure them. Further quantitative information in respect of these risks is presented throughout these financial statements.

There have been no substantive changes in the Company's exposure to financial instrument risks, its objectives, polices and processes for managing those risks or the methods used to measure them from previous years unless otherwise stated in the note.

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ENGINEER GOLD MINES LTD. Management Discussion & Analysis For the nine months ended August 31, 2021

General Objectives, Policies and Process:

The Board of Directors has overall responsibility for the determination of the Company's risk management objectives and policies and, whilst retaining ultimate responsibility for them, it has delegated the authority for designing and operating processes that ensure the effective implementation of the objectives and policies to the Company's finance function. The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Company's competitiveness and flexibility. Further details regarding these policies are set out below.

a) Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices are comprised of three types of risk: foreign currency risk, interest risk, and equity price risk.

b) Foreign Currency Risk

Foreign currency risk is the risk that a variation in exchange rates between the Canadian dollar and US dollar or other foreign currencies will affect the Company's operations and financial results. The company does not have significant exposure to foreign exchange rate fluctuation.

c) Interest Rate Risk

Interest rate risk is the risk that future cash flows will fluctuate as a result of changes in market interest rates. The Company does not have any borrowings. Interest rate risk is limited to potential decreases on the interest rate offered on cash and cash equivalents held with chartered Canadian financial institutions. The Company considers this risk to be immaterial.

d) Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or a counterparty to a financial instrument fails to meet its contractual obligations. Financial instruments which are potentially subject to credit risk for the Company consist primarily of cash and cash equivalents. Cash and cash equivalents are maintained with financial institutions of reputable credit and may be redeemed upon demand. The Company considers this risk to be immaterial.

e) Liquidity Risk

Liquidity Risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company’s policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation. The Company is reliant on the continued support of related parties to meet short-term financing requirements and to meet obligations as they become due.

FINANCIAL INSTRUMENTS

Determination of Fair Value :

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ENGINEER GOLD MINES LTD. Management Discussion & Analysis For the nine months ended August 31, 2021

Fair values have been determined for measurement and/or disclosure purposes based on the following methods. When applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability.

Financial asset / liability Classification under IFRS 9 Cash FVTPL Receivables Amortized cost Due from related party Amortized cost Accounts payables Amortized cost Due to related parties Amortized cost

OTHER RISK FACTORS

Mining Industry

The exploration for and development of mineral deposits involves significant risks, which even a combination of careful evaluation, experience and knowledge may not eliminate. While the discovery of an ore body may result in substantial rewards, few properties which are explored are ultimately developed into producing mines.

The Company’s mineral exploration activities are directed towards the search, evaluation and development of mineral deposits. There is no certainty that the expenditures to be made by the Company as described herein will result in discoveries of commercial quantities of ore. The Company has no history of earnings, and there is no assurance that the properties, or any other future property that may be acquired by the Company, will generate earnings, operate profitably, or provide a return on investment in the future.

There is aggressive competition within the mining industry for the discovery and acquisition of properties considered to have commercial potential. The Company will compete with other interests, many of which have greater financial resources than it will have for the opportunity to participate in promising projects. Significant capital investment is required to achieve commercial production from successful exploration efforts.

Government Regulation

The exploration activities of the Company are subject to various federal, provincial and local laws governing prospecting, development, production, taxes, labour standards and occupational health, mine safety, toxic substances and other matters. Exploration activities are also subject to various federal, provincial and local laws and regulations relating to the protection of the environment. These laws mandate, among other things, the maintenance of air and water quality standards, and land reclamation. These laws also set forth limitations on the generation, transportation, storage, and disposal of solid and hazardous waste.

Although the Company’s exploration activities are currently carried out in accordance with all applicable rules and regulations, no assurance can be given that new rules and regulations will not be enacted or that existing rules and regulations will not be applied in a manner which could limit or curtail production or development. Amendments to current laws and regulations governing operations and activities of exploration, mining and milling or more stringent implementation thereof could have a substantial adverse impact on the Company.

Permits and Licenses

The exploitation and development of mineral properties may require the Company to obtain regulatory or other permits and licenses from various governmental licensing bodies. There can be no assurance

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ENGINEER GOLD MINES LTD. Management Discussion & Analysis For the nine months ended August 31, 2021

that the Company will be able to obtain all necessary permits and licenses that may be required to carry out exploration, development and mining operations on its properties.

Environmental Risks and Hazards

All phases of the Company’s mineral exploration operations are subject to environmental regulation in the various jurisdictions in which it operates. Environmental legislation is evolving in a manner which may require stricter standards and enforcement, increased fines and penalties for non-compliance, more stringent environmental assessments of proposed projects and a heightened degree of responsibility for companies and their officers, directors and employees all of which can impact the Company’s ability to continue its mineral exploration operations.

Uninsured Risks

The Company may carry insurance to protect against certain risks in such amounts as it considers adequate. Risks not insured against include environmental pollution or other hazards against which such corporations cannot insure or against which they may elect not to insure.

Commodity Prices

The profitability of mining operations is significantly affected by changes in the market price of gold and other minerals. The level of interest rates, the rate of inflation, world supply of these minerals, and stability of exchange rates can all cause significant fluctuations in base metal prices. Such external economic factors are in turn influenced by changes in international investment patterns and monetary systems and political developments. The price of gold and other minerals has fluctuated widely in recent years, and future serious price declines could cause continued commercial production to be impracticable.

Reliance on Management’s Expertise

The Company strongly depends on the business acumen and expertise of its management team and there is little possibility that this dependence will decrease in the near term. The loss of the services of any member of such team could have a material adverse effect on the Issuer. The company does not have any key person insurance in place for management.

Conflicts of Interest

Certain of the directors of the Company also serve as directors and/or officers of other companies involved in natural resource exploration and development. Consequently, there exists the possibility for such directors to be in a position of conflict. Any decision made by such directors involving the Company will be made in accordance with their duties and obligations to deal fairly and in good faith with the Company and such other companies. In addition, such directors will declare, and refrain from voting on, any matter in which such directors may have a conflict of interest.

Land Title

Although the Company has obtained title opinions with respect to certain of its properties, there may still be undetected title defects affecting such properties, including the possibility of aboriginal peoples’ land claims or aboriginal rights claims. Accordingly, such properties may be subject to prior unregistered liens, agreements, transfers or claims, and title may be affected by, among other things, undetected defects which could have a material adverse impact on the Company's operations.

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