Jade Leader Corp. — Management Reports 2020

Dec 17, 2020

JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

The following management discussion and analysis (MD&A) is management's assessment of the results and financial condition of Jade Leader Corp., ("Jade Leader" or "the Company), for the year ended September 30, 2020. The information included in this MD&A, with an effective date of December 17, 2020 should be read in conjunction with the consolidated financial statements as at and for the year ended September 30, 2020 and related notes thereto. Jade Leader’s common shares trade on the TSX Venture Exchange under the symbol “JADE”. The Company's most recent filings are available on the System for Electronic Document Analysis and Retrieval ("SEDAR") and can be accessed at www.sedar.com.

The Company’s financial statements for the year ended September 30, 2020 have been prepared in accordance with International Financial Reporting Standards ("IFRS") as at and for the year ended September 30, 2020. The Company has consistently applied the same accounting policies throughout all periods presented. The Company’s accounting policies are provided in Note 3, "Summary of significant accounting policies," to the notes to the annual consolidated financial statements as at September 30, 2020.

The "Independent Qualified Person under the guidelines of National Instrument 43-101 of the Canadian Securities Administrators ("NI 43-101") for Jade Leader's exploration projects in the following discussion and analysis is Mr. Jean Pierre Jutras, B. Sc., Geol., P. Geol., a Registered Professional Geologist of Alberta and the President and Director of Jade Leader.

Statements and/or financial forecasts that are unaudited and not historical, including without limitation, exploration budgets, data regarding potential mineralization, exploration results and future plans and objectives, are to be regarded as forward-looking statements that are subject to risks and uncertainties that can cause actual results to differ materially from those anticipated. Such risks and uncertainties include risks related to the Company’s business including, but not limited to: general market and economic conditions, continued industry and public acceptance, regulatory compliance, potential liability claims, additional capital requirements and uncertainty of obtaining additional financing and dependence on key personnel. Actual exploration and administrative expenditures can differ from budget due to unforeseen circumstances, changes in the market place that will cause suppliers’ prices to change, and additional findings that will dictate that the exploration plan be altered to result in more or less work than was originally planned.

All forward-looking information is stated as of the effective date of this document, and is subject to change after this date. There can be no assurance that forward-looking information will prove to be accurate and future events and actual results could differ materially from those anticipated.

1) Principal Business of the Company

The Company is engaged exclusively in the business of mineral exploration and development and, as the Company has no mining operations, is considered to be in the exploration stage. The Company’s philosophy is to acquire projects at the grass roots level and advance them to a point where partners can be brought in to further the properties to the stage where a mine is commercially feasible or the property can be sold outright.

The recoverability of the amounts comprising mineral properties is dependent upon the existence of economically recoverable mineral reserves; the acquisition and maintenance of appropriate permits, licenses and rights; the ability of the Company to obtain financing to complete the development of the properties where necessary and upon future profitable production; or, alternatively, upon the Company’s ability to recover its costs through a disposition of its interests. The Company has no operating income and no earnings; exploration and operating activities are financed by the sale of common shares and warrants. None of the Company’s properties are in production. Consequently, the Company’s net income is a limiting indicator of its performance and potential.

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

2) Highlights - Year ended September 30, 2020

a) Mineral Properties

The Company completed its fall 2019 exploration field program in October 2019 on the Wyoming Jade Fields property in Wyoming, USA, including staking 10 additional claims, and completing the reclamation required by the authorities for its trenching program. The Company has continued to compile and evaluate the results of its exploration activities during fiscal 2019 and 2020. During Q3 2020, the Company procured financing allowing the Company to complete a three-week field program in the Wyoming Jade Fields beginning July 1, 2020. The program, evaluation of which is currently ongoing, included additional prospecting as well as stone testing for assessing quality and marketability of samples collected to date.

b) Corporate

During and following the three and twelve month periods ended, September 30, 2020, the Company has continued to focus on Jade testing and evaluation from multiple properties and on promotional activities to expand opportunities for financing its planned mineral property exploration programs and to build a market for future jade sales when saleable product is available.

During the year ended September 30, 2020, the Company closed a non-brokered private placement share and warrant issue for aggregate gross proceeds of $450,000 (refer to Section 7) “Financing” for more information). The proceeds are being used for working capital to fund exploration of its US mineral properties, general administration and operations and stone testing of the materials collected to date from its US mineral properties.

During the current fiscal year, the Company appointed Mr. Andrew Shaw as an advisor. Mr. Shaw is exceptionally knowledgeable about the Jade community in China and abroad and is a master carver himself. In Mr. Shaw’s advisory capacity, he will be eligible for a commission on future sales of material to third parties who have been introduced to the Company by Mr. Shaw during the term of the Advisory Agreement.

In January 2020, two of the Company’s executives travelled to Vancouver, BC to attend the Global Chinese Financial Forum (“GCFF”) and the Association for Mineral Exploration (“AME”) Roundup which are held annually in Vancouver. The purpose of attending these two events was to showcase the Company’s jade samples collected from its US mineral properties, to gain greater exposure to the investing community. The GCFF provides a greater audience of Chinese investors looking for investment opportunities in Canada.

The Company’s President, Jean-Pierre Jutras, was invited to participate in the American Gem Trade Association (“AGTA”) Gem Fair Tucson 2020 seminar series; one of the largest assemblies of the colored gemstone industry in the world. The focus of Mr. Jutras’s presentation at this February 2020 seminar was Jade, emphasizing Jade geology in the United States including a view of Jade Leader’s US exploration activities, to familiarize the audience with what the United States’ future potential as a producer in the Jade space might be.

3) Mineral Properties

Transactions for the year ended September 30, 2020 are summarized in Note 7 "Exploration and evaluation assets" to the Audited Consolidated Financial Statements for the year ended September 30, 2020, which accompany this MD&A.

DJ Jade Project, Washington State, USA

On August 28, 2017, the Company announced its acquisition of the DJ Jade project, in Washington State, USA, through a combination of Option Agreement and staking. The gross costs and impairments recorded to the DJ Jade project at September 30, 2020 are $552,133 and $Nil, respectively (September 30, 2019 - $547,168 and $Nil, respectively).

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

The property, consisting of 18 existing and recently filed Lode Claims covers an area of slightly more than 140 hectares, with 3 historical and numerous newly identified nephrite jade occurrences. The Company has earned 100% of the mineral rights associated with those claims, subject to a 2% Net Smelter Royalty ("NSR"). Additional claims staked around the initial optioned claims fall within an area of mutual interest and are considered part of the original Option Agreement.

In addition, the Company has the option to purchase one half, (1%), of the NSR for the sum of US$500,000 in cash or equivalent value in Common shares of the Company. The Optionor also granted, the Company the right, upon written notice, to acquire the remaining half, (1%), of the NSR for the sum of US$1,000,000 in cash or equivalent value of Common Shares of the Company, thereby extinguishing the NSR of the Optionor.

On July 20, 2017, the Company entered into an Assignment and Novation Agreement, with Jadex (the Company's wholly-owned subsidiary). Jadex agreed that it shall be bound by, observe and perform the duties and obligations of the Company, for the assigned interests.

The Company conducted a first pass drill program in November 2018. This program was followed up in the spring of 2019 and included an airborne geophysical survey, followed by detailed mapping and sampling of previously identified in-situ jade occurrences. A further exploration program was conducted in July and August 2019 which involved hand trenching and sampling. The program confirmed a new in-situ surface nephrite jade occurrence, the widest found on the property to date. In addition to its jade exploration work, the Company has encountered large masses of Rhodonite, a light grey to pink to yellow semi-precious gemstone with significant commercial demand.

The Company is currently evaluating chatoyant materials collected during previous exploration programs with the view to test for market acceptance of these samples.

Wyoming Jade Fields, Wyoming, USA

The Company has acquired, by staking 89 Mineral Lode Claims covering in excess of 1,800 acres. The claims cover 5 contiguous blocks in areas where field work found geology favourable for jade formation. This includes abundant nephrite jade float, sub-crop and in-situ jade occurrences as well as numerous small-scale historical production pits. All of the new ground is on public lands administered by the Bureau of Land Management ("BLM"). None of these historically productive jade-bearing areas have been previously evaluated using modern day jade-genesis concepts or exploration technologies. On July 15, 2018, Jadex entered into an Option Agreement to acquire a 100% interest in an existing Lode Claim (20.7 acres). The acquisition of the 100% interest, subject to a 2% NSR, was completed during fiscal 2019 with the Company having made a total of US$35,000 in property payments and having incurred exploration costs of US$60,000 in accordance with, and subject to the timelines outlined, in the Option Agreement.

The Company may elect, upon written notice, to acquire one half, (1%), of the NSR for US$20,000 in cash. The Optionor also granted the Company the right, upon written notice, to acquire the remaining half, (1%), of the NSR for US$30,000 in cash, thereby extinguishing the NSR of the Optionor.

The Company conducted its spring 2019 exploration program, consisting of an airborne geophysical survey, followed by prospecting, detailed mapping, sampling of previously identified in-situ Jade occurrences, and mechanized trenching. The field program, which was completed during June 2019, was conducted to review the airborne geophysical data, conduct additional prospecting and outline the first mechanized trenching targets for further follow up. The field program resulted in additional nephrite jade discoveries at surface and led the Company to stake an additional 25 lode claims (209 hectares/516.5 acres), increasing the size of its current 4 claim blocks, and adding an entirely new block of claims to cover a new target. After receiving the required permitting, the Company completed a further exploration program involving mechanized trenching and sampling, during September and October 2019. Field evaluation of jade obtained from these trenches includes a full range of potential qualities from basic ornamental stones to carving and jewellery grade material. 282 individual jade samples (over 23.45 tonnes) were recovered from bedrock with heavy equipment and will be evaluated for their textures, colours and carveability. Additionally, the field program included extensive alteration mapping and reconnaissance sampling along the geophysically well-defined alteration

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

zones associated with jade formation identified in the spring program. More details can be found in Highlights, 2 b) of the Management Discussion and Analysis for the year ended September 30, 2019.

During July 2020, the Company conducted a three week field program which included stone testing for assessing quality and marketability of samples collected to date as well as prospecting. Evaluation of this program is on-going as of the date of this report. The summer 2020 program included testing 38 samples of the 52 samples recovered from trench T1C in September 2019 as these samples were thought to be representative of the breccia-hosted Jades of the T1 target area. 95% by weight of the samples tested passed the testing and workability evaluation. Thin slices of T1 target Jade collected south and west of trench T1C during the program were also cut to evaluate the stone’s suitability as ornamental or architectural stone. The stone testing to date has been encouraging; consequently, the Company has commenced a product development program based on this material to generate marketable finished product examples for test marketing in local and international markets.

An additional target northwest of the T1 target, called the Sky Zone, was also hand sampled and generated over 110 pounds (49.9 Kg) of fine grained, texturally uniform, medium green jades being cleaned, tested and prepared for marketing to the jewellery market. This zone has been recognized at surface over some 15 meters of strike length, with nephrite jade occurring both within a sheared intrusive contact, and extending into host country rock. The zone remains open in all directions at this time.

The gross costs and impairments recorded for the Wyoming Jade Fields project at September 30, 2020 are $551,350 and $Nil, respectively (September 30, 2019 - $404,188 and $Nil respectively).

Tell, Yukon

The Company acquired 100% of the Tell mineral property through staking. The Company holds 193 claims covering slightly in excess of 4,000 hectares located approximately 140 kilometres east of Mayo, Yukon. The data collected during the 2014 and 2015 short program continues to support that mineralization at Tell is sediment-hosted and potentially related to an extensive exhalative event within a sedimentary sequence with evidence of minor volcanic components, such as expected within the SEDEX/VMS environment. The 2015 surface data also confirms that mineralization may be related to an extensive metal rich unit within a sequence documented over 3 kilometres of strike length to date. These results are geologically strong and support further exploration if funding can be arranged.

Given the renewed interest in the Rackla belt hosting the Tell property, subsequent to significant silver, lead and zinc discoveries regionally by Cantex Mine Development Corp, the Company conducted a one week fly in program of geological mapping and soil sampling during July 2019. The program provided all of the required expenditures to submit a certificate of work necessary to renew 187 of the existing claims constituting the Tell property for an additional year. The Yukon Government, due to COVID 19 measures and travel restrictions this year, has granted all claim and land use permit holders a free, no action required, one year extension to any active claims. The Tell property now consists of 193 contiguous claims, which have been extended to October 2021. The Company will continue to investigate opportunities to option out its Tell property in order to expand exploration on the project without additional financing being required. The gross costs and impairments recorded to the Tell project at September 30, 2020 are $452,167 and $Nil, respectively (September 30, 2019 - $449,832 and $Nil, respectively).

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

4) Operating Results

A summarized statement of operations appears below to assist in the discussion that follows:

Three months ended September 30 2020 2019 General and administrative expenses $ (44,742) $ (263,611) $ Reporting to shareholders - - Professional fees (28,578) (27,888) Stock exchange and transfer agent fees (2,523) (2,456) Depreciation (1,099) (113) Impairment - (17,654) Sublease revenue 4,257 4,698 Interest and other (2,552) 2,979 Net and comprehensive loss $ (75,237) $ (304,045) $	Year ended September 30	Year ended September 30
	2020 (290,872) $ (2,881) (111,026) (10,016) (3,759) - 18,348 (643) (400,849) $	2019
		(529,460) (15,384) (38,195) (10,425) (453) (17,654) 18,789 4,360
		(588,422)

The most significant variances in results are discussed below.

• Variances relating to general and administrative expenses are addressed below in more detail.

• Reporting to shareholder costs include the dissemination of the annual audited financial statements for the year ended September 30, 2019 and 2018 as well as the 2019 Annual General Meeting (“AGM”). The variance of $12,500 between the current year and the comparative year is primarily due to the timing of the Annual General Meeting (“AGM”). The 2019 AGM was held during Q3 2019, while the 2020 AGM is scheduled for December 2020 (Q1 2021).

• Professional fees which consist of auditing fees, legal and other filing fees have increased by $700 and $72,800 in the current three and twelve month periods respectively from the comparative periods. This increase is primarily the result of legal fees incurred during the current year regarding the legal dispute discussed in Section 15 – “Legal dispute” below. For the year ended September 30, 2020, fees incurred include legal fees related to the lawsuit of $78,200 (2019 - $Nil), miscellaneous legal fees of $3,500 (2019 - $2,400) audit fees of $19,200 (2019 – $24,800), tax preparation and legal fees on account of Jadex of $5,100 (2019 - $7,100) and filing fees of $4,900 (2019 - $3,900). The decrease in audit fees is a result of an over accrual of 2019 fees as well as a reduction in 2020 fees.

• Stock exchange and transfer agent fees relate directly to the number of security exchange transactions during the periods, for which there is no significant change between the current three and twelve month periods and the comparative three and twelve month periods.

• The increase in depreciation expense from the comparative period is primarily a result of equipment purchases of $30,362 in Jadex Corporation with corresponding depreciation being recorded. These acquisitions include storage containers for secure storage of Jade samples collected during recent field exploration programs in addition to other equipment.

• The impairment recorded in Q4 of fiscal 2019 related to the Keithly Mountain property, as the Company determined that it would no longer continue to explore that property; consequently impairing the full amount of expenditures incurred. There were no impairments in the current year.

• Interest and other revenue is down by $5,500 and $5,000 in the three and twelve month periods ending September 30, 2020 respectively, from the comparative three and twelve month periods. During Q2 and Q3 2020, interest earned on the high-interest savings account was nominal as the Company’s treasury was limited. Further, during Q4 2020, the Company recognized a foreign exchange loss of $2,600 on its US$ denominated current account held on account of Jadex. There was no similar foreign exchange loss in the comparative periods.

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

The following summarizes the major expense categories comprising general and administrative expenses for the respective periods:

for the respective periods:
Administrative consulting fees $ Occupancy costs Office, secretarial and supplies Travel and promotion Insurance Computer network and website maintenance Stock-based compensation Salaries and benefits Miscellaneous Total $	Three months ended September 30 2020 2019 9,396 $ 14,178 $ 10,578 13,886 8,603 11,888 9,446 10,293 4,331 3,577 544 1,803 - 202,581 - 3,835 1,844 1,570 44,742 $ 263,611 $	Year ended September 30
	2020 9,396 $ 10,578 8,603 9,446 4,331 544 - - 1,844 44,742 $	2020 90,156 $ 52,236 40,269 30,477 16,513 2,620 50,980 - 7,621 290,872 $	2019
			72,807 55,362 60,012 85,481 14,091 4,576 224,519 5,513 7,099
			529,460

• Administrative consulting fees, which consist of fees for the contract controller, CFO and President are down by $4,800 and up by $17,350 from the three and twelve month comparative periods respectively. Fiscal 2020 fees include fees of $59,800 (2019 - $41,700) to the president, $21,000 (2019 - $19,250) to the contract controller, $7,000 (2019 - $10,200) to the CFO and $2,300 (2019 - $1,600) to other consultants. The 2020 three month period fees include fees of $4,400 (2019- $8,000) to the president, $3,750 (2019 - $3,500) to the contract controller, $1,260 (2019 - $2,700) to the CFO. The increase is primarily due to additional time required by, and consequently fees charged by, the President pertaining to the Legal Dispute discussed in Section 15) “Legal dispute” in this document.

• Occupancy costs are down by $3,100 for the year ended September 30, 2020, ($3,300) for the three month period ended September 30, 2020. On August 1, 2020, the Company entered into a new lease agreement, terminating August 31, 2021. As a result of the new leasing arrangement, the Company has incurred lower occupancy costs during the three month period ended September 30, 2020. For further information relating to obligations for Occupancy costs refer to Section 6) "Commitments” of this document.

• Office and secretarial fees, which primarily relate to contract administrative services and office supplies, are down by $3,300 and $19,700 during the three and twelve month periods ended September 30, 2020 respectively. The decrease is consistent with a decrease in activity during fiscal 2020 that took place due to COVID 19 (refer to Section 22) “Novel Corona Virus pandemic) and a conscious effort to reduce costs before the financing took place during Q3 2020.

• Travel and promotion expenditures have decreased by $800 and $55,000 from the three and twelve month comparative periods respectively. One of the contributing factors was the expenditures incurred in the comparative periods for services provided by an on-line investing news agency for the purpose of company promotion and lead generation with no comparable expenditures being incurred in the current period. During the year ended September 30, 2020, travel and promotion expenditures included expenses related to the AMEBC Roundup held annually in Vancouver, as well as registration fees and related travel expenses for two of the Company’s executives to attend and exhibit the samples of the Company’s Jade collections at the Global Chinese Financial Forum (“GCFF”) also held in Vancouver. The purpose of attending the GCFF was to show case the Company’s Jade samples collected from its mineral properties in the United States to a greater audience of Chinese investors looking for investment opportunities in Canada. In addition the Company’s President, Jean Pierre Jutras, was invited to participate in the American Gem Trade Association (“AGTA”) GemFair Tucson 2020 seminar series; one of the largest assemblies of the colored gemstone industry in the world. The focus of Mr. Jutras’s presentation at this February 2020 seminar was Jade, emphasizing Jade geology in the United States including a view of Jade Leader’s US exploration activities, to familiarize the audience with what the United States’ future potential as a producer in the Jade space might be. Q4 2020 expenditures also include materials, supplies and labour for the preparation of Jade samples for evaluation and marketing purposes. During the three month period ended June 30, 2019, two of the Company’s executives and five of the Company’s consultants, travelled to the 2019 Zi Gang Cup Jade and Stone Works Competition and Exhibition, held in Suzhou, Jiangsu province, China. The competition, which brings together some of the world’s most recognized Chinese and International

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

Jade carvers and Jade industry leaders, provided an excellent opportunity to formally introduce Jade Leader, it’s projects and progress to a wider dedicated audience in the Jade space. The Company used this opportunity to conduct additional market research allowing it to more effectively direct its planned exploration programs at high priority targets. Other travel and promotion expenditures during the year ended September 30, 2019, included travel to Tucson, Arizona to attend various gem and mineral shows for the purpose of networking and marketing, and attending the AMEBC Roundup held annually in Vancouver, British Columbia.

• Insurance expenses are up year over year by $2,400 in the year ended September 30, 2020 reflecting an increase in insurance rates that occurred upon renewal of insurance policies in Q3 2020 and Q4 2020. There has been no significant change in insurance coverage since Q4 2017, with the exception of shortterm coverage required for heavy equipment rentals utilized to complete the fall 2019 exploration program conducted in the Wyoming Jade Fields.

• Computer network and website maintenance expenditures, which include internet service, website hosting and other information system expenditures, have decreased by $1,300 during the three month period ended September 30, 2020 and decreased overall by $1,900 during the year ended September 30, 2020. Q4 2019 expenditures included consulting costs related to network maintenance and security, of which there were no similar expenditures in the current period.

• During Q1 2020, the Company issued 275,000 options to consultants valued at $50,980. There were no other options issued during the remainder of the year ended September 30, 2020. During the year ended September 30, 2019, the Company issued 1,355,000 stock options to its Officers, Directors and Consultants valued at $224,519.

• Salaries and benefits expense incurred in Q3 and Q4 2019 relates to the Company's share of CPP remitted for the exercise of 280,000 options for proceeds of $28,000, and 515,000 options for proceeds of $51,500, respectively. There were no similar transactions during the year ended September 30, 2020.

5) Liquidity and Capital Resources

As of September 30, 2020, the Company had a working capital balance of $257,716 (September 30, 2019 – $349,921), a decrease of $92,205. Changes to working capital in the current and comparative periods are discussed below:

• Operating activities during the year ended September 30, 2020 resulted in a cash outflow of $334,341 (2019 - $439,714). Cash paid to suppliers and contractors is down by $100,900 and reflects changes in both activity levels during the year as discussed above in 4) “Operating results”, as well as the changes in accounts receivable, prepaid expenses and accounts payable. Due to limited available cash at the end of the 2018 fiscal year, accounts payable increased dramatically. These payables were paid when the Company received a cash injection from the financings that occurred in Q1 2019. Further, during Q1 2019, the Company advanced $36,000 to an on-line investing news agency for the purpose of company promotion and lead generation. The advance covered one year of services.

• Interest and other revenue is down by $5,500 and $5,000 in the three and twelve month periods ending September 30, 2020 respectively, from the comparative three and twelve month periods. During Q2 and Q3 2020, interest earned on the high-interest savings account was nominal as the Company held lower cash balances in that account during the year. As well, during Q4 2020, the Company recognized a foreign exchange loss of $2,600 on its US$ denominated current account held on account of Jadex. There was no similar foreign exchange loss in the comparative periods

• The Company expended $208,500 on exploration and evaluation assets during the current year compared to $689,800 in the comparative year. Expenditures in the current period and comparative periods primarily related to the Company's jade properties, in Wyoming and Washington State.

• During the three-month period ended September 30, 2020, the Company expended $600 on equipment purchases for field exploration programs. During the year ended September 30, 2020 the Company’s expenditures totaled $30,991 and include the acquisition of storage containers for secure storage of Jade samples collected during recent field exploration programs and computer equipment. There were no similar expenditures in the comparative period.

• During the three-month period ended June 30, 2020, the Company closed a private placement financing for aggregate gross proceeds of $450,000, (net $439,358 after share issue costs). Refer to

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

Note 11 - "Share capital, stock options and warrants" of the Audited Consolidated Financial Statements which accompany this document and section 7) "Financing" for further information.

• During the year ended September 30, 2019, the Company closed a private placement of shares and warrants for proceeds of $1,148,954, (net $1,104,214 after share issuance costs). See Section 7) "Financing" below for more information.

• During the year ended September 30, 2019, 3,250,000 warrants were exercised for gross aggregate proceeds of $325,000. Refer to Note 11 - "Share capital, stock options and warrants" of the Audited Consolidated Financial Statements which accompany this document and section 7) "Financing" for further information. There were no similar transactions during the year ended September 30, 2020.

• During the year ended September 30, 2019, 795,000 options were exercised for total proceeds of $79,500. See Section 7) "Financing" for more information related to these transactions. There were no similar transactions during the year ended September 30, 2020.

The Company believes that it has sufficient working capital to finance general and administrative and other operating expenses for the next nine month period. Operating expenses beyond June 2021, increases in expenditures over budget for the nine months ended June 30, 2021 , future exploration programs and new property acquisitions, will require additional financing, or possibly be positively influenced by materials sales. There can be no assurance that management will be successful in obtaining financing, or that material sales will occur during the period. Refer to Note 1 - "Nature and continuance of operations" to the Audited Consolidated Financial Statements which accompany this document. With limited capital resources the Company will prioritize non-discretionary operating costs, will cut back discretionary operating costs and will defer exploration programs until suitable financing can be procured.

6) Commitments

On August 1, 2020, the Company entered into a new leasing arrangement for office space, terminating August 31, 2021. Pursuant to the agreement, the Company is committed to pay base lease costs plus additional rent, which includes its proportionate share of costs incurred in the operation, maintenance, management and supervision of the property as defined by the landlord's current lease for the premises. Additionally, Jade Leader entered into a sublease agreement with CANEX Metals terminating August 31, 2021.

As at September 30, 2020, the committed lease costs to the termination of the lease are as follows:

Base lease cost Expected additional rents Total expected lease commitment Expected sublease revenue Net future rent	October 1, 2020 to August 31, 2021
	$
	9,708 27,876
	37,584 17,226
	20,358

7) Financing

2020

On June 17, 2020, the Company closed a non-brokered private placement share and warrant issue for 9,000,000 common units at $0.05 per unit comprised of 9,000,000 common shares and 4,500,000 common share purchase warrants for gross aggregate proceeds of $450,000. Each common unit was comprised of one common share and one half of one common share purchase warrant. Each common share purchase warrant entitles the holder to purchase one additional common share at a price of $0.10 per share until June 17, 2022. In valuing the warrants, the Company applied a proration of proceeds method to the components incorporating the Black-Scholes Pricing model assuming a volatility of 70.10%, a risk free rate of 0.29%, a 2 year warrant life

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

and a 0% dividend rate. In connection with this financing, the Company paid finder’s fees of $2,000 which have been included in the share issuance costs that are deducted from the proceeds of the financing that are credited to the Common Share Capital. Related parties, comprised of officers and directors, acquired 1,260,000 of the total units.

2019

On October 12, 2018, the Company closed the first tranche of the private placement share and warrant issue for 3,865,816 common units at $0.25 per unit comprised of 3,865,816 common shares and 3,865,816 common share purchase warrants for gross aggregate proceeds of $966,454. Each common unit was comprised of one common share and one common share purchase warrant. Each common share purchase warrant entitles the holder to purchase one additional common share at a price of $0.40 per share until October 12, 2020. In valuing the warrants, the Company applied a proration of proceeds method to the components incorporating the BlackScholes Pricing model assuming a volatility of 135.80%, a risk free rate of 2.27%, a 2 year warrant life and a 0% dividend rate. In connection with this financing, the Company paid finder’s fees of $27,700 which are included in the share issuance costs that are deducted from the proceeds of the financing that are credited to Common Share Capital. Subsequent to September 30, 2020, the warrant expiry was extended to October 12, 2021 and the warrant exercise price was amended to $0.21 per share from $0.40 per share.

On October 23, 2018, the Company closed the second tranche of the private placement share and warrant issue for 730,000 common units at $0.25 per unit comprised of 730,000 common shares and 730,000 common share purchase warrants for gross aggregate proceeds of $182,500. Each common unit was comprised of one common share and one common share purchase warrant. Each common share purchase warrant entitles the holder to purchase one additional common share at a price of $0.40 per share until October 23, 2020. In valuing the warrants, the Company applied a proration of proceeds method to the components incorporating the BlackScholes Pricing model assuming a volatility of 135.38%, a risk free rate of 2.27%, a 2 year warrant life and a 0% dividend rate. In connection with this financing, the Company paid finder’s fees of $1,250 which are included in the share issuance costs that are deducted from the proceeds of the financing that are credited to Common Share Capital. Subsequent to September 30, 2020, the warrant expiry was extended to October 23, 2021 and the warrant exercise price was amended to $0.21 per share from $0.40 per share.

During February 2019, 250,000 warrants exercisable at $0.10 per share, expiring April 17, 2019 were exercised for total proceeds of $25,000.

During March 2019, 2,950,000 warrants exercisable at $0.10 per share, expiring March 24, 2019 were exercised for total proceeds of $295,000 and 50,000 warrants exercisable at $0.10 per share, expiring April 17, 2019 were exercised for total proceeds of $5,000.

During June 2019, 280,000 options exercisable at $0.10 per share, expiring July 10, 2019 were exercised for total proceeds of $28,000.

During July 2019, 515,000 options exercisable at $0.10 per share, expiring July 10, 2019 were exercised for total proceeds of $51,500.

8) Exploration Expenditures

Refer to Note 7 “Exploration and evaluation assets" to the Consolidated Financial Statements for the year ended September 30, 2020.

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

9) Selected Annual financial Information

The following selected financial data has been extracted from the Consolidated Financial Statements, for the fiscal years ended September 30, 2020, 2019 and 2018 and should be read in conjunction with those Consolidated Financial Statements.

Consolidated Financial Statements.
For the years ended or as at September 30 Financial Results Sublease revenue Interest and other income Net loss and comprehensive loss for the year Basic and diluted loss per share Financial Position Working capital (deficiency) Total assets Capital stock Reserves Deficit	2020 2019 2018
	$ $ $ 18,348 18,789 18,527 (643) 4,360 331 (400,849) (588,422) (705,457) (0.01) (0.01) (0.02) 257,716 349,921 (74,058) 1,888,643 1,844,987 741,934 14,234,128 13,907,792 12,854,098 3,274,526 3,110,524 2,430,985 (15,674,670) (15,273,821) (14,685,399)

Net and comprehensive loss for 2020 includes a non-cash charge for share-based payment transactions of $50,980 (2019 - $224,519, 2018 - $361,813), which accounts for the bulk of the variations in net loss and comprehensive loss from year-to-year.

10) Selected Quarterly Financial Information

The following selected financial data has been extracted from the unaudited interim financial statements for the fiscal periods indicated and should be read in conjunction with those unaudited financial statements.

Three months ended:	Sep 30, 2020 (Q4 2020)	Jun 30 2020 (Q3 2020)	Mar 31 2020 (Q2 2020)	Dec 31 2019 (Q1 2020)	Sep 30 2019 (Q4 2019)	Jun 30 2019 (Q3 2019)	Mar 31 2019 (Q2 2019)	Dec 31 2018 (Q1 2019)
	$	$	$	$	$	$	$	$
Loss before impairment of exploration and evaluation assets and other items	(76,942)	(46,189)	(128,074)	(167,349)	(294,068)	(114,740)	(102,128)	(82,981)
Impairment	-	-	-	-	(17,654)	-	-	-
Loss before other items	(76,942)	(46,189)	(128,074)	(167,349)	(311,722)	(114,740)	(102,128)	(82,981)
Sublease revenue	4,257	4,697	4,697	4,697	4,697	4,697	4,697	4,697
Interest and other income	(2,552)	113	338	1,458	2,979	1,104	(17)	294
Net and comprehensive loss	(75,237)	(41,379)	(123,039)	(161,194)	(304,045)	(108,939)	(97,448)	(77,990)
Basic and diluted loss per share	0.00	0.00	0.00	0.00	(0.01)	0.00	0.00	0.00

Quarterly net losses are influenced by many factors from period to period and are significantly affected by the amount of activity in the junior mining sector, the Company's working capital position, the potential exploration opportunities as well as timing of certain expenditures including the timing of the AGM. The rebound of the junior mining sector in the latter part of fiscal 2017 and the Company's new focus on Jade exploration allowed the Company to improve its working capital position through financing, thus allowing the Company to expand its operations into fiscal 2018, 2019 and Q1 2020. Additionally, Q1 2020, Q1 2019, Q3 2019 and Q4 2019 operations include stock-based compensation of $50,980, $11,438, $10,500 and $202,581 respectively which are non-cash charges that cause large fluctuations in earnings. During fiscal 2020, the Company’s earnings have been impacted by legal expenditures of $78,200 resulting from a legal dispute as outlined in Section 15) Legal dispute. The Company reduced discretionary expenditures and field programs during Q2 and Q3 2020 due to reduced cash balances and limitations put in place by the Novel Corona Virus Pandemic – see Section 22 below. Late in Q3 2020 the Company completed a private placement financing providing working capital for planned field programs and general administration and operations going forward.

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

Interest and other income include interest earned on the Company’s high interest bank account and foreign exchange gains and losses incurred during those periods. Q4 2020 includes a foreign exchange loss of $2,600.

11) Off-Balance Sheet Transactions

The Company has no off-balance sheet transactions to report.

12) Directors and Officers

12) Directors and	Officers
Jean Pierre Jutras	Director and President	Barbara O’Neill	Corporate Secretary
Shari Difley	Chief Financial Officer	Shane Ebert	Director
Cornell McDowell	Director	Peter Megaw	Director

13) Related Party Transactions

Transactions for the year ended September 30, 2020 are disclosed and explained in Note 17 "Related party balances and transactions and key management remuneration" to the Audited Consolidated Financial Statements for the year ended September 30, 2020 which accompany this MD&A.

14) Share capital, warrants, and stock options

Refer to Note 11 "Share capital, stock options and warrants" to the Consolidated Financial Statements for the year ended September 30, 2020 and the Statement of Changes in Equity for common share capital, stock option and warrant transactions during the year ended September 30, 2020 and balances as at that date.

On October 2, 2020, the Company extended the expiry dates for certain warrants by one year as follows; 1) 3,865,816 warrants expiring on October 12, 2020 will now expire on October 12, 2021 and 2) 730,000 warrants expiring October 23, 2020 will now expire on October 23, 2021. In addition, the exercise price was repriced from $0.40 per share to $0.21 per share at that time .

There were no other changes in share capital issued, warrants issued or expired or options expired, from September 30, 2020 to December 17, 2020, the date of this report.

15) Legal Dispute

On October 24, 2019, Jadex Corporation was served documents naming Jadex, Jade Leader Corp., and Jean-Pierre Jutras as defendants in a lawsuit initiated by the plaintiff, a prospector, who seeks to claim ownership of some of the Jade samples collected during the 2019 trenching program in Wyoming. According to the plaintiff’s lawsuit, the amount of damages exceeds US$75,000, exclusive of interests and costs. The action has been brought by the plaintiff based on his belief that the Company extracted samples that were part of the placer claims which he holds as opposed to the lode claims which the Company holds. The Company’s legal counsel filed a motion to dismiss and a motion to stay.

On January 7, 2020, the Court held a hearing on the motion to dismiss and the motion to stay and on January 29, 2020, the motions were denied as the court believes that the characterization of the samples as either placer or lode, must be established before a decision can be made whether the matter can be moved to arbitration or whether the matter must be contested in the courts. A hearing for the preliminary injunction had been set for February 20, 2020; however, due to scheduling conflicts and subsequent travel restrictions due to COVID-19, the hearing was adjourned. As at September 30, 2020, pursuant to a petition made to the court by the opposing Counsel, the Company has agreed to retain samples from trench T1A until resolution of the legal dispute. The Plaintiff sought an injunction on materials held by the Company from trench T1C, which was denied. Next steps as currently scheduled include various filings leading to an evidentiary hearing in February 2021, and, should the matters proceed from there, to a potential trial date in June 2021.

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

The Company believes that it has all records necessary to demonstrate that the samples came from the trenching program which they further believe confirms that they were obtained from bedrock within its lode claims. Therefore, it is the Company’s position that this action is without support in fact and without merit. Regardless, the outcome of any legal action can be contrary to what the Company expects and may result in the requirement for the Company to pay compensation to the plaintiff. The Company has no way to estimate what, if any future liability it might have relating to this legal action.

16) Financial Instruments

The carrying value of the Company's financial instruments, consisting of cash, accounts receivable (net of sales tax), short-term investments, and accounts payable and accrued liabilities (net of sales tax), approximate their fair value due to the short-term nature of the instruments. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest or credit risks arising from these financial instruments.

The Company undertakes transactions denominated in US currency through its exploration in the US; consequently, it is exposed to exchange rate fluctuations. The Company will acquire US funds from time to time to settle US$ denominated liabilities. At September 30, 2020, the Company had US$8,152 (CDN$10,874) (September 30, 2019 – US$3,359 (CDN$4,759)) in a US denominated bank account. The effect of a foreign currency increase or decrease of 10% on this cash holding would result in an increase or decrease of CDN$1,087 (September 30, 2019 – CDN$476). Additionally, at September 30, 2020, accounts payable and accrued liabilities include liabilities of US$8,071 (CDN$10,766) (September 30, 2019 - US$30,670 (CDN$40,832)) that must be settled in US$. The effect of a foreign currency increase or decrease of 10% on this liability would result in an increase or decrease of CDN$1,077 (September 30, 2019 – CDN$4,083) to the amount payable.

17) Financial Risk Management

a) Credit risk

Credit risk is the risk of financial loss to the Company if counterparties to a financial instrument fail to meet their contractual obligations. The Company’s financial instruments that could be subject to credit risk consist of accounts receivable, (excluding sales tax). The Company has had a history of prompt receipt of their receivables and considers credit risk to be low on these instruments as at September 30, 2020 and September 30, 2019. The Company's cash and at bank is currently held with one financial institution.

b) Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they are due. The Company’s approach to managing liquidity risk is the utilization of budgets, to attempt to maintain sufficient liquidity in order to meet operational and exploration requirements as well as property acquisition commitments. The Company raises capital through equity issues and its ability to do so is dependent on several factors including market acceptance, stock price and exploration results. The Company is continually investigating financing options. The continuing operations of the Company are dependent upon its ability to continue to obtain adequate financing or to commence profitable operations in the future. The Company believes that it has sufficient working capital to finance general and administrative and other operating expenses for the next nine-month period ended June 30, 2021. However, increases in expenditures above and beyond budgeted expenditures, including new property acquisitions and exploration programs will require additional financing. There can be no assurance that the Company will be successful in obtaining financing (refer to Note 1 - "Nature and continuation of operations" of the Unaudited Condensed Interim Consolidated Financial Statements which accompany this document).

c) Market risk

The Company may receive equity investments from time to time for the sale of mineral properties and these investments are subject to market price risk. The Company does not invest excess cash in equity investments as a general rule. Investment in common shares is recorded at fair value at the respective

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

period ends with the resultant gains or losses recorded in earnings. The price or value of these investments can vary from period to period.

d) Interest rate risk

The Company has no debt facilities and has minimal amounts of interest income; it is not exposed to significant interest rate risk at this time. All market risk is associated with the Company's investments in common shares, which are recorded at fair value at the respective period ends with the resultant gains or losses recorded in earnings.

e) Foreign exchange risk

The Company undertakes transactions denominated in US currency; consequently it is exposed to exchange rate fluctuations. The effect of a foreign currency increase or decrease of 10% on the US denominated cash balance and liabilities has been disclosed in Section 16) – “Financial instruments”.

18) Outlook

• The Company completed its planned exploration programs for the summer of 2020 during July 2020 on the Wyoming Jade Fields properties (refer to Section 3 “Mineral properties”). The Company’s working capital position was improved due to successfully completing a financing during Q3 2020. See section 7 - “Financing” above.

• The July 2020 Wyoming Jade Fields exploration program, evaluation of which is currently ongoing, included stone testing for assessing quality and marketability of samples collected to date as well as prospecting. The stone testing to date has been encouraging; consequently, the Company has commenced a product development program based on this material to generate marketable finished product examples for test marketing in local and international markets. An additional target northwest of the T1 target, called the Sky Zone, was also hand sampled and generated over 110 pounds (49.9 Kg) of fine grained, texturally uniform, medium green jades being cleaned, tested and prepared for marketing to the jewellery market.

All Wyoming Jade Fields projects are still active, with permitting in place to continue trenching on the properties until September 2021, and can be renewed annually thereafter. The Company’s immediate focus will be to continue to evaluate materials recovered and to test the market for the Jade recovered. With information gained through market response and potential sales, the Company will evaluate how best to target the various types of jade in the continuation of its currently permitted trenching activities.

Refer also to 15) Legal Dispute as it pertains to claims made by the vendor of an optioned property within the Wyoming Jade Fields.

• The work conducted in 2019 on the DJ Washington property has increased the exploration potential of the Lode 2 target which was initially drilled over 30 meters of strike length. The trenching and sampling program in Washington confirmed a new in-situ surface nephrite jade occurrence, the widest found on the property to date. The drilling program conducted in October/November 2018 confirmed consistent intersections of Jade that correlates well with mapped surficial Jade. The Company is excited by the discovery of large masses of Rhodonite during its summer 2019 Jade exploration program. If the large block which was shipped to a renowned stone sculptor is considered suitable for carving, and results in a marketable piece of art being created, the Company will be able to begin to establish a value for this Rhodonite. A positive reception from the lapidary/carving industry would lead to further Rhodonite extraction on site.

The next phase of work on the DJ property, which is contingent upon the receipt of sufficient financing, will likely consist of a one week to ten day mechanized bulk sample (backhoe) program, aiming to recover a sufficient amount of jade materials for evaluation and marketing from the road accessible Lode 2 target, where unique chatoyant materials have been found to date. Such a program would have a budget of approximately $35,000-$45,000. Permitting for this stage may be required if a notice level exemption cannot be obtained from Forest Services for this planned next phase of work. The Company is currently

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

evaluating chatoyant materials collected during previous exploration programs with the view to test for market acceptance of these samples.

• There has been an increase in interest in the Rackla belt, which hosts the Tell property, as a result of significant silver, lead and zinc discoveries in the area. If the Company exploring in the same geological belt as Tell continues to have drilling success, there is good potential for the Tell property to attract third party financing or partners to take the property forward based on results obtained to date by the Company on this property. In order to move the property forward an exploration program including a helicopter property wide magnetic/electromagnetic geophysical survey, followed by a second round of diamond drilling would be planned with an estimated budget of $660,000. However, such a program would only take place given sufficient financing and is currently considered a third exploration priority behind the Jade exploration properties in Wyoming and Washington, USA. The Company will continue to investigate opportunities to option out its Tell property in order to expand exploration on the project without additional financing being required.

• The Company has increased its treasury due to the completion of a private placement financing during Q3 2020. The financing has allowed for the continued operations of the Company as well as execution of the planned summer 2020 exploration programs. The priority of future exploration programs will be on the Wyoming Jades Fields, followed by the DJ Washington programs.

• The Company has worked on increasing visibility and exposure and conducting pre-marketing in International communities through attendance at various trade events in the USA and China during fiscal 2019. During fiscal 2020, the Company has attended conferences in the US and Canada increasing its exposure to the international jade and investing community. Refer to Section 2) b) Corporate highlights for information regarding specific events.

• The Company will also work to expand current and potential investors’ awareness of the Company’s activities through social media, including its website which hosts videos and other relevant information.

19) Risks

The business and operations of the Company are subject to numerous risks, many of which are beyond the Company's control. The Company considers the risks set out below to be some of the most significant to potential investors in the Company, but not all of the risks associated with an investment in securities of the Company. If any of these risks materialize into actual events or circumstances or other possible additional risks and uncertainties of which the Company is currently unaware or which it considers to be material in relation to the Company's business actually occur, the Company's assets, liabilities, financial condition, results of operation (including future results of operations), business and business prospects, are likely to be materially and adversely affected. In such circumstances, the price of the Company's securities could decline and investors may lose all or part of their investment.

The Company is a natural resource company engaged in the acquisition, exploration and development of mineral properties. Given the nature of the mining business, the limited extent of the Company's assets and the present stage of exploration, the following risk factors, among others, should be considered:

• Exploration, development and operating risks

• The Company is in the process of exploring its properties and has not yet determined whether its properties contain economically recoverable reserves and, therefore, does not generate any revenues from production. The recovery of expenditures on mineral properties and the related deferred exploration expenditures are dependent on the existence of economically recoverable mineralization, the ability of the Company to obtain financing necessary to complete the exploration and development of its properties, and upon future profitable production, or alternatively, on the sufficiency of proceeds from disposition. Mineral exploration is highly speculative in nature, involves many risks and frequently is non-productive. There is no assurance that exploration efforts will be successful.

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

• Substantial capital requirements and liquidity

• Substantial additional funds to pursue the Company's potential mineral exploration beyond currently planned expenditures may be required should exploration results indicate that future work may be warranted on any one project, and should any such funding not be fully generated from operations. No assurances can be given that the Company will be able to raise the additional funds that may be required for such activities, should such funds not be fully generated from operations. Mineral prices, environmental rehabilitation or restitution, revenues, taxes, transportation costs, capital expenditures and operating expenses and geological results are all factors which will have an impact on the amount of additional capital that may be required. To meet such funding requirements, the Company may be required to undertake additional equity financing, which would be dilutive to shareholders. Debt financing if available, may also involve restrictions on financing and operating activities. There is no assurance that additional financing will be available on terms acceptable to the Company or at all. If the Company is unable to obtain additional financing as needed, it may be required to reduce the scope of its operation and pursue only those projects that can be funded through cash flows generated from its existing operations, if any.

• Fluctuating mineral prices

• The economics of mineral exploration are affected by many factors beyond the Company's control, including commodity prices, the cost of operations, variations in the grade of minerals explored and fluctuations in the market price of minerals. Depending on the price of minerals, the Company may determine that it is impractical to continue a mineral exploration operation. Mineral prices are prone to fluctuations and the marketability of minerals is affected by government regulation relating to price, royalties, allowable production and the importing and exporting of minerals, the effect of which cannot be accurately predicted. There is no assurance that a profitable market will exist for the sale of any minerals found on the Company's properties.

• Regulatory, permit and license requirements

• The current or future operations of the Company require permits from various governmental authorities, and such operations are and will be governed by laws and regulations concerning exploration, development, production, taxes, labour standards, occupational health, waste disposal, toxic substances, land use, environmental protection, site safety and other matters. Companies engaged in the exploration and development of mineral properties generally experience increased costs and delays in development and other schedules as a result of the need to comply with applicable laws, regulations and permits. There can be no assurance that all permits which the Company may require for facilities and the conduct of exploration and development operations on the Properties will be obtainable on reasonable terms, or that such laws and regulation will not have an adverse effect on any exploration or development project which the Company might undertake.

Failure to comply with applicable laws, regulations and permitting requirements may result in enforcement actions, including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed and may include corrective measures requiring capital expenditures, installation of additional equipment or remedial actions. Parties engaged in exploration and development operations may be required to compensate those suffering loss or damage by reason of the exploration and development activities and may have civil or criminal fines or penalties imposed upon them for violation of applicable laws or regulations. Amendments to current laws, regulations and permits governing operations and activities of mineral companies, or more stringent implementation thereof, could have a material adverse impact on the Company and cause increases in capital expenditures or exploration and development costs, or require abandonment or delays in the development of new or existing properties.

• Financing risks and dilution to shareholders

• The Company has limited financial resources, no operations and no revenues. If the Company's exploration program on it properties is successful, additional funds will be required for the purposes of further exploration and development. There can be no assurance that the Company will be able to obtain adequate financing in the future or that such financing will be available on favourable terms or

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

at all. It is likely such additional capital will be raised through the issuance of additional equity which will result in dilution to the Company's shareholders.

• Title to properties

• Acquisition of title to mineral properties is a very detailed and time-consuming process. Title to, and the area of, mineral properties may be disputed. The Company cannot give an assurance that title to its properties will not be challenged or impugned. Mineral properties sometimes contain claims or transfer histories that examiners cannot verify. A successful claim that the Optionors or the Company, as the case may be does not have title to its properties could cause the Company to lose any rights to explore, develop and mine any minerals on its properties without compensation for its prior expenditures relating to its properties.

• Competition

• The mineral exploration and development industry is highly competitive. The Company will have to compete with other mining companies, many of which have greater financial, technical and other resources than the Company, for, among other things, the acquisition of mineral claims, leases and other mineral interest as well as for the recruitment and retention of qualified employees and other personnel. Failure to compete successfully against other mining companies could have a material adverse effect on the Company and its prospects.

• Reliance on management and dependence on key personnel

• The success of the Company will be largely dependent upon the performance of its directors and officers and the ability to attract and retain key personnel. The loss of the services of these persons may have a material adverse effect on the Company's business and prospects. The Company will compete with numerous other companies for the recruitment and retention of qualified employees and contractors. There is no assurance that the Company can maintain the service of its directors and officers or other qualified personnel required to operate its business. Failure to do so could have a material adverse effect on the Company and its prospects.

• Environmental risks

• The Company's exploration and appraisal programs will, in general, be subject to approval by regulatory bodies. Additionally, all phases of the mining business present environmental risks and hazards and are subject to environmental regulation pursuant to a variety of international conventions and provincial and municipal laws and regulations. Environmental legislation provides for, among other things, restrictions and prohibitions on spills, releases or emissions of various substances produced in association with mining operations. The legislation also requires that drill sites and facility sites be operated, maintained, abandoned and reclaimed to the satisfaction of applicable regulatory authorities. Compliance with such legislation can require significant expenditures and a breach may result in the imposition of fines and penalties, some of which may be material. Environmental legislation is evolving in a manner expected to result in stricter standards and enforcement, larger fines and liability and potentially increase capital expenditures and operating costs.

• Conflicts of interest

• Certain of the Directors and Officers of the Company are engaged in, and will continue to engage in, other business activities on their own behalf and on behalf of other companies and, as a result of these and other activities, such Directors and Officers of the Company may become subject to conflicts of interest. Canadian corporate laws provide that in the event that a Director has an interest in a contract or proposed contract or agreement, the director shall disclose his interest in such contract or agreement and shall refrain from voting on any matter in respect of such contract or agreement unless otherwise provided under those laws. To the extent that conflicts of interest arise, such conflicts will be resolved in accordance with the provisions of the applicable Canadian corporate laws.

• Uninsurable risks Exploration, development and production operations on mineral properties involve numerous risks, including unexpected or unusual geological operating conditions, rock bursts, cave-ins, fires, floods, earthquakes and other environmental occurrences, any of which could result in damage to, or

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

destruction of mines and other producing facilities, damage to life or property, environmental damage and possible legal liability. Although precautions to minimize risk will be taken, operations are subject to hazards that may result in environmental pollution and consequent liability that could have a material adverse impact on the business, operations and financial performance of the Company. It is not always possible to obtain insurance against all such risks and the Company may decide not to insure against certain risks as a result of high premiums or other reasons. Should such liabilities arise, they could have an adverse impact on the Company's results of operations and financial condition and could cause a decline in the value of the company's shares.

• Litigation

• The Company and/or its directors may be subject to a variety of civil or other legal proceedings, with or without merit.

20) Critical Accounting Estimates

The most significant accounting estimate for the Company relates to the carrying value of its exploration and evaluation assets. Exploration and evaluation assets consist of the capitalized costs of exploration on, and acquisition of, mining concessions. Acquisition and leasehold costs and exploration costs are capitalized and deferred until such time as the property is put into production or the properties are disposed of either through sales or abandonments. The estimated values of exploration and evaluation assets are evaluated by management on a regular basis to determine whether facts and circumstances suggest that the carrying amount of the asset may exceed its recoverable amount. Reference is made to project economics, including the timing of the exploration and/or development work, the work programs and exploration results experienced by the Company and others, financing, the extent to which optionees have committed, or are expected to commit to, exploration on the property and the imminent expiry of right to explore, among other factors. When it becomes apparent that the carrying value of a specific property will not be realized an impairment provision is made for the estimated decline in value.

The Company’s estimate for decommissioning obligations is based on existing laws, contracts or other policies. The value of the obligation is based on estimated future costs for abandonments and reclamations which require that certain assumptions be made. By their nature, these estimates are subject to measurement uncertainty.

The Company uses the Black-Scholes Option Pricing Model to value stock options and warrants. Option pricing models require the input of highly subjective assumptions including the expected price volatility. Changes in the subjective input assumptions can materially affect the fair value estimate, and therefore the existing models do not necessarily provide a reliable single measure of the fair value of the Company’s stock options granted and vested, or warrants issued, during the year.

The Company estimates the fair value of its short-term equity investments at each period end as they are carried at fair value in the Statements of Financial Position. The Company uses the closing price of the common shares on the period-end date and uses the Black-Scholes Option Pricing Model discussed above to estimate the value of its investment in warrants. The price at which these instruments can ultimately be sold will vary from these estimates due to the timing of their sale, the volume of trading in securities at any given time and changes in the market over time, among other factors.

21) New Accounting Policies

IFRS accounting standards, interpretations and amendments subsequent to period-end

Certain new accounting standards, interpretations and amendments to existing standards have been issued by the IASB or IFRIC that are mandatory for periods subsequent to those disclosed in the financial statements. They include the following, but do not include updates that are not applicable or are not consequential to the Company's operations:

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JADE LEADER CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS YEAR ENDED SEPTEMBER 30, 2020

IFRS 16 – Leases

According to IFRS 16, all leases will be on the statement of financial position of lessees, except those that meet the limited exception criteria. The standard is effective for annual periods beginning on or after January 1, 2019. The standard is required to be adopted either retrospectively or using a modified retrospective approach. The modified retrospective approach does not required restatement of prior period financial information as it recognizes the cumulative effect of applying the standard to prior periods as an adjustment to opening retained earnings.

The Company adopted IFRS 16 on October 1, 2019 using the modified retrospective approach and applying certain practical expedients available upon transition. The Company has applied a practical expedient that allow the Company to apply a recognition exemption for leases with remaining lease terms of less than 12 months and leases of low value on the transition dates.

As at September 30, 2020, there has been no material impact on the Company’s financial reporting relating to the occupancy lease which terminates August 31, 2021.

22) Novel coronavirus pandemic

In early January 2020, a human infection originating in China was traced to a novel strain of coronavirus. The virus has subsequently spread to other parts of the world, including North America and Europe, and has caused unprecedented disruptions in the global economy as efforts to contain the spread of the virus have intensified. On March 11, 2020, the World Health Organization declared this outbreak of coronavirus (“COVID-19”) as a pandemic and it continues to spread throughout North America. The full extent and duration of the impact of COVID-19 on the Company’s operations and financial performance is currently unknown, and depends on future developments that are uncertain and unpredictable, including the duration and spread of the pandemic, its impact on capital and financial markets on a macro-scale and any new information that may emerge concerning the severity of the virus, its spread to other regions and the actions to contain the virus or treat its impact, among others. The Company was able to conduct its planned exploration program for the summer of 2020, on its properties held in the United States (refer to Note 7 – “Exploration and evaluation assets” to the Audited Consolidated Interim Financial Statements dated September 30, 2020 which accompany this document). There is currently no work travel-related restrictions in place for travel to the US, however this may change. Nevertheless, there are no immediate plans to return to the US properties until further financing is arranged. As the company is an exploration stage company with no revenue sources, there is no impact on revenue from the Corona Virus restrictions. The effect of the virus on the economy as a whole and the amount of discretionary income available to spend on Jade may have an impact on commodity prices, however the Company is not in a position to be producing and selling Jade on a commercial scale at this time.

23) Subsequent events

On October 2, 2020, the Company extended the expiry dates for certain warrants by one year as follows; 1) 3,865,816 warrants expiring on October 12, 2020 will now expire on October 12, 2021 and 2) 730,000 warrants expiring October 23, 2020 will now expire on October 23, 2021. In addition, the exercise price was repriced from $0.40 per share to $0.21 per share at that time.

24) Other

Additional information relating to the Company may be found on SEDAR at www.sedar.com.

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