Management's Discussion and Analysis of the Condensed Interim Consolidated Financial Statements

For the Three and Nine Months Ended September 30, 2024

Minsud Resources Corp.
340 Richmond Street West
Toronto, Ontario
M5V 1X2

Contact: Ramiro Massa
Phone: +1 416-479-4466
E-mail: [email protected]

Contact: Mike Johnston
Phone: +1 416-479-4466
E-mail: [email protected]

MINSUD RESOURCES CORP.

MANAGEMENT'S DISCUSSION & ANALYSIS

For the Three and Nine Months Ended September 30, 2024

INTRODUCTION

The following is a Management’s Discussion and Analysis (“MD&A”) of the financial condition and results of operations of Minsud Resources Corp. (the “Company” or “Minsud”) to enable a reader to assess the financial condition and results of operations of the Company for the three and nine months ended September 30, 2024.

This MD&A has been prepared as at November 28, 2024 unless otherwise indicated.

This MD&A should be read in conjunction with the Company’s condensed interim consolidated financial statements for the three and nine months ended September 30, 2024 including the related note disclosure (the “Financial Statements”). The Financial Statements are presented on a consolidated basis and include the accounts of the Company, its wholly-owned subsidiary Minsud Argentina Inc. (“MAI”), and MAI’s subsidiary Minera Sud Argentina S.A. (“MSA”), from January 1, 2024 to April 5, 2024. MSA is an Argentinean company in which MAI had a 99.63% ownership interest until close of the transaction with South32 on April 5, 2024, which resulted in MAI’s interest in MSA being reduced to 49.9%. The Financial Statements are prepared in accordance with IFRS Accounting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). All dollar figures included therein and in the following MD&A are expressed in Canadian dollars unless otherwise indicated. References to US$ are to United States dollars.

The Company’s head office and principal business address is 340 Richmond Street West, Toronto, Ontario M5V 1X2. The Company is a reporting issuer in the provinces of British Columbia, Alberta and Ontario and trades its common shares on the TSX Venture Exchange (the “Exchange”), under the symbol MSR. Additional information relevant to the Company’s activities, including press releases, can be found on the System for Electronic Document Analysis and Retrieval (“SEDAR+”) at www.sedarplus.ca or on the Company’s website at www.minsud.com.

MANAGEMENT'S RESPONSIBILITIES FOR FINANCIAL REPORTING

The Financial Statements have been prepared by management in accordance with IFRS and have been approved by the Company’s board of directors (the “Board”). The integrity and objectivity of the Financial Statements are the responsibility of management. In addition, management is responsible for ensuring that the information contained in the MD&A is consistent where appropriate, with the information contained in the Financial Statements.

The Financial Statements may contain certain amounts based on estimates and judgments. Management has determined such amounts on a reasonable basis to ensure that the Financial Statements are presented fairly in all material respects.

The Board is responsible for ensuring that management fulfills its responsibilities for financial reporting and internal control. The Board carries out this responsibility principally through its audit committee. The members of the audit committee are appointed by the Board and have sufficient financial expertise to assume this role with the Company. The majority of the audit committee members are independent and not involved in the Company’s daily operations.

CAUTIONARY NOTE ON FORWARD-LOOKING INFORMATION

This MD&A contains “forward-looking information” and “forward-looking statements” within the meaning of applicable Canadian securities laws (collectively referred to as “forward-looking information”) which relate to future events or the Company’s future performance and may include, but are not limited to, statements about strategic plans, spending commitments, future operations, results of exploration, anticipated financial results, future work programs, mineral estimates and deposits, the mineral potential of the Chita Valley Project, capital

expenditures and expected working capital requirements. Often, but not always, forward-looking information can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "continues", "forecasts", "projects", "predicts", "intends", "anticipates" or "believes", or variations of, or the negatives of, such words and phrases, or state that certain actions, events or results "may", "could", "would", "should", "might" or "will" be taken, occur or be achieved.

Readers are cautioned not to place undue reliance on forward looking information and there can be no assurance that forward looking information will prove to be accurate as the Company's actual results, performance or achievements may differ materially from any future results, performance or achievements expressed or implied by such forward-looking information if known or unknown risks, uncertainties or other factors affect the Company's business, or if the Company's estimates or assumptions prove inaccurate. Therefore, the Company cannot provide any assurance that forward-looking information will materialize. Factors that could cause results or events to differ materially from current expectations expressed or implied by the forward-looking information, include, but are not limited to: inherent risks involved in the exploration and development of mineral properties; the uncertainties involved in interpreting drilling results and other geological data; the possibility of project delays and cost overruns or unanticipated costs and expenses; fluctuations in the currency markets (such as the Canadian Dollar, Argentine Peso and the United States Dollar); changes in national and local government, legislation, taxation, controls, regulations and political or economic developments in Canada and Argentina or other countries in which the Company may carry on business in the future; operating or technical difficulties in connection with exploration and development activities; risks and hazards associated with the business of mineral exploration and development (including environmental hazards or industrial accidents); risks relating to the credit worthiness or financial condition of suppliers and other parties with whom the Company does business; the presence of laws and regulations that may impose restrictions on mining, including those currently enacted in Argentina; employee relations; relationships with and claims by local communities; availability and increasing costs associated with operational inputs and labour; the speculative nature of mineral exploration and development, including the risks of obtaining necessary licenses, permits and approvals from government authorities; business opportunities that may be presented to, or pursued by, the Company; challenges to, or difficulty in maintaining, the Company's title to properties; uncertainties relating to the availability and costs of financing needed in the future; and the factors identified under "Risk Factors" in this MD&A. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those contained in forward-looking information, there may be other factors that could cause actions, events or results to differ from those anticipated, estimated or intended.

The forward looking information contained in this MD&A are based upon assumptions management believes to be reasonable including, without limitation: financing will be available for future exploration, development and operating activities; the actual results of the Company's development and exploration activities will be favourable or at least consistent with management's expectations; operating, development and exploration costs will not exceed management's expectations; all requisite regulatory and governmental approvals for development projects and other operations will be received on a timely basis upon terms acceptable to the Company, and applicable political and economic conditions will be favourable to the Company such as the continuing support for mining by local governments in Argentina; the price of gold and/or other applicable metals and applicable interest and exchange rates will be favourable to the Company or at least consistent with management's expectations; no title disputes will exist with respect to the Company's properties; debt and equity markets and other applicable economic conditions will be favourable to the Company; the availability of equipment and qualified personnel to advance exploration projects and; the execution of the Company's existing plans and further exploration and development programs for its projects, which may change due to changes in the views of the Company or if new information arises which makes it prudent to change such plans or programs.

This forward-looking information represents the Company's views as of the date of this MD&A. The Company anticipates that subsequent events and developments may cause the Company's views to change. The Company does not undertake to update any forward-looking information, either written or oral, that may be made from time to time by, or on behalf of the Company, subsequent to the date of this discussion, other than as required by law.

CORPORATE OVERVIEW

The Company was incorporated under the Business Corporations Act (Ontario) on October 11, 2007 under the name “Rattlesnake Ventures Inc.” and changed its name to “Minsud Resources Corp.” on May 10, 2011 upon the completion of its Qualifying Transaction (as defined under the policies of the Exchange through which it ceased being a capital pool company).

As a result of its Qualifying Transaction, the Company acquired all of the issued and outstanding shares of Minsud Resources Inc. (“MSR”) by way of a three cornered amalgamation resulting in the amalgamation of MSR and 1830835 Ontario Inc., a wholly owned subsidiary of the Company, to form MAI (the “Minsud Transaction”). At the time of the completion of the Minsud Transaction, MAI became the owner of 95% of the issued outstanding shares of MSA, which was previously held by MSR. As at September 30, 2024 and the date of this MD&A, MAI held 145,494,299 of the 291,571,799 outstanding common shares of MSA, representing an ownership interest of 49.90% (see discussion of the Earn-In Agreement below).

As of the date of this MD&A, the members of the Company’s Board of Directors are Alberto Francisco Orcoyen, Carlos Alberto Adamo (non-executive Chairman), Agustin Dranovsky, Lucia Dragonetti, Pablo Taussig, Paul F. Andersen and Ramiro Massa. As of the date of this MD&A, Mr. Orcoyen, Mr. Adamo and Ms. Dragonetti form the Company’s audit committee, and Mr. Taussig, Mr. Adamo and Mr. Dranovsky form the compensation committee.

As of the date of this MD&A, the Board of Directors is made up of a majority of independent directors in accordance with the guidance of Canadian securities laws. The independent directors are Carlos Adamo, Lucia Dragonetti, Pablo Taussig and Alberto Orcoyen

PRINCIPAL BUSINESS OF THE COMPANY

The Company’s principal focus is the development of the Chita Valley exploration project (the “Chita Valley Project”) consisting of three contiguous core properties located in Argentina: the Chita, Brechas Vacas and Minas de Pinto mineral concessions (totaling 8,350 ha), and the five adjacent properties (Chita Este, Brechas Vacas Oeste, Chita Norte, Chita Sur and Fortuna I). As of the date of this MD&A, MSA is the 100% owner of the properties constituting the Chita Valley Project.

A 0.6% net smelter return royalty (“NSR”) is payable to the Brechas Vacas property owners, with MSA having the option to purchase a 0.3% NSR at any time for a one-time payment of US$400,000. A 2% NSR on future production revenue from the Chita Norte and Chita Sur exploration permits is payable to Troy Resources Argentina Ltd. MSA has the right to purchase one half or 1% of the NSR royalty by paying US$750,000. A 2% NSR on future production revenue from the Fortuna I exploration permit is payable to Teck Argentina Ltd. MSA has the right to purchase one half or 1% of the NSR royalty by paying US$600,000.

On October 9, 2024, Minsud signed an agreement with Patagonia Gold Plc. to transfer its 5% Net Profit Interest (“NPI”) over the Gastrenor Property located in Chubut Province, Argentina in exchange for a 0.25% Net Smelter Return (“NSR”) on future production on the entire property block, encompassing both the Mina Angela project and the Gastrenor Block.

On January 15, 2024, Minsud and MSA signed an agreement to transfer its ownership in the La Rosita project (5,986 ha), a gold and silver prospect located within the Deseado Massif in Santa Cruz Province, to an arm's length acquirer. In exchange for the transfer, MAI will receive a 2.5% NSR and the acquirer has the option to acquire 50% of the NSR for US$1,500,000.

On November 1, 2019, the Company signed an earn-in agreement (the “Earn-In Agreement”) with South32 Aluminum (Holdings) Pty Ltd (“South32”) to explore the Chita Valley Project. The Earn-in Agreement granted to South32 the right to acquire up to a 50.1% direct interest in MSA at the end of the 4-year earn-in period. On April 13, 2023, in accordance with the Earn-In Agreement, South32 exercised its earn-in right to acquire 50.1% of MSA.

On April 5, 2024, Minsud completed the issuance to South32 of a 50.1% ownership interest in MSA, which resulted in MAI's interest in MSA being reduced to 49.9%. Pursuant to its exercise of its earn-in right, South32 has subscribed for MSA shares representing a 50.1% ownership interest in consideration for South32’s already funded capital contributions to MSA of C$27 million under the Earn-In Agreement.

On April 5, 2024, Minsud and South32 entered into a shareholders' agreement (the “Shareholders’ Agreement”) to govern the management and operation of MSA which will include further exploration and, if economically feasible and agreed by the shareholders, the development and exploitation of the Chita Valley Project. For more details relating to the Shareholders’ Agreement, please see “Shareholders’ Agreement with South32” below.

BUSINESS DEVELOPMENTS DURING THE NINE MONTHS ENDED SEPTEMBER 30, 2024

Projects

On March 26, 2018, Minsud filed a National Instrument 43-101 (“NI 43-101”) Technical Report and updated Mineral Resource Estimate on the Chita South Porphyry Deposit. The Mineral Resource Estimate considers copper as a primary consideration along with molybdenum, gold and silver mineralization. The latest estimate includes Indicated Resources of 33.02 million tonnes at a grade of 0.43% Cu, 0.07 g/t Au 2.28 g/t Ag and 0.018% Mo and Inferred Resources of 8.59 million tonnes at a grade of 0.40% Cu, 0.07 g/t Au. 1.73 g/t Ag and 0.016% Mo.

However, the mineral potential of the Chita Valley Project as a whole goes far beyond the Indicated and Inferred Resources at Chita South Porphyry. The results from Phase IV exploratory activities, together with previous drilling phases, have expanded the Chinchillones porphyry-epithermal system, now thought to encompass at least 2 km x 2 km footprint, and open at depth exceeding 1,000m. Drilling has demonstrated superimposed broad zones of polymetallic Zn-Pb-Cu-Au-Ag mineralization hosted in linear hydrothermal breccia bodies of both epithermal high sulfidation and intermediate sulfidation affinities. These breccia bodies are believed to be fed from at least two separate porphyry centers.

With favourable topography, abundant water, access to power, excellent infrastructure and friendly climate, the Chita Valley Project has the field conditions to explore on a year-round basis and no active alpine glaciers are possible below approximately 4,100 m ASL.

EARN-IN AGREEMENT WITH SOUTH32

On November 1, 2019, the Company, MAI and MSA, signed the Earn-In Agreement with South32, a wholly-owned subsidiary of South32 Limited, to explore the Chita Valley Project.

South32 Limited is a globally diversified mining and metals company producing bauxite, alumina, aluminum, energy and metallurgical coal, manganese, nickel, silver, lead and zinc at its operations in Australia, Southern Africa and South America.

The Earn-In Agreement granted to South32 the right to acquire up to a 50.1% direct interest in MSA at the end of the earn-in period.

Under the Earn-in Agreement, South32 was obligated to provide up to $14 million in capital contributions to MSA over a period of 4 years, as follows: (i) not less than $3.5 million by December 31, 2020; (ii) not less than an aggregate of $7 million by December 31, 2021; (iii) not less than an aggregate of $10.5 million by December 31, 2022; and (iv) not less than an aggregate of $14 million by December 31, 2023. South32 had the right to withdraw at the end of each year. Once South32 had complied with its funding obligations, South32 could exercise its right to acquire a 50.1% direct interest in MSA by electing to subscribe for 10% of MSA's shares, in consideration for its funding, and acquire the remaining 40.1% of MSA's shares from MAI for a consideration of $14 million.

In accordance with the terms of the Earn-In Agreement, as amended between South32 and Minsud, South32 had the right to exercise its earn-in right upon advancing initial capital contributions to MSA of no less than C$14 million (the “South32 Initial Capital Contribution”) for a period of four years in order to fund MSA’s exploration programs. South32 advanced the South32 Initial Capital Contribution within a period of three years and on April 13, 2023, in accordance with the Earn-In Agreement, exercised its earn-in right to acquire 50.1% of MSA.

As part of the exercise of the earn-in right the parties to the Earn-In Agreement agreed to certain amendments to the Earn-In Agreement and the Shareholders’ Agreement. One such amendment (the “Cash In Option”) allowed the Company to elect for South32’s acquisition of the 50.1% stake in MSA to be effected by way of a subscription for shares of MSA in consideration for South32’s Initial Capital Contribution. Pursuant to the Cash In Option, MAI is not be obliged to contribute any amount to an approved program and budget until the aggregate of the South32 Initial Capital Contribution and the amounts contributed and funded by South32 in respect of MSA approved programs and budgets following the South32 Initial Capital Contribution equals C$42 million.

On November 24, 2023, the Company exercised its Cash-In Option (and the acquisition of 50.1% ownership interest in MSA was expected to be completed on the earlier of (i) the completion of the Year 4 annual exploration program; and (ii) February 14, 2024. (the “Completion”). The date of Completion was deferred to April 5, 2024 as agreed upon by the parties.

As at March 31, 2024, and April 5, 2024, South32 invested a total of $27,680,053 (US$ 20,994,396) (December 31, 2023 - $26,069,236 (US$19,790,310)) to the Earn-in Agreement. These payments had previously been deferred as a liability and represented a portion of the funding that will form the consideration for South32's investment in MSA.

On April 5, 2024, South32 was issued a 50.1% interest in MSA in consideration for its previously funded capital contributions to MSA of $27,000,000 pursuant to the Earn-in Agreement.

SHAREHOLDERS’ AGREEMENT WITH SOUTH32

On April 5, 2024, MAI and South32 entered into the Shareholders' Agreement to govern the management and operation of MSA which will include further exploration and, if economically feasible and agreed by the shareholders, the development and exploitation of the Chita Valley Project. Pursuant to the Shareholders Agreement, the business of MSA will be to conduct the exploration of MSA’s properties and potential new properties in the immediate vicinity of the existing properties, evaluate the possible development on the properties, and take the necessary steps to develop, construct and operate a mining operation on the properties. The Shareholders’ Agreement provides that the board of MSA be comprised of 5 directors, 2 of which are nominated by MAI and 3 are nominated by South32. The board of MSA is responsible for managing the affairs of MSA and the Chita Valley Project. Each year, MSA is required to prepare a program and budget that sets out the operations and planned expenditures of MSA for that year which includes the exploration program for the Chita Valley Project. The shareholders of MSA are required to fund the expenditures on a yearly basis based on their percentage interest in MSA. Should a shareholder fail to fund their required portion of the yearly program and budget then it will suffer dilution of its percentage interest in accordance with the terms of the Shareholders’ Agreement. Notwithstanding the above, MAI will not be obligated to contribute any amount to an approved program and budget until the later of (i) the date on which the aggregate of the South32 Initial Capital Contribution and future amounts contributed and funded by South32 in respect of MSA approved programs and budgets equals C$42 million and (ii) April 5, 2026. If the percentage interest of a shareholder of MSA is reduced to less than ten percent (10%) other than as a result of a transfer of shares as permitted by the Shareholders’ Agreement, the shareholder is required to surrender its interest in MSA for cancellation, and in exchange for such interest the surrendering shareholder will be entitled to a two percent (2%) NSR on products produced and sold from the Chita Valley Project. A copy of the Shareholders’ Agreement can be found on the Company’s profile at www.sedarplus.ca.

EXPLORATION DEVELOPMENTS DURING THE NINE MONTHS ENDED SEPTEMBER 30, 2024

Geological Features

The Chita Valley Project is located near the northern limit of the present day amagmatic (not volcanic) Chilean-Pampean (Argentina Sierras Pampeanas) flat slab segment of the Andean Cordillera (~28°–33°S), which is characterized by low-angle subduction of the Nazca plate beneath South America (porphyry copper deposits belt in Chile-Argentina, are related to this tectonic feature).

The Chita Valley Project is the eastern part of a N-trending, late Oligocene to Miocene magmatic arc, containing numerous porphyry and epithermal deposits and prospects, which spans the northern transition zone between the Chilean-Pampean flat slab segment and the central Andean steep slab, including the Chilean Maricunga gold belt to the north. In the neighboring, El Indio belt, west of Chita (Chile – Argentina border), volcanic rocks are widespread, whereas, where the Chita Valley Project is situated, the volcanic pipe is rather less extensive due to erosional removal during kilometre scale by Miocene uplift to expose the late Paleozoic to Triassic basement, conformed at place by the thin-skinned tectonic Aguas Negras Paleozoic Formation and by crystalline lower conformed by Permian granite intrusive. Thin- and thick-skinned tectonic events are related to emplacements of the major porphyry systems in Chile.

Additionally, porphyry emplacement into the Aguas Negras Formation quartzites, a non-reactive rock with very low permeability, permitted recurrent magmatic fluid pulses which formed late, structurally controlled, fissure-filling veins. These structurally controlled veins with anomalously high Au and Ag values have been emplaced in the lithocap at the top of the Chita South and North and are representative of porphyry continuity below the Chita Valley to the west, below the quartzite lithocap. Phreato-hydrothermal breccias intersected in the recent drill programs are indicative of a deep, eroded porphyry system and high rate of uplift and erosion of the magmatic-hydrothermal system during emplacement.

At the Chinchillones area, a sequence consisting mainly of quartzites of the Aguas Negras Formation are intruded by Quartz diorite-dacite porphyry, presenting typical cross-cutting veins related to a concealed porphyry system below the Chita Valley, which geophysical surveys have confirmed. The Chinchillones target hosts an intermediate sulphide zone with Au-Ag-Cu-Pb-Zn mineralization, present in the form of hydrothermal breccias, dissemination, and veinlets, with structural characteristics consistent with the northeast structural trend observed at Chita North and Chita South, which also host anomalously high Au-Cu-Pb-Ag-Zn mineralization of a similar nature.

The 2021-2024 drill results at Chinchillones support continuous polymetallic mineralization (Pb-Ag-Zn-Cu-Au), affiliated with porphyry Cu-Mo mineralization, occurring in a zone measuring at least 2 km x 2 km. The potential for a large porphyry copper-molybdenum system in the Chinchillones area has been interpreted to remain open at depth.

Drilling has confirmed higher-grade zones corresponding to discrete phreatic hydrothermal breccia bodies traversing the porphyry mineralization, indicating telescoping / hydrothermal collapse of the magmatic system. The presence of multiphase intrusions suggests a cluster of porphyry bodies which would present further compelling exploration targets.

Work Program performed during fiscal 2023:

Drilling tested the lateral and depth continuity of the previously reported drillholes CHDH23-62 and CHDH23-73, the High-Grade sector of the main mineralized bodies.

Drillholes CHDH23-82 through CHDH23-98 intersected porphyritic dacite bodies with disseminated and early mineralization hosted in veinlets, with marked advanced argillic alteration, superimposed on quartz-sericitic alteration of the early bodies at depth. These dacites are cross-cut by high-grade hydrothermal-intrusive breccias. Cu-Au mineralization occurs disseminated in the porphyritic dacite and largely within the breccia

matrix. The geometry and extent of this zone has not yet been fully established, but this confirms the high-grade mineralization found at depth in previously reported holes.

The 2023 drilling at the Chinchillones Target was highly successful in defining further mineralization at the target and has yielded results beyond initial expectations, demonstrating the Project's scale and potential as significantly greater than previously anticipated.

Chinchillones Target

Drilling identified that the porphyry zone shows copper mineralization with good continuity for grades above 0.2% Cu, extending from 125 meters to over 1,200 meters in depth. The highest copper grades (>1% Cu) are found between 250 meters and 1,000 meters. The primary copper minerals include chalcopyrite, enargite, tennantite, tetrahedrite, and +/- bornite/chalcocite. Molybdenite is also present in the porphyry zone and increases with depth, with molybdenum grades exceeding 100 ppm Mo from 250 meters to 1,600 meters, and higher grades (>500 ppm) occurring below 750 meters. Both copper and molybdenum mineralization continue at depth.

The polymetallic zone is located in the upper section of the system and overlaps with the porphyry zone. Mineralization includes sphalerite and galena, with lead and zinc present between 200 m and 1000 m below the surface, where grades can exceed 1% between 200 m and 850 m. Gold and silver grades surpass 0.1 g/t Au and 10 g/t Ag between 250 m and 1050 m. Although the polymetallic zone is less extensive than the porphyry zone and high grades are less common, it still demonstrates continuity. The high zinc and copper grades above 1% are associated with hydrothermal breccia bodies.

Most of the holes are drilled with an orientation of 135° or 315° with an inclination between -65° and -75°, an average depth of 650 m, and a maximum depth of 1,383 m. Below are the most relevant hole intercepts to date.

CHDH23-69: Significant intervals of copper, molybdenum, gold, and silver with chalcopyrite and pyrite present, includes 786.0 m @ 0.43% Cu, 368 ppm Mo, 0.23 g/t Au and 15.78 g/t Ag, from 456 to 1,242 m (open at depth). The drillhole intersected a high-grade breccia body emplaced within precursor diorites hosting early mineralization A and B veins that is at least 120 m wide and remains open along strike. The geometry and extent of this body are yet to be fully established. These hydrothermal breccia characteristics are affiliated with, and are thought to form part of, the mineralized breccias found in other drillholes. Thus, this zone of higher-grade breccias has a drill-demonstrated strike length of at least 250 m and a vertical column of at least 600 m.
CHDH23-73: Includes 670.0 m @ 0.30% Cu, 0.13 g/t Au and 4.17 g/t Ag, from 360 to 1,030 m (open at depth). This hole was comprised of intercalated phreatomagmatic breccia and fine to medium grained porphyritic dacite. Rocks exhibit moderate sericitic alteration with superimposed silicification and mineralization appearing as 5% sulphides (dominantly pyrite + chalcopyrite) in zoned disseminations and veinlets.
CHDH23-87: Includes 700.0 m @ 0.23% Cu, 0.08 g/t Au, 5.47 g/t Ag, from 112 m, including 18.0 m @ 1.77% Cu, 0.40 g/t Au, 101.2 g/t Ag, 0.32% Zn, from 112 m. The drillhole was comprised of medium-grained porphyritic dacite with argillic alteration, moderate sulphides and few fine high-sulfidation (HS) veins. Highlights included abundant Cu-Zn in a fracture zone (pyrite-chalcopyrite-tennantite-sphalerite +/- galena). At depth, medium to fine grained porphyritic diorite with moderate quartz-sericite alteration and pyrophyllite in fracture fill and HS veins. Abundant molybdenite in quartz veins, with early microveins associated with chalcopyrite and digenite. Finely disseminated mineralization in cavity fills and veins. Moderate (5-7%) sulphides.
CHDH23-96: High-grade intercepts with chalcopyrite, bornite, and significant molybdenite. The hole intersected 555.0 m @ 0.43% Cu, 0.19 g/t Au and 4.80 g/t Ag, from 246 m depth, including 44.0 m @ 1.12% Cu, 0.29 g/t Au, 9.52 g/t Ag, from 462.0 m depth. The drillhole was comprised of intercalated phreatomagmatic breccias and fine to medium grained porphyritic dacite. Dominantly matrix-

supported, polymictic, advanced argillic-altered dacitic breccias. Significant mineralization occurs as minute, frequent sulphide disseminations and in high sulphidation veins hosting up to 5% pyrite-bornite-sphalerite-tennantite. Narrow intervals of high sulphidation veins with more than 50% sulphides. This higher-grade intercept shows potential continuity with the high-grade intercepts from CHDH23-73, CHDH22-62, CHDH23-69, CHDH23-77, CHDH22-57 and CHDH23-81, all of which exhibit similar Cu-Au geochemistry.

CHDH24-103: The drill hole intersected 384.0 m at 0.33% Cu, 5.85 g/t Ag, and 85 ppm Mo from 466.0 m, including 15.0 m at 2.47% Cu, 0.22 g/t Au, 30.13 g/t Ag, and 0.16% Zn from 548 m depth. The core consists of up to 414.0 m of clast-supported phreatomagmatic breccia with mineralized clasts of dacitic porphyry, quartzites, and early diorite porphyry, featuring moderate to strong silicification and high-sulphidation veins, estimated sulphides reach up to 5%. From 414.0 m onwards, the dioritic porphyry exhibits moderate to strong quartz-sericite alteration with up to 3-5% sulphides (pyrite, tennantite, sphalerite) in a dense stockwork of various vein types. From 692.3 m onwards, the tonalitic porphyry exhibits moderate quartz-sericite alteration with a quartz-sulphide stockwork zone (20-25 veins/m) and up to 7% sulphides (pyrite, chalcopyrite, bornite, tennantite, molybdenite) in high-grade intervals.
CHDH24-120: The drill hole intersected 118.0 m at 0.55% Cu, 0.20 g/t Au, 3.91 g/t Ag, and 44 ppm Mo from 466.0 m, including 21.9 m at 1.72% Cu, 0.74 g/t Au, 11.70 g/t Ag from 262 m depth. From surface to 91.4 m, the drill hole intersected mixed rock fragments and iron oxides transitioning into dacitic units with moderate argillic alteration and minor pyrite mineralization. Between 91.4 m and 543.4 m, quartzite and shale intercalations from the Agua Negra Formation displayed argillic, phyllic, and advanced phyllic alterations; from 163.0 to 295.0 m features HS mineralization in cavity-filled fractures and veins (pyrite, bornite, tennantite-tetrahedrite with chalcopyrite) and HS veins, 10-30 cm thick, carrying high-grade copper-arsenic values. Advanced argillic alteration, dominated by pyrite and high-sulfidation veins, is observed between 340 m and 426 m. From 543.4 m to 551.0 m, a medium-grained dioritic porphyry was encountered, featuring moderate phyllic alteration and molybdenum-bearing veins with 2-3% sulfides, mainly pyrite.

New Target to the NE of Chinchillones

Hole CHDH23-70 was drilled to a depth of 618.2 m. Intersected 8.0 m @ 0.49% Cu, 0.19 g/t Au and 10.45 g/t Ag from 372.0 to 380.0 m, as well as 16.0 m @ 0.40% Cu, 1.14 g/t Au, and 4.56 g/t Ag, from 564.0 to 580.0 m. Intersected narrow, high-sulphidation structures measuring 8 and 16 m containing chalcopyrite, pyrite and sphalerite.

Link Zone Target

The Link Zone target is located between the South Porphyry (aka PSU) and Chinchillones targets. Scout drilling in this area has confirmed the presence of high-grade mineralized structures hosted in the sedimentary Aguas Negras Formation and Tertiary-aged domes.

CHDH23-72 is located on the eastern edge of the Link Zone. It was drilled with an orientation of 135°/-65° to a depth of 762 m. Intersected 166.0 m @ 0.11% Cu, 180 ppm Mo, 515 ppm Zn, from 132.0 to 298.0 m and 34.0 m @ 0.12% Cu, 8.39 g/t Ag, 0.15% Zn, from 684.0 to 718.0 m. From 246 m to 509 m intercalated early dioritic and andesitic porphyries were intersected, which could correspond to the West extension of the Chita primary porphyry (PSU).

Work Program performed during fiscal 2024 to the date of this MD&A

Since the commencement of the Earn-in Agreement with South32, a total of one hundred twenty-six (126) drill holes, covering 80,342.2 m, have been completed up to hole CHDH24-126, with which the infill drilling program has been completed.

The infill drilling program, initially planned for 27,084 m, has now been successfully completed with a total of 41 drill holes and a total drilled length of 27,012.1 m. By the end of 2023, 13 drill holes (CHDH23-86 to CHDH23-98), totaling 9,838 m, had been finished. The remaining 28 drill holes, covering 17,174.1 m, have now been completed during 2024, marking the conclusion of the infill drilling program in the Chinchillones sector. The drill grid spacing is set at approximately 100-150 m, with an average drilling depth of around 800 m per hole.

Scouting Drilling Program Update

MSA is advancing its exploration efforts at the Chita Valley Project, focusing on key geophysical and geological targets. The scouting drilling program, which includes 11,850 m distributed across 19 drill holes, is designed to test high-priority targets, including geophysical anomalies and mineralized corridors in the project.

Link Zone: A total of 7,650 m in 13 drill holes will test the NE Zn-Ag-Cu corridor, where previous drilling returned 52 m @ 0.35% Zn (CHDH22-55) and 42 m @ 0.74% Zn (CHDH22-51). This corridor is associated with a high magnetic anomaly related to a Dacitic porphyry body.
Placetas North: 1,800 m of drilling will target a geophysical anomaly in Placetas North, aiming to identify an intrusive center at depth and validate the Chinchillones geological model. During October 2024, geophysical work is being carried out on an IP (Induced Polarization) grid, using the pole-dipole (PDP) method, with a line spacing of 200 m and covering an approximate total area of 2 km².
Dacites North: An additional 2,400 m will test dacitic bodies with phyllic alteration, targeting potential Dacite porphyry systems and stockwork zones associated with high-sulphidation mineralization.

To date, MSA has completed 6,146 m across 10 drill holes, from CHDH24-127 to CHDH24-136 all fully drilled, with analytical results still pending. These drill holes are concentrated in the Link Zone area, which is located immediately east of the main Chinchillones prospect. There is strong geological and mineralization evidence suggesting that part of the main SE-NW polymetallic mineralization corridors may extend through this sector

The 2024 roadmap also includes:

(1) Flotation metallurgical testing at ALS Kamloops is ongoing. These metallurgical tests are a prerequisite for a resource estimate for the Chinchillones polymetallic deposit discovery.
(2) Continuation of the remaining exploration program, totaling approximately 11,850 m, aimed at exploring new targets identified during geological mapping studies completed in 2023, with completion expected by Q4 2024.
(3) The company expects to complete a potential mineral resource in accordance with NI 43-101 reporting standards for the Chinchillones prospect, part of the Chita Valley Project, by the end of Q1 2025.

SELECTED ANNUAL INFORMATION

The following selected financial data for the financial years ended December 31, 2021, 2022 and 2023 are derived from the audited Consolidated Financial Statements of the Company for the financial years ended December 31, 2021, 2022 and 2023. The amounts below reflect the consolidation of the accounts of the Company, MAI and MSA for the periods noted.

	As at and for the Year Ended December 31, 2023 ($)	As at and for the Year Ended December 31, 2022 ($)	As at and for the Year Ended December 31, 2021 ($)
Net loss for the year	(9,903,629)	(3,614,812)	(2,161,084)
Comprehensive income (loss) for the year	(10,707,777)	(1,178,409)	(74,879)
Loss per share, basic and diluted	(0.06)	(0.02)	(0.01)
Loss per share from continuing operations, basic and diluted	(0.06)	(0.02)	(0.01)
Non-current assets	27,767,183	27,513,327	18,906,790
Current Assets	3,940,507	3,582,698	3,189,421
Non-current liabilities	-	19,720,687	9,844,096
Current Liabilities	26,734,769	928,657	1,099,676
Working Capital	(22,794,262)	2,654,041	2,089,745
Share Capital	19,388,155	19,328,842	19,371,637
Shareholders’ Equity	4,972,921	10,446,681	11,152,439

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Project expenditures for the three months ended September 30, 2024 are as follows:

Three months ended September 30, 2024	Chita ($)	Brechas Vacas ($)	Minas de Pinto ($)	Other ($)	Total ($)
Acquisition costs (a)	NIL	NIL	NIL	NIL	NIL
Drilling	NIL	NIL	NIL	NIL	NIL
Road	NIL	NIL	NIL	NIL	NIL
Assays	NIL	NIL	NIL	NIL	NIL
Labour and Technical Fees	NIL	NIL	NIL	NIL	NIL
Vehicles and Equipment	NIL	NIL	NIL	NIL	NIL
Travel and Lodging	NIL	NIL	NIL	NIL	NIL
Project Management	NIL	NIL	NIL	NIL	NIL
Current Expenditures	NIL	NIL	NIL	NIL	NIL
Currency Translation Adjustment	NIL	NIL	NIL	NIL	NIL
Effects of Hyperinflation	NIL	NIL	NIL	NIL	NIL
Write-offs	NIL	NIL	NIL	NIL	NIL
Derecognized upon loss of control of MSA (b)	NIL	NIL	NIL	NIL	NIL
Balance –beginning of Period	NIL	NIL	NIL	NIL	NIL
Balance – end of Period	NIL	NIL	NIL	NIL	NIL

(a) See Chita Valley Project section “Mining rights” discussed previously and note 6 to the Condensed Interim Consolidated Financial Statements.

(b) Upon loss of control of MSA, the Company derecognized the carrying value of all capitalized mineral property expenditures.

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Project expenditures for the nine months ended September 30, 2024 are as follows:

Nine months ended September 30, 2024	Chita ($)	Brechas Vacas ($)	Minas de Pinto ($)	Other ($)	Total ($)
Acquisition costs (a)	NIL	NIL	NIL	NIL	NIL
Drilling	1,681,733	152,781	NIL	NIL	1,834,514
Road	47,088	51,100	4,451	NIL	102,639
Assays	66,540	10,226	NIL	NIL	76,766
Labour and Technical Fees	145,288	172,048	6,356	NIL	323,692
Vehicles and Equipment	26,028	26,028	NIL	NIL	52,056
Travel and Lodging	11,350	6,726	NIL	NIL	18,076
Project Management	123,202	63,503	26,639	NIL	213,344
Current Expenditures	2,101,229	482,412	37,446	NIL	2,621,087
Currency Translation Adjustment	(505,672)	(242,231)	(114,605)	NIL	(862,508)
Effects of Hyperinflation	8,115,810	4,010,589	1,942,226	NIL	14,068,625
Write-offs	NIL	NIL	NIL	NIL	NIL
Derecognized upon loss of control of MSA (b)	(25,505,781)	(12,004,595)	(5,692,440)	NIL	(43,202,816)
Balance –beginning of Period	15,794,414	7,753,825	3,827,373	NIL	27,375,612
Balance – end of Period	NIL	NIL	NIL	NIL	NIL

(a) See Chita Valley Project section “Mining rights” discussed previously and note 6 to the Condensed Interim Consolidated Financial Statements.
(b) Upon loss of control of MSA, the Company derecognized the carrying value of all capitalized mineral property expenditures.

Project expenditures for the three months ended September 30, 2023 are as follows:

Three Months ended September 30, 2023	Chita ($)	Brechas Vacas ($)	Minas de Pinto ($)	Other ($)	Total ($)
Acquisition costs (a)	NIL	NIL	20,005	NIL	20,005
Drilling	1,745,165	169,039	82,034	NIL	1,996,238
Road	35,181	35,181	19,198	NIL	89,560
Assays	219,120	54,133	3,788	NIL	277,041
Labour and Technical Fees	160,380	155,310	132,676	NIL	448,366
Vehicles and Equipment	24,800	24,800	12,400	NIL	62,000
Travel and Lodging	16,238	6,519	3,260	NIL	26,017
Project Management	(147,112)	24,410	30,958	NIL	(91,744)
Current Expenditures	2,053,772	469,392	304,319	NIL	2,827,483
Currency Translation Adjustment	(4,689,073)	(2,392,261)	(987,663)	(3,360)	(8,072,357)
Effects of Hyperinflation	4,968,218	2,530,185	1,045,464	3,549	8,547,416
Balance –beginning of period	18,955,058	9,706,566	4,008,989	13,553	32,684,166
Balance – end of period	21,287,975	10,313,882	4,371,109	13,742	35,986,708

(a) See Chita Valley Project section “Mining rights” discussed previously and note 6 to the Consolidated Financial Statements.

Project expenditures for the nine months ended September 30, 2023 are as follows:

Nine Months ended September 30, 2023	Chita ($)	Brechas Vacas ($)	Minas de Pinto ($)	Other ($)	Total ($)
Acquisition costs (a)	NIL	NIL	63,339	NIL	63,339
Drilling	4,908,507	832,473	107,607	NIL	5,848,587
Road	111,930	106,199	39,660	NIL	257,789
Assays	922,071	378,392	25,267	NIL	1,325,730
Labour and Technical Fees	524,020	382,606	178,203	NIL	1,084,829
Vehicles and Equipment	74,787	54,346	16,178	NIL	145,311
Travel and Lodging	65,509	19,330	5,442	NIL	90,281
Project Management	(593,895)	(58,550)	58,812	NIL	(593,633)
Current Expenditures	6,012,929	1,714,796	494,508	NIL	8,222,233
Currency Translation Adjustment	(10,522,986)	(5,595,905)	(2,331,907)	(8,190)	(18,458,988)
Effects of Hyperinflation	10,891,600	5,828,857	2,444,106	8,608	19,173,171
Balance –beginning of period	14,906,432	8,366,134	3,764,402	13,324	27,050,292
Balance – end of period	21,287,975	10,313,881	4,371,110	13,742	35,986,708

(a) See Chita Valley Project section “Mining rights” discussed previously and note 6 to the Consolidated Financial Statements.

Chita Valley Project (Chita – Brechas Vacas – Minas de Pinto)

During the nine months ended September 30, 2024, the Company spent $2,621,087 on the continued exploration of the Chita Valley Project, a decrease of $5,601,146 when compared to expenditures of $8,222,233 during the nine months ended September 30, 2023. Once South32 acquired a 50.1% interest in MSA pursuant to the Earn-In Agreement, the amounts spent on the exploration of MSA’s Chita Valley Project were no longer capitalized in the consolidated accounts of the Company.

The discussion below relates to periods where the Company solely managed the operations of MSA, which was prior to the acquisition of a 50.1% ownership interest of MSA by South32 in accordance with the Earn-In Agreement. Following the acquisition of control of MSA by South32, the exploration activities of MSA will be carried out pursuant to approved programs and budgets in accordance with the Shareholders’ Agreement.

Drilling program: Since the commencement of the Earn-in Agreement with South32, a total of one hundred twenty-six (126) drill holes, covering 80,342.2 m, have been completed up to hole CHDH24-126. In 2023, MSA

completed 25,986.4 metres of diamond drilling distributed in 33 drillholes. Of this, 16,148.4 metres were from scout drilling and 9,838.0 metres were from the infill drilling program. During 2024, as of the date of this MD&A, MSA completed 24,319 metres of diamond drilling distributed in 39 drillholes.

Mineralogical studies During 2023, MSA hired Corescan to complete spectral scanning, data processing and data reporting for 4,000m of diamond drill core. Corescan’s hyperspectral core imager system integrates hyperspectral imaging (mineralogy), high resolution RGB images (photography) and 3D surface profiling (morphology) to identify mineralogical assemblages and map surface structure, delivering advanced geological models for greenfield exploration, through to ore processing and mine optimization. Additionally, MSA has continued to complete chalcographic and petrographic studies.
Baseline studies: During 2023 and 2024, MSA continued performing quarterly surveys to analyze the characteristics and quality of the water, the stream water flow volume and laboratory assays at several points along the Chita Valley. During 2023 and 2024, MSA also completed a Flora & Fauna survey for spring seasons, together with wetlands and limnology studies to analyze biological characteristics of the water and an archeological survey at Brechas Vacas property. Also, in 2023, MSA completed an underground water survey, with the objective of obtaining a first approach to the functioning of the underground water system in the area and lay the foundations for future research and more detailed analysis.
Community Relationship Program: Since 2020, MSA has carried out a community relations program designed to guide the interactions with the local communities and other stakeholders to establish and maintain the social license required to operate the project from the exploration stage towards the prefeasibility of the Chita Valley project. The Community Relationship Program is mainly based on key pillars such as water, health, and education. During 2023, MSA completed several community actions including the donation of all the necessary materials to execute a civil work for the extension and repair of the drinking water network in Bella Vista, Iglesia.
Legal measurement (Mensura): During January 2021, MSA completed the legal measurements of the boundaries of Chita IV, V and VI which have been approved by the Ministry of Mines. As of the date of this MD&A MSA has already begun the legal measurements of the boundaries of Brechas Vacas block (including mineral properties Luis, Luis I and Luis IV) and Fortuna I, which are expected to be filed under the Ministry of Mines by fourth quarter 2024.
Minas de Pinto trust: On May 6, 2020, MSA entered into a Transfer Agreement, pursuant to which MSA acquired an additional 15% interest in the Minas de Pinto Trust in exchange for aggregate cash payments of US$400,000, payable in eight semi-annual payments of US$50,000 starting on May 7, 2020 until November 7, 2023. Furthermore, the parties entered a second addendum to the Option, which would allow MSA to purchase the remaining 35% interest in the Minas de Pinto Trust by paying US$935,000 on or before April 7, 2024. As of the date of this MD&A, MSA has paid all eight installments for a total amount of US$400,000 ($527,373), and has also exercised the option to purchase the remaining 35% beneficial interest in the Minas de Pinto Trust for US$935,000, following which it became the indirect owner of a 100% interest in the Minas de Pinto property through its 100% beneficial interest in the Minas de Pinto Trust. Upon acquisition of the 100% beneficial interest in the Minas de Pinto Trust, the Trust was dissolved and the properties were transferred to MSA, resulting in direct ownership of the properties by MSA.
Equipment and infrastructure: During fiscal 2022 and 2023, several fixed asset investments were made at the Chita camp: purchased two new 4WD vehicles, acquired an automated drill-core cutting machine to increase safety and efficiency in operations, an x-ray fluorescence (XRF) analyzer, a 50Kva power generator, a satellite internet repeater, a 55m² office module container fully equipped with kitchen and full toilet, and a biodigester system to ecologically process the effluents reducing environmental impact. Also, during 2023, maintenance work was completed at the Chita warehouse to increase safety and enhance operations on site. An additional maritime container was purchased and conditioned to be used as storage at the Chita camp. MSA continued investing in equipment and infrastructure and made several investments to continue enhancement of its operations: purchased three additional 4WD vehicles, acquired a binocular microscope with zoom range 8:1, completed the set up of its new warehouse in San Juan city of 1,500 m², installing a total of 154 racks of four levels each increasing storage capacity up to 1,300 pallets (180,000 m of drill core), set up a new office in San Juan city for the operations team and a meeting point.
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Mining canons: MSA is up to date with its mining canon obligations, which are the amounts to be paid to maintain its mining rights. As of the date of this MD&A, MSA paid its mining canon obligations for the fiscal 2023 and 2024 for all of its mineral properties.
Mina Gabriela: On July 4, 2022, MSA signed an agreement with San Juan Mining S.A. to acquire a mineral property named "Mina Gabriela" located in the central area of the Chita Valley Project, in San Juan Province, Argentina. Under the terms of the Transfer Agreement signed, Minsud acquired 100% of Mina Gabriela's rights for a cash purchase price of US$30,000. The "Mina Gabriela'" property has an area of 30 hectares which is within and overlapping the Chita property.
Trust Agreement with Landowners: On December 5, 2022, MSA signed a "Trust Agreement" with landowners in the Chita Valley Project. The Trust Agreement grants the purchase option of the property for a cash payment of US$1,500,000 (the "Purchase Price") during a term of 15 years, which can be paid at any time during the life of the Trust Agreement. The Purchase Price turns into an obligation if an "Acceleration Event" occurs, such as a confirmation by the Ministry of Mining of the Province of San Juan approving the feasibility study of the Chita Valley Project. To maintain the purchase option in good standing, MSA must comply with the following staggered payment (the "Maintenance Payments"): from year one to year five, annual payments of US$20,000; from year six to year ten, annual payments of US$40,000; and from year eleven to year fifteen, annual payments of US$100,000. The Maintenance Payments are in addition to the Purchase Price and are required until MSA's satisfaction of the Purchase Price. After the end of each five-year tranche, MSA must demonstrate to the trustee and Trustors a minimum annual investment of US$1,000,000 under the "Mineral Properties" asset, as disclosed in its annual consolidated financial statements.

OPERATING ACTIVITIES AND FINANCIAL PERFORMANCE

During the three and nine month periods ended September 30, 2024, the Company incurred total expenses of $583,547 and $2,793,690 representing decreases of $1,626,235 and $3,518,360 when compared to expenses of $2,209,782 and $6,312,050 for the three and nine month periods ended September 30, 2023.

Cash expenses incurred by the Company of $200,472 and $676,993 for the three and nine months ended September 30, 2024, represent increases of $8,870 and $3,678 when compared to cash expenses of $191,602 and $673,315 for the three and nine months ended September 30, 2023. The increases are a result of increased professional fees, which were partially offset by taxes on ownership of MSA, and general and administration expenses.

Professional and regulatory fees include management salaries and fees paid for the services of the CEO and CFO, as well as general accounting, audit, legal, consulting and regulatory fees. The Company incurred professional and regulatory fees of $165,767 and $554,533 during the three and nine months ended September 30, 2024. These expenses represent increases of $16,216 and $51,688 when compared with expenses of $149,551 and $502,845 incurred during the three and nine months ended September 30, 2023. The increases are mainly related to increased management, legal and consulting fees during the periods ended September 30, 2024.

The Company incurred marketing and communications expenses of $1,120 and $11,578 during the three and nine months ended September 30, 2024, representing decreases of $4 and $5,518 when compared to expenses of $1,124 and $17,096 incurred during the three and nine months ended September 30, 2023.

The Company incurred general and administrative expenses of $27,335 and $85,882 during the three and nine ended September 30, 2024, which represents decreases of $1,092 and $19,532 when compared to expenses of $28,427 and $105,414 incurred during the three and nine months ended September 30, 2023. The decreases are a result of no longer consolidating the expenses of MSA following the loss of control of MSA.

The Company incurred taxes on ownership of MSA of $6,250 and $25,000 during the three and nine months ended September 30, 2024, which represents decreases of $6,250 and $22,960 when compared with the expenses $12,500 and $47,960 incurred during the three and nine months ended September 30, 2023. This tax represents 0.5% of the net assets held by a foreign company on an Argentinean subsidiary.

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During the nine month period ended September 30, 2024, the Company recognized expense recoveries of $1,096,647 with respect to operator fees received from South32 in connection with the Earn-in Agreement. There were no such recoveries in the three and nine months ended September 30, 2023.

The Company incurred the following non-cash expenses that contributed to the net loss for the three and nine ended September 30, 2024, and 2023:

Expenses related to share-based payments during three and nine month periods ended September 30, 2024, were $383,075 and $1,626,857, decreases of $762,124 and $1,764,137 when compared to share-based payments of $1,145,199 and $3,390,994 for the three and nine month periods ended September 30, 2023. During the nine months ended September 30, 2024, the Company granted 650,000 stock options to certain directors. During the nine months ended September 30, 2023, the Company granted 7,850,000 stock options to certain directors, officers, employees and consultants of the Company. The fair value of these stock options will be expensed as share-based compensation expense over the vesting period of the stock options. The year-over-year decrease in share-based payment expense is related to the fair value of the stock options granted during fiscal 2024 and the continued vesting of the stock options granted during fiscal 2022 and 2023. Fewer stock options were granted in fiscal 2024 than in fiscal 2022 and 2023 which has resulted in lower share-based compensation expense in fiscal 2024 compared to fiscal 2023.
Upon loss of control of MSA, the Company derecognized the assets and liabilities of MSA, as well as the accumulated other comprehensive income related to its investment in MSA. At the same time, the Company started to account for its investment in MSA using the equity method of accounting for investments in associates which required the Company re recognize its investment in MSA at fair value. As a result of this loss of control and the related accounting, the Company recognized a gain on the loss of control of MSA of $8,577,404 during the three and nine months ended September 30, 2024.
During the three and nine months ended September 30, 2024, the Company's share of MSA's income amounted to a $4,268,785 and $1,601,521, respectively, which has been included in the Company's net income for the respective periods. The Company also recognized other comprehensive loss of $3,025,744 and $2,040,701 for the three and nine months ended September 30, 2024, related to its share of MSA's currency translation adjustment.
As a result of Argentina's hyper-inflationary economy and the accounting of it, the Company incurred losses of $Nil and $489,840 during the three and nine months ended September 30, 2024, as a result of the application of inflation factors to the net monetary assets (asset less liabilities) of MSA during the year. The Company incurred losses of $872,981 and $2,247,741 during the three and nine months ended September 30, 2023. Argentina has been designated a hyper-inflationary economy since July 1, 2018.
Finally, the significant currency translation adjustments of $Nil and $1,850,379 resulted in comprehensive income of $659,530 and $8,292,328 during the three and nine months ended September 30, 2024. The currency translation adjustments were due to fluctuations in the value of the Argentine Peso against the US Dollar as well as the fluctuation of the Canadian Dollar against the US Dollar. Currency translation adjustments of $466,609 and $1,014,506 resulted in an overall comprehensive losses of $1,724,183 and $5,273,102 during the three and nine months ended September 30, 2023.

It should be noted that, historically, the Company's foreign currency translation in accordance with IFRS has had a negative impact on the Canadian Dollar values of the MSA net assets, and the Company has reported losses related to the foreign currency translation on its Condensed Interim Consolidated statement of comprehensive loss. This negative impact is the result of the habitual trend in Argentina to devalue its currency due to high internal inflation rates. According to the Central Bank of Argentina, the inflation rate for 2023 was 211.40% (inflation for 2022 was 94.8%). The currency translation adjustments discussed above primarily relate to amounts capitalized as mineral properties. The impact of the translation on the Company's liquid assets was minimal.

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SELECTED QUARTERLY INFORMATION

The following table shows selected financial information related to the results of the Company's most recent periods. The information contained in this table should be read in conjunction with the Company's Financial Statements. The periods prior to and including the quarter ended March 31, 2024 include the consolidated accounts of the Company, MAI and MSA. Following the acquisition of a 50.1% ownership interest of MSA by South32 on April 5, 2024, the Company ceased consolidation of the accounts of MSA and has accounted for its investment in MSA using the equity method of accounting.

Fiscal Year	2024			2023				2022
For the quarters ended	Sep	Jun	Mar	Dec	Sep	Jun	Mar	Dec
	$
Net Revenues	Nil	Nil	Nil	Nil	Nil	Nil	Nil	Nil
Net income (loss) for the period	3,685,274	6,164,503	(1,367,127)	(3,616,021)	(2,190,791)	(2,998,273)	(1,098,544)	(1,513,349)
Comprehensive Income (Loss) for the period	659,530	7,149,546	483,252	(5,434,675)	(1,724,182)	(2,795,629)	(753,291)	(1,702,324)
Income (Loss) per share, basic	0.02	0.04	(0.00)	(0.03)	(0.01)	(0.02)	(0.00)	(0.02)
Income (Loss) per share, diluted	0.02	0.03	(0.00)	(0.03)	(0.01)	(0.02)	(0.00)	(0.02)
Income (Loss) per share from continuing operations, basic	0.02	0.04	(0.00)	(0.03)	(0.01)	(0.02)	(0.00)	(0.02)
Income (Loss) per share from continuing operations, diluted	0.02	0.03	(0.00)	(0.03)	(0.01)	(0.02)	(0.00)	(0.02)

Factors affecting quarterly results

Fluctuations in quarterly results are primarily caused by the continuation of the effects of Hyperinflation during fiscal 2022, 2023 and 2024, and fluctuations of the Argentine Peso against the Canadian Dollar as usually calculated as Currency Translation Adjustment (CTA).

LIQUIDITY AND CAPITAL RESOURCES

The Company had working capital of $753,200 as at September 30, 2024, compared to a working capital deficit of $22,794,262 as at December 31, 2023. As at September 30, 2024, the Company held cash and cash equivalents of $928,543 versus $3,476,405 as at December 31, 2023. The main cause of the change from a working capital deficiency as at December 31, 2023 to working capital as at September 30, 2024 is the reclassification of a portion of the deferred exploration recovery to costs recoveries on the statement of loss and comprehensive loss and the derecognition of the remaining portion as a result of the acquisition of a 50.1% ownership interest in MSA by South32 under the terms of Earn-in Agreement and amendments, which occurred on April 5, 2024.

On June 5, 2024, the Company granted 650,000 incentive stock options to certain directors of the Company. The stock options are exercisable at price of $0.80 per share, all of which shall vest one-quarter on June 5, 2024,

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one-quarter on December 5, 2024, one-quarter on June 5, 2025, and one-quarter on December 5, 2025, and shall be exercisable for a period of five years from the date of issuance.

On January 9, 2023, the Company granted 2,450,000 incentive stock options under the Company’s stock option plan to certain officers, directors, and employees. The stock options are exercisable at a price of $0.30 per share, all of which shall vest as to one-quarter on January 9, 2023, one-quarter on June 9, 2023, one-quarter on January 9, 2024, and one-quarter on June 9, 2024, and shall be exercisable for a period of five years from the date of issuance.

On April 27, 2023, the Company granted 100,000 incentive stock options under the Company’s stock option plan to certain directors of the Company. The stock options are exercisable at a price of $0.375 per share, all of which vest immediately and shall be exercisable for a period of five years from the date of issuance.

On May 11, 2023, the Company granted 5,300,000 incentive stock options under the Company’s stock option plan, of which 4,000,000 options were granted to certain directors and the CEO of the Company. The stock options are exercisable at a price of $0.696 per share, all of which shall vest as to one-quarter on May 11, 2023, one-quarter on November 11, 2023, one-quarter on May 11, 2024, and the balance on November 11, 2024, and shall be exercisable for a period of five years from the date of issuance.

On August 4, 2023, the Company granted an aggregate of 200,000 incentive stock options to certain consultants of the Company. The options are exercisable at a price of $0.872 per share which shall vest one-quarter on the date of grant, one-quarter on February 4, 2024, one-quarter on August 4, 2024, and one-quarter on August 4, 2024, and shall be exercisable for a period of five years from the date of grant.

During the year ended December 31, 2023, the Company issued 200,000 common shares for gross proceeds of $63,750 pursuant to the exercise of stock options.

On February 5, 2024, the Company issued 67,821 common shares to a former officer pursuant to the cashless exercise of 100,000 stock options.

On April 5, 2024, the Company issued 790,000 common shares in exchange for 542,600 shares of MSA pursuant to the Company's exercise of its right to call under the Put and Call Option Agreement described previously.

In the long term, the Company is dependent on obtaining future financing for the exploration and development of its properties and for any new projects. The Company’s ability to obtain future financings may be affected by several factors including the sustainability of commodity prices and the capital markets for mining business.

Share Capital

As at the date of this MD&A the Company’s share position consists of:

Shares outstanding	164,948,515
Options outstanding	13,276,000
Put and Call Option	-
TOTAL	178,224,515

Stock Options Outstanding

As at the date of this MD&A the following options are issued and outstanding:

Exercise Price	Options Vested	Options Unvested	Remaining Contractual Life (Years)	Expiry Date
$0.10	1,400,000	-	0.63	July 16, 2025
$0.15	416,000	-	1.21	February 12, 2026
$0.30	2,810,000	-	2.20	February 11, 2027
$0.30	2,450,000	-	3.11	January 9, 2028
$0.375	50,000	-	3.41	April 27, 2028
$0.696	5,300,000	-	3.45	May 11, 2028
$0.872	150,000	50,000	3.68	August 4, 2028
$0.80	162,500	487,500	4.52	June 5, 2029
	12,738,500	537,500	2.81

Put and Call Option

Upon completion of the Minsud Transaction, the Company entered into a put and call option agreement with Compañía de Tierras Sud Argentino S.A. in connection with the 542,600 shares of MSA not acquired by the Company (which represented 5% of the total number of issued and outstanding shares of MSA at the time of acquisition) which included an irrevocable covenant to not divest or encumber such shares. The put and call option agreement allows the remaining 542,600 shares of MSA to be exchanged for 790,000 common shares of the Company at the option of either party, at any time. On April 5, 2024, the Company issued 790,000 common shares in exchange for 542,600 shares of MSA pursuant to the Company's exercise of its right to call under the Put and Call Option Agreement.

COMMITMENTS AND CONTINGENCIES

Services agreement with the Company's Vice-President (Exploration)

On April 27, 2023, the Company and the Company's Vice-President (Exploration) signed a consulting agreement for a monthly fee of US$4,000. The service agreement will remain in full force and effect indefinitely until terminated in accordance with its terms. The service agreement can be terminated by either party by giving the other party thirty (30) days written notice or by a mutual agreement between the parties. On July 15, 2024, the Vice-President (Exploration) resigned.

On July 10, 2024, the Company entered into a services agreement with a consultant for the position of Vice-President (Exploration) for a monthly fee of US$8,000 for a term of three months. Either party can terminate the agreement without consequence by giving 15 days advance notice to the other party. On October 1, 2024, this agreement was renewed for another three month period ending December 31, 2024.

Consulting services agreement

On November 17, 2023, the Company entered into a service agreement for various administrative and regulatory tasks with a consultant for a monthly fee of US$3,500. The service agreement has a term of twelve months but can be terminated by either party by giving the other party sixty (60) days written notice or by a mutual agreement between the parties.

RELATED PARTY TRANSACTIONS

During the nine months ended September 30, 2024 and 2023, the Company incurred the following related party transactions:

i) Transactions

a. Total salaries and fees of $120,679 (2023 - $210,883) was charged by Ramiro Massa, the President and CEO of the Company.

b. A total of $31,500 of accounting and regulatory compliance fees (2023 - $39,083) and $18,000 of CFO fees (2023 - $18,000) were charged by Forbes Andersen Limited, a company in which Mike Johnston, the Company's CFO and Corporate Secretary, is an officer.

c. A total of $35,211 of professional fees (2023 - $31,343) and $Nil (2023 - $2,742) of mineral property exploration expenses were charged by a company controlled by Casey Lewis, the Company's former Vice-President (Exploration). Prior to the loss of control of MSA, these amounts have been capitalized to mineral properties. Following the loss of control, these amounts have been expensed as professional fees.

d. Mining Plus Peru SAC, a company providing the services of Vice-President (Exploration) to the Company charged fees of $24,062 (2023 - $Nil) and other consulting fees of $19,627 (2023 - $Nil).

ii) Period-end Balances

a. As at September 30, 2024, accounts payable and accrued liabilities included $Nil payable to Ramiro Massa, the President and CEO of the Company.

b. As at September 30, 2024, accounts payable and accrued liabilities included $25,710 payable to Forbes Andersen Limited, a company in which Mike Johnston, the Company's CFO and Corporate Secretary, is an officer.

c. As at September 30, 2024, accounts payable and accrued liabilities included $32,896 (December 31, 2023 - $Nil) payable to Mining Plus Peru SAC a company providing the services of Vice-President (Exploration) to the Company.

All related party transactions were in the normal course of operations. Amounts owing to related parties are non-interest bearing and have no repayment terms.

OFF-BALANCE SHEET TRANSACTIONS

The Company currently has not entered into any off-balance sheet arrangements.

BASIS OF PRESENTATION

The Company’s Financial Statements have been prepared in accordance with IFRS as issued by the IASB.

The Company has not yet established whether its mineral properties contain resources or reserves that are economically recoverable. The recovery of amounts capitalized as mineral properties is dependent upon the discovery of economically recoverable resources or reserves, the ability of the Company to arrange appropriate financing to complete the development of properties, and upon future profitable production, or alternatively, upon the Company’s ability to dispose of its interests on an advantageous basis, all of which are uncertain.

The Company’s ability to continue as a going concern is dependent upon, but not limited to, its ability to raise financing necessary to fund its exploration programs, maintain its mineral properties concession rights and exploration agreements with purchase options, discharge its liabilities as they become due and generate positive cash flows from operations.

The Financial Statements are prepared on the basis of accounting principles applicable to a going concern, which assumes that the Company will continue in operation for the foreseeable future and will be able to realize

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its assets and discharge its liabilities in the normal course of the business. Accordingly, the Financial Statements do not give effect to adjustments that may be necessary, should the Company be unable to continue as a going concern. If the going concern assumption is not used, then the adjustments required to report the Company's assets and liabilities at liquidation values could be material to the Financial Statements.

ACCOUNTING POLICIES AND CRITICAL ACCOUNTING ESTIMATES

The preparation of the Company’s Financial Statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, and expenses. Critical accounting estimates used in the preparation of the Financial Statements are related to the recoverable value of the Company’s mineral properties, as well as the value of stock-based compensation. These estimates involve considerable judgment and are, or could be, affected by significant factors that are out of the Company’s control.

The Company records all of its property acquisition costs and direct exploration costs as an asset until the properties are placed into production, sold, or abandoned, at which time the costs will either be amortized on a units-of-production basis or fully charged to operations. Management reviews the carrying value of the mineral properties for impairment or permanent declines in the value of the property, such as abandonment, and the related project balances are then written off.

Estimates related to share-based payments include the volatility of the Company’s stock price, as well as when stock options may be exercised. The timing of exercise of stock options is out of the Company’s control and depends on various factors including the market value of the Company’s shares and the financial objectives of the holders of stock options.

RISK FACTORS

There are many risk factors facing companies involved in the mineral exploration industry. Risk management is an ongoing exercise upon which the Company spends a substantial amount of time. While it is not possible to eliminate all the risks inherent to the industry, the Company strives to manage these risks, to the greatest extent possible. The following risks are most applicable to the Company but may not be the only risks faced by the Company. Risks and uncertainties not presently known by the Company or which are presently considered immaterial may also adversely affect the Company’s business, projections, results of operations and/or conditions (financial or otherwise).

Industry and Mineral Exploration Risk

Mineral exploration is highly speculative in nature, involves many risks and frequently is non-productive. There is no assurance that the Company’s exploration efforts will be successful. At present, the Company’s projects do not contain any proven or probable reserves. Success in establishing reserves is a result of a number of factors, including the quality of the project itself. Substantial expenditures are required to establish reserves through drilling, to develop processes to extract the resources and, in the case of new properties, to develop the mining and processing facilities and infrastructure at any site chosen for mining.

Because of these uncertainties, no assurance can be given that planned exploration programs will result in the establishment of mineral resources or reserves. The long-term profitability of the Company’s operations will be in part directly related to the cost and success of its exploration programs, which may be affected by a number of factors beyond the Company’s control. The marketability of minerals acquired or discovered by the Company may be affected by numerous factors which are beyond the control of the Company and which cannot be accurately predicted, such as market fluctuations, the proximity and capacity of milling facilities, mineral markets and processing equipment, and such other factors as government regulations, including regulations relating to royalties, allowable production, importing and exporting of minerals, and environmental protection, the combination of which factors may result in the Company not receiving an adequate return of investment capital. The Company may be subject to risks which could not reasonably be predicted in advance. Events such as labour disputes, environmental issues, natural disasters or estimation errors are prime examples of industry related risks. The Company attempts to balance this risk through ongoing risk assessments conducted by its technical team.

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Mineral Resource Estimates

The Company’s reported mineral resources (the “Mineral Resources”) are estimations only. No assurance can be given that the estimated Mineral Resources will be recovered. By their nature, Mineral Resource estimations are imprecise and depend, to a certain extent, upon statistical inferences, which may ultimately prove unreliable because, among other factors, they are based on limited sampling, and, consequently, are uncertain because the samples may not be representative. Mineral Resource estimations may require revision (either up or down). There are numerous uncertainties inherent in estimating Mineral Resources, including many factors beyond the Company’s control. Such estimation is a subjective process, and the accuracy of any Mineral Resource estimate is a function of the quantity and quality of available data and of the assumptions made and judgments used in engineering and geological interpretation. There can be no assurance that recoveries in small scale laboratory tests will be duplicated in larger scale tests under on-site conditions. In particular, factors that may affect Mineral Resource estimates include:

changes in interpretations of mineralization geometry and continuity of mineralization zones;
input parameters used to constrain the block cave underground mining shapes that constrain the Mineral Resources;
metallurgical and mining recoveries;
operating and capital cost assumptions;
metal price and exchange rate assumptions;
confidence in modifying factors, including assumptions that surface rights to allow infrastructure to be constructed will be forthcoming;
delays or other issues in reaching agreements with local or regulatory authorities and stakeholders;
changes in land tenure requirements or permitting requirements from those discussed in the report; and
changes in the environmental regulations or laws governing the property. Changes in key assumptions and parameters could result in a restatement of Mineral Resource estimates.

Mineral Resources that are not Mineral Reserves do not have demonstrated economic viability and there is no assurance that they will ever be mined or processed profitably. Due to the uncertainty which may attach to Mineral Resources, there is no assurance that all or any part of measured or indicated Mineral Resources will ever be converted into Mineral Reserves. Any material reductions in estimates of Mineral Resources could have a material adverse effect on the Company’s results of operations and financial condition.

Geopolitical Risk

The Company may be affected in varying degrees by government regulations with respect to, but not limited to, restrictions on future exploitation and production, price controls, export controls, currency availability, income taxes, delays in obtaining or the inability to obtain necessary permits, opposition to mining from environmental and other non-governmental organizations, expropriation of property, ownership of assets, environmental legislation, labour relations, limitations on mineral exports, increased financing costs, and site safety. In addition, legislative enactments may be delayed or announced without being enacted and future political action that may adversely affect the Company cannot be predicted. Any changes in regulations or shifts in political attitudes that may result, among other things, in significant changes to mining laws or any other national legal body of regulations or policies are beyond the control of the Company and may adversely affect its business.

Economic Instability in Argentina

All of the Company’s mineral properties are located in Argentina. There are risks relating to an uncertain or unpredictable economic environment in Argentina. In December 2019, the Argentinian government reinstated currency controls previously lifted, which, among other impacts, restricts the ability of companies and its citizens to obtain foreign currencies, in each case requiring Central Bank approval. The government has also reversed corporate tax rate reductions previously introduced by the previous opposition government.

Foreign Operations Risk

The Company conducts its exploration activities in Argentina. The Company’s operations in Argentina expose the Company to risks that may not otherwise be experienced if all operations were located in Canada. The risks include, but are not limited to, illegal mining, changing political conditions, fluctuations in currency exchange rates, expropriation or nationalization without adequate compensation, changes to royalty and tax regimes, high rates of inflation, labour unrest and difficulty in understanding and complying with the regulatory and legal framework respecting ownership and maintenance of mineral properties, as well as the revocation or suspension of previously issued mining permits. Changes in mining or investment policies or shifts in political attitudes may also adversely affect the Company’s existing assets and operations. Real and perceived political risk may also affect the Company’s ability to finance exploration programs and attract joint venture or option partners, and future mine development opportunities. Numerous countries have introduced changes to mining regimes that reflect increased government control or participation in the mining sector, including, but not limited to, changes of law affecting foreign ownership, mandatory government participation, taxation and royalties, exploration licensing, export duties, and repatriation of income or return of capital. There can be no assurance that industries, which are deemed of national or strategic importance in countries in which the Company has assets, including mineral exploration, will not be nationalized. There is a risk that further government limitations, restrictions or requirements, not presently foreseen, will be implemented. Changes in policy that alter laws regulating the mining industry could have a material adverse effect on the Company. There can be no assurance that the Company’s assets in these countries will not be subject to nationalization, requisition or confiscation, whether legitimate or not, by an authority or body.

In addition, in the event of a dispute arising from foreign operations, the Company may be subject to the exclusive jurisdiction of foreign courts or may not be successful in subjecting foreign persons to the jurisdiction of courts in Canada. The Company also may be hindered or prevented from enforcing its rights with respect to a governmental instrumentality because of the doctrine of sovereign immunity. It is not possible for the Company to accurately predict such developments or changes in laws or policy or to what extent any such developments or changes may have a material adverse effect on the Company. Non-compliance with applicable laws, regulations and permitting requirements (including allegations of such) may result in enforcement actions, including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed or causing the withdrawal of permits or mining licenses, and the imposition of corrective measures requiring material capital expenditure or remedial action resulting in materially increased cost of compliance, reputational damage and potentially impaired ability to secure future approvals and permits. The Company may be required to compensate third parties for loss or damage and may have civil or criminal fines or penalties imposed for violations of applicable laws or regulations.

Liquidity Risk

Liquidity risk is the risk that the Company will be unable to meet the obligations associated with its working capital. The Company has sufficient funds to settle its short-term working capital requirements. The Company’s ability to manage liquidity risk in the future will be dependent on, but not limited to, its ability to raise financing necessary to fund its exploration programs, defend its mineral properties concession rights, discharge its liabilities as they become due and generate positive cash flows from operations.

Sources of Funds and Share Price Fluctuation Risks

The only sources of funds presently available to the Company are the sale of equity/debt capital or through a Partner Agreement. There is no assurance that such sources will continue to be available, in the short term or at all. Failure to obtain additional financing on a timely basis could cause the Company to reduce or terminate its proposed operations and the loss of some or all of the value of an investment in the securities. Securities markets have at times in the past experienced a high degree of price and volume volatility, and the market price of securities of many companies, particularly those considered to be exploration stage companies such as the Company have experienced wide fluctuations in share prices which have not necessarily been related to their operating performance, underlying asset values or prospects. There can be no assurance that these kinds of share price fluctuations will not occur in the future, and if they do occur, how severe the impact may be on the

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Company's ability to raise additional funds through equity issues and the corresponding effect on the Company's financial position.

Internal Controls

Internal controls over financial reporting are procedures designed to provide reasonable assurance that transactions are properly authorized, assets are safeguarded against unauthorized or improper use, and transactions are properly recorded and reported. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance with respect to the reliability of financial reporting and financial statement preparation.

Tax

The Company runs its business in different countries and strives to run its business in as tax efficient a manner as possible. The tax systems in certain of these countries are complicated and subject to changes. For this reason, future negative effects on the result of the Company due to changes in tax regulations cannot be excluded. Repatriation of earnings to Canada from other countries may be subject to withholding taxes. The Company has no control over withholding tax rates.

Operating Hazards Risks

Exploration for natural resources involves many risks, which even a combination of experience, knowledge and careful evaluation may not be able to overcome. Operations in which the Company has a direct or indirect interest will be subject to all the hazards and risks normally incidental to exploration, development and production of mineral resources, any of which could result in work stoppages, damage to persons or property and possible environmental damage. Unusual or unexpected formations, formation pressures, fires, power outages, labour disruptions, flooding, explosions, cave-ins, landslides, weather conditions and the inability to obtain suitable or adequate machinery, equipment or labour are other risks involved in extraction operations and the conduct of exploration programs. The Company's exploration activities will be subject to the availability of third-party contractors and equipment. There are also physical risks to the exploration personnel. The Company maintains insurance for amounts which it considers adequate, however, the nature of these risks is such that liabilities might exceed policy limits, the liabilities and hazards might not be insurable against, or the Company might not elect to insure itself against such liabilities due to high premium costs or other reasons, in which event the Company could incur significant costs that could have a material adverse effect upon its financial condition.

Pandemic Diseases

The Company's operations are subject to the risk of emerging infectious diseases or the threat of outbreaks of viruses or other contagions or epidemic diseases. These infectious disease risks may not be adequately responded to locally, nationally or internationally due to lack of preparedness to detect and respond to outbreaks or respond to significant pandemic threats. As such, there are potentially significant economic and social impacts of infectious disease risks, including the inability of the Company's exploration operations to operate as intended due to shortage of skilled employees, shortages in supply chains, inability of employees to access sufficient healthcare, significant social upheavals, government or regulatory actions or inactions, the declines in the price of precious metals, capital market volatility, or other unknown but potentially significant impacts. Given the fact that the Company's properties are located in Argentina, there are potentially significant economic losses from infectious disease outbreaks that can extend far beyond the initial location of an infection disease outbreak. As such, both catastrophic outbreaks as well as regional and local outbreaks can have a significant impact on the Company's operations. The Company may not be able to accurately predict the quantum of such risks. In addition, the Company's own operations are exposed to the infectious disease risks noted above and as such the Company's operations may be adversely affected by such infectious disease risks. Accordingly, any outbreak or threat of an outbreak of a virus or other contagions or epidemic disease could have a material adverse effect on the Company, its business, results from operations and financial condition.

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Current Global Financial Conditions

The economic viability of the Company’s business plan is impacted by the Company’s ability to obtain financing. The economic conditions and outlook of the jurisdictions in which the Company’s projects reside, and more generally global economic conditions, may impact the general availability of financing through public and private debt and equity markets, as well as through other avenues. Significant political, market, economic, natural or manmade events may have wide-reaching effects and, to the extent they are not accurately anticipated or priced into markets, may result in sudden periods of market volatility and correction. Periods of market volatility and correction may have an adverse impact on economic growth and outlook, as well as lending and capital markets activity, all of which may impact the Company’s ability to secure adequate financing on favorable terms, or at all. Most recently, global financial markets experienced a period of correction and increased volatility during the COVID-19 pandemic and the conflict between the Russian Federation and Ukraine, which began in March 2020 and February 2022, respectively, and are ongoing as of the date of this MD&A. As these global events evolve, there is no guarantee that credit market conditions will not worsen. A general risk adverse approach to investing, decreases in consumer spending and increases in the unemployment rate and consumer debt levels, which may become more predominant as a result of market turmoil, may limit the Company’s ability to obtain future equity financing. Inability to obtain financing at all, or on acceptable terms, may have a material adverse effect on the Company’s business, financial condition, results of operations, cash flows or prospects.

Other events may also result in volatility and disruption to global supply chains, operations, mobility of people, patterns of consumption and service, and financial markets, and therefore potentially have a negative impact on the Company’s ability to secure financing on favourable terms, or at all, its access to the project, or its ability to execute its business initiatives, including its field programs. Such events may include catastrophic events, either on a global scale or in the specific jurisdictions where the Company has its projects, and include, but are not limited to, financial crises, such as that which occurred globally in 2008, earthquakes, tsunamis, floods, typhoons, fires, power disruptions, other natural or manmade disasters, terrorist attacks, wars, riots, civil unrest or other conflicts, outbreaks of a public health crisis, including epidemics, pandemics or outbreaks of new infectious diseases or viruses, as well as related and attendant events. Furthermore, general market, political and economic conditions, including, for example, inflation, interest and currency exchange rates, structural changes in the global mining industry, global supply and demand for commodities, political developments, legislative or regulatory changes, social or labour unrest and stock market trends will affect the Company’s operating environment and its operating costs, profit margins and share price. Uncertainty or adverse changes relating to government regulation, economic and foreign policy matters, and other world events have the potential to adversely affect the performance of and outlook for the Canadian and global economies, which in turn may affect the ability of the Company to access financing on favourable terms or at all. The occurrence of negative sentiment or events in the Canadian and broader global economy could have a material adverse effect on the Company’s business, financial condition, results of operations, cash flows or prospects.

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, as well as political and social instability. It is not always possible to obtain insurance against all such risks and the Company may decide not to insure against certain risks because of high premiums or other reasons. Should such liabilities arise, they could reduce or eliminate any further profitability and result in increasing costs and a decline in the value of the securities of the Company. The Company does not maintain insurance against political risks.

Commodity Price Risk

Mineral prices fluctuate widely and are affected by numerous factors beyond the Company's control such as the sale or purchase of commodities by various central banks, financial institutions, expectations of inflation or deflation, currency exchange fluctuations, interest rates, global or regional consumptive patterns, international supply and demand, speculative activities and increased production due to new mine developments, improved mining and production methods and international economic and political trends. The Company's revenues, if

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any, are expected to be in large part derived from the extraction of mineral products. As such, the effect of these factors on the price in future product sales, and therefore the economic viability of any of the Company's exploration projects, cannot accurately be predicted. There can be no assurance that the price of any commodities will be such that any of the properties in which the Company has, or has the right to acquire, an interest may be mined at a profit. Further, the prices of metals and minerals and future expectation of such prices have a significant impact on the market sentiment for investment in mining and mineral exploration companies.

Currency Risk

Foreign currency risk is the risk that the fair value of future cash flows from the Company's operations will fluctuate due to changes in foreign exchange rates. The Company is exposed to foreign currency risk with respect to cash balances and transactions as a portion of these amounts are denominated in US dollars and, formerly, Argentine Pesos. The Company has not entered into any foreign currency contracts to mitigate this risk.

The Company's primary operations were located in Argentina until April 5, 2024. The Company raises funds in Canadian dollars and paid most of its Argentinean costs in United States Dollars or Argentinean Pesos, and was therefore subject to foreign exchange risk on this payment stream. As the proceeds from financings were often immediately converted to Argentinean Pesos, these cash reserves were subject to foreign exchange risk.

Environmental Risk

Exploration projects or operations are subject to the environmental laws and applicable regulations of the jurisdiction in which the Company operates. Environmental standards continue to evolve, and the current trend is moving toward a longer, more complete and rigid process. The Company reviews environmental matters on an ongoing basis. When appropriate, the Company will make appropriate provisions in its financial statements for any potential environmental liability. However, there is no assurance that existing or future environmental regulation will not materially adversely affect the Company's business, financial condition and results of operations. Environmental hazards may exist on the properties on which the Company holds interests which are unknown to the Company at present and which have been caused by previous or existing owners or operators of the properties. Failure to comply with applicable laws, regulations and permitting requirements may result in enforcement actions thereunder, 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 mining operations, including the Company, may be required to compensate those suffering loss or damage by reason of the mining activities and may have civil or criminal fines or penalties imposed for violations of applicable laws or regulations.

Community Relations and Public Opposition to Mining Activities

While the Company seeks to operate in a socially responsible manner and believes it has good relationships with local communities in the regions in which it operates, there is no guarantee that its efforts in this respect will mitigate this potential risk. Non-governmental Organizations or local community groups could direct adverse publicity against and/or disrupt the operations of the Company in respect of one or more of its properties, despite the Company's successful compliance with social and environmental best practices. Any such actions and the resulting media coverage could have adverse effects on the reputation and financial condition of the Company or its relationships with the communities in which it operates, which could have a material adverse effect on the business, financial condition, results of operations, cash flows or prospects of the Company.

Permits and Licenses Risks

The operations of the Company will require licenses and permits from various governmental authorities. The Company believes it will be able to obtain in the future all necessary licenses and permits to carry on the activities which it intends to conduct and intends to comply in all material respects with the terms of such licenses and permits. There can be no guarantee, however, that the Company will be able to obtain and maintain,

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at all times, all licenses and permits required to undertake its proposed exploration or to place its properties into commercial production and to operate mining facilities if its exploration programs are successful. Amendments to current laws and regulations governing the operating and activities of the Company and the more stringent implementation thereof could have a substantial adverse impact on the business, financial condition and the results of operations of the Company. Obtaining necessary permits, leases and licenses can be a complex, time consuming process and the Company cannot be certain that it will be able to obtain necessary permits on acceptable terms, in a timely manner or at all. The costs and delays associated with obtaining necessary permits, leases and licenses and complying with these permits and applicable laws and regulations could stop, delay or restrict the Company from proceeding with the development of an exploration project or the development and operation of a mine. Any failure to comply with applicable laws and regulations or permits could result in interruption or closure of exploration, development or mining operations, or fines, penalties or other liabilities. The Company could also lose its licenses or permits under the terms of its existing agreements.

Title Matters Risk

While the Company has followed and intends to follow standard industry accepted due diligence procedures with respect to title for any mineral claims in which it has or will acquire a material interest, there is no guarantee that title to such properties will not be challenged or impugned. There is no guarantee of title to any of the Company's properties. The Company's properties may be subject to prior unregistered agreements or transfers and may also be affected by undetected defects or the rights of indigenous peoples. Surveys have not been carried out on the Company's mineral properties, and their boundaries and areas could be in doubt. The rules governing mining concessions in Argentina are complex and any failure by the Company to meet requirements would have a material adverse effect on the Company. Any defects in the title to the Company's properties could have a material and adverse effect on the Company. No assurance can be given that applicable governments will not revoke or significantly alter the conditions of the applicable exploration and mining authorizations nor that such exploration and mining authorizations will not be challenged or impugned by third parties. Although the Company has not had any problem renewing its licenses in the past there is no guarantee that it will always be able to do so. Inability to renew a license could result in the loss of any project located within that license.

Option, Joint Venture and Earn In Agreements

The Company has and may continue to enter into option agreements, joint ventures, and/or earn in agreements (collectively "Partner Agreements") as a means of gaining property interests and raising funds. Any failure of any partner to meet its obligations to the Company or other third parties, or any disputes with respect to third parties' respective rights and obligations, could have a negative impact on the Company. The Company may be unable to exert direct influence over strategic decisions made in respect of properties that are subject to the terms of these agreements, and the result may be a materially adverse impact on the strategic value of the underlying properties. Under the terms of such Partner Agreements, in the event a partner decided to cease funding and terminate the Partner Agreement, the Company's business, financial results, and condition may be subject to the material adverse effects.

Competition and Marketability Risks

The resource industry is intensely competitive in all its phases, and the Company competes with many companies possessing greater financial resources and technical facilities than itself. Competition could adversely affect the Company's ability to acquire suitable properties for exploration in the future.

Management Risk

The success of the Company's future business is largely dependent on a relatively small number of key members of management. The loss of any key member could be detrimental if a suitable replacement could not be found at a comparable compensation level.

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No Assurance of Profitability

The Company has no history of earnings and due to the nature of its business there can be no assurance that the Company will ever be profitable. The Company has not paid dividends on its shares since incorporation and does not anticipate doing so in the foreseeable future. The only present source of funds available to the Company is from the sale of its common shares or from the sale or optioning of a portion of its interest in its resource properties. Even if the results of exploration are encouraging, the Company may not have sufficient funds to conduct the further exploration that may be necessary to determine whether a commercial deposit exists. While the Company may generate additional working capital through further equity offerings or through the sale or syndication of its properties, there can be no assurance that any such funds will be available on favorable terms, or at all. At present, it is impossible to determine what amounts of additional funds, if any, may be required. Failure to raise such additional capital could put the continued viability of the Company at risk.

Possible Dilution to Present and Prospective Shareholders

The Company’s plan of operation, in part, contemplates the financing of its business by the issuance of securities and possibly incurring debt. Any transaction involving the issuance of previously authorized but unissued common shares, or securities convertible into common shares, would result in dilution, possibly substantial, to present and prospective shareholders. The Company has sought a joint venture partner to fund the exploration of the Rosita Project. Offering an interest in its Rosita Project to a partner would dilute the Company’s interest in the project.

Risk of Legal Proceedings in the Ordinary Course of Business

Due to the nature of its business, the Company may be subject to regulatory investigations, claims, lawsuits and other proceedings in the ordinary course of its business. The Company’s operations are subject to the risk of legal claims by employees, unions, contractors, lenders, suppliers, joint venture partners, shareholders, governmental agencies or others through private actions, class actions, administrative proceedings, regulatory actions or other litigation. Plaintiffs may seek recovery of very large or indeterminate amounts, and the magnitude of the potential loss relating to such lawsuits may remain unknown for substantial periods of time. Defense and settlement costs can be substantial, even with respect to claims that have no merit. The results of these legal proceedings cannot be predicted with certainty due to the uncertainty inherent in litigation, including the effects of discovery of new evidence or advancement of new legal theories, the difficulty of predicting decisions of judges and juries and the possibility that decisions may be reversed on appeal. The litigation process could, as a result, take away from the time and effort of the Company’s management and could force the Company to pay substantial legal fees or penalties. There can be no assurances that the resolutions of any such matters will not have a material adverse effect on the Company’s business, financial condition and results of operations.

Capital Risk Management

The Company defines capital as total equity. The Company manages its capital to ensure that funds are available or are scheduled to be raised to provide adequate funds to carry out the Company’s defined exploration programs, meet its ongoing administrative costs, property maintenance and option payments. This is achieved by the Board’s review and acceptance of exploration budgets that are achievable using existing resources and the matching and timely release of the next stage of expenditures with the resources made available from private placements or other fundraising. There can be no assurance that the Company will be able to continue using equity capital in this manner.

Credit Risk Management

Credit risk is the risk that one party to a financial instrument will fail to meet its obligations and cause a financial loss. The Company’s main credit risk arises from its cash deposits with banks. The Company limits its counterparty risk on its deposits by dealing only with financial institutions with high credit ratings. The Company is also exposed to credit risk on its financial assets.

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Compliance with Anti-Corruption Laws

The Company is subject to various anti-corruption laws and regulations such as the Canadian Corruption of Foreign Public Officials Act. In general, these laws prohibit a company and its employees and intermediaries from bribing or making other prohibited payments to foreign officials or other persons to obtain or retain business or gain some other business advantage. In recent years, there has been a general increase in both the frequency of enforcement and the severity of penalties under such laws, resulting in greater scrutiny and punishment to companies convicted of violating anti-corruption and anti-bribery laws. Furthermore, a company may be found liable for violations by not only its employees, but also by its contractors and third-party agents. The Company's projects are located in Argentina, which is perceived as having fairly high levels of corruption relative to Canada. The Company cannot predict the nature, scope or effect of future anti-corruption regulatory requirements to which the Company's operations might be subject or the manner in which existing laws might be administered or interpreted. Failure to comply with the applicable legislation and other similar foreign laws could expose the Company and/or its senior management to civil and/or criminal penalties, other sanctions and remedial measures, legal expenses and reputational damage, all of which could materially and adversely affect the Company's business, financial condition and results of operations. Likewise, any investigation of any alleged violations of the applicable anti-corruption legislation by Canadian or foreign authorities could also have an adverse impact on the Company's business, financial condition and results of operations.

HYPERINFLATION

During the year ended December 31, 2023, the annual rate of inflation for Argentina, as reported by the Banco Central de la Republica Argentina, was 211.40% (2022 - $94.8%). Therefore, Argentina remains a hyperinflationary economy. The functional currency of MSA is the Argentine Peso. The Company has prepared these Condensed Interim Consolidated financial statements on the historical cost approach within IAS 29.

IAS 29, Financial Reporting in Hyper-Inflationary Economies, ("IFRS 29") applies to the financial statements of an entity whose functional currency is the currency of a hyperinflationary economy. The designation of an economy as hyperinflationary involves the assessment of several factors and requires the Company to make certain estimates and judgments, such as the assessment of historic inflation rates and anticipation of future trends. Changes in such estimates may significantly impact the carrying value of the Company's non-monetary assets or liabilities, and results of operations that are subject to hyperinflationary adjustments, and the related gains and losses with the Condensed Interim Consolidated statements of income (loss) and comprehensive income (loss).

To measure the impact of inflation on its Condensed Interim Consolidated financial position and results, the Company has elected to use the Wholesale Price Index (Indice de Precios Mayoristas or "IPIM") for periods up to December 31, 2016, and the Retail Price Index (Indice de Precios al Consumidor or "IPC") thereafter. These price indices have been recommended by the Government Board of the Argentine Federation of Professional Councils of Economic Sciences ("FACPCE").

As a result of the change in the IPC during the period, the Company recognized a net expense of $489,840 (2023 - $1,374,760), to adjust transactions recorded during the three month period into a measuring unit current as of September 30, 2024. The level of the IPC at September 30, 2024 was 7,122.24 (December 31, 2023 - 3,533.19), which represents an increase of 102% over the IPC at December 31, 2023.

The application of hyperinflation accounting required restatement of the Argentine subsidiary's nonmonetary assets and liabilities, shareholders' equity, and comprehensive loss items from the transaction date when they were first recognized into the current purchasing power which reflects a price index current at the end of the reporting period before being included in the Financial Statements. The resulting financial information is more meaningful, relevant and representative of a measuring unit current as of the reporting date. To measure the impact of inflation on its financial position and results, the Company has elected to use price indices that have been recommended by the Government Board of the Argentine Federation of Professional Councils of Economic Sciences ("FACPCE").

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QUALIFIED PERSONS

The scientific and technical data included in this MD&A has been reviewed by Ms. Maria del Carmen Munoz, a Resource Geologist and a geological consultant. by Ms. del Carmen Munoz is a Qualified Person as defined by National Instrument 43-101 – Standards of Disclosure for Mineral Projects.

DISCLOSURE CONTROLS AND INTERNAL CONTROLS OVER FINANCIAL REPORTING

Disclosure controls and procedures are designed to provide reasonable assurance that information required to be disclosed by the Company in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in the securities legislation and include controls and procedures designed to ensure that information required to be disclosed by the Company in its annual filings, interim filings or other reports filed or submitted under securities legislation is accumulated and communicated to the Company’s management, including its CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure. The Company’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and preparation of financial statements for external purposes in accordance with International Financial Reporting Standards. However, due to inherent limitations, internal control over financial reporting may not prevent or detect all misstatements or fraud. There have not been any changes in the Company’s disclosure controls and procedures and the internal control over financial reporting that occurred during the nine months ended September 30, 2024 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

Limitations of controls and procedures:

The Company’s management believes that any disclosure controls and procedures or internal control over financial reporting, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, they cannot provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been prevented or detected. These inherent limitations include the realities that judgments in decision making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by unauthorized override of the control. The design of any control system also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Accordingly, because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

ADDITIONAL INFORMATION

Additional information relating to the Company is available under the Company’s profile on SEDAR+ at www.sedarplus.ca

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