Naturally Splendid Enterprises Ltd. — Capital/Financing Update 2021

Dec 24, 2021

FORM 51-102F3

MATERIAL CHANGE REPORT

Item 1 . Name and Address of Company

NATURALLY SPLENDID ENTERPRISES LTD.

Unit 108, 19100 Airport Way Pitt Meadows, BC V3Y 0E2

(the “Company”)

Item 2 . Date of Material Change

December 23, 2021

Item 3 . News Release

The news release was issued on December 23, 2021 and disseminated by Accesswire.

• Item 4 . Summary of Material Change

On December 23, 2021, the Company announced that it closed the first tranche of a non-brokered private placement of 71,683,846 units at a price of $0.03 per unit for gross proceeds of $2,150,515.

Item 5 . Full Description of Material Change

On December 23, 2021, the Company announced that it closed a non-brokered private placement by issuing 71,683,846 Units (each a “Unit”) at a price of $0.03 per Unit for gross proceeds of $2,150,515 (the “First Tranche”).

Each Unit in the First Tranche consists of one common share of the Company (a “Share”) and one common share purchase warrant (a “Warrant”), with each Warrant entitling the holder to purchase one additional common share for a period of two years from the date of the issue at an exercise price of $0.05 per Share.

Under the First Tranche, the Company paid finders fees of $55,650 and issued a total of 1,715,000 Warrants.

The securities listed under the First Tranche are subject to restrictions from resale for a period of four months and a day pursuant to applicable securities laws and the rules of the TSX Venture Exchange.

Certain officers and directors of the Company purchased a total of 7,584,720 Units under the First Tranche (the “Insider Participation”). The Insider Participation will be considered to be a “related party transaction” as defined under Multilateral Instrument 61-101 (“MI 61-101”). The Insider Participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(a) of MI 61-101.

The proceeds of the First Tranche will be directed primarily towards the purchase of new manufacturing equipment and facility upgrades to accommodate the manufacturing of plant-based entrees as per the Company’s 10-year exclusive manufacturing and distribution agreement with Flexitarian Foods Pty. Ltd., a division of Australia’s largest plant-based manufacturer. Funds will also be allotted for inventory from key suppliers, general working capital purposes as well as accrued management fees of $278,371.71 and future management fees totaling $108,000.00 for three (3) senior management personnel through the end of the Second Quarter of 2022.

Item 6 . Reliance on Subsection 7.1(2) of National Instrument 51-102

Not applicable. Item 7 . Omitted Information None. Item 8 . Executive Officer For further information, please contact:

Craig Goodwin Chief Executive Officer (604) 465 0548 Item 9 . Date of Report December 23, 2021