POWR Lithium Corp. — Management Reports 2025

Jul 11, 2025

POWR LITHIUM CORP.

Management’s Discussion and Analysis

For the three and nine months ended May 31, 2025 and 2024

(Expressed in Canadian dollars, except where noted)

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POWR LITHIUM CORP.
Management's Discussion & Analysis
For the three and nine months ended May 31, 2025 and 2024

MANAGEMENT'S DISCUSSION AND ANALYSIS

The following Management's Discussion and Analysis ("MD&A") of POWR Lithium Corp. (formerly Clear Sky Lithium Corp.) (the "Company") has been prepared by management, in accordance with the requirements of National Instrument 51-102 Continuous Disclosure Obligations and contains information as at July 11, 2025 ("MD&A Date"). This MD&A provides analysis of the Company's financial results for the three and nine months ended May 31, 2025 and 2024, and should be read in conjunction with the Company's unaudited condensed interim consolidated financial statements for the three and nine months ended May 31, 2025 and 2024 (the "Financial Statements"), and the related notes contained therein which have been prepared under International Financial Reporting Standards ("IFRS Accounting Standards"), as issued by the International Accounting Standards Board ("IASB") and interpretations of the International Financial Reporting Interpretations Committee ("IFRIC"), including International Accounting Standards ("IAS") 34 Interim Financial Reporting. In addition, the MD&A should be read in conjunction with the audited consolidated financial statements for the years ended August 31, 2024 and 2023 (the "Annual Financial Statements"), as some disclosures from the Annual Financial Statements have been condensed or omitted. The information contained herein is not a substitute for detailed investigation or analysis on any particular issue. The information provided in this document is not intended to be a comprehensive review of all matters and developments concerning the Company. Except as otherwise disclosed, all dollar figures included therein and in the following MD&A are presented in Canadian dollars, the presentation and functional currency of the Company and its subsidiaries.

In this MD&A, "POWR" or the words "we", "us", or "our", collectively refer to the Company and its subsidiaries. The first, second, third and fourth quarters of the Company's fiscal years are referred to as "Q1", "Q2", "Q3" and "Q4", respectively. The nine months ended May 31, 2025 and 2024 are referred to as "YTD 2025" and "YTD 2024", respectively.

Management is responsible for the preparation and integrity of the Company's financial statements, including the maintenance of appropriate information systems, procedures, and internal controls. Management is responsible for ensuring that information disclosed externally, including the information contained within the Company's financial statements and MD&A, is complete and reliable.

Certain statements made may constitute forward-looking statements. Such statements involve a number of known and unknown risks, uncertainties, and other factors. Actual results, performance and achievements may be materially different from those expressed or implied by these forward-looking statements. For additional information on forward-looking statements and material risks associated with them, please see the "Cautionary Note Regarding Forward-Looking Statements" section of this document.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION

Certain statements in this document constitute forward-looking information under applicable securities legislation. Forward-looking information typically contains statements with words such as "anticipate", "believe", "estimate", "will", "expect", "plan", "intend", or similar words suggesting future outcomes or an outlook. Forward-looking information in this document includes, but is not limited to:

• our business plan and investment strategy; and
• general business strategies and objectives.

Such forward-looking information is based on a number of assumptions which may prove to be incorrect. Assumptions have been made with respect to the following matters, in addition to any other assumptions identified in this document which includes, but is not limited to:

• taxes and capital, operating, general & administrative and other costs;
• general business, economic and market conditions;
• the ability of the Company to obtain the required capital to finance its investment strategy and meet its commitments and financial obligations;
• the ability of the Company to obtain services and personnel in a timely manner and at an acceptable cost to carry out activities; and
• the timely receipt of required regulatory approvals.

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POWR LITHIUM CORP.
Management's Discussion & Analysis
For the three and nine months ended May 31, 2025 and 2024

Although the Company believes that the expectations reflected in such forward-looking information are reasonable, undue reliance should not be placed on them as there can be no assurance that such expectations will prove to be correct. Forward-looking information is based on expectations, estimates and projections that involve a number of risks and uncertainties which could cause actual results to differ materially to those described in the forward-looking information. The material risks and uncertainties include, but are not limited to:

• meeting current and future commitments and obligations;
• general business, economic and market conditions;
• the uncertainty of estimates and projections relating to future costs and expenses;
• changes in, or in the interpretation of, laws, regulations or policies;
• the ability to obtain required regulatory approvals in a timely manner;
• the outcome of existing and potential lawsuits, regulatory actions, audits and assessments; and
• other risks and uncertainties described elsewhere in this document.

The foregoing list of risks is not exhaustive. For more information relating to risks, see the section titled "Risk and Uncertainties" herein. The forward-looking information contained in this document is made as at the date hereof and, except as required by applicable securities law, the Company undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise.

BUSINESS OVERVIEW

POWR Lithium Corp. (formerly Clear Sky Lithium Corp.) is in the business of the exploration and evaluation of mineral properties. The Company was incorporated under the Business Corporations Act of British Columbia on June 25, 2018 and changed its name from Clear Sky Lithium Corp. to POWR Lithium Corp. on January 30, 2023. The address of the Company's registered and records office is 1021 West Hastings Street, 9th floor, Vancouver, BC, V6E 0C3.

The Company's common shares trade on the Canadian Securities Exchange (the "CSE") under the symbol "POWR", on the OTC Markets Exchange under the symbol "CSKYF", and on the Frankfurt Stock Exchange under the symbol "6JX".

The Company is in the exploration stage with respect to its interests in exploration and evaluation assets. The recoverability of the amounts comprising exploration and evaluation assets is dependent upon the confirmation of economically recoverable reserves, the ability of the Company to obtain necessary financing to successfully complete their exploration and development and upon future profitable production.

EXPLORATION AND EVALUATION ASSETS AND EXPENDITURES

A summary of the Company's exploration and evaluation assets is as follows:

	ELi Property	Halo Project	Laroque Lake Project	Total
	$	$	$	$
Balance, August 31, 2023	127,500	2,274,306	-	2,401,806
Impairment loss	(127,499)	(2,274,306)	-	(2,401,805)
Balance, August 31, 2024	1	-	-	1
Acquisition costs	-	-	14,000	14,000
Balance, May 31, 2025	1	-	14,000	14,001

During the three months ended May 31, 2025 and 2024, the Company's exploration and evaluation expenditures were $nil and $nil, respectively.

A summary of the Company's exploration and evaluation expenditures for the nine months ended May 31, 2025 is as follows:

	ELi Property	Halo Project	Laroque Lake Project	Total
	$	$	$	$
Geological consulting	2,801	358	-	3,159
Mining claims and maintenance	-	1,481	-	1,481
Permitting	1,064	-	-	1,064
	3,865	1,839	-	5,704

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POWR LITHIUM CORP.
Management's Discussion & Analysis
For the three and nine months ended May 31, 2025 and 2024

A summary of the Company's exploration and evaluation expenditures for the nine months ended May 31, 2024 is as follows:

	ELi Property	Halo Project	Laroque Lake
			Project	Total
	$	$	$	$
Drilling	-	413,906	-	413,906
Geological consulting	-	8,848	-	8,848
Geophysics, sampling and assays	-	33,924	-	33,924
Mining claims and maintenance	115	228	-	343
	115	456,906	-	457,021

ELi Property

The ELi Property is a sediment-hosted lithium deposit is located in central Nevada and about one hour south of Eureka, a regional mining center. Access to the property is good and both exploration and exploitation activities can be conducted year-round. Initial sampling of over 150 surface samples returned average lithium values of 342 ppm (max 1,023 ppm, min 45 ppm) and are contained within a sedimentary sequence of Miocene mudstone and claystone.

The origin of this lithium deposit is suspected to be similar to the Clayton Valley deposit located about 200 km to the south. Both projects are reasonably well represented by the USGS preliminary deposit model, which describes the primary characteristics as light-colored, ash-rich, lacustrine (lake) rocks containing swelling clays, occurring within hydrologically closed basins in an arid climate with some abundance of proximal silicic volcanic rocks (in the hanging wall at ELi property). For more information, please refer to the National Instrument 43-101, Standards of Disclosure for Mineral Projects ("NI 43-101") Technical Report: Eli Sedimentary Hosted Lithium Deposit, Nye & Eureka Counties, Nevada on SEDAR+.

During Q4 2022, POWR completed a detailed mapping project over the ELi property which focused on understanding the surficial exposure of claystone on the property to provide a clearer understanding of exploration vectors and geological controls on mineralization. During this mapping, a larger sample was collected at the ELi site for metallurgical studies.

To increase the understanding of the clay types on the ELi property, POWR engaged ActLabs to complete a clay speciation study on the property. The X-Ray Diffraction results provided mineral abundances and detailed clay speciation that were used to support metallurgy work. The Company initiated bench scale metallurgy test work through its partnership with MDS Technical Corp. and their initial review indicates that the sample represents a mineralogical blend specifically suitable to their patented process that aims to leach, concentrate, and purify lithium from claystone, with the ultimate objective of producing battery grade lithium carbonate.

At present, substantive exploration work is neither budgeted nor planned. As a result, on August 31, 2024, the Company impaired the property and recognized impairment loss on this asset of $127,499.

Halo Project

On August 4, 2022, the Company entered into an option agreement with Halo Lithium LLC (the "Optionor") to acquire a 100% interest in 98 mineral claims located in Esmeralda and Nye Counties, Nevada, (the "Halo Project"). The option agreement requires a series of cash payments, reimbursement of expenses and share consideration as follows:

• $319,914 (US$250,000) cash, $97,917 (US$76,518) reimbursement of expenses, and 1,865,269 common shares of the Company payable within five days of the effective date of the agreement (fully paid and issued). The fair value of this first tranche of shares was measured as $1,212,425 based on a $0.65 per share market price on the date of issuance.
• $264,400 (US$200,000) cash and 1,250,000 common shares of the Company payable on or before August 4, 2023 (fully paid and issued). The fair value of this second tranche of shares was measured as $268,750 based on a $0.215 per share market price on the date of issuance.
• US$200,000 cash and 500,000 common shares of the Company payable on or before August 4, 2024.

Pursuant to the Halo Project option agreement, the Company incurred finder's fees requiring the issuance of common shares ("Finder's fee shares") in separate tranches as follows:

• 118,406 common shares due within five days of August 4, 2022 (issued).
• 75,000 common shares and common shares equal to US$12,000 due on August 4, 2023 (issued).
• 30,000 common shares and common shares equal to US$12,000 due on August 4, 2024.

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POWR LITHIUM CORP.
Management's Discussion & Analysis
For the three and nine months ended May 31, 2025 and 2024

The fair value of the first tranche of the Finder's fee shares was measured as $76,964 based on the $0.65 per share market price on the date of issuance. The fair value of the second tranche of the Finder's fee shares was measured at $33,936 based on the $0.215 per share market price on the date of issuance.

The Company did not fulfill their cash and share consideration scheduled for August 4, 2024. As a result, the option agreement has been terminated. As at August 31, 2024, the Company recognized impairment loss on this asset of $2,274,306 (August 31, 2023 - $nil).

The Halo Project consisted of 98 claims totalling 819 hectares (2,024 acres) and was located 6km northwest of Tonopah within Big Smoky Valley on the boundary of Nye and Esmeralda Counties. The project was south of American Lithium's TLC project and north of American Battery Technology Tonopah Flats project. The nearby regional centre of Tonopah offers ready access to skilled labour, electricity, and transport logistics.

During Q4 2022, the Company completed a preliminary prospecting program on the property that included reconnaissance and minor sampling/mapping. The Company engaged consultants Mira Geoscience and Axiom Exploration Group to start planning a geophysics program at Halo with the aim of better understanding the surficial cover, claystone depth and depth to basement. The field work portion of the geophysics program was completed in early 2023. The interpretation and modeling of the collected data was completed by Mira Geoscience. The Company enlisted Westland Engineering & Environmental Services to start the drill permitting process.

Drilling permit was granted by the Bureau of Land Management on September 1, 2023 and is good for two years. POWR paid the required surface reclamation bond of US$16,605, which was accepted by the Bureau of Land Management on Sept 11, 2023.

The disclosure of the above geological information in this MD&A has been reviewed and approved by Anna Hicken, P. Geo, a consultant for the Company and a Qualified Person ("QP") for the purposes of NI 43-101. The metallurgical and processing information in this MD&A has been provided to the Company by MDS Technical Corp.

On October 11, 2023, POWR engaged Falcon Drilling for a planned 3,300ft (~1,000m) diamond drilling campaign. This fiscal 2024 drilling program started on October 31, 2023 and was completed on November 13, 2023. The company completed 884 meters in 4 HQ core holes across the project area. Hole depths ranged from 153.6 to 245.4 metres and all holes traversed a thick sequence of finely laminated claystone and siltstone. Logging, cutting and sampling were conducted by POWR's technical team at their logging facility in Tonopah. A total of 490 samples (including internal QAQC) were retrieved by American Assay Laboratories and delivered to their analytical facilities in Sparks, Nevada.

The geological information disclosure relating to the fiscal 2024 drilling program in this MD&A has been reviewed and approved by Robert Johansing, P. Geo, a consultant for the Company and a QP for the purposes of NI 43-101.

Notes:

All sampling completed by POWR within the exploration program are subject to a company standard of internal quality control and quality assurance programs which include the insertion of certified reference materials, blank materials and pulp duplicate analysis. All samples are sent to American Assay Labs located in Reno, Nevada where they are processed for lithium analysis by ICP-SAM48. American Assay Labs quality systems conform to requirements of ISO/IEC Standard 17025 guidelines and meets assay requirements outlined for NI 43-101. Data verification of the analytical results included a statistical analysis of the standards and blanks that must pass certain parameters for acceptance to ensure accurate and verifiable results.

Surface claystone samples are selective in nature and may not represent the true grade or style of mineralization across the entire property.

Laroque Lake Project

On October 10, 2024, the Company entered into a property option agreement to acquire a 100% interest in mineral claims located in Laroque Lake, Saskatchewan, Canada (the "Laroque Lake Project"). On July 1, 2025, the Company amended the agreement for the timing of exploration expenditure and paid cash of $5,000 upon execution. In connection with the amendment effective July 1, 2025, the option agreement requires a series of cash payments, expenditures, and share consideration as follows:

• $10,000 cash and 50,000 common shares of the Company payable on or before October 17, 2024 (fully paid and issued).
• $17,500 cash and 75,000 common shares of the Company payable on or before October 10, 2025.
• $25,000 cash and expenditures of $100,000 payable on or before October 10, 2026.
• $57,500 cash and expenditures of $100,000 payable on or before October 10, 2027.

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POWR LITHIUM CORP.
Management's Discussion & Analysis
For the three and nine months ended May 31, 2025 and 2024

The claims are subject to a 1% net smelter royalty ("NSR"), subject to a buyback right whereby the Company is entitled to purchase the NSR for a cash payment of $1,000,000 any time prior to the commencement of commercial production.

RESULTS OF OPERATIONS

A summary of the Company's results of operations is as follows:

	Q3 2025	Q3 2024	YTD 2025	YTD 2024
	$	$	$	$
Bank charges	629	343	1,350	1,108
Consulting and management fees	20,250	59,250	69,750	228,084
Exploration and evaluation expenditures	-	-	5,704	457,021
General and administrative	2,509	46,609	6,308	150,337
Legal and professional fees	49,334	19,731	137,455	129,213
Marketing	2,754	119,217	8,159	761,375
Share-based compensation expense (recovery)	1,298	(5,453)	47,415	1,055,699
Transfer agent and regulatory fees	8,648	7,864	24,796	26,308
	85,422	247,561	300,937	2,809,145
Other income
Foreign exchange gain	(2,401)	(46)	(2,292)	2,117
Interest income	5	-	5	1,465
Net loss and comprehensive loss	(87,818)	(247,607)	(303,224)	(2,805,563)

Q3 2025 compared to Q3 2024

Net loss and comprehensive loss decreased to $87,818 compared to $247,607 in the prior year comparable period. The primary drivers of the decrease in net loss were as follows:

• Consulting and management fees decreased to $20,250 compared to $59,250 in the prior year comparable period due to the termination of several consulting engagements.
• General and administrative decreased to $2,509 compared to $46,609 in the prior year comparable period due to the termination of administrative services rendered by an advisor and rent expense incurred in relation to this agreement.
• Marketing decreased to $2,754 compared to $119,217 in the prior year comparable period due to the termination of several marketing engagements. In Q3 2024, marketing costs were focused on investor relations activities after engaging Stride Marketing in October 2023.

Partially offsetting the decrease in the net loss was an increase in legal and professional fees to $49,334 from $19,731 in the prior year comparable period due to expenses related to the private placement completed in April 2025. In addition, there was an increase in share-based compensation to $1,298 due to options and RSU's vesting during the period from a recovery of $5,453 related to the expiry of 100,000 unvested RSUs in the prior year comparable period.

YTD 2025 compared to YTD 2024

Net loss and comprehensive loss decreased to $303,224 compared to $2,805,563 in the prior year comparable period. The primary drivers of the decrease in net loss were as follows:

• Consulting and management fees decreased to $69,750 compared to $228,084 in the prior year comparable period due to the termination of several consulting engagements in the current period.
• Exploration and evaluation expenditures decreased to $5,704 compared to $457,021 in the prior year comparable period due to a curtailment of exploration activities while the Company secures new financing. Drilling activities were undertaken at the Halo Project during the prior year comparable period.
• General and administrative decreased to $6,308 compared to $150,337 in the prior year comparable period due to the termination of administrative services rendered by an advisor and rent in relation to this agreement.
• Marketing decreased to $8,159 compared to $761,375 in the prior year comparable period due to the termination of several marketing engagements in the current period. During the prior year comparable period, the Company incurred marketing costs of $735,000 to an arms-length digital marketing company over a term of six months.
• Share-based compensation decreased to $47,415 compared to $1,055,699 in the prior year comparable period due to fewer options and RSU's vesting during the current period compared to the prior year comparable period.

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POWR LITHIUM CORP.
Management's Discussion & Analysis
For the three and nine months ended May 31, 2025 and 2024

SHARE CAPITAL HIGHLIGHTS

During the nine months ended May 31, 2025, the Company had the following share capital transactions:

• On October 22, 2024, the Company issued 50,000 common shares as consideration pursuant to the Laroque Lake project mineral property option agreement. The fair value of the shares was measured as $4,000 based on a $0.08 price per share on the date of issuance.
• On April 4, 2025, the Company issued 4,090,000 units at $0.05 per unit for gross proceeds of $204,500. Each unit comprises one common share and one warrant. Each whole warrant entitles the holder to purchase one common share of the Company at an exercise price of $0.05 until April 5, 2030. The gross proceeds from the units were allocated using the relative fair value method. As a result, $112,457 was allocated to share capital and $92,043 was allocated to warrant reserve. The Company paid cash share issuance of cash finders' fees of $1,650 and issued 33,000 finders' warrants with an aggregate fair value of $1,486. Therefore, $3,136 of share issuance costs were recorded as a reduction to share capital in connection with this unit issuance.

During the year ended August 31, 2024, the Company completed the following transactions:

• On September 29, 2023, the Company issued 10,000,000 units at $0.20 per unit for gross proceeds of $2,000,000. Of the $2,000,000 gross proceeds, $20,000 was received during the year ended August 31, 2023, and is included under obligation to issue shares within current liabilities as at August 31, 2023. Each unit comprises one common share and one-half of one warrant. Each whole warrant entitles the holder to purchase one common share of the Company at an exercise price of $0.40 until September 27, 2025. The gross proceeds from the units were allocated using the relative fair value method. As a result, $1,659,231 was allocated to share capital and $340,769 was allocated to reserves. The Company incurred share issuance costs of legal fees of $20,967, cash finders' fees of $73,003 and issued 427,777 finder's warrants with an aggregated fair value of $38,589. Therefore, $132,559 of share issuance costs were recorded as a reduction to share capital in connection with this unit issuance.
• Concurrent with the September 29, 2023 private placement, the Company settled outstanding payables totaling $142,750 for consideration of 713,750 units. Each unit comprises one common share and one-half of one warrant. Each whole warrant entitles the holder to purchase one common share of the Company at an exercise price of $0.40 until September 27, 2025. The shares were valued at $0.20 per share based on the market price of the Company's shares on the date the debt settlement agreements were entered into. The warrants were valued using a Black-Scholes option pricing model. As a result, the Company recognized $142,750 to common shares, $32,193 to reserves, and loss on debt settlement of $32,193 in connection with this unit issuance. 196,875 of these units were issued to the CEO of the Company to settle $39,375 in accounts payables which was outstanding at August 31, 2023.
• On January 30, 2024, the Company issued 243,334 common shares pursuant to the exercise of outstanding warrants for gross proceeds of $24,333. In connection with the exercised warrants, $1,241 was transferred from reserves to share capital.
• On January 30, 2024, the Company issued 3,275,000 common shares pursuant to the conversion of 3,275,000 restricted share units. In connection with the conversion of restricted share units, $753,250 was transferred from reserves to share capital.
• On January 2, 2024, the Company issued 109,500 common shares pursuant to the exercise of outstanding warrants for gross proceeds of $10,980. In connection with the exercised warrants, $558 was transferred from reserves to share capital.

SUMMARY OF QUARTERLY RESULTS

A summary of the Company's selected quarterly financial information is as follows:

	Q3 2025	Q2 2025	Q1 2025	Q4 2024
	$	$	$	$
Loss and comprehensive loss	(87,818)	(64,211)	(151,195)	(2,572,127)
Total assets	134,645	93,297	105,391	50,565
Working capital deficiency	(366,727)	(484,186)	(423,036)	(303,879)
Net loss per share - basic and diluted	(0.00)	(0.00)	0.00	(0.05)
	Q3 2024	Q2 2024	Q1 2024	Q4 2023
	$	$	$	$
Loss and comprehensive loss	(247,607)	(1,050,413)	(1,507,543)	(302,836)
Total assets	2,508,717	2,748,561	3,749,657	2,575,071
Working capital surplus (deficiency)	(133,914)	119,146	732,649	(489,080)
Net loss per share - basic and diluted	(0.00)	(0.02)	(0.03)	(0.01)

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POWR LITHIUM CORP.
Management's Discussion & Analysis
For the three and nine months ended May 31, 2025 and 2024

The loss and comprehensive loss for each quarter is the result of management decisions to pursue various general exploration and marketing activities combined with available funds to pursue these activities. The increase in the total assets and working capital during Q3 2025 is a result of the $204,500 private placement completed in April 2025. The quarterly trend in total assets and working capital is primarily driven by movements in cash balances due to the Company's financing and operating activities. ELi Property and Halo Project were both impaired during Q4 2024, resulting in an impairment loss of $2,401,805, thereby increasing net loss and comprehensive loss. The increase in loss and comprehensive loss for Q2 2024 is a result of the share-based compensation expense of $401,627 due to the periodic vesting of stock options and restricted share and the exploration expenses of $111,762 from Halo Project. The increase in loss and comprehensive loss for Q1 2024 is a result of the share-based compensation expense of $659,525 due to the periodic vesting of stock options and restricted share units from the private placement completed in September 2023 and the exploration expenses of $345,259 from Halo Project. There was an increase in the total assets and working capital during Q1 2024 that is a result of the $2,000,000 private placement completed in September 2023 which were then expensed on corporate and exploration activities.

LIQUIDITY, CAPITAL RESOURCES AND GOING CONCERN

As at May 31, 2025, the Company had a working capital deficiency of $366,727 (August 31, 2024 - $303,879).

In order to continue as a going concern and to meet its corporate objectives, which primarily consist of investigating new potential properties and exploration work on those potential properties, the Company will require additional financing through debt or equity issuances or other available means. Although the Company has previously been successful in obtaining financing, there is no assurance that it will be able to obtain adequate financing in the future or that such financing will be on terms advantageous to the Company. Factors that could affect the availability of financing include the progress and exploration results of the mineral properties, the state of international debt, equity and metals markets, and investor perceptions and expectations.

The Company's financial statements do not include adjustments that would be necessary should the Company be unable to continue as a going concern. These adjustments could be material.

Sources and uses of cash

	YTD 2025	YTD 2024
	$	$
Cash used in operating activities	(116,420)	(1,935,588)
Cash used in investing activities	(10,000)	-
Cash provided by financing activities	202,850	1,942,280
Change in cash	76,430	6,692
Cash, beginning of the period	4,298	75,124
Cash, end of the period	80,728	81,816

The Company reported a net increase in cash of $76,430 in the current period compared to a net increase in cash of $6,692 in the prior year comparable period.

Cash used in operating activities decreased to $116,420 compared to $1,935,588 in the prior year comparable period due to the termination of several consulting, marketing, and administrative services to conserve cash. Additionally, the Company has incurred minimal exploration expenses to keep their claims in good standing on the ELi property in the current period.

Cash used in investing activities was $10,000 due to the payment for the first option payment for the Laroque Lake project in the current period.

Cash provided by financing activities in the current period of $202,850 was the result of proceeds received for a non-brokered private placement of units closed on April 5, 2025. Cash provided by financing activities during the prior year comparable period was the result of a $2,000,000 private placement completed in September 2023. These funds were used for working capital purposes and to fund further exploration at the ELi Property and Halo Project.

PROPOSED TRANSACTIONS

The Company has no undisclosed proposed transactions as at May 31, 2025 or at the MD&A Date.

8

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POWR LITHIUM CORP.
Management's Discussion & Analysis
For the three and nine months ended May 31, 2025 and 2024

OFF-BALANCE SHEET ARRANGEMENTS

The Company has no off-balance sheet arrangements as at May 31, 2025 or at the MD&A Date.

RELATED PARTY TRANSACTIONS

Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. The Company has determined that management personnel consist of executive and non-executive members of the Company's Board of Directors and corporate officers.

The Company had the following related party transactions during the three and nine months ended May 31, 2025 and 2024:

• During the three and nine months ended May 31, 2025, the Company was charged $15,000 and $50,000, respectively (2024 - $18,000 and $78,501, respectively) for management fees pursuant to a service agreement with Number Eight Management Ltd., a company of which Matt Chatterton, the Company's CEO, is the President. Mr. Chatterton was appointed the CEO of the Company on December 12, 2023.
• During the three and nine months ended May 31, 2025, the Company was charged $nil and $1,734, respectively (2024 - $nil and $8,848, respectively) for exploration and evaluation expenditures pursuant to a geological service agreement with Tigren Inc., a company of which Marco Montecinos, a director of the Company, is the President.
• During the three and nine months ended May 31, 2025, the Company was charged $18,246 and $60,931, respectively (2024 - $19,526 and $68,361, respectively) for professional fees pursuant to an accounting service agreement with Invictus Accounting Group LLP, a company of which Oliver Foeste, the Company's CFO, is the Managing Partner.

A summary of the Company's amounts paid to key management personnel and/or entities over which they have control for the three months ended May 31, 2025 and 2024 are as follows:

	2025	2024
	$	$
Consulting and management fees provided by a company owned by an officer	15,000	18,000
Legal and professional fees provided by a company owned by an officer	18,246	19,526
Share-based compensation	1,298	(8,744)
	34,544	28,782

A summary of the Company's amounts paid to key management personnel and/or entities over which they have control for the nine months ended May 31, 2025 and 2024 are as follows:

	2025	2024
	$	$
Consulting and management fees provided by a company owned by an officer	50,000	78,501
Exploration and evaluation expenditures provided by a company owned by a director	1,734	8,848
Legal and professional fees provided by a company owned by an officer	60,931	68,361
Share-based compensation	31,063	27,061
	143,728	182,771

A summary of the Company's balances due to related parties is as follows:

	May 31, 2025	August 31, 2024
	$	$
Accounts payable and accrued liabilities	65,953	2,448

Accounts payable and accrued liabilities due to related parties are non-interest bearing and due on demand.

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POWR LITHIUM CORP.
Management's Discussion & Analysis
For the three and nine months ended May 31, 2025 and 2024

SIGNIFICANT JUDGMENTS AND SOURCES OF ESTIMATION UNCERTAINTY

The Company applied the same significant judgements in applying its accounting policies and is exposed to the same sources of estimation uncertainty as disclosed in Note 4 of the Company's audited financial statements for the years ended August 31, 2024 and 2023.

INTERNATIONAL FINANCIAL REPORTING STANDARDS

The Company's Annual Financial Statements have been prepared in accordance with IFRS Accounting Standards as issued by the IASB and IFRIC, effective as of August 31, 2024. The Company's significant accounting policies are described in Note 3 of the Company's Annual Financial Statements for the years ended August 31, 2024 and 2023.

Certain new standards, interpretations, amendments and improvements to existing standards were issued by IASB or IFRIC that are mandatory for future accounting periods which are not expected to have a material effect on the Company's financial statements. During the year ended August 31, 2024, the Company adopted new accounting standards which are described in Note 3 of the Company's audited financial statements for the years ended August 31, 2024 and 2023.

As disclosed in Note 3 of the Financial Statements, during the nine months ended May 31, 2025, the Company adopted the following amendment to IAS 1:

Classification of liabilities as current or non-current - amendments to IAS 1

The amendments to IAS 1 specify the requirements for classifying liabilities as current or non-current. The amendments clarify:

• What is meant by a right to defer settlement
• That a right to defer must exist at the end of the reporting period
• That classification is unaffected by the likelihood that an entity will exercise its deferral right
• That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification

In addition, an entity is required to disclose when a liability arising from a loan agreement is classified as non-current and the entity's right to defer settlement is contingent on compliance with future covenants within twelve months. The amendments have not had an impact on the classification of the Company's liabilities.

FINANCIAL INSTRUMENTS

The Company's financial instruments consist of cash, reclamation bond, and accounts payables and accrued liabilities. The Company's financial assets and liabilities are classified as and measured at amortized cost. The carrying values of the Company's financial assets and liabilities approximate their respective fair values due to the short-term nature of these instruments.

The Company's risk exposures on financial instruments are summarized below:

Credit risk

Credit risk is the risk of financial loss to the Company if a counterparty fails to meet an obligation under contract. Credit risk exposure arises with respect to the Company's cash. The Company's credit risk exposure is not considered significant as it places its cash with financial institutions of high credit worthiness within Canada, and the reclamation bond is held with the Bureau of Land Management.

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POWR LITHIUM CORP.
Management's Discussion & Analysis
For the three and nine months ended May 31, 2025 and 2024

Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with its financial liabilities. As the Company's operations do not generate cash, financial liabilities are discharged using funding through the issuance of common shares or debt as required. The Company is exposed to liquidity risk through its accounts payable and accrued liabilities. As at May 31, 2025, the Company has a working capital deficiency of $366,727 (August 31, 2024 - $303,879). Management mitigates this risk by monitoring its cash position. As the Company does not have sufficient cash to fund its current obligations, it will need to raise additional proceeds in the form of debt or equity financing. There is no assurance that the Company will be able to obtain financing on terms that are acceptable to the Company or at all. Liquidity risk is therefore assessed as high.

Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return. The Company is not significantly exposed to market risk.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market interest rates. The Company's is not exposed to interest rate risk as the Company has no financial instruments that are subject to variable interest rates.

Foreign currency risk

Foreign currency risk is the risk that the future cash flows of a financial instrument will fluctuate due to changes in foreign exchange rates. The Company is exposed to foreign currency risk to the extent that it has monetary assets and liabilities denominated in foreign currencies (US$).

A summary of the Company's financial liabilities that are denominated in US$ and expressed in Canadian dollars is as follows:

	May 31, 2025	August 31, 2024
	$	$
Accounts payable and accrued liabilities	-	1,084

Given the amounts noted, the Company is currently not exposed to foreign exchange risk.

OUTSTANDING SHARE DATA

A summary of the number of the Company's issued and outstanding equity instruments is as follows:

	May 31, 2025	MD&A Date
	#	#
Common shares	56,365,052	56,365,052
Warrants	9,907,653	9,907,653
Stock options	2,060,000	2,060,000
Restricted share units	450,000	450,000

RISKS AND UNCERTAINTIES

For a detailed listing of the risk factors faced by the Company, please refer to the annual MD&A for the years ended August 31, 2024 and 2023 filed on SEDAR+ at https://www.sedarplus.ca

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POWR LITHIUM CORP.
Management's Discussion & Analysis
For the three and nine months ended May 31, 2025 and 2024

OTHER INFORMATION

Additional information about the Company is available on the Company's website at https://www.powrlithium.com and at SEDAR+ at https://www.sedarplus.ca.

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