Quantum Secure Encryption Corp. — Regulatory Filings 2024

Sep 23, 2024

FORM 51-102F3

MATERIAL CHANGE REPORT

Item 1 . Name and Address of Company

SCOPE TECHNOLOGIES CORP.

1000 – 1055 West Hastings Street Vancouver, BC V6E 2E9

(the “Company” or “Scope”)

Item 2 . Date of Material Change

September 13, 2024

Item 3 . News Release

The news releases were issued on September 13, 2024 (disseminated by Newsfile) and September 20, 2024 (disseminated by Stockwatch).

Item 4 . Summary of Material Change

The Company announced that it has engaged a marketing firm.

Item 5 . Full Description of Material Change

The Company announced additional information regarding it’s engagement of Creative Direct Marketing Group Inc. (“CDMG”). As announced on September 13, 2024, CDMG has been engaged to provide investor relations and marketing services to raise public awareness of the Company and increase brand awareness of the QSE platform.

Under the terms of the engagement, CDMG will provide investor relations, market awareness and branding growth services through the creation and distribution of marketing materials (including print, digital and video). Initial payments of $997,100 of compensation were paid to CDMG for their services. The parties anticipate that the services will be provided for an initial term of 3 months commencing on October 14th, 2024 and continuing through December 20th, 2024.

CDMG is based in Nashville Tennessee and does not have any prior relationship with Scope Technologies and is an arm's length party. To the best of Scope's knowledge, CDMG does not hold, directly or indirectly, any securities of Scope or have any right to acquire any such securities. The proposed compensation for CDMG does not include any securities of Scope.

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

Not applicable.

Item 7 . Omitted Information

None.

Item 8. Executive Officer

James Young

CEO and Director (604) 416-1720

Item 9 . Date of Report

September 20, 2024