Quri-Mayu Developments Ltd. — Capital/Financing Update 2024

Oct 24, 2024

FORM 51-102F3 MATERIAL CHANGE REPORT

Item 1 Name and Address of Company

Quri-Mayu Development Ltd. (the “ Issuer ”) 401 – 750 West Pender Street Vancouver BC V6C 2T7

Item 2 Date of Material Change

October 23, 2024

Item 3 News Release

The news release announcing the material change described herein was disseminated through the news dissemination service of Stockwatch and filed on SEDAR+ on October 23, 2024.

Item 4 Summary of Material Change

The Issuer announced a non-brokered private placement (the " Private Placement ") of up to 17,500,000 units (each, a " Unit ") at a price of $0.02 per Unit for gross proceeds of up to $350,000. Additionally, the Issuer has entered into debt settlement agreements with arm's length parties pursuant to which the Issuer has agreed to issue an aggregate of 4,750,000 Units at a deemed price of $0.02 per Unit, to settle indebtedness of CAD$95,000 (the “ Debt Settlement ”). Each Unit consists of one Share and one Warrant exercisable at $0.025 per Warrant Share for a period of thirty-six (36) months from the date of issue, subject to an acceleration provision in the event the trading price of the Shares equals or exceeds $0.10 for a period of 10 consecutive days.

Item 5 Full Description of Material Change

5.1 Full Description of Material Change

For a full description of the material change, please see Schedule “A”.

5.2 Disclosure for Restructuring Transactions

Not applicable.

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

Not applicable.

Item 7 Omitted Information

Not applicable.

1

Item 8 Executive Officer

Kevin Smith, Chief Executive Officer Telephone: 604-309-6340 Email: kevin@lfgmanagement.ca

Item 9 Date of Report

October 24, 2024

2

Schedule A

QURI-MAYU DEVELOPMENTS LTD.

QURI-MAYU ANNOUNCES PRIVATE PLACEMENT OF UNITS AND DEBT SETTLEMENT

News Release - Vancouver, British Columbia, October 23, 2024 – Quri-Mayu Resources Developments Ltd. (TSXV: QURI) (the " Company ") is pleased to announce a non-brokered private placement (the " Private Placement ") of up to 17,500,000 units (each, a " Unit ") at a price of $0.02 per Unit for gross proceeds of up to $350,000.

Each Unit consists of one common share (a " Share ") and one common share purchase warrant (each, a " Warrant ") of the Company. Each Warrant entitles the holder to purchase one Share (a " Warrant Share ") for a period of thirty-six (36) months from the date of issue at an exercise price of $0.025 per Warrant Share, subject to an acceleration provision in the event the trading price of the Shares equals or exceeds $0.10 for a period of 10 consecutive days.

The Private Placement will be made available to subscribers pursuant to the accredited investor and friends, family and business associate exemptions provided under sections 2.3(1) and 2.5 of National Instrument 45-106 Prospectus Exemptions.

The Company does not expect to pay finder's fees in connection with the Private Placement.

The Company intends to use the proceeds from the Private Placement for funding exploration on its AT property and working capital requirements. There may be circumstances, however, where, for sound business reasons, a reallocation of funds may be necessary.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities described herein in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or the securities laws of any state of the United States and may not be offered or sold within the United States (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from such registration requirements.

Debt Settlement

Additionally, Quri has entered into debt settlement agreements with arm's length parties pursuant to which the Company has agreed to issue an aggregate of 4,750,000 Units at a deemed

1

price of $0.02 per Unit, to settle indebtedness of CAD$95,000 (the “ Debt Settlement ”). Each Unit consists of one Share and one Warrant exercisable at $0.025 per Warrant Share for a period of thirty-six (36) months from the date of issue, subject to an acceleration provision in the event the trading price of the Shares equals or exceeds $0.10 for a period of 10 consecutive days.

The Company determined to satisfy this outstanding indebtedness with Units to preserve its cash for operations.

All securities to be issued in connection with the Private Placement and the Debt Settlement will be subject to a four-month and one day hold period from the closing date under applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada.

The Private Placement and the Debt Settlement are subject to all necessary regulatory approvals including acceptance from the TSX Venture Exchange.

About Quri-Mayu Developments Ltd.

Quri-Mayu Developments Ltd. is a resource exploration company that is acquiring and exploring mineral properties. The Company is a reporting issuer in the province of British Columbia.

On Behalf of the Board of Directors

QURI-MAYU DEVELOPMENTS LTD.

Kevin Smith Chief Executive Officer Telephone: 604-309-6340

Cautionary Statements Regarding Forward Looking Information

This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Forward- looking statements include, but are not limited to, statements with respect to: the ability of the Company to close the Private Placement and the Debt Settlement, closing dates, use of proceeds, and TSX Venture Exchange approval.

Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; delay or failure to

2

receive board, shareholder or regulatory approvals; the price of gold; and the results of current exploration. There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

3