Chakana Copper Corp.TSXV: PERU

2nd Quarter - Nov 30, 2024 MD&A

· Issued by Chakana Copper Corp.

CHAKANA COPPER CORP.

MANAGEMENT DISCUSSION & ANALYSIS

FOR THE SIX MONTHS ENDED NOVEMBER 30, 2024

(EXPRESSED IN CANADIAN DOLLARS)

CHAKANA COPPER CORP.

FOR THE SIX MONTHS ENDED NOVEMBER 30, 2024 (EXPRESSED IN CANADIAN DOLLARS)

GENERAL

This Management Discussion and Analysis ("MD&A") of Chakana Copper Corp. (the "Corporation" or "Chakana") dated January 28, 2025 provides an analysis of the Corporation's financial results for the six months ended November 30, 2024. The following information should be read in conjunction with the accompanying unaudited condensed interim consolidated financial statements for the six months ended November 30, 2024 with accompanying notes, which have been prepared in accordance with International Financial Reporting Standards ("IFRS") and International Accounting Standard 34 Interim Financial Reporting, as issued by the International Accounting Standards Board.

All dollar figures are expressed in Canadian dollars ("CDN"), unless otherwise stated. The Corporation's consolidated financial statements and MD&A are available on www.sedarplus.ca.

CORPORATION OVERVIEW

Chakana was incorporated on May 2, 2011, under the laws of the province of British Columbia, Canada. The Corporation is a mineral exploration corporation listed on the TSX Venture Exchange ("TSX-V") under the symbol "PERU". The Corporation is currently engaged in the exploration and development of mineral properties, with prospects for copper, gold and silver in Peru.

The head office and principal address is Suite 1012 - 1030 West Georgia St., Vancouver, British Columbia, V6E 2Y3, Canada. The records office of the Corporation is located at 1055 West Pender Street, Suite 1500, Vancouver, British Columbia, V6E 4V7, Canada.

The Corporation is currently advancing the expanded Soledad Project near Aija in the Ancash region of the highly prolific Miocene mineral belt of Peru. Please refer to the section "Exploration and Evaluation Expenses" for details of the expanded Soledad Project. The Corporation's goal is to find and advance mineral projects to an economic resource within a single commodity cycle for further development by mid-tier and/or major mining companies. The Corporation looks for de-risked projects that have the characteristics of large above average grade mineral systems with significant upside potential. The Corporation employs the latest technological innovations to test the upside potential of projects with aggressively funded exploration programs.

GENERAL OVERVIEW OF MARKET CONDITIONS

Recent global events including, the war in Ukraine and the conflict in the Middle East, inflation and resulting increased interest rates have all contributed to a global economic recession. As a result, commodities and precious metals prices have fluctuated significantly and financial markets have significantly declined. In addition to these factors, the political situation in Peru over the last couple of years has caused uncertainty for the mining industry, particularly recently with the impeachment of Pedro Castillo and subsequent arrest. Subsequent to Pedro Castillo's impeachment, Ms. Dina Boluarte was sworn in to serve the remainder of the Presidential term until 2026. Ms. Boluarte has appointed an experienced and capable cabinet who has been proactive in setting new policies to encourage investment in Peru's

natural resources industries. In management's opinion, these factors were the primary drivers for a decline in the Corporation's share price. These factors may adversely impact the Corporation's operations, and the operations of its suppliers, contractors and service providers, the ability to obtain financing and maintain necessary liquidity, and the ability to explore the Corporation's properties. While these effects are expected to be temporary, the duration of the business disruptions internationally and related financial impact cannot be reasonably estimated at this time.

During the period from January 1, 2024 through to the date of this MD&A, copper prices have fluctuated between a low of US $3.69 per pound and a high of US $5.11 per pound, closing at approximately US $4.34 per pound. During the same period, gold and silver prices fluctuated in value, with gold trading between US $1,991 per ounce and US $2,735 per ounce, closing at approximately US $2,788 per ounce, and silver trading between US $22.08 per ounce and US $34.84 per ounce, closing at approximately US $30.68 per ounce.

Peru is the world's second largest copper producer, and a significant producer of gold, silver, lead, zinc, and other metals. Mining is one of Peru's most significant industries. Peru has some US $56 billion of open mining investments, primarily in copper, and is home to mines owned by large foreign companies. Victor Gobitz, president of the Peruvian Institute of Mining Engineers, stated that if the government properly approaches an open dialogue with the mining industry and properly defines the way to develop the country's sustainability, it could create a perfect environment to develop its copper projects.

MANAGEMENT DISCUSSION AND ANALYSIS

Page 2 of 15

CHAKANA COPPER CORP.

FOR THE SIX MONTHS ENDED NOVEMBER 30, 2024 (EXPRESSED IN CANADIAN DOLLARS)

HIGHLIGHTS

Exploration Developments

The expanded Soledad Project is located in Ancash province of central Peru, approximately 260 kilometres north- northwest of Lima and 35 kilometres south of Barrick's Pierina mine. The Project is part of the Ticapampa-Aija Mining District in the Cordillera Negra, a region with a long history of exploration and mining. Initial exploration focused on tourmaline breccia pipes on concessions optioned from Condor Resources Inc. in 2017. The project was expanded to the south in two subsequent option agreements (Aija and Barrick options) based on the recognition of porphyry copper potential related to multiple intrusions centered upon the Lincuna fault, distal high-sulfidation precious metals mineralization outcropping at surface, and numerous additional mineralized outcropping tourmaline breccia pipes. On October 8, 2024, the Corporation relinquished the Condor concessions representing approximately 25% of the mineral rights under control to focus on the portion of the project deemed to have the greatest discovery potential.

Permitting Update

The Corporation received approval of the environmental permit for the modification of the semi-detailed environmental impact assessment (EIAsd) to allow exploration drilling on the majority of the south half of the on June 28, 2023. The permit allows drilling in the Mega-Gold, La Joya, and Extremadoyro target areas. Additional permitting (Initiation of Activities) is required before drilling in the Compañero Breccia target area can begin.

Exploration Targeting and Drilling Program

On April 5, 2024 the Corporation announced that it has initiated a fully-funded 3,000m drill program in the newly permitted area on the southern half of the project. Three principal target areas chosen for drilling are: 1) Mega-Gold porphyry target, 2) La Joya high-sulfidation epithermal (HSE) zone, and 3) the Estremadoyro breccia pipe. This new area of exploration covers different geological environments at the expanded Soledad Project, including multiple intrusions centered upon the Lincuna fault, and distal high-sulfidation precious metals mineralization. The Lincuna fault is an important regional arc-normal structure related to the Querococha Arch, extending to the northeast just north of the Antamina mine. Intrusive phases at Soledad cut Jurassic to Cenozoic sedimentary and volcanic rocks and are closely related in space and time to the tourmaline breccia pipes and mineralization. The young intrusive rocks include granodiorite, dacite porphyry, and monzodiorite, ranging in age from 15.2 +/= 0.3 million years. These intrusive rocks are cut by tourmaline breccias, which are probably coeval with the waning stages of intrusive and hydrothermal activity. Eight drill holes were completed as of May 31, 2024. An additional five drill holes were completed through June 24, 2024.

Mega-Gold Copper-Gold Porphyry Target

The Mega-Gold target is a very large area occupying 2.5 km2 with anomalous gold in soil overlying pervasive tourmaline-quartz-white mica alteration, overprinted by localized advanced argillic alteration zones and tourmaline breccias. The target area is oriented northeast and is underlain by older andesitic tuff (Calipuy Formation) and a premineral granodiorite, thought to be the first pulse of intrusive activity in the Soledad mineral system. Within the anomaly is a distinct Offset (3D) induced polarization chargeability feature with a similar orientation as the soil anomaly. Modelling shows the chargeability feature to be a vertical intrusive or pipe-like body on the south side of the Lincuna fault with a sub-horizontal feature extending up the hill to the southwest. Soil gold values over the vertical chargeability body reach up to 0.325 g/t. The vertical body is interpreted to be a high-level blind intrusion cutting the earlier granodiorite. Drill results confirmed strongly zoned alteration defining two discrete porphyry targets that warrants additional drilling.

La Joya High-Sulfidation Epithermal (HSE)Target Area

The La Joya target area is associated with high-sulfidation advanced argillic alteration consisting of vuggy silica, alunite, dickite, zunyite, diaspore, and pyrophyllite. The zone of alteration extends 700 metres in a north-south direction at an elevation of approximately 4,500 metres. Surface rock samples collected from the alteration zone have silver and gold values up to 1,300 g/t and 0.36 g/t, respectively. An access road from off-property leads to five scattered historic drill pads on the southernmost 200 metre segment of La Joya, and locals report that Buenaventura completed seven short drill holes, encountering silver mineralization and some gold. We are unable to confirm the Buenaventura history with a QP. Drill results reported on August 29, 2024 confirmed strong near-surface mineralization with 1,005 gpt Ag and 0.45 gpt Au over 0.75 m within 4.5 m of 323.6 gpt Ag and 0.25 gpt Au from 58.0 m.

MANAGEMENT DISCUSSION AND ANALYSIS

Page 3 of 15

CHAKANA COPPER CORP.

FOR THE SIX MONTHS ENDED NOVEMBER 30, 2024 (EXPRESSED IN CANADIAN DOLLARS)

Estremadoyro Tourmaline Breccia Pipe

The Estremadoyro breccia pipe is exposed along the road near the bottom of the valley and has artisanal workings where copper oxides are clearly visible. Rock samples from breccia exposures reported values up to 1.25 g/t gold, 0.57% copper, and 37.6 g/t silver. The mapped tourmaline breccia is coincident with a distinct conductivity and metal factor (function of chargeability and conductivity) response. Drill results confirmed strong mineralization with 17.7 m of 0.55 g/t Au, 0.77% Cu, and 39.7 g/t Ag and 23.0 m @ 0.61 g/t Au, 1.02% Cu, and 26.1 g/t Ag in two separate drill holes.

CORPORATE MATTERS

  • In June 2023, the Corporation issued 1,379,310 common shares valued at $82,558 issued as part of the Condor Option payments.
  • On November 6, 2023, the Corporation completed the first tranche of a non-brokered private placement of 20,541,495 units at a price of $0.04 per unit for gross proceeds of $821,660. Each unit consists of one common share and one common share purchase warrant. Each whole common share purchase warrant entitles the holder to purchase one additional common share at a price of $0.06 per common share for a period of two years. The Corporation may accelerate the expiry of these warrants in the event that for any ten consecutive trading days the closing price of the common shares is greater than $0.09. The Corporation paid aggregate finder's fees of $13,720 and issued 343,000 finder's warrants in connection with the first tranche of the private placement. Each finder's warrant is exercisable to purchase one common share at a price of $0.06 per common share for a period of two years from closing of the private placement. The finder's warrants were valued at $6,213 using the Black-Sholes option pricing model.
  • On January 15, 2024, the Corporation completed the second and final tranche of a private placement issuing 54,459,356 units of the Corporation at a price of $0.04 per unit for gross proceeds of $2,178,374. Each unit consists of one common share in the capital of the Corporation and one common share purchase warrant. Each common share purchase warrant entitles the holder to purchase one additional common share at a price of $0.06 per common share for a period of two years from closing of the private placement. The Corporation may accelerate the expiry of these warrants in the event that for any ten consecutive trading days the closing price of the common shares is greater than $0.09. The Corporation paid aggregate finder's fees of $102,564 and issued 2,996,100 finder's warrants in connection with the second tranche of the private placement. Each finder's warrant is exercisable to purchase one common share at a price of $0.06 per share for a period of two years from closing of the private placement. The finder's warrants were valued at $125,072 using the Black- Scholes option pricing model.
  • On January 25, 2024, the Corporation issued 2,379,529 common shares valued at US$150,000 related to the Aija Project.
  • During the months of April and May 2024, the Corporation issued 13,178,852 common shares on exercise of warrants for proceeds of $790,731.
  • On August 14, 2024, the Corporation issued 2,056,650 common shares with respect to the Aija Project and paid US$75,000.
  • On October 8, 2024, the Corporation announced that it had relinquished its option to acquire three concessions from Condor Resources Inc. (the "Condor Concessions") that made up approximately 25% of the Corporation's expanded Soledad Project. As a result, the Corporation recognized an impairment of $5,638,110. The Corporation tried to negotiate a reasonable buyout price but were not successful. The Corporation determined that the remaining property payments in addition to payments already made significantly exceeded the current value of the Condor Concessions. The remaining concessions under option through the Aija and Barrick agreements constitute the expanded Soledad Project and are in good standing. The expanded Soledad Project is the current focus of the Corporation's exploration efforts.
    As part of a previous royalty purchase agreement with Condor, Condor will grant a 1% net smelter returns royalty in favor of the Corporation over the Condor Concessions with a 2 km area of interest. Condor will have the right to purchase half of the royalty (0.5%) for US$1,000,000. Refer to the Corporation's News Release dated October 8, 2024.

MANAGEMENT DISCUSSION AND ANALYSIS

Page 4 of 15

CHAKANA COPPER CORP.

FOR THE SIX MONTHS ENDED NOVEMBER 30, 2024 (EXPRESSED IN CANADIAN DOLLARS)

EXPLORATION AND EVALUATION EXPENDITURES

The Corporation is engaged in investigation, evaluation, exploration and development of mineralized precious and base metal properties and related activities in Peru. The Corporation's wholly owned indirect subsidiary, Chakana Resources S.A.C., holds:; (i) an option to acquire a 100% ownership interest in the Aija Project; (ii) an option to acquire up to a 100% ownership in adjacent mineral concessions owned by Barrick (the "Barrick Option") subject to certain "back-in" rights; and (iii) a 1% net smelter return royalty right ("NSR") on the Condor Concessions plus a 2 km area of interest]. These options are collectively referred to as the "expanded Soledad Project". The Corporation is the operator of all related mineral exploration activities on these projects.

Acquisition costs of the expanded Soledad Project are as follows:

Soledad

Project

Aija Project

Barrick

Total

Balance - May 31, 2023

$

4,212,021

$

1,386,624

$

348,193

$

5,946,838

Acquisition costs

1,437,861

472,993

-

1,910,854

Foreign exchange on translation

(41,150)

(12,411)

(3,835)

(57,396)

Balance - May 31, 2024

5,608,732

1,847,206

344,358

7,800,296

Acquisition costs

40,627

309,329

-

349,956

Foreign exchange on translation

(11,249)

42,924

7,488

39,163

Impairment or exploration asset

(5,638,110)

-

-

(5,638,110)

Balance - November 30, 2024

$

-

$

2,199,459

$

351,846

$

2,551,305

During the three months and six months ended November 30, 2024 and 2023, the Corporation incurred exploration and evaluation expenditures over the Aija and Barrick portions of the expanded Soledad Project as follows:

Three Months

Three Months

Six Months

Six Months

Ended

Ended

Ended

Ended

November 30,

November 30,

November 30,

November 30,

2024

2023

2024

2023

Drilling

$

5,785

$

10,610

$

224,672

$

10,610

Exploration support and administration

114,254

120,794

352,020

299,239

Field operations and consumables

14,559

17,179

90,248

48,630

Geological consultants

26,706

9,496

58,042

24,858

Permitting and environmental

consulting

11,163

14,283

37,009

53,939

Sampling and geological costs

-

146

-

146

Transportation

1,824

3,181

11,852

10,192

$

174,291

$

175,689

$

773,843

$

447,614

SUMMARY OF QUARTERLY RESULTS

Key financial information for the three months ended August 31, 2024, as well as the most recent preceding seven quarters is summarized as follows:

November 30,

August 31,

May 31,

February 29,

2024

2024

2024

2024

Current Assets

$

647,718

$

1,115,081

$

2,447,237

$

2,343,801

Current Liabilities

$

554,852

$

460,381

$

692,698

$

518,183

Total Assets

$

4,076,767

$

4,347,279

$

10,830,918

$

10,797,848

Total Liabilities

$

287,804

$

751,878

$

750,902

$

590,246

Operating Expenses

$

(458,183)

$

(876,152)

$

(1,059,088)

$

(504,763)

Net Loss

$

(470,466)

$

(6,508,731)

$

(1,039,931)

$

(506,837)

Loss per Share

$

(0.00)

$

(0.02)

$

(0.00)

$

(0.00)

MANAGEMENT DISCUSSION AND ANALYSIS

Page 5 of 15

CHAKANA COPPER CORP.

FOR THE SIX MONTHS ENDED NOVEMBER 30, 2024 (EXPRESSED IN CANADIAN DOLLARS)

November 30,

August 31,

May 31,

February 28,

2023

2023

2023

2023

Current Assets

$

883,260

$

599,569

$

2,492,090

$

2,914,107

Current Liabilities

$

540,882

$

567,595

$

441,355

$

388,688

Total Assets

$

9,106,598

$

8,835,755

$

9,242,069

$

9,258,811

Total Liabilities

$

628,664

$

672,265

$

562,019

$

519,632

Operating Expenses

$

(447,842)

$

(552,943)

$

(496,732)

$

(745,248)

Net Loss

$

(450,132)

$

(590,619)

$

(492,214)

$

(729,635)

Loss per Share

$

(0.00)

$

(0.00)

$

(0.00)

$

(0.00)

RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED NOVEMBER 30, 2024

Total operating expenses for the three months ended November 30, 2024 were $458,183 (2023 - $447,842). The significant expenditures for the current quarter were as follows:

  • Exploration and evaluation expenditures were $174,291 during the three months ended November 30, 2024
    (2023 - $175,689), inclusive of:
    o drilling expenses of $5,785 (2023 - $10,610).
    o Exploration support and administrative of $114,254 (2023 - $120,794) o Field expenses of $14,559 (2023 - $17,179)
    o Geological consulting fees of $27,706 (2023 - $9,496)
    o Permitting and environmental consulting fees of $11,163 (2023 - $14,283) o Sampling and geological costs of $nil (2023 - $146)
    o Transportation expenses of $1,824 (2023 - $3,181)
    Exploration and evaluation expenditures remained low as a result of the Corporation's low exploration program for both years.
  • Consulting fees were $53,691 and salaries and wages were $84,001 during the three months ended November 30, 2024, compared to $46,139 of consulting fees and $ 85,145 of salaries and wages for the three months ended November 30, 2023. Both expenses remained relatively consistent year on year.
  • General and administrative expenses of $56,137 (2023 - $61,915) remained relatively consistent year on year.
  • Legal and professional fees of $42,250 (2023 - $33,299) remained relatively consistent year on year.
  • Stock-basedcompensation was $nil (2023 - $11,690). The change in stock-based compensation during the three months ended November 30, 2023 is the result of no new options granted during the current period.

As a result of the foregoing, the Corporation recorded a net loss of $470,466 during the three months ended November 30, 2024 (2023 - $450,132).

RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED NOVEMBER 30, 2024

Total operating expenses for the six months ended November 30, 2024 were $1,334,335 (2023 - $1,000,785). The significant expenditures for the current quarter were as follows:

  • Exploration and evaluation expenditures were $773,843 during the six months ended November 30, 2024 (2023 - $447,614),
    o inclusive of drilling expenses of $224,672 (2023 - $10,610).
    o Exploration support and administrative were $352,020 (2023 - $299,239), o field expenses were $90,248 (2023 - $48,630),
    o geological consulting fees of $58,042 (2023 - $24,858),
    o permitting and environmental consulting fees were $37,009 (2023 - $55,931), o sampling and geological costs of $nil (2023 - $146) and
    o transportation expenses were $11,852 (2023 - $10,192).
    Increased exploration expenses were a result of the Corporation's drill program during the first quarter in 2024 while no such drill program was incurred during the comparative period exploration program for 2023.

MANAGEMENT DISCUSSION AND ANALYSIS

Page 6 of 15

CHAKANA COPPER CORP.

FOR THE SIX MONTHS ENDED NOVEMBER 30, 2024 (EXPRESSED IN CANADIAN DOLLARS)

  • Consulting expenses were $104,026 and salaries and wages were $166,674 during the six months ended November 30, 2024, compared to $95,877 of consulting fees and $157,747 of salaries and wages for the six months ended November 30, 2023. Both consulting fees and wages and salaries remained relatively constant year to year.
  • General and administrative expenses were $111,019 during the six months ended November 30, 2024, compared to $130,744 during the six months ended November 30, 2023. These expenses also remained relatively consistent year on year.
  • During the six months ended November 30, 2024, the Corporation incurred $76,500 of legal and professional fees (2023 - $58,799). These expenditures increased during the current year, as the Corporation entered into negotiations to amend its option agreements to restructure payment obligations for its exploration projects.
  • Stock-basedcompensation and was $nil (2023 - $30,742) during the six months ended November 30, 2024. There was no Stock-based compensation expense during the current period as this expense is the result of amortization of share-based expense from stock options granted during prior periods, these options have fully vested resulting in no expense for the current period.
  • investor relations expenses was $43,533, (2023 - $21,994) during the six months ended November 30, 2024 increased during the six months ended November 30, 2024, as management increased its activities to promote the Corporation..
  • During the current period the Corporation recognized an impairment charge of $5,638,110 on relinquishing its option to acquire three concessions from Condor Resources Inc.

As a result of the foregoing, the Corporation recorded a net loss of $6,979,197 during the six months ended November 30, 2024 (2023 - $1,040,751).

SUMMARY OF MINERAL PROPERTIES

  1. Aija Project, Peru

The Aija Project includes concessions located in the central part of the expanded Soledad Project, contiguous with the Barrick concessions to the south.

On March 20, 2018, the Corporation entered into an Option Agreement (the "Option") with an arm's length third party to acquire 100% of the rights and interest in the Aija Project subject to a 2% NSR. During the year ended May 31, 2021, the Corporation renegotiated the payment schedule.

During the month of December 2022, the Corporation entered into an agreement to amend the payment terms under the Aija option agreement.

MANAGEMENT DISCUSSION AND ANALYSIS

Page 7 of 15

CHAKANA COPPER CORP.

FOR THE SIX MONTHS ENDED NOVEMBER 30, 2024 (EXPRESSED IN CANADIAN DOLLARS)

Under the terms of the original agreement, a final payment of US$1.5 million was due on May 1, 2023. The parties agreed to extend and amend the terms of the agreement as follows:

Cash Amount

US$ paid in

Installment

Date

(in US$)

shares

1

Upon execution of Letter of Intent on October 3, 2017 (paid)

75,000

-

2

Upon close of Definitive Agreement on August 1, 2018 (paid)

75,000

-

3

February 1, 2019 (paid)

50,000

-

4

August 1, 2019 (paid)

50,000

-

5

February 1, 2020 (paid)

75,000

-

6

November 1, 2020 (paid)

75,000

-

7

May 1, 2021 (paid)

100,000

-

8

November 1, 2021 (paid)

100,000

-

9

May 1, 2022 (paid)

100,000

-

10

November 1, 2022 (paid)

100,000

-

11

December 1, 2022 - (Cash paid, shares issued)

100,000

75,000

12

May 1, 2023 - (Cash paid, shares issued)

100,000

125,000

13

November 1, 2023 (Cash paid and shares issued)

100,000

150,000

14

August 1, 2024 (Cash paid and shares issued)

75,000(1)

75,000

15

November 1, 2024 (paid)

75,000

-

16

February 1, 2025

150,000

75,000

17

May 1, 2025

150,000

-

18

November 1, 2025

150,000

-

19

May 1, 2026

150,000

-

20

November 1, 2026

250,000

-

Total

2,100,000

500,000

  1. The Corporation renegotiated the August 1, 2024 payment to be paid in two installments of $75,000, one installment was paid August 14, 2024 along with the issuance common shares equivalent to $75,000 and the second $75,000 payment to be made November 1, 2024.

The number of common shares will be determined based on the greater of (i) the ten-day volume weighted average trading price of the Chakana common shares as of the date of issuance of such Chakana shares, or (ii) the market value at the time the obligation arises, provided that the shares for each payment may not be issued at a price lower than CDN$0.05 per common share.

As at the date of this MD&A, the Corporation has paid instalments 1 to 15, totaling US$1,250,000.

Under the terms of the Option, the Corporation may purchase all of the 2% NSR at any time for US$2,000,000. There are no drilling or work expenditure commitments under the Option.

The Corporation has completed detailed soil and rock sampling, geological mapping, surface electromagnetic surveys, ground magnetics surveys, and both gradient array and offset induced polarization surveys within the portions of the Aija Project where mineralization is known or expected based upon soil sampling and geological modeling. Results are encouraging with the identification of nine confirmed breccia pipes within the option. The Corporation met with numerous delays in acquiring permits to do this work, largely as a result of inconsistent records at different government ministries. During the year ended May 31, 2021, after receiving the required permits, the Corporation commenced its drilling program starting in 2020. Since then the Corporation has completed 108 drill holes for 22,861.46 metres.

Please refer to news releases on www.sedarplus.cafor the Corporation's drilling results details.

(ii) Barrick Option Agreement

The Barrick Option Agreement covers concessions on the southern half of the expanded Soledad Project.

On July 11, 2018, Barrick granted the Corporation an option (the "Barrick Option") to acquire a 100% interest in three concessions adjoining the southern extent of the Aija Project. Under terms of the Barrick Option, the Corporation has five years to complete a minimum of 2,000 metres of exploration drilling and produce a Preliminary Economic Assessment report compliant with National Instrument 43-101 Standards of Disclosure for Mineral Projects. Upon exercise of the Barrick Option, Barrick will retain a 2% NSR subject to the Corporation's right to purchase 50% of the NSR (1%) for US $2,000,000.

MANAGEMENT DISCUSSION AND ANALYSIS

Page 8 of 15

CHAKANA COPPER CORP.

FOR THE SIX MONTHS ENDED NOVEMBER 30, 2024 (EXPRESSED IN CANADIAN DOLLARS)

Barrick will have a one-time right to reacquire a 70% interest in the concessions within 120 days of exercising the option (the "Back-in Closing Date") by paying the Corporation three times the aggregate amount of exploration expenditures incurred since the execution date and cancelling the 2% NSR. If a production decision is not made within seven years of the Back-in Closing Date, Barrick will make pre-royalty payments of US $75,000 per year until a production decision is made for a maximum of five years (US $375,000). If the Corporation does not contribute its share of project costs their interest will be diluted to 10%, upon which their interest will be converted to a 2% NSR with Barrick's right to purchase 50% of the royalty for US $2,000,000.

The Corporation has completed detailed soil and rock sampling, geological mapping, surface electromagnetic surveys and ground magnetics surveys within the portions of the Barrick Option concessions where mineralization is known or expected based upon soil sampling and geological modeling. Results are encouraging with the identification of seven confirmed breccia pipes, areas of intrusive-hosted mineralization, and an area with high sulfidation alteration within the Barrick Option concessions. The Corporation has obtained access agreements with private surface rights owners and is in the process of modifying the semi-detailed Environmental Impact Assessment (EIAsd) to allow drilling in this area.

In October 2021, the Corporation amended the July 11, 2018 option agreement with Barrick regarding the three concessions owned by Barrick that make up a large portion of the southern half of the Soledad Project. Under the amendment, Chakana must obtain the drill permit for exploration drilling on or before September 27, 2023. The Corporation then has four years from the date of the drill permit to complete a minimum of 4,000 metres of drilling and

  1. National Instrument 43-101-compliant Preliminary Economic Assessment. The start date for this 4-year period is July 5, 2023. Barrick will have a one-time right to reacquire the property with a 70% interest. If Barrick declines, an undivided 100% interest in the concessions will be transferred to Chakana. Six drill holes were completed as of May 31, 2024 for a total of 1,840.3 metres. Five additional holes were completed after May 31, 2024 for 1,030.2 metres. In total, 2,870.5 metres have been completed on the Barrick concessions.

(iii) Condor

The Condor Option covers three concessions on the northern end of the expanded Soledad Project.

On April 17, 2017, the Corporation entered into a Mining Assignment and Option Agreement ("Condor Option") with Minera Vertiente del Sol S.A.C. ("MVS") (the "Agreement"), a subsidiary of Condor Resources Inc. ("Condor"), pursuant to which the Corporation had the sole and exclusive option to acquire 100% of the rights and interests in the Soledad Copper/Gold Project, Peru (the "Soledad Project"), subject to a 2% net smelter return royalty ("NSR"). The agreement was amended on March 18, 2019 and November 13, 2020, relating to the Soledad Project.

The Condor Option was exercisable by issuing 500,000 common shares by June 23, 2018 (issued), making aggregate cash payments of US$5,375,000, and completing 12,500 metres of drilling on the Soledad Project. During the year ended May 31, 2018, the Corporation fulfilled the 12,500 metres of exploration drilling requirement on the Soledad Project. On April 14, 2022, the Corporation reached an agreement with Condor to amend the terms of the Condor Option whereby the final payment of US$4.425 million dollars which was due to Condor on April 23, 2022, was extended and amend the terms of the option provided that Chakana may complete the exercise of the option by making cash and share payments over a following three-year period. During the term of this option agreement and up to October 8, 2024 the Corporation made total payments of $2,950,000 and issued 3,258,620 shares related to the option agreement.

On October 8, 2024, the Corporation relinquished its option to acquire three concessions from Condor Resources Inc. (the "Condor Concessions") that made up approximately 25% of the Corporation's expanded Soledad Project. As a result, the Corporation recognized an impairment of $5,638,110.

As part of a previous royalty purchase agreement with Condor, Condor will grant a 1% net smelter returns royalty in favor of the Corporation over the Condor Concessions with a 2 km area of interest. Condor will have the right to purchase half of the royalty (0.5%) for US$1,000,000.

The Corporation has no additional obligation to pay any of the $2,425,000 option payments or issue any of the shares that were remaining under the option agreement.

Please refer to news releases on www.sedarplus.cafor the Corporation's drilling results details.

CAPITAL STRUCTURE

As of the date of this MD&A, the Corporation has 267,008,571 (November 30, 2024 - 267,008,571) common shares, 56,205,456 (November 30, 2024 - 84,575,249) common share purchase warrants and 9,125,000 (November 30, 2024 - 10,025,000) stock options issued and outstanding.

MANAGEMENT DISCUSSION AND ANALYSIS

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CHAKANA COPPER CORP.

FOR THE SIX MONTHS ENDED NOVEMBER 30, 2024 (EXPRESSED IN CANADIAN DOLLARS)

Issued capital

During the six months ended November 30, 2024, the Corporation issued common shares as follows:

  • On August 14, 2024, the Corporation issued 2,056,650 common shares with respect to the Aija Project and paid US$75,000.

During the year ended May 31, 2024, and to the date of this MD&A the Corporation issued common shares as follows:

  • On June 22, 2023, the Corporation issued 1,379,310 common shares valued at US $82,558, as per the amended option agreement with Condor.
  • On November 6, 2023, the Corporation completed the first tranche of a non-brokered private placement of 20,541,495 units at a price of $0.04 per unit for gross proceeds of $821,660. Each unit consists of one common share and one common share purchase warrant. Each common share purchase warrant entitles the holder to purchase one additional common share at a price of $0.06 per common share for a period of two years. The Corporation may accelerate the expiry of these warrants in the event that for any ten consecutive trading days the closing price of the common shares is greater than $0.09. The Corporation paid aggregate finder's fees of $13,720 and issued 343,000 finder's warrants in connection with the first tranche of the private placement. Each finder's warrant is exercisable to purchase one common share at a price of $0.06 per common share for a period of two years from closing of the private placement. The finder's warrants were valued at $6,213 using the Black-Sholes option pricing model.
  • On January 15, 2024, the Corporation completed the second and final tranche of a private placement issuing 54,459,356 units of the Corporation at a price of $0.04 per unit for gross proceeds of $2,178,374. Each unit consists of one common share in the capital of the Corporation and one common share purchase warrant. Each common share purchase warrant entitles the holder to purchase one additional common share at a price of $0.06 per common share for a period of two years from closing of the private placement. The Corporation may accelerate the expiry of these warrants in the event that for any ten consecutive trading days the closing price of the common shares is greater than $0.09. The Corporation paid aggregate finder's fees of $102,564 and issued 2,996,100 finder's warrants in connection with the second tranche of the private placement. Each finder's warrant is exercisable to purchase one common share at a price of $0.06 per common share for a period of two years from closing of the private placement. The finder's warrants were valued at $125,072 using the Black-Scholes option pricing model.
  • On January 25, 2024 the Corporation issued 2,379,529 common shares in relation to the Aija Option agreement valued at $202,260.
  • During the year ended May 31, 2024, 13,178,852 common shares were issued on exercise of common share purchase warrants for total proceeds of $790,731.

The following incentive stock options were outstanding at January 28, 2025 and November 30, 2024:

January 28, 2025

November 30,

Expiry Date

Exercise Price

2024

December 12, 2024

$0.20

-

900,000

July 10, 2025

$0.40

1,650,000

1,650,000

April 22, 2026

$0.50

3,275,000

3,275,000

September 29, 2027

$0.075

4,200,000

4,200,000

Total outstanding options

$0.28

9,125,000

10,025,000

Total exercisable options

$0.28

9,125,000

10,025,000

CAPITAL RESOURCES

The Corporation defines capital as consisting of shareholders' equity and cash. The Corporation manages its capital structure to maximize its financial flexibility by making adjustments to it in response to changes in economic conditions

MANAGEMENT DISCUSSION AND ANALYSIS

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