Aurania Resources : Annual Information Form for the Year Ended Dec 31, 2023

Aurania Resources Ltd.

Annual Information Form

(for the fiscal year ended December 31, 2023)

May 2, 2024

2023

Table of Contents
DEFINITIONS	1
INTRODUCTION	3
FORWARD-LOOKING STATEMENTS	3
CORPORATE STRUCTURE	4
DESCRIPTION OF BUSINESS	5
GENERAL DEVELOPMENT OF THE BUSINESS	8
SIGNIFICANT ACQUISITIONS	20
RISK FACTORS	20
MATERIAL MINERAL PROPERTIES	38
DIVIDENDS AND DISTRIBUTIONS	47
DESCRIPTION OF CAPITAL STRUCTURE	47
MARKET FOR SECURITIES	48
PRIOR SALES	49
ESCROWED SECURITIES AND SECURITIES SUBJECT TO CONTRACTUALRESTRICTION ON
TRANSFER	50
DIRECTORS AND OFFICERS	51
PROMOTERS	57
LEGAL PROCEEDINGS AND REGULATORY ACTIONS	58
INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS	58
TRANSFER AGENT AND REGISTRARS	62
MATERIAL CONTRACTS	63
INTERESTS OF EXPERTS	64
ADDITIONAL INFORMATION	65
APPENDIX A: ENVIRONMENTAL POLICY	66
APPENDIX B: CHARTER OF THE AUDIT COMMITTEE	67

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DEFINITIONS

"Advanced Exploration" has the meaning set forth in the section entitled "Mining Law and Mining Concession in Ecuador".

"AIF" means this annual information form of the Company for the financial year ended December 31, 2023.

"April 2021 Private Placement" has the meaning assigned to it in the section entitled "General Development of the Business - Three Year History - Recent Developments - Financing".

"April 2021 Public Offering" has the meaning assigned to it in the section entitled "General Development of the Business - Three Year History - Recent Developments - Financing".

"Aurania" or the "Company" means Aurania Resources Ltd. on a consolidated basis, unless otherwise specified.

"Author" has the meaning assigned to it in the section "Material Mining Properties - Summary". "Board" means board of directors of Aurania, as constituted from time to time.

"CEO" means chief executive officer.

"CIM" means Canadian Institute of Mining, Metallurgy and Petroleum.

"CIM Standards" means Canadian Institute of Mining, Metallurgy and Petroleum Standards for Reporting of Mineral Resources and Reserves: Definitions and Guidelines.

"Common Shares" means the common shares of Aurania with a par value of $0.00001 per share. "Crunchy Hill" means a gold-silver exploration target located within the Project.

"CSR" means corporate social responsibility.

"Economic Evaluation" has the meaning set forth in the section entitled "Mining Law and Mining Concession in Ecuador".

"EcuaSolidus" means EcuaSolidus, S.A., the wholly-owned Ecuadorian subsidiary of Aurania. "Effective Date" means the effective date of the Technical Report, being December 21, 2019. "ESTMA" means the Extractive Sector Transparency Measures Act (Canada).

"GPS" means global positioning system.

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"IFRS" means International Financial Reporting Standards as issued by the International Accounting Standards Board.

"INGEMMET" is the Peruvian Geological Mining and Metallurgical Institute, a Specialized Public Technical Agency of the Energy and Mines Sector of Peru.

"Initial Exploration" has the meaning set forth in the section entitled "Mining Law and Mining Concession in Ecuador".

"Kuri-Yawi" means an exploration target for gold and silver located within the Project.

"Lost Cities - Cutucú Project" or "Project" means the Lost Cities - Cutucú Project, the chief mineral property of the Company as described in this AIF.

"MD&A" means management's discussion and analysis.

"NI 43-101" means National Instrument 43-101- Standards of Disclosure for Mineral Projects of the Canadian Securities Administrators.

"NI 51-102" means National Instrument 51-102 - Continuous Disclosure Obligations of the Canadian Securities Administrators.

"NI 52-110" means National Instrument 52-110 - Audit Committees of the Canadian Securities Administrators.

"October 2021 Public Offering" has the meaning set forth in the section entitled "Three Year History - Financial Year ended December 31, 2021 - Financing".

"P.Geo" means Professional Geoscientist.

"Ph.D" means Doctor of Philosophy.

"Qualified Person" or "QP" as defined in NI 43-101 means an engineer or geoscientist who (a) is an engineer or geoscientist with a university degree, or equivalent accreditation, in an area of geoscience, or engineering, relating to mineral exploration or mining; (b) has at least five years of experience in mineral exploration, mine development or operation, or mineral project assessment, or any combination of these, that is relevant to his or her professional degree or area of practice; (c) has experience relevant to the subject matter of the mineral project and the technical report; (d) is in good standing with a professional association; and (e) in the case of a professional association in a foreign jurisdiction, has a membership designation that (i) requires attainment of a position of responsibility in their profession that requires the exercise of independent judgment; and (ii) requires (A) a favourable confidential peer evaluation of the individual's character, professional judgment, experience, and ethical fitness; or (B) a recommendation for membership by at least two peers, and demonstrated prominence or expertise in the field of mineral exploration or mining.

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"Technical Report" or "Report" means the technical report entitled "A Technical Review of the Lost Cities - Cutucú Exploration Project, Morona-SantiagoProvince, Ecuador for Aurania Resources Ltd.", prepared by Robert Page, Ph.D, P.Geo, Senior Associate Geologist at Watts Griffis & McOuat Ltd., dated February 4, 2020, and effective December 21, 2019.

"TSXV" means the TSX Venture Exchange.

"U.S." means the United States of America.

"Warrants" means warrants to purchase Common Shares.

Abbreviations of technical terms and conventions adopted from the Technical Report and used in this AIF.

The following list shows the meaning of the abbreviations for technical terms used throughout the reproduced portions of the Technical Report:

"%"	weight %	"Moz"	million ounces
"cm"	centimetre(s)	"MVT"	Mississippi Valley Type
"g/t"	grams of metal per tonne	"ppb"	parts per billion
"Ha"	hectare(s)	"QSP"	quartz sericite-pyrite
"IOCG"	iron oxide copper gold	"SWIR"	short wavelength infrared
"km"	kilometre(s)	"t"	metric tonne(s)
"m"	metre(s)

INTRODUCTION

Reference is made in this AIF to the Company's audited consolidated financial statements and associated MD&A for the fiscal year ended December 31, 2023, which are available on SEDAR+ at www.sedarplus.caand on www.aurania.com. Unless otherwise specified, all financial information in this AIF is prepared in accordance with IFRS, and references to "US$" are to United States dollars, and references to "$" or "CAD" are to Canadian dollars. As at the date of this AIF, the rate of exchange between the US$ and the CAD was 1 US$ = 1.3759 CAD.

Unless otherwise indicated, information in this AIF is presented as at December 31, 2023.

FORWARD-LOOKING STATEMENTS

Except for statements of historical fact relating to the Company, certain information contained in this AIF constitutes "forward-looking information" under Canadian securities legislation. These statements relate to future events or the Company's future performance. All statements other than statements of historical fact are forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "continues", "forecasts", "projects", "predicts", "intends", "anticipates" or "believes", or variations of, or

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the negatives of, such words and phrases or state that certain actions, events or results "may", "could", "would", "should", "might" or "will" be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause actual results to differ materially from those anticipated in such forward-looking statements. The forward-looking statements in this AIF speak only as of the date of this AIF or as of the date specified in such statement.

Inherent in forward-looking statements are risks, uncertainties and other factors beyond Aurania's control or ability to predict. Please also refer to the risk factors listed in the "Risk Factors" section of this AIF. Readers are cautioned that the list of risks is not exhaustive of the factors that may affect the forward- looking statements, and that the underlying assumptions may prove to be incorrect. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this AIF.

Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause Aurania's actual results, performance or achievements to be materially different from any of its prior results, performance or achievements expressed or implied by forward-looking statements. These factors include, but are not limited to, management's belief or expectations relating to the risk factors enumerated under the heading "Risk Factors" of this AIF. All forward-looking statements herein are qualified by this cautionary statement. Accordingly, readers should not place undue reliance on forward- looking statements. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements whether as a result of new information or future events or otherwise, except as may be required by law. If the Company does update one or more forward-looking statements, no inference should be drawn that it will make additional updates with respect to those or other forward- looking statements, unless required by law. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described or intended.

In addition, all disclosure contained herein concerning plans for the Lost Cities - Cutucú Project as set forth under the heading "Material Mineral Properties" are subject to the assumptions and qualifications set forth in the Lost Cities - Cutucú Project Technical Report (as defined herein), which is incorporated herein by reference, and are dependent on raising the required funding to execute such plans.

CORPORATE STRUCTURE

Name, Address and Incorporation

Aurania was incorporated pursuant to the Bermuda Companies Act 1981, on June 26, 2007. On February 18, 2011, the Company registered extra-provincially in the Province of Ontario, Canada. The Company's head office is located at 8 King Street East, Suite 1800, Toronto, Ontario, Canada, M5C 1B5.

The Company is a reporting issuer under applicable securities legislation in British Columbia, Alberta and Ontario. Aurania's common shares are listed on the TSXV under the symbol "ARU", on the Frankfurt Stock Exchange under the symbol "20Q" and on the OTCQB Venture Market under the symbol "AUIAF".

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Intercorporate Relationships

Set forth below is a corporate organizational chart of Aurania, its material subsidiaries and investee companies as of the date of this AIF and their respective jurisdictions of incorporation. The Company is a Bermuda-based exploration company with its principal exploration projects in Ecuador. The Company also has concessions for exploration in Peru, but such concessions are not considered to be material to the Company.

Corporate Structure

Aurania Resources Ltd.

(Bermuda)

	100%		100%
	100%	100%
Sociedad Minera Vicus			Breizh Ressources		Corsica Ressources
Exploraciones S.A.C.			(France)		(France)
(Peru)
[holds Peru mineral
property concessions]

EcuaSolidus S.A.

(Ecuador)

[holds Lost Cities

- Cutucú Project]

DESCRIPTION OF BUSINESS

General

Aurania is a Bermuda company headquartered in Toronto, Ontario, with Common Shares listed on the TSXV, the Frankfurt Stock Exchange and the OTCQB Venture Market. In addition, the Warrants issued in the October 2021 Public Offering are listed on the TSXV.

The Company is focused on exploration for deposits of gold, silver, copper and other associated commodities. The Company's flagship project is the Lost Cities - Cutucú Project located in Ecuador, South America. The Company's interest in the Lost Cities - Cutucú Project is held through its ownership of 100% of the outstanding common shares of EcuaSolidus S.A., which was a private company with a majority ownership held by Dr. Keith Barron, the CEO, Chairman, President and a significant shareholder of Aurania, until it was acquired by the Company in 2017.

Principal Products

The Company is a mineral exploration entity, focused on the selection, staking or acquisition of mineral properties, and the exploration of those properties for potentially economic deposits of gold, silver,

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copper and other associated valuable commodities. The Company does not currently produce any products. If successful in its exploration efforts, the Company anticipates that it would consider selling to, or joint venturing with, larger mining entities to advance some of any potentially economic discoveries made by the Company. Such larger entities have the requisite technical and financial resources required to bring any discovery into production. The resulting ownership entities would potentially produce products consisting primarily of gold, silver and copper. There is a global market into which any such metals could be sold, and, as a result, the Company is not dependent on any one purchaser with regards to the sale of any such metals produced. As an exploration enterprise, the Company does not earn income and produce cash flow and, therefore, predominately funds its operations through loans and the issuance of Common Shares. See Financing Risk in "Risk Factors".

Competitive Conditions

The exploration and mining sector is highly competitive. The Company competes with numerous companies for capital, attractive mineral properties, qualified service providers, personnel, and funding. The Company's ability to successfully compete in these areas in the future will depend on its ability to develop, operate and produce products from its present properties and on its ability to identify and acquire suitable producing properties or prospects for development or exploration in the future. See "Risk Factors".

Employees

As of December 31, 2023, the Company had 15 employees (excluding non-executive directors), which includes salaried and staff, and utilized the services of several professionals on a consulting basis to carry out exploration work and for the contract of the Company's fractional CFO. The Company's CEO is not paid a salary.

The Company's Ecuadorian subsidiary has 11 employees. The majority of these employees are from the Province of Morona Santiago, where the Lost Cities - Cutucú Project area is located.

Specialized Skill and Knowledge

The Company's business requires specialized skills and knowledge, including geological interpretation, community relations, regulatory compliance, accounting and capital markets expertise. While the Company has found that it can locate and retain employees and consultants with such skills and knowledge, it does rely to an extent upon the skills and expertise of its Management team. See Key Talent in "Risk Factors".

Cycles

The mining business is subject to mineral price cycles. The marketability of minerals is also affected by worldwide economic cycles. Fluctuations in supply and demand in various regions throughout the world are common. Any revenue gained may be significantly affected by changes in commodity demand and prices. The Company's ability to fund ongoing exploration and development (if any of the Company's

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properties should be developed) may be impacted by fluctuations in the prices for gold, silver, copper or other commodities produced by a prospective mine and the proceeds from any such sales. See Commodity Prices in "Risk Factors".

Community Engagement and Corporate Social Responsibility

Ahead of advancing its field work in the Lost Cities - Cutucú Project, the Company established its community engagement program, working with local communities and establishing an understanding with those communities of the work program and its potential social and environmental impacts. Integral to this initiative was the setting up a field office in Macas, Ecuador, located near the northwest corner of the Lost Cities - Cutucú Project area, and establishing and training a team derived from the local communities to manage and drive the community engagement.

The Company's CSR team works closely with communities, 98% of which are Indigenous, within the Project area. The Company's approach is aligned with the Equator Principles and United Nations Declaration on the Rights of Indigenous Peoples. A Stakeholder Engagement Plan incorporates early stakeholder engagement with a social impact analysis and defines opportunities for mutually beneficial partnerships between the communities, the Company, and the Ecuadorian government.

In order to maximize the economic and social benefits of social programs in the communities where the Company has direct influence and to ensure their long term sustainability, the Company has supported with technical resources and logistics, Government programs from the ministries of Health, Agriculture, Education and Social Inclusion and Economy in addition to its normal-course interaction with the Ministry of Energy and Non-Renewable Resources (the "MENRR") and Ministry of the Environment, Water and Ecological Transition (the "MEWET"). This has benefitted such government agencies as access to these remote communities is challenging, and the relationship between Government-Communities has been historically almost inexistent, while the Company has strong ties and recognition within them.

The Company currently has social license to operate in 55 communities located within the Project area. The CSR team has worked in conjunction with the Step Forward Foundation and local residents to install clean water systems in nine communities, building three school libraries, handed over school supplies and supported deworming campaigns. In this alliance, the Company delivered a micro-business program to 100 women from five communities to improve the economy of their families and communities. After graduating from this program, 26 ladies moved to a second phase and are reinforcing their abilities to make associations, getting more financial tools, and refine their business plans.

CSR initiatives totaled $409,198 in the financial year ended December 31, 2023. Expenditure varies based on level of operational activity and the number of communities involved.

Environmental Protection

The Company's current and future operations, including development activities on its properties or areas in which it has an interest, are subject to laws and regulations governing exploration, development, tenure, production, taxes, labour standards, occupational health, waste disposal, protection and

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remediation of the environment, mine safety, management of toxic substances and other matters. Compliance with applicable laws and regulations requires thorough planning and diligence in the conduct of the Company's activities. See Environmental Risks, Hazards, and Protection in "Risk Factors".

Environmental protection initiatives and obligations costs of $163,604 in the financial year ended December 31, 2023 (approximately 2.8% of field-based expenditure) reduced because of the decreased scout drilling activity during the year.

The Company's formal environmental policy aims to encourage environmental awareness while making use of natural resources and products in the most technologically advanced and environmentally responsible manner by implementing initiatives to protect indigenous flora and fauna within the area of influence of the Project, complying with laws and regulations in Ecuador and adopting best practices from other jurisdictions. The Company's ISO 14001 registration demonstrates the Company's commitment to minimizing its environmental footprint.

GENERAL DEVELOPMENT OF THE BUSINESS

Disclosure

Unless otherwise specified, all disclosure of a scientific or technical nature contained in this AIF has been prepared or reviewed by Jean Paul Pallier, VPX, who is registered as a EurGeol with the European Federation of Geologists and is a "Qualified Person" for the purpose of National Instrument 43-101, Standards of Disclosure for Mineral Projects of the Canadian Securities Administrators.

Exploration Rationale

There are two components to the rationale for the Company's exploration activities at the Lost Cities - Cutucú Project. The first is that a review of historic literature and maps indicates that two gold mines that were operated by the Colonial Spanish in the late 1500's were located within the Project area. The second is that the Project lies on the geological extension of an emerging and well-endowedgold-copper belt in southeastern Ecuador. Ecuador's two modern mines, both of which came into production in 2019, are located within this belt. In addition, numerous other gold and copper deposits are being defined in the area, of which the principal deposits are illustrated in the map shown below.

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