Goldplay Mining : MDA 2021

20170622

Goldplay Mining Inc.

Management Discussion and Analysis

For the years ended December 31, 2021 and 2020

(Expressed in Canadian dollars)

SKEENA RESO

GOLDPLAY MINING INC.

Management Discussion and Analysis December 31, 2021

MANAGEMENT DISCUSSION AND ANALYSIS

Year Ended December 31, 2021

INTRODUCTION

The Management Discussion & Analysis ("MD&A") has been prepared by management and was reviewed and approved by the Board of Directors on April 1, 2022. The following discussion of performance, financial condition and future prospects should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the period ended December 31, 2021 and 2020. The information provided herein supplements but does not form part of the financial statements. This discussion covers the year ended December 31, 2021 and the subsequent period up to April 1, 2022, the date of issue of this MD&A. Monetary amounts in the following discussion are in Canadian dollars unless otherwise noted.

Additional information regarding the Company can be found on the Company's page atwww.sedar.com.

This MD&A contains Forward Looking Information.

Please read the Cautionary Statements on page 3 carefully.

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GOLDPLAY MINING INC.

Management Discussion and Analysis December 31, 2021

FORWARD LOOKING STATEMENTS

This MD&A contains certain forward-looking statements or forward-looking information within the meaning of applicable Canadian securities laws. All statements and information, other than statements of historical fact, included in or incorporated by reference into this MD&A are forward-looking statements and forward-looking information, including, without limitation, statements regarding activities, events or developments that we expect or anticipate may occur in the future. Such forward-looking statements and information can be identified by the use of forward-looking words such as "will", "expect", "intend", "plan", "estimate", "anticipate", "believe" or "continue" or similar words and expressions or the negative thereof. There can be no assurance that the plans, intentions or expectations upon which such forward-looking statements and information are based will occur or, even if they do occur, will result in the performance, events or results expected.

The forward-looking statements and forward-looking information reflect the current beliefs of the Company, and are based on currently available information. Accordingly, these statements are subject to known and unknown risks, uncertainties and other factors which could cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed in or implied by the forward-looking statements. This forward-looking information includes estimates, forecasts, plans, priorities, strategies and statements as to the Company's current expectations and assumptions concerning, among other things, its exploration and development plans, its ability to access sufficient funds to carry on operations, compliance with current or future regulatory regimes, particularly in the case of ambiguities, financial and operational performance and prospects, collection of receivables, anticipated conclusions of negotiations to acquire projects or investments, our ability to attract and retain skilled staff, expectations of market prices and costs, expansion plans and objectives, requirements for additional capital, the availability of financing, and the future development and costs and outcomes of the Company's projects or investments. The foregoing list of assumptions is not exhaustive. Events or circumstances could cause actual results to vary materially.

We caution readers of this MD&A not to place undue reliance on forward-looking statements and information contained herein, which are not a guarantee of performance, events or results and are subject to a number of risks, uncertainties and other factors that could cause actual performance, events or results to differ materially from those expressed or implied by such forward-looking statements and information. These factors include: results of exploration programs, management's discretion to reallocate its working capital, unanticipated future operational difficulties (including cost escalation, unavailability of materials and equipment, industrial disturbances or other job action and unanticipated events related to health, safety and environmental matters); social unrest; failure of counterparties to perform their contractual obligations; changes in priorities, plans, strategies and prospects; general economic, industry, business and market conditions; disruptions or changes in the credit or securities markets; changes in law, regulation, or application and interpretation of the same; the ability to implement business plans and strategies, and to pursue business opportunities; rulings by courts or arbitrators, proceedings and investigations; inflationary pressures; and various other events, conditions or circumstances that could disrupt the Company's priorities, plans, strategies and prospects including those detailed from time to time in the Company's reports and public filings with the Canadian securities administrators, filed onSEDAR.

This information speaks only as of the date of this MD&A. The Company undertakes no obligation to revise or update forward-looking information after the date of this document, nor to make revisions to reflect the occurrence of future unanticipated events, except as may be required under applicable securities laws or the policies of the TSX-Venture Exchange.

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GOLDPLAY MINING INC.

Management Discussion and Analysis December 31, 2021

THE COMPANY

Goldplay Mining Inc. ("Goldplay" or the "Company") was incorporated under the Business Corporations Act (British Columbia) on June 16, 2017. Goldplay is a public company, listed on the TSX Venture Exchange (the "TSXV") under the symbol "AUC", the Frankfurt Stock Exchange ("FSE") under the symbol "9FY" and the OTC Venture Market Exchange (OTCQB) under the symbol "AUCCF".

Goldplay holds large district scale gold, and copper-gold projects located in BC's Golden Triangle and southwestern BC with potential for world class mineral discoveries. The Company also holds several brownfield gold, and copper-gold projects located in Portugal with near term mining potential.

RECENT EVENTS

Listing of common shares on TSXV, OTCQB and FSE

The Company received conditional approval to list its common shares on the TSXV on February 22, 2021. On April 21, 2021 the Company began trading on the TSXV as a Tier 2 mining issuer under the ticket symbol "AUC".

On May 13, 2021 the Company listed its common shares on the FSE under the ticker symbol "9FY". The Company is of the opinion that the FSE listing will create opportunities for European investors to pursue investment in the Company.

On September 21, 2021 the Company has begun trading on the OTCQB in the United States, under the ticker symbol "AUCCF". The Company believes that the OTCQB listing will offer the opportunity to build its visibility, expand its liquidity and diversify its shareholder base on an established public market in the US.

Investment in EVX Portugal, Unipessoal, Lda

On April 15, 2021, the Company finalized the acquisition of 70% of EVX Portugal, Unipessoal, Lda ("EVX Portugal"), a private Portuguese based company that has the legal rights to an exploration licence application with the Portuguese Government to the Borba 2 exploration property (the "Exploration Application"), covering approximately 230 square kilometres in the Alentejo region in Southern Portugal. The Exploration Application has a well-documented potential to host precious and base metals mineralization often enhanced by the presence of abundant gold and copper mineral occurrences in shear zones and in epithermal systems associated with intra-Ordovician volcanics. On October 28, 2021, the Exploration Application was approved by the Portuguese government. Goldplay, through its subsidiary, EVX Portugal, entered into an exploration/concession agreement with the Portuguese government in relation to four projects which include: two past producing copper mines, one past producing gold mine and one gold exploration project. Please see details of the projects in the "Mineral Properties" section.

Goldplay paid $63,694 and issued common shares with a deemed value of $20,000 to acquire the 70% interest in EVX Portugal.

Investment in Indice Crucial Lda

On June 23, 2021, the Company signed a definitive agreement (the "Agreement") to acquire up to 100% equity interest in a private Portuguese company Indice Crucial Lda ("Indice Crucial") that holds exploration rights on several past producing copper and gold projects as well as other advanced gold exploration applications in Portugal. Upon signing the Agreement, Goldplay received a 20% ownership in Indice Crucial. Under the terms of the Agreement, Goldplay will be the co-manager and operator of Indice Crucial's properties, and can acquire up to a 100% equity interest in Indice Crucial by making the following cash and share payments to BMP HOLDING (PARTICIPACOES SOCIAIS), SGPS LDA ("BMP), the parent of Indice Crucial:

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GOLDPLAY MINING INC.

Management Discussion and Analysis December 31, 2021

Timing	Cash in Euro	Goldplay Shares	Goldplay ownership
Upon Signing	100,000 (already paid June 23, 2021)	100,000 (issued in July 2021)	20%
Within 2 Years	150,000	500,000	50%
Within 4 Years	100,000	750,000	85%

Goldplay, can acquire the remaining 15% equity interest, for a total of 100%, at any time, for 2M Euro.

Big Frank and Goldstorm South Properties Option in Southwestern British Columbia

On August 31, 2021 Goldplay signed an option agreement with Cazador Resources Ltd. ("Cazador") to earn a 100 % interest in two properties known as "Big Frank" and " Goldstorm South". The projects are located in the western Chilcotin District of southwestern British Columbia and have district scale potential for both high grade epithermal gold and copper-gold porphyry deposits. The terms of the agreement with Cazador are as follows:

Big Frank

Cash	Shares to be issued to Cazador	Work commitment
Upon Signing	$10,000 (paid in August 2021)	60,000 (issued in September 2021)	$ 50,000 ($50,000 incurred as of December 31, 2021)
Year 1 - before August 31, 2022	$40,000	140,000	$ 350,000 ($43,205 incurred as of December 31, 2021)
Year 2 - before August 31, 2023	$100,000	600,000	$ 600,000
Year 3 - before August 31, 2024	$150,000	1,200,000	$2,000,000
Year 4 - before August 31, 2025	$400,000	2,000,000	$4,000,000
Total	$700,000	4,000,000	$7,000,000

Goldstorm South

Cash	Shares to be issued to Cazador	Work commitment
Upon Signing	$5,000 (paid in August 2021)	30,000 (issued in September 2021)	$ 25,000 ($25,000) incurred as of December 31, 2021)
Year 1 - before August 31, 2022	$20,000	70,000	$ 175,000 ($23,194 incurred as of December 31, 2021)
Year 2 - before August 31, 2023	$50,000	300,000	$ 300,000

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