Lake Victoria Gold : Q4 – 2023 MD&A

LAKE VICTORIA GOLD LTD.

(formerly Tembo Gold Corp.)

MANAGEMENT'S DISCUSSION AND ANALYSIS

FOR THE YEAR-ENDED DECEMBER 31, 2023

This discussion and analysis of financial position and results of operations is prepared as at as at April 29, 2024, and should be read in conjunction with the audited consolidated financial statements for the years ended December 31, 2023 and 2022 of Lake Victoria Gold Ltd. (formerly Tembo Gold Corp.) ("LVG" or the "Company"). The following disclosure and associated financial statements are presented in accordance with International Financial Reporting Standards ("IFRS Accounting Standards"), as issued by the International Accounting Standards Board ("IASB"). Except as otherwise disclosed, all dollar figures included therein and in the following management's discussion and analysis ("MD&A") are quoted in Canadian dollars.

Forward-Looking Statements

This MD&A contains certain statements that may constitute "forward-looking statements". Forward-looking statements include but are not limited to, statements regarding future anticipated exploration programs and the timing thereof, and business and financing plans. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate and similar expressions, or which by their nature refer to future events. The Company cautions investors that any forward-looking statements by the Company are not guarantees of future performance, and that actual results may differ materially from those in forward looking statements as a result of various factors, including, but not limited to, capital and other costs varying significantly from estimates, changes in world metal markets, changes in equity markets, planned drill programs and results varying from expectations, delays in obtaining results, equipment failure, unexpected geological conditions, local community relations, dealings with non-governmental organizations, delays in operations due to permit grants, environmental and safety risks, the Company's ability to identify one or more economic deposits on its properties, to produce minerals from its properties successfully or profitably, to continue its projected growth and to raise the necessary capital or to be fully able to implement its business strategies.

Historical results of operations and trends that may be inferred from this MD&A may not necessarily indicate future results from operations. In particular, the current state of the global securities markets may cause significant reductions in the price of the Company's securities and render it difficult or impossible for the Company to raise the funds necessary to continue operations.

All of the Company's public disclosure filings, including its annual information form, technical reports, management information circular, material change reports, press releases and other information, may be accessed via www.sedar.comor the Company's website at https://lakevictoriagold.comand readers are urged to review these materials, including the technical reports filed with respect to the Company's mineral properties.

Company Overview

The Company is a public company incorporated on March 3, 1937 pursuant to the laws of the Province of Ontario, Canada and continued into British Columbia on October 14, 2020. On December 21, 2023 the Company changed its name from Tembo Gold Corp. to Lake Victoria Gold Ltd. The Company's common shares are listed and trade on the TSX Venture Exchange ("TSXV") under the new symbol "LVG", the OTCQB under the new symbol "LVGLF" and the Frankfurt Exchange under the symbol "T23". The Company's principal office is located at #1305 - 1090 West Georgia Street, Vancouver, British Columbia.

The Company is a junior mineral development company conducting activities in the East African country of Tanzania. The Company's principal business activity is the acquisition, exploration and development of mineral properties. The principal area is located in the Lake Victoria goldfield where extensive surface exploration has been carried out on the Tembo Project. On the Tembo Project area the Company has not yet determined whether these properties contain economically recoverable ore reserves and the Company is therefore still an exploration stage company, and shortly through the acquisition of the Imwelo mining licence, will become a mine developer and producer.

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The Company is acquiring a fully permitted, development ready mining licence in the Lake Victoria goldfield in Tanzania, the Imwelo Project. The Company is also acquiring an adjacent prospecting licence that has a historical resource that should ultimately be developed and contribute to expanded production in the future. See "Proposed Acquisition and Financings".

The Tembo Project originally comprised seven prospecting licences adjacent to Barrick Gold's Bulyanhulu Mine located in the Lake Victoria goldfield in northwest Tanzania. On December 7, 2021 the Company and Barrick Gold Corporation and Bulyanhulu Gold Mine Limited (collectively "Barrick") entered into an asset purchase agreement (the "Sale Transaction") whereby the Company agreed to sell to Barrick six of its non-core prospecting licences (the "Non-core Licences") in the Tembo Project for an agreed amount of US $6,000,000. On April 22, 2022 (the "Closing") the Company closed on the Sale Transaction and received $7,508,280 (US $6,000,000) and paid legal and filing costs totalling $38,279 and an advisory fee of $300,000 associated with the Sale Transaction and, accordingly, recorded a gain on disposal of exploration and evaluation assets of $1,115,959. The Company also paid $2,241,074 (US $1,790,882) for capital gains tax remitted to the Tanzanian government (collectively the "Disposition Net Proceeds").

Barrick also agreed to conduct exploration with minimum expenditures totalling US $9,000,000 (the "Expenditure Commitment") on the Non-core Licences over four years. Any underfunded exploration work commitment may be made up in the following years. In the event that the Expenditure Commitment is not funded by April 22, 2026, then Barrick must pay the Company the deficiency.

Barrick has also agreed to pay the Company contingent payments ("Contingent Payments"), totalling a maximum aggregate of US $45,000,000 calculated on the inferred, indicated and measured gold mineral resources ("Mineral Resources") identified on the non-core licences, as follows:

1. US $20 per ounce for the initial 1,000,000 ounces of Mineral Resources;
2. US $10 per ounce for the second 1,000,000 ounces of Mineral Resources; and
3. US $5 per ounce for the remaining ounces of Mineral Resources,

In fiscal 2022 the Company deposited $706,913 (US $522,865) in escrow in respect of taxes which may be paid in respect of any Contingent Payments received on or before April 22, 2027, after which any remaining deposit balance will be returned to the Company.

Concurrent with the closing of the Sale Transaction, the Company also completed a private placement (the "Barrick Private Placement") and issued 5,518,764 common shares of the Company to Barrick at a fair value of $0.27 per share, for $1,500,000 cash.

Corporate Update

At the annual general meeting of shareholders of the Company (the "AGM") held on February 7, 2024, the shareholders elected incumbent directors Messrs. Marc Cernovitch, Simon Benstead, David Scott, Frank Högel and Seth Dickinson to the Board. In addition, shareholders elected new director Mr. Dean Comand. Mr. Comand is a self-employed consultant providing support to executive teams in a variety of sectors (mining and metals, utilities, energy, construction, infrastructure).

As of the date of this MD&A the Company's board of directors and officers are as follows:

Marc Cernovitch	-	Director, Chief Executive Officer ("CEO")
Simon Benstead	- Director, Chief Financial Officer ("CFO") and Executive Chairman
David Scott	-	Director, Managing Director Tanzania
Seth Dickinson	-	Director, Chief Operating Officer
Frank Hogel	-	Director
Dean Comand	- Director
Nick DeMare	-	Corporate Secretary

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Proposed Acquisitions and Financings

Imwelo Gold Project and Financings

On August 9, 2023 the Company entered into a licence purchase agreement dated (the "Imwelo LP Agreement") with Lake Victoria Gold Ltd. ("Old LVG"), a private Australian company and its Tanzanian subsidiary, Tanzoz Mineral Limited ("Tanzoz"), pursuant to which the Company will acquire (the "Imwelo Acquisition"), indirectly through its wholly-owned subsidiary Tembo Gold Tanzania Limited, Old LVG's Imwelo Gold Project (the "Imwelo Project") in Tanzania. The Company has also entered into a binding letter of intent dated August 8, 2023 for a $11,520,000 equity financing with Taifa Mining and Civils Limited and its affiliates ("Taifa"), a prominent Tanzanian mining contracting firm. On November 7, 2023 the first cash portion - an amount of $2,227,000 - of a three-tranche financing was received. As of the date of this MD&A the Company has received TSXV conditional approvals to the Imwelo LP Agreement and the initial tranche financing for $3,520,000.

The Imwelo Project

The Imwelo Project is a gold project located in northern Tanzania immediately to the west of Geita Gold Mine of Anglogold Ashanti. The Imwelo Project is held by Tanzoz. An updated Joint Ore Reserves Committee ("JORC") compliant pre-feasibility study ("PFS") was completed in 2021 by Measured Group Pty Ltd of Australia, incorporating mine design, mine planning, scheduling, reserve estimation and costing. The Imwelo Project is held under a Tanzanian mining licence ML538/2015 ("ML") and includes a primary mining licence PML2637 ("PML"), over which Old LVG has a right to acquire through a purchase agreement. The ML is 3.85km2 and the PML is 8.5021ha. The Imwelo Project is subject to a 2% royalty to a previous owner. The ML is fully permitted for mine construction and production to commence. The Imwelo Project resource comprises seven mineralized locations that have been drilled and includes 42,000oz Au measured mineral resources at 3.15g/t, 95,700oz Au indicated mineral resources at 1.95g/t and 153,900oz inferred mineral resources at 1.53g/t for a total 291,600oz Au (the "Historical Resource Estimate"). Further information on the Historical Resource Estimate can be found below. The gold occurs as typical quartz vein shear hosted gold deposits suitable for open pit mining. Drilling to date has only been down to 80m below surface. A number of areas were not drilled as they were not accessible at the time, and extensions to the known mineralisation remain untested, both along strike and certainly downdip.

The Historical Resource Estimate is derived from a report entitled "Geology and Resource Estimate Report - Imwelo Project, Tanzania, Lake Victoria Gold Limited" dated May 31, 2017 (the "Report") prepared by Measured Group Pty Ltd. The Historical Resource Estimate presented in the Report was carried out in accordance with the "Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves" (2012 Edition) prepared by the Joint Ore Reserves Committee of the Australasian Institute of Mining and Metallurgy, Australian Institute of Geoscientists and Minerals Council of Australia. The Report includes the following Historical Resource Estimate:

Historical Mineral Resource Estimate

	Classification			Cutoff Grade			Tonnes			Gold Grade			Ounce Gold
			Au g /tonne					g/tonne
	Measured		0.50g/t	414,000		3.15		42,000
	Indicated		0.50g/t	1,530,300		1.95		95,700
	Inferred		0.50g/t	2,781,500		1.56		153,900

(Source: MEASURED GROUP PTY LTD (MG) Geology and Resource Estimate Report

• Imwelo Project, Tanzania, Lake Victoria Gold Limited, May 2017)

The above noted Historical Resource Estimate dated May 31, 2017, is the last historical mineral resource estimate on the Imwelo Project and no more recent data is available to the Company. The Historical Resource Estimate is based on a detailed review completed by Old LVG and Measured Group Pty Ltd. of local conditions. It has incorporated Old LVG's view of long-term metal prices, foreign exchange and cost assumptions, plus mining and metallurgy performance to select cut-off grades and physical mining parameters. The cut-off grade is based on a gold price of US $1,500 and an 88% metallurgical recovery is assumed in the calculation of the cut-off grade.

A qualified person has not done sufficient work to classify the Historical Resource Estimate as current mineral resources, and the Company is not treating the Historical Resource Estimate as current mineral resources or mineral reserves. The Company believes that the Historical Resource Estimate is relevant to an appraisal of the merits of the

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Imwelo Project and forms a reliable basis upon which to develop future exploration programs. The Company will need to conduct further exploration, and there is no guarantee that the results obtained will reflect the historical estimate. In order to verify the Historical Resource Estimate to a current mineral resource estimate, the Company will need to retain a qualified person to verify historical drilling and assaying methods and validate historical results, add any drilling and assaying or other pertinent geological information generated since the last estimation, and complete an updated resource estimate and a new technical report. Significant data compilation, drilling, sampling and data verification may be required by a qualified person before the Historical Resource Estimate can be classified as a current resource. There can be no assurance that any of the historical mineral resources, in whole or in part, will ever become economically viable. In addition, mineral resources are not mineral reserves and do not have demonstrated economic viability. Even if classified as a current mineral resource, there is no certainty as to whether further exploration will result in any inferred mineral resources being upgraded to an indicated or measured mineral resource category.

Final detailed engineering design commenced in November 2023. Preparatory earthworks and infrastructure has commenced, the tailings storage facility and open pit location top soils have been cleared and stockpiled. The ball mill order has been placed, deposit paid, and refurbishment of the mill has commenced. Compensation Phase 2 of landowners is 90% complete, covering the area of the second open pit mining area. A 300,000 litre water tank construction has now been completed. Construction and commissioning is scheduled to take 12 to 18 months from closing of the acquisition and financing being in place. A ten-year renewal application for the ML has been submitted to the Tanzania mining commission. As of the date of this MD&A the Company has not closed on the Imwelo LP Agreement.

Terms of the Imwelo Acquisition

Under the Imwelo LP Agreement, Old LVG will acquire the Imwelo Project for consideration of $5,500,000, consisting of approximately 23,600,000 common shares of the Company (the "Tembo Shares") at a deemed value of $0.22 per share, plus approximately US $221,000 cash.

Old LVG will be required to hold the Tembo Shares received as consideration for the Imwelo Acquisition in escrow in accordance with the share release conditions outlined below:

• 1/3 of shares released from escrow upon commercial production (as defined in the Imwelo LP Agreement) being achieved on the Imwelo Project;
• 1/3 of shares (1/2 of remaining shares) released 6 months after commercial production; and
• 1/3 of shares (all remaining shares) released 12 months after commercial production.

If commercial production is not achieved within three years of closing, the escrow shares will be released to Old LVG. During the escrow period, the Company (or its nominee) will retain voting rights over the escrowed shares.

Conditions to closing of the Imwelo Acquisition include:

• satisfactory completion of due diligence by the Company, acting reasonably;
• receipt of legal title opinion;
• the Company obtaining all necessary shareholder approvals to complete the Imwelo Acquisition;
• the Company and Old LVG obtaining all required regulatory approvals, including in respect of the Fair Competition Act (Tanzania) and the TSXV to proceed with the Imwelo Acquisition;
• completion of the initial tranche of the Financings; and
• other customary conditions precedent for a transaction of this nature.

The Fair Competition Commission of Tanzania has approved the transaction. The Tanzania Revenue Authority is assessing the capital gains tax payable and a response is imminent.

Closing of the Imwelo Acquisition is expected to be completed by the end of June 2024.

The Imwelo Acquisition constitutes a "Fundamental Acquisition" under the policies of the TSXV, and is subject to final TSXV acceptance. On September 28, 2023 the TSXV acknowledged receipt and acceptance of the Company's technical report and has conditionally accepted the Company's submission. All Tembo Shares issued pursuant to the

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Acquisition will be subject to a four month hold period from the date of issuance under applicable Canadian securities laws. The Imwelo Acquisition is an arm's length transaction and no finder's fees are payable.

The Dora License

On December 7, 2023 the Company entered into a license purchase agreement (the "Dora Agreement") with an arm's length private Tanzanian citizen, pursuant to which the Company paid US $100,000 to acquire a prospecting license (the "Dora License") in Tanzania.

The Dora License (PL11953/2022 of 19km2) borders the Imwelo Mining License to the west, east and south. Exploration drilling by previous operators has identified a historical resource estimate containing indicated mineral resources of 90,800oz Au at a grade of 1.19 g/t and an inferred mineral resources of 424,310oz Au gold at a grade of

1.43 g/t, located in two zones (the "Historical Resource Estimate"). A number of targets remain to be tested. The

Historical Resource Estimate is derived from a report entitled "Independent Competent Person's Report on the Imweru Gold Project, Tanzania - Mineral Resource Report" dated March 10, 2017 (the "Report") prepared by Minxcon (Pty)

Ltd of South Africa. The Historical Resource Estimate presented in the Report was carried out in accordance with the

"Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves" (2012 Edition) prepared by the Joint Ore Reserves Committee of the Australasian Institute of Mining and Metallurgy, Australian Institute of Geoscientists and Minerals Council of Australia. The Historical Resource Estimate was based on a preliminary economic assessment completed in 2014 on the Dora License, which utilised a cut-off grade of 0.4 g/t, for an open pit scenario. A gold price of US $1,469/oz, and a 90% plant recovery factor were applied in the calculation of the cut-off, with a 0% dilution factor. The Report includes the following Historical Resource Estimate:

The total combined Mineral Resources for the Dora License as calculated by Minxcon as at March 10, 2017 are presented in the table below.

Combined Dora Mineral Resources Declared as at March 10, 2017

The above noted Historical Resource Estimate is the last historical mineral resource estimate on the Dora License and no more recent data is available to the Company.

A qualified person has not done sufficient work to classify the Historical Resource Estimate as current mineral resources, and the Company is not treating the Historical Resource Estimate as current mineral resources or mineral reserves. The Company believes that the Historical Resource Estimate is relevant to an appraisal of the merits of the Dora License and forms a reliable basis upon which to develop future exploration programs. The Company will need to conduct further exploration, and there is no guarantee that the results obtained will reflect the historical estimate. In order to verify the Historical Resource Estimate to a current mineral resource estimate, the Company will need to retain a qualified person to verify historical drilling and assaying methods and validate historical results, add any drilling and assaying or other pertinent geological information generated since the last estimation, and complete an updated resource estimate and a new technical report. Significant data compilation, drilling, sampling and data verification may be required by a qualified person before the Historical Resource Estimate can be classified as a current resource. There can be no assurance that any of the historical mineral resources, in whole or in part, will ever

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become economically viable. In addition, mineral resources are not mineral reserves and do not have demonstrated economic viability. Even if classified as a current mineral resource, there is no certainty as to whether further exploration will result in any inferred mineral resources being upgraded to an indicated or measured mineral resource category.

Terms of the Dora Agreement

The Dora Agreement is an arm's length transaction for cash consideration, and is considered an Exempt Transaction under the TSX Venture Exchange policies.

Conditions to the closing of the Dora Agreement include:

• satisfactory search results regarding title to the Dora License;
• approval of the Mining Commission (Tanzania) to proceed with the Acquisition, if applicable; and
• other customary conditions precedent for a transaction of this nature.

Closing of the Dora Agreement is expected to be completed in 2024.

Financings

In conjunction with the Imwelo Acquisition, the Company has entered into a binding letter of intent ("LOI") with Taifa for a financing commitment of $11,520,000 (48,000,000 shares) (the "Financings") by Taifa or its affiliates. Taifa, owned by Tanzanian tycoon Rostam Aziz, was founded in 1987 as a civils and earth-moving operation in Mbeya, Tanzania. It has since grown into the largest locally-owned civils and mining contracting business in Tanzania with prominent companies such as Petra, De Beers, Barrick, and AngloGold Ashanti as partners. The agreement with Taifa reinforces Taifa's growing influence in Tanzania's mining sector and provides the Company with a local partner with extensive mining expertise. Under the terms of the LOI, Taifa's investment will take place in three stages, as follows:

• Taifa has subscribed for 16,000,000 shares of the Company at $0.22 per share for gross proceeds of $3,520,000. On closing of this initial investment, the Company will enter into a mining services contract with Taifa outlining conditions upon which Taifa will provide mining services work for the Imwelo Project. Such services will be provided on industry competitive terms. Taifa will obtain the right to nominate one member to the Company's Board of Directors.
• Upon completion of final engineering and closing of the Imwelo Acquisition, Taifa will have 20 days to complete a second private placement of 16,000,000 units ("Units") at a price of $0.24 per Unit (subject to TSXV pricing rules) for gross proceeds of $3,840,000. Each Unit will consist of one common share of the Company and one warrant ("Warrant") exercisable to purchase one additional common share of the Company for two years at a price of $0.26 per share. On closing of this investment, the Company will enter into an additional mining services contract with Taifa pursuant to which Taifa will provide mining services to the Company. Such services will be provided on industry competitive terms.
• On the date that is six months after the Company breaks ground on the Imwelo Project, Taifa will have 20 days to exercise the Warrants which will result in the issuance of an additional 16,000,000 shares of the Company for gross proceeds to the Company of $4,160,000. On closing of this investment, the Company will enter into a third mining services contract with Taifa outlining conditions upon which Taifa will provide mining services to the Company. Such services will be provided on industry competitive terms.

The Company intends to use the proceeds from the initial Financing for the Imwelo Acquisition and development of the Imwelo Project.

The Company reserves the right to complete additional financings either before or after completion of the Imwelo Acquisition or the Financings.

All securities of the Company issued pursuant to the Financings will be subject to a four month hold period from the date of issuance under applicable Canadian securities laws.

The terms of all financings are subject to TSXV acceptance. The Financings will be arm's length transactions.

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Capital Structure

Upon completion of the Imwelo Acquisition and the Financings, it is expected that Taifa will own approximately 27.1% of the Company's outstanding shares on a partially diluted basis, and Old LVG or its shareholders will own approximately 13.3%.

Tembo Project Exploration Activities

The Company has the one remaining licence of 32km2 on the Tembo Project located in northwest Tanzania. The Company's wholly owned subsidiary, Mineral Industry Promotion and Consulting Company Ltd. (" MIPCC"), is the sole owner of this license. The project area is located directly northwest of and adjacent to Barrick Gold's Bulyanhulu Mine. Through an agreement with a local company, the Company is acquiring an additional seven licenses that will add ~3km2 directly to the Tembo Project area in key areas, and ~10km2 outside of the existing Tembo licenses. Four of these are located within the Company subsidiary's existing PL boundary over areas previously held as primary mining licenses by Tanzanian entities, and one PL lies to the north of Barrick's Bulyanhulu Mine exploration area acquired from the Company. Letters of offer are awaited from the Mining Commission of the Ministry of Minerals (the "Commission"). Granting of the licenses has been recommended by the Commission.

The Tembo Project is situated in the Lake Victoria goldfield in the prospective geological terrane of the Sukumaland greenstone belt, an Archean age succession of volcanic and sedimentary rocks that have been intruded by a variety of Archean granitic plutons as well as younger dolerite dykes and possible kimberlite intrusions. The geology that is host to Barrick's Bulyanhulu Mine trends directly into the Tembo Project area, including the main structures on which the Reef 1, Reef 2 and Reef 0 orebodies are developed.

On August 31, 2012, a NI 43-101 technical report on the Tembo Project, effective date July 31, 2012, was filed and on August 22, 2022, an update of this report titled "NI 43-101 Technical Report On The Tembo Gold Project, The United Republic Of Tanzania" with an effective date of June 2022 was filed on SEDAR and is available for viewing under the Company's profile on www.sedarplus.caor the Company's website at https://lakevictoriagold.com.

The Technical Report recommends a continued staged exploration program incorporating mapping, trenching and drilling to provide further structural, mineralization and grade information to enable a targeted resource drilling program. Trenching and geological mapping could run concurrently with the drill program, evaluating the many remaining untested targets. It remains the Company's goal to further expand drilling programs and define a resource.

Prior to 2009, high resolution airborne magnetics, extensive percussion rotary air blast drilling ("RAB") and surface soil sampling, mapping, and limited reverse circulation ("RC") and diamond drilling ("DD") was conducted and resulted in the definition of several target areas. During 2011 the earlier work was followed up by a light detection and ranging ("LiDAR") survey which provided a high-resolution colour ortho-photograph and digital elevation model allowing the location and extent of artisanal mining, both current and historical, to be determined and mapped. The historical work and the follow up allowed the initial target areas to be identified. The planning and design of an extensive targeted drilling program was prepared on seven target areas (Ngula 1, Ngula 2, Nyakagwe East, Nyakagwe Village, Buly, Mgusu, Iyenze), and drilling commenced in December 2011. A continued staged exploration program incorporating mapping, trenching and drilling is recommended for the Tembo Project to provide additional structural, mineralization and grade information to enable targeted resource drilling programs on the numerous targets. Trenching and geological mapping runs concurrently with the drilling programs. Drilling was carried out through 2012 and again in 2014, before the project was placed in care and maintenance, pending further financing.

During Q4/2020 the Company signed a cooperation agreement with GoldSpot Discoveries Corp. ("Goldspot"). In terms of this agreement GoldSpot applied the experience and knowledge of their team of multidisciplinary geoscientists and data scientists and artificial intelligence computing technology to re-interpret all available data within the Tembo licences and the goldfield area in proximity to the Tembo Project. GoldSpot has provided a final report and following the re-interpretation and study recommended favourable new targets and proposed follow-up work programs. These studies identified and prioritised 54 targets, of which 38 are located on the Company's single PL, and exploration planning and execution of the recommendations on these existing targets is ongoing.

No exploration activities were undertaken between August 2014 and June 2022 due to restrictions on financing available to greenfields gold exploration in Tanzania and elsewhere. As a result of the sale of non-core licences, to Barrick's subsidiary, Bulyanhulu Mine Limited, funding became available, and the Company deployed a drill rig on the project in June 2022. A program totaling 7,500m was planned and approximately 5,400m was completed by the

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end of January 2023 when drilling was stopped, pending a further review of data and additional financing. The drilling has provided invaluable structural data to assist in the definition of the attitude of those structures controlling mineralization in previous well mineralized intersections. The Company has completed this review and a resource model has been commissioned on these targets. The strategy for the future project development will be initiated, comprising further drilling of these zones along dip and strike to enhance the resource quantum and classification. Systematic follow up of the GoldSpot study generated targets through a program of pitting, trenching and RAB drilling, if successful, will lead to RC and DD on those identified to host gold mineralization.

Tembo Project Drilling

2012		Ngula 1	Ngula 2	Nyak East	Iyenze	Nyak Village	Mgusu	Buly		Total
	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)
DD	32		7952	4	1195	10	3746	0	0	6	1464	2	737	0	0	54	15094
RC	41		7623	0	0	20	2238	16	3001	11	1315	51	6735	0	0	139	20912
	73		15575	4	1195	30	5984	16	3001	17	2779	53	7472	0	0	193	36006
2014		Ngula 1	Ngula 2	Nyak East	Inyenze	Nyak Village	Mgusu	Buly		Total
	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)
DD	3		1155	1	752	13	3178	0	0	9	1452			1	305	27	6843
RC																0	0
	3		1155	1	752	13	3178	0	0	9	1452	0	0	1	305	27	6843
2022		Ngula 1	Ngula 2	Nyak East	Iyenze	Nyak Village	Mgusu	Buly		Total
	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)
DD	29		4658			2	405			4	667	0	0			35	5730
RC																	0
2023										2	673						673
	29		4658	0	0	2	405	0	0	6	1340	0	0	0	0	37	6403
	INCLUDES ABANDONED HOLES (151A, 159A, 171A/B)
TOTAL		Ngula 1	Ngula 2	Nyak East	Iyenze	Nyak Village	Mgusu	Buly		Total
	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)	Holes	(m)
DD	64		13765	5	1947	25	7329	0	0	19	4257	2	737	1	305	116	28340
RC	41		7623	0	0	20	2238	16	3001	11	1315	51	6735	0	0	139	20912
	105		21388	5	1947	45	9567	16	3001	30	5571	53	7472	1	305	255	49252

Tembo Gold Drilling on the Tembo Gold Project to Date

An initial phased drilling program was designed for the project in 2011, comprising approximately 115 DD holes (27,500 meters) and 470 RC holes (60,000 meters). RC and DD commenced on Ngula 1 in January 2012, and a total of 196 holes were drilled on the targets to the end of 2012. Further drilling was conducted during 2014, the last field activity, and to date 42,849m has been completed, 81 DD holes totaling 21,937m, and 121 RC holes totaling 20,912m.

Due to market financing constraints, the drilling is undertaken in focused phases as available funding allows. All drill core is oriented using either a Reflex instrument or an orientation tool to facilitate structural logging and analysis.

Mineralization is associated with steep dipping shear structures hosting quartz veins, sulphides and associated alteration along three dominant structural directions, northwest-southeast,northeast-southwest and east-west.

All drill results may be found on the Company's website at https://lakevictoriagold.comand in Company News Releases.

Ngula 1

Prior to 2022, 36 DD holes totaling 9,107m and 41 RC drill holes totaling 7,623m were completed at Ngula 1 along a strike of approximately 600m. As of the date of this MD&A, a further twenty-three diamond drill holes have been completed at Ngula 1 and these have been logged and sample and all results have been announced. To date 105 holes (RC and DD) totaling 21,388m have been completed at Ngula 1.

The initial drilling targeted a southern and northern dominant set of east-west structures identified by artisanal workings and coincident magnetic lineaments, to intersect these structures at targeted vertical depth of 50 meters and 100 meters. All holes were extended to between 200 meters and 300 meters to intersect the interpreted second east-

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west structure and test for potential deeper sub-parallel structures. The drill holes were inclined at -60° either to the north or south to intersect these near vertical structures.

The recent 2022-2023 drill program followed up zones where wide widths with good grades were encountered in earlier drilling phases and was completed at the end of January 2023. The program provided more detailed structural and grade distribution information to enable better targeted resource drilling when undertaken. The recent 2022 Ngula 1 best results include:

1. TDD0153 - 3.55g/t Au over 3.11m from 44.25m;
2. TDD0156 - 1.51g/t Au over 10.18m from 143.10m including 2.33g/t Au over 3.45m from 146.54m and 3.47g/t Au over 0.75m from 157.76m;
3. TDD0157 - 4.95g/t Au over 1.67m from 120.12m;
4. TDD0158 - 17.60g/t Au over 1.48m from 31.12m;
5. TDD0159 - 1.24g/t Au over 3.08m from 117.00m;
6. TDD0160 - 5.22g/t Au over 1.93m from 107.18m, and 2.73g/t Au over 1.54m from 116.38m;
7. TDD0161 - 1.64g/t Au over 3.07m from 54.43m;
8. TDD0169 - 2.22g/t Au over 0.50m from 102.76m;
9. TDD0172 - 4.14g/t Au over 3.85m from 118.49m;
10. TDD0174 - 19.90g/t Au over 0.45m from 39.55m;
11. TDD0176 - 1.68g/t Au over 5.28m from 72.45m.

Nyakagwe East

Nyakagwe East is characterized by extensive artisanal mining with numerous shafts in excess of 20 meters in depth accessing a number of northwest striking quartz vein shears. Historic DD and RC programs returned significant gold intersections from at least two sub-parallel,northwest-southeast trending mineralized zones, each consisting of multiple structures. Twenty-five diamond drill holes (7,329m) and twenty RC drill holes (2,238m) have been completed to date.

In the Phase 1 program, the diamond drill holes targeted an extensive area of artisanal mining along a northern and southern set of structures, both of which were previously drilled in 2008. The reverse circulation holes targeted the southeast and northwest projected extensions where there were no artisanal workings. The drilling identified up to 1,000 meters of potentially mineralized strike length. The mineralization along the northern structure on which the drilling focused appears to be open to the northwest (entering the Mgusu target area) and to the southeast (where RC drilling has been hampered by the presence of deep black cotton soils). The latter will be tested by means of diamond drilling during a future phase of drilling in the dry season. All diamond drill holes encountered gold mineralization along a primary structure with multiple other gold bearing structures identified in several holes at depth.

Follow up drilling was conducted in the 2014 drilling campaign and included in-fill drilling and deeper step-back boreholes testing lateral and vertical continuity and tenor of mineralization. A total of 3,178 meters comprising 13

1. holes were completed in the 2014 drilling program. Two follow-up drillholes were drilled in the 2022 program to define the structural controls and extend the known continuity of the mineralization. A total of 404m was completed. To date 45 drillholes have been completed totaling 9567m of RC and DD. Best results in the 2022 program were:

1. TDD0166 - 3.20g/t Au over 0.76m from 112.75;
2. TDD0167 - in and 4.12g/t Au over 1.29m from 102.24.

Nyakagwe Village

The potential of the Nyakagwe Village target was initially indicated in 2011 by new artisanal mining activity located immediately to the east of the village in a corn land. These excavations exploited a previously unknown east-west trending set of steep south dipping quartz veins within shear zones. Within a year several shafts were sunk by the miners to access the high-grade,shear-hosted veins. Subsequently a large open pit was excavated to facilitate easier and deeper access. Mining by artisanal miners has subsequently stopped, possibly due to excessive water ingress.

Six drillholes totaling 1,341m of DD were drilled at Nyakagwe Village in the 2022-2023 program. To date 30 boreholes totaling 4,898m of DD and RC have been completed.

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Significantly, the diamond drilling has intersected gold mineralization along a 600m strike, in the east-southeast west- northwest trending structures. Commonly at least six gold hosting structures are intersected in any section. The drilling identified a previously unknown northeast trending mineralized zone which is associated with a 1.8-kilometer- long magnetic lineament which trends through other small artisanal workings to the north. The mineralization along the structures is open ended in all directions. The shallow wide zones of mineralization encountered are interpreted where the two directions of structure intersect. The RC drilling was drilled as a fence line to the north of the main east-west trending mineralized structures. The recent drilling has extended the known structures hosting gold a further 300m to the southeast, and the known strike is now 600m.

Where high grades are intersected these are associated with quartz veining and associated abundant pyrite mineralization and strong host rock alteration. The 2022-2023 program tested the extensions of the mineralization along strike and down dip on the east-south and northeast structures and closed the spacing to enable a resource determination and to assist in targeting future resource drilling.

A total of 2,000m of diamond drilling was planned and drilling commenced on this target in August 2022. By the time drilling was stopped in January 2023, 1,341m was completed. The latest drilling at Nyakagwe Village has returned the following results:

1. TDD0162 - 12.96g/t Au over 5.54m from 89.01m including 29.67g/t Au over 2.35m from 91.44m;
2. TDD0163 - 5.76g/t Au over 1.22m from 105.97m and 37.43g/t Au over 0.30m from 115.72m;
3. TDD0164 - 7.06g/t Au over 2.69m from 57.28m including 57.23g/t Au over 0.30m from 57.28m;
4. TDD0165 - 1.35g/t Au over 31.07m from 34.00m,
5. TDD0177: 1.42g/t Au over 2.71m from 86.41m;
6. TDD0178: 4.59g/t Au over 2.96m from 148.68m, 3.02 g/t Au over 0.44m from 160.12; 4.79g/t Au over 0.99m from 181.31m; 2.38g/t Au over 0.30m from 232.40m; and 1.79g/t Au over 2.00m from 243.00m.

Buly Trend/Iyenze/Ngula 2

The Buly/Iyenze target area was historically defined by scattered elevated gold grades in soil sampling and RC drilling. Abandoned artisanal workings are present within the target area. These targets are on the boundary of the Bulyanhulu Gold Mine license area and may be an extension of the prospective geology.

To date, a total of 16 RC scout holes (3,001 meters) have been drilled into the Iyenze structure, covering some 1,500 meters of strike on lines spaced at 200 meters intervals. No significant intersections were achieved and drilling was halted to focus on other higher potential targets.

The first borehole to be drilled by the Company along the Buly Trend (TDD0001) commenced in Q1/2014 and was completed at 305 meters during Q2/2014. A broad zone of intense shearing was intersected which locally contained abundant quartz veining but little mineralization evidenced by minor disseminated sulphide containing low levels of gold.

At Ngula 2 surface geological mapping and a review of the artisanal mining indicate the possibility of more than one trend, including the northwestern extension of the Buly Trend. An initial four diamond holes were completed (1,195 meters) but returned no significant results. An induced polarization geophysical survey was conducted in Q2/2014 over the Buly/Iyenze target areas and extended to cover the Ngula 2 target area to the northwest along the Buly Trend extension. This survey tested for chargeable and resistive horizons across a broad zone of greenstone lithologies within which the earlier airborne magnetic survey highlighted a number of weak to strong northwest trending zones interpreted as Buly parallel structural zones. Based on the results, hole TDD0002 was drilled to a depth of 752 meters without intersecting any significant mineralization.

New Targets

Following a target generation desktop study conducted by the Company in conjunction with GoldSpot Discoveries Corp, 38 new targets have been identified and prioritized on the Tembo licence. Systematic surface exploration comprising pitting and trenching has commenced and initial RAB drilling, to test those returning positive results, will follow to confirm the potential for, or presence of gold mineralization. Two important new targets, both the site of recent artisanal mining activity, are Mwasabuka, along the extension of the Buly trend, and Ngula Village on the western side of the Tembo prospecting licence area and associated with the folded extension of the Buly trend. Mwasabuka has returned values in selected grab samples from shaft artisanal mineralized material stockpiles,

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