Contract analysis

Section 1. Identification of Certifying Officer I, Miriam Soo-Hwan Park, hereby certify that I am the duly appointed General Counsel and Corporate Secretary of Torchlight Mining Corp., a corporation incorporated under the Canada Business Corporations Act (R.S.C. 1985, c. C-44) ("TMC" or the "Corporation"). I also serve in the capacity of Secretary (or equivalent officer responsible for corporate records and attestati

Section 2. Identification of the Entities Covered The following is a complete identification of each Entity covered by this Certificate, together with the full legal details of each such Entity as reflected in its governing documents and the records of the relevant governmental authorities. 2.1 Torchlight Mining Corp. ("TMC") Full Legal Name: Torchlight Mining Corp. Entity Type: Corporation incorporated under the Can

Section 3. Incumbency Certificate — Officers Authorized to Execute the Consent Decree I hereby certify that the following persons are the duly elected or appointed officers of the respective Entities identified below, that each such person currently holds the office set forth opposite his or her name, and that the signature specimens set forth below are the true and genuine signatures of each such person. Each such o

Section 4. Good Standing Certifications I hereby certify that, as of the date hereof, each of the Entities is validly existing and in good standing (or the equivalent status, as applicable) in its jurisdiction of incorporation or organization and in each jurisdiction where it is required to be qualified to do business in connection with the sites and facilities that are the subject of the Consent Decree. Each Entity

Section 5. Organizational Authority and Board / Member Authorizations I hereby certify that the Board of Directors of Torchlight Mining Corp. duly adopted a resolution on February 10, 2025 (the "Board Resolution"), at a meeting at which a quorum was present and acting throughout, authorizing the execution and delivery of the Consent Decree in Civil Action No. 9:24-cv-00087-DWM and all related ancillary instruments, a

Section 6. No Proceedings Affecting Authority I hereby certify, based on my personal knowledge and upon due inquiry, that as of the date of this Certificate: (a) No proceedings have been instituted, are pending, or, to my knowledge, are threatened for the dissolution, liquidation, winding up, or termination of any of the Entities listed in this Certificate, whether voluntary or involuntary, under the laws of any appl

Section 7. Governing Documents I hereby certify that, as General Counsel and Corporate Secretary of TMC and Secretary of each Subsidiary (or authorized officer with custody of records for the limited liability company Subsidiaries), I have custody of the original or certified copies of the governing documents of each Entity, as follows: (a) Torchlight Mining Corp.: Articles of Incorporation filed under the CBCA, as a

Section 8. Representations I, Miriam Soo-Hwan Park, in my capacity as General Counsel and Corporate Secretary of Torchlight Mining Corp. and in my capacity as Secretary (or authorized officer) of each Subsidiary, hereby represent and warrant as follows:

1. The information contained in this Certificate is true, correct, and complete in all material respects as of the date hereof.

2. The signature specimens set forth in Section 3 of this Certificate are the true and genuine signatures of the persons identified therein, and I have personally witnessed or verified each such signature.

3. No officer listed in Section 3 of this Certificate has been removed from office, has resigned, or has otherwise ceased to hold the office set forth opposite his or her name since the date of the Board Resolution (February 10, 2025), and each such officer continues to hold such office as of the date hereof.

4. I have made such due inquiry and investigation as I have deemed necessary and appropriate to make the certifications and deliver the representations set forth in this Certificate, including consultation with the officers, directors, and outside counsel of the Entities.

Section 9. Reliance This Certificate is being delivered to the United States District Court for the District of Montana, Missoula Division, in connection with the lodging of the Consent Decree in United States of America and State of Montana v. Torchlight Mining Corp. et al., Civil Action No. 9:24-cv-00087-DWM. The following persons and entities may rely on this Certificate and the certifications, representations, an