Contract analysis

I. Identification of Firm, Client, and Purpose of This Letter This firm, Calderwood & Harkness LLP, represents Torchlight Mining Corp. ("Torchlight" or the "Company"), a corporation organized and existing under the Canada Business Corporations Act, R.S.C. 1985, c. C-44, with its principal corporate offices located at 200 King Street West, Suite 3400, Toronto, Ontario M5H 3T4, Canada. Torchlight's American Depositary

II. Confirmation of Receipt of the Voluntary Document Preservation Request Torchlight Mining Corp. confirms that it received the Department's voluntary document preservation request, dated February 14, 2025, at its principal offices in Toronto, Ontario. The Company takes the Department's request with the utmost seriousness and has treated it as a matter of the highest priority since receipt. The Company understands t

III. Description of Document Preservation Measures Already Undertaken Upon receipt of the Department's voluntary document preservation request, Torchlight acted promptly to implement a series of comprehensive document preservation measures designed to ensure the integrity and availability of all potentially relevant documents and electronically stored information. Those measures are summarized below. A. Litigation Ho

IV. Awareness of Parallel SEC Investigation For completeness, and to ensure full transparency with the Department, we note that the Company is aware of, and is separately responding to, a formal order of investigation issued by the Division of Enforcement of the U.S. Securities and Exchange Commission (File No. HO-14892, dated January 22, 2025), as well as a document subpoena served on the Company pursuant to that or

V. Expression of Willingness to Cooperate Torchlight Mining Corp. is committed to cooperating fully and in good faith with the Department of Justice in connection with this matter. The Company recognizes the importance of the issues raised by the Department's request and is dedicated to ensuring that its responses are thorough, timely, and complete. To that end, the Company, through Calderwood & Harkness, has commenc

VI. Identification of Counsel and Request for Future Communications We respectfully request that all future communications from the Department regarding this matter be directed to the undersigned at the following address and contact information: Conrad Ashby, Partner Calderwood & Harkness LLP 825 Eighth Avenue, 42nd Floor New York, New York 10019 Telephone: (212) 554-7218 Email: cashby@calderwoodharkness.com In addit

VII. Closing and Reservation We appreciate the Department's consideration of this letter and the Company's good-faith efforts to promptly and comprehensively respond to the Department's voluntary document preservation request. The Company looks forward to continuing to work constructively and cooperatively with the Department throughout this process. We note, however, that the Company expressly reserves all rights, p