KWG Resources : ANNUAL INFORMATION FORM – For the Financial Year Ended December 31, 2023

KWG RESOURCES INC.

ANNUAL INFORMATION FORM

For the Financial Year Ended December 31, 2023

April 26, 2024

TABLE OF CONTENTS
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION	.............. 3
GENERAL MATTERS	6
INCORPORATION BY REFERENCE	6
CORPORATE STRUCTURE	7
GENERAL DEVELOPMENT OF THE BUSINESS	8
DESCRIPTION OF THE BUSINESS	20
RISK FACTORS	23
THE KOPER LAKE PROJECT	33
THE BIG DADDY PROJECT	35
DIVIDENDS AND DISTRIBUTIONS	36
DESCRIPTION OF CAPITAL STRUCTURE	37
MARKET FOR SECURITIES	41
ESCROWED SECURITIES AND SECURITIES SUBJECT TOCONTRACTUAL
RESTRICTIONS ON TRANSFER	43
DIRECTORS AND OFFICERS	43
PROMOTERS	49
LEGAL PROCEEDINGS AND REGULATORY ACTIONS	49
INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS	50
TRANSFER AGENT AND REGISTRAR	50
MATERIAL CONTRACTS	51
INTERESTS OF EXPERTS	51
ADDITIONAL INFORMATION	51
SCHEDULE "A" - AUDIT COMMITTEE CHARTER

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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This Annual Information Form ("AIF") contains or refers to "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information is provided as of the date of this AIF or, in the case of documents incorporated by reference herein, as of the date of such documents. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects", "is expected", "budget", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might occur" or "be achieved".

Other than information regarding historical facts that addresses activities, events or developments, all information that KWG Resources Inc., which carries on business as The Canadian Chrome Company (The Canadian Chrome Company is a registered business style of KWG Resources Inc.), ("KWG" or the "Corporation"), believes, expects or anticipates will or may occur in the future is forward-looking information. Such forward-looking information includes, without limitation:

• the economic potential of the "Big Daddy" chromite deposit (as further described herein);
• the exploration and the development of the Big Daddy Project and the Koper Lake Project (each as defined below), and the costs related thereto, as well as the Corporation's expectation of periodically requiring additional funds therefor;
• exploration, development and operational plans, objectives and budgets;
• the expected strategic importance and value of the Corporation's mineral property interests outside of the Black Horse chromite deposit (as further described herein), which form part of the Koper Lake Project, and the Big Daddy chromite deposit, including expectations regarding the Corporation's participation in the development of such projects;
• the status of the mineral exploration claims and aggregate permit applications held by the Corporation's subsidiary, Canada Chrome Corporation ("CCC") along the corridor between the Ring of Fire and Nakina (the "Transportation and Utility Corridor");
• expectations regarding the consultation, assessment, approval and construction of a proposed road, railroad, tramway or other transportation system and electrification system along the Transportation and Utility Corridor and a permanent amphibious aerodrome together with an adjacent and permanent all-weather runway and heliport terminal in or near the Ring of Fire area, including the costs and timing associated therewith;
• the economic potential of the Black Horse chromite deposit, which forms part of the Koper Lake Project;
• any information (including scope, enforceability, infringement, freedom to operate, likelihood of grant (as applicable), and commercial value) relating to patents and patent applications to be used to support the commercialization of methods of production of chromium iron alloys from chromite ore, and methods of production of low carbon chromium iron alloys;
• mineral resource estimates;
• potential mineral resources;

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• the Corporation's expectations with respect to pursuing new opportunities and acquisitions and its future growth;
• estimated operating expenses; and
• the Corporation's ability to raise new funding.

With respect to forward-looking information contained in this AIF, the Corporation has made assumptions regarding, among other things:

• the sustained level of demand for ferrochrome by global integrated steel producers;
• the Corporation's ability to access sufficient funds to carry out its anticipated plans;
• the Corporation's ability to hire and retain qualified management and staff and to source adequate equipment in a timely and cost-effective manner to meet the Corporation's demands;
• the regulatory framework governing environmental matters in Ontario;
• the unlikelihood of First Nations or others asserting claims in relation to the Koper Lake Project, the Big Daddy Project or the aggregate along the Transportation and Utility Corridor;
• the Corporation's and CCC's ability to obtain the approvals required for and/or access to the proposed transportation and electrification systems along the Transportation and Utility Corridor; and
• the Ontario government and federal government's support of the development of the Ring of Fire area.

Forward-looking information contained in this AIF is subject to a number of risks and uncertainties that may cause the actual results of the Corporation to differ materially from those discussed in the forward- looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on, the Corporation.

Some of the risks that could affect the Corporation's future results and could cause results to differ materially from those expressed in the Corporation's forward-looking statements include:

• risks normally incidental to exploration and development of mineral properties;
• uncertainty of mineral resources estimates;
• uncertainties in the interpretation of drill results;
• the possibility that future exploration, development or mining results will not be consistent with expectations;
• the grade and recovery of ore varying from estimates;
• the Corporation's inability to participate in and/or develop the Corporation's property interests in respect of the Koper Lake Project and the Big Daddy Project, or outside of the Koper Lake Project or the Big Daddy Project, including CCC's interests along the Transportation and Utility Corridor;

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• the Corporation's inability to delineate additional mineral resources and delineate mineral reserves;
• the Corporation's inability to maintain its title to its assets including extending applicable anniversary dates of mineral exploration claims;
• the Corporation's inability to obtain, maintain, renew and/or extend required licenses, permits, authorizations and/or approvals from the appropriate regulatory authorities and other risks relating to the applicable regulatory framework;
• environmental damages and the cost of compliance with environmental regulations;
• environmental risks;
• adverse land claims from First Nations groups or other parties;
• lack of adequate infrastructure for access to and for development within the Ring of Fire area;
• a lack of support from the Ontario government and federal government for the development of the Ring of Fire area;
• the effect that the issuance of additional securities could have on the market price of the subordinate voting shares of the Corporation (the "Subordinate Voting Shares") and of the multiple voting shares of the Corporation (the "Multiple Voting Shares");
• capital and operating costs varying significantly from estimates;
• the Corporation's lack of history of earnings;
• the patents to be used to support the commercialization of the Corporation's chromium production related intellectual property ("Chromium IP") being challenged;
• the inability to develop and/or complete the construction of a proposed road, railroad, tramway or other transportation system and electrification system along the Transportation and Utility Corridor and a permanent amphibious aerodrome together with an adjacent and permanent all-weather runway and heliport terminal in or near the Ring of Fire area;
• slowing demand for ferrochrome products;
• adverse general market conditions;
• inflation;
• changes in exchange and interest rates;
• adverse changes in commodity prices;
• the impact of consolidation and rationalization in the steel industry;
• competition;
• the Corporation's dependence on key employees, contractors and management;

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• risk that conflicts of interest between certain directors and officers and the Corporation will limit the Corporation's ability to participate in a project or opportunity;
• the occurrence of losses, liabilities or damage not covered by KWG's insurance policies;
• the failure of KWG's co-venturers to meet their obligations;
• the Corporation's inability to exert direct influence over strategic decisions made in respect to properties that are subject to the terms of option agreements and joint ventures;
• the risk that the Corporation may become subject to legal proceedings, the resolution of which could have a material effect on its financial position, result of operations and mining and project development operations;
• risk that amendments to current laws, regulations and permits governing operations and activities of mining companies will have a material adverse impact on KWG;
• varying government entities interpreting existing tax legislation or enacting new tax legislation in a way which adversely affects the Corporation;
• intellectual property litigation; and
• those factors described under the heading "Risk Factors", below.

All of the forward-looking information provided in this AIF is qualified by these cautionary statements and readers of this AIF are cautioned not to put undue reliance on forward-looking statements due to their inherent uncertainty. Any forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Corporation disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. These forward-looking statements should not be relied upon as representing the Corporation's views as of any date subsequent to the date of this AIF.

GENERAL MATTERS

References to the Corporation

Unless otherwise indicated or the context otherwise indicates, uses of the terms "Corporation" and "KWG" in this AIF refer to KWG Resources Inc., which carries on business as The Canadian Chrome Company (The Canadian Chrome Company is an Ontario registered business style of KWG Resources Inc.).

Currency Presentation

All dollar amounts referenced, unless otherwise indicated, are expressed in Canadian dollars.

INCORPORATION BY REFERENCE

Incorporated by reference into this AIF are the following documents:

1. the consolidated financial statements (the "Annual Financial Statements") of the Corporation as at and for the year ended December 31, 2023, together with the auditors' report thereon dated April 26, 2024;

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1. the Corporation's management's discussion and analysis (the "Annual MD&A") for the year ended December 31, 2023;
2. the technical report entitled "National Instrument 43-101 Technical Report, Koper Lake Project Chromite Deposit, McFauld's Lake Area, Ontario, Canada, Porcupine Mining Division, NTS 43D16, Updated Mineral Resource Estimation Technical Report, UTM: Zone 16, 548460m E, 5842511m N, NAD 83" dated December 15, 2015 (the "Koper Lake Technical Report"); and
3. the technical report entitled "National Instrument 43-101 Technical Report, Big Daddy chromite deposit, McFaulds Lake Area, Ontario, Canada, Porcupine Mining Division, NTS43D16, Mineral Resource Estimation Revised Technical Report, UTM: Zone 16, 551333m E, 5845928m N, NAD83" dated November 12, 2014 (the "Big Daddy Technical Report").

Each of the Koper Lake Technical Report and the Big Daddy Technical Report (collectively the "Technical Reports") was prepared for the Corporation and authored by Alan Aubut, P. Geo., of Sibley Basin Group Geological Consulting Services Ltd. ("SBG"), an independent "Qualified Person" as such term is defined in National Instrument 43-101 - Standards of Disclosure for Mineral Projects ("NI 43-101").

Copies of these documents are available for review on SEDAR+ at www.sedarplus.caand the Corporation's website at www.canadachrome.com.Any statement contained in a document incorporated by reference herein is not incorporated by reference to the extent that any such statement is modified or superseded by a statement contained herein. Any such modifying or superseding statement need not state that it has modified or superseded a prior statement or include any other information set forth in the document that it modifies or supersedes.

CORPORATE STRUCTURE

The Corporation was incorporated by Letters Patent under the Mining Companies Act (Quebec) on August 21, 1937 under the name Kewagama Gold Mines (Quebec) Limited (No Personal Liability) and Supplementary Letters Patent were issued on August 20, 1973, September 5, 1980 and March 27, 1981. On November 16, 1988, the Corporation was continued under Part IA of the Companies Act (Quebec) under the name Kewagama Gold Mines (Québec) Ltd. / Les mines d'or Kewagama (Québec) ltée and, by Certificate of Amendment dated August 26, 1991, the Corporation's name changed to KWG Resources Inc.

• Ressources KWG inc. On June 15, 2016, the Corporation continued as a Federal corporation pursuant to Articles of Continuance filed under the Canada Business Corporations Act ("CBCA").

On February 14, 2017, by Certificate and Articles of Amendment, the Corporation amended its authorized capital (i) to change the classification of each of the existing common shares of the Corporation into one convertible subordinate voting share (each a "Subordinate Voting Share"), and (ii) to create an unlimited number of convertible shares to be designated as multiple voting shares (each a "Multiple Voting Share"). Three hundred (300) Subordinate Voting Shares were convertible at the option of any shareholder at any time into one (1) Multiple Voting Share. Similarly, each one (1) Multiple Voting Share was convertible at the option of any shareholder at any time into three hundred (300) Subordinate Voting Shares. At all meetings of shareholders, shareholders were entitled to cast one (1) vote for each one (1) Subordinate Voting Share and to cast three hundred (300) votes for each one (1) Multiple Voting Share.

The Corporation further amended its authorized capital, by Certificate and Articles of Amendment dated November 6, 2021, in order to change the exchange ratio between the Subordinate Voting Shares and the Multiple Voting Shares from 300:1 to 100:1 and related changes to the rights, privileges, restrictions and conditions attaching to the Subordinate Voting Shares and the Multiple Voting Shares. As a result of the completion of this amendment, one hundred (100) Subordinate Voting Shares are convertible at the option

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of any shareholder at any time into one (1) Multiple Voting Share and each one (1) Multiple Voting Share is convertible at the option of any shareholder at any time into one hundred (100) Subordinate Voting Shares. At all meetings of shareholders, shareholders are entitled to cast one (1) vote for each one (1) Subordinate Voting Share and to cast one hundred (100) votes for each one (1) Multiple Voting Share. Dividend and liquidation rights for each Multiple Voting Share are correspondingly one hundred times the dividend and liquidation rights for each one Subordinate Voting Share. The authorized capital of the Corporation was also increased to create a new class of shares, issuable in series, designated as "Preference Shares" and another new class of shares, issuable in series, designated as "Special Shares".

The registered and head office of the Corporation is located at 141 Adelaide Street West, Suite 240, Toronto, Ontario, M5H 3L5.

Subsidiaries

CCC, incorporated under the Business Corporations Act (Ontario) (the "OBCA") on February 20, 2009, is a wholly-owned subsidiary of the Corporation. Canada Chrome Mining Corporation ("CCMC"), incorporated under the CBCA on June 4, 2010 and SMD Mining Corporation incorporated under the OBCA on January 16, 2008, are also wholly-owned subsidiaries of the Corporation.

The Corporation owns 100% of the outstanding shares of Métallurgie Muketi Commandité inc./ Muketi Metallurgical, General Partner Inc. ("MMC") incorporated under the Business Corporations Act (Quebec) on April 2, 2014 and Métallurgie Muketi KWG-Commanditaire inc. / Muketi Metallurgical KWG-Limited Partner Inc. ("MKC") incorporated under the Business Corporations Act (Quebec) on April 2, 2014. MMC and MKC are the general partner and a limited partner (holding a 50% interest), respectively, of Muketi Metallurgical, L.P. ("MMLP"), a Delaware limited partnership created on April 8, 2014 which holds the Chromium IP.

1. owns 100% of the outstanding shares of Ring of Fire Transportation & Utilities Inc., incorporated under the Business Corporations Act (Ontario) on May 19, 2023.

GENERAL DEVELOPMENT OF THE BUSINESS

KWG, which carries on business in Ontario as "The Canadian Chrome Company", is an exploration stage company that is focussed on the acquisition of interests in, and the exploration, evaluation and development of, large-scale mineral deposits of chromite and other base metals and minerals. The Corporation is participating in the discovery, delineation and development of large-scale mineral deposits, including chromite deposits approximately 280 km north of Nakina, in the James Bay Lowlands of Northern Ontario, including 1,024 hectares covered by four unpatented mining claims which contain the Black Horse chromite deposit (the "Koper Lake Project") and 1,241 hectares covered by seven unpatented mining claims which contain the Big Daddy chromite deposit (the "Big Daddy Project"). These deposits are globally significant sources of chromite which may be reduced into metalized iron and chrome or refined into ferrochrome, a principal ingredient in the manufacture of stainless steel. KWG has been active in exploring the James Bay Lowlands since 1993 and discovered diamond-bearing kimberlite pipes near Attawapiskat and five pipes near the Ring of Fire area in 1994. This led to the discovery of the McFaulds Lake copper-zinc volcanogenic sulphide deposits in 2002, which precipitated a staking rush that defined the "Ring of Fire".

Bold Ventures Inc. ("Bold") entered into an option agreement with Fancamp Exploration Ltd. ("Fancamp") entitling Bold to acquire up to 100% of the Koper Lake Project. Through a subsequent option agreement (the "Option Agreement") with Bold, KWG obtained the right to acquire: (i) up to an 80% interest in respect of chromite contained in the Koper Lake Project and (ii) up to a 20% interest in respect of the non-chromite minerals contained in the Koper Lake Project. In 2016, KWG became vested in a 50%

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operator's interest in the Koper Lake Project which KWG renamed the Black Horse Joint Venture. The 50% joint venture interest included 10% thereof in respect of chromite and 40% in respect of non-chromite minerals, of which Bold (for itself and its co-participant) is the beneficial owner as KWG funded that share of exploration and development expenses as a carried interest recoverable by capital payback from future production.

Through an agreement with Fancamp, which closed on September 1, 2022, KWG acquired all of the rights, title and interests beneficially owned by Fancamp in and adjacent to the Koper Lake Project, subject to Bold's rights under the Option Agreement. For Fancamp's interest in the Koper Lake Project plus $1,500,000 in cash received by KWG from Fancamp, KWG (a) delivered to Fancamp a secured convertible promissory note (the "Secured Convertible Promissory Note") in the principal amount of $34.5 million;

1. issued to Fancamp 4,044,453 warrants to purchase Multiple Voting Shares at an exercise price of $4.6916 per share prior to September 1, 2023, at $4.4783 per share from September 1, 2023 until August 31, 2024 or at $4.2651 per share thereafter until the expiry date of September 1, 2027; and (c) granted to Fancamp a 2.0% net smelter return royalty (one-quarter of which may be purchased by KWG at any time for $5 million and the next one-quarter of which will be subject to a right of first refusal in favour of KWG) on any direct or indirect interest in the mining claims held by KWG on and after the closing date (the "Royalty").

The Corporation also has a 30% joint venture interest in the Big Daddy Project and a 100% interest in 1,033.6 hectares covered by 80 unpatented mining claims (the "Hornby Property") adjoining the southerly boundary of the Big Daddy Project, as well as interests in other mining exploration claims in northern Ontario, most of which are in the Ring of Fire area.

Through CCC, the Corporation has also staked and currently holds numerous mining claims (the "CCC Claims") in Northern Ontario along the Transportation and Utility Corridor, which is a 330 km route from the Ring of Fire area (which includes the Black Horse Project and the Big Daddy Project) to Aroland near Nakina, Ontario where there is access to existing road, railroad and electricity systems that connect to the rest of North America. The CCC Claims were staked with a view to exploring for, delineating and developing aggregate and other minerals in those claims, as well as identifying what KWG believes to be the optimal route for the development and construction of electricity transmission lines to serve the area and a proposed railway, tramway or other form of haulage system. These efforts were also undertaken to assist with Aboriginal consultations including to provide information to affected First Nations communities to help them understand the proposed projects and how those and other projects would affect the communities' asserted and established Aboriginal and treaty rights.

Following staking the CCC Claims, CCC undertook airborne surveys, drilling and other exploration activities over the CCC Claims, spending approximately $16.8 million on such activities, and, although

1. did not discover any base metal or precious metal deposits, it did identify numerous prospective deposits of aggregate at various locations within the CCC Claims along the Transportation and Utility Corridor.

In and around that time, Cliffs Chromite Far North Inc. and its affiliates ("Cliffs"), a participant in the Big Daddy and other mineral interests in the area, filed an application under the Public Lands Act (Ontario) (the "Public Lands Application") for an easement or right-of-way along much of the same route as the Transportation and Utility Corridor and over parts of the CCC Claims for the development of mines in the Ring of Fire area including the transportation of mine production to existing railroad systems in the Nakina area. Through various affiliates, Cliffs also filed applications under the Aggregate Resources Act (Ontario) for approximately 120 permits for authorization to extract aggregate from pits and quarries along the route.

1. contested the Public Lands Application seeking recognition of CCC's superior pre-emptive rights under the Mining Act (Ontario) to obtain surface rights for access over those lands, Crown lands and third

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party lands for development of mining activities. In conjunction with the foregoing, in 2012, CCC filed 32 applications under the Aggregate Resources Act (Ontario) for permits for a series of pits and quarries located in various places all along these claims from the south end near Nakina to the north end near the Ring of Fire area for the extraction of aggregate at various locations along the full length of the route to provide local sources of aggregate with minimized shipping costs for, among other uses, the development of transportation and electricity transmission facilities along the route of the Transportation and Utility Corridor.

After a series of hearings and appeals, it was ultimately determined that Cliffs had the right to apply for such an easement or right-of-way but such surface rights could only be granted with CCC's consent or, after a hearing on notice to CCC to give CCC an opportunity to oppose and/or seek terms and conditions, subject to such terms and conditions as may be ordered accordingly. Following those rulings, Cliffs did not pursue its Public Lands Application and, after CCC demanded and obtained an opportunity to review Cliffs' applications for aggregate permits, Cliffs withdrew its aggregate permit applications, leaving CCC with the CCC Claims and its 32 aggregate permit applications. Eventually, Cliffs sold its interests in the Ring of Fire area. On the other hand, KWG continues to hold interests in the Koper Lake Project and the Big Daddy Project and CCC continues to hold both mineral exploration claims along the route and CCC's 32 aggregate permit applications.

With those results, a number of principal objectives of KWG having CCC stake the CCC Claims was fulfilled - (i) to identify what KWG believes to be the optimal route for transportation and electricity transmission facilities to serve the Ring of Fire and communities of the area, (ii) to identify local sources of aggregate along the route for the development of those facilities and (iii) to ensure that CCC has the right to receive notice of and to participate in any applications for surface rights over the route. As well, the process confirmed that, with KWG holding interests in the Koper Lake Project and Big Daddy Project, KWG has the same rights as Cliffs had to make applications under the Public Lands Act (Ontario) for surface rights between its mining properties in the Ring of Fire and existing road, railroad and electricity systems in the Nakina area that connect to the rest of North America.

In addition to seeking to identify mineral and aggregate resources along the CCC Claims, a benefit of CCC holding those claims was to maintain superior surface rights under the Mining Act (Ontario) - the usefulness of which was borne out in the litigation and other forms of contests with Cliffs a decade ago as described above. However, in the intervening years, the Ontario government withdrew the area covering the CCC Claims from further staking under the Mining Act (Ontario) so no new claims could be staked in that area, although existing claims, including the CCC Claims, continued to be valid. Accordingly, even if CCC were not to hold all of those CCC Claims, no one else could stake mining claims over any part of the area, including the area covered by the aggregate permit applications, to gain such superior surface rights over those proposed pit and quarry locations covered by CCC's aggregate permit applications. Moreover, so long as CCC holds a few strategic claims along the route, CCC would have the right to receive notice of any applications by any third parties for surface rights over those strategic claims and CCC would have the opportunity to negotiate with those third parties or, through the hearing process regarding those surface rights applications, seek an order to include terms and conditions for access and other rights for CCC and KWG regarding use of the surface and extraction of the aggregate. As well, KWG continues to have the right pursuant to the Mining Act (Ontario) to apply on its own under the Public Lands Act (Ontario) for surface rights between its mining properties in the Ring of Fire and existing road, railroad and electricity transmission systems in the Nakina area that connect to the rest of North America.

For more than a decade, KWG has been advocating concepts of utilizing the CCC Claims and the transportation and utility systems like those proposed to be developed on those CCC Claims along the Transportation and Utility Corridor for the benefit of the local communities and sharing with the affected First Nations the benefits and ownership of the Ring of Fire's mineral resources. The Corporation continues

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