Japan Gold : MD&A - September 30, 2021

MANAGEMENT'S DISCUSSION AND ANALYSIS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2021 AND 2020

(Unaudited - Expressed in Canadian dollars)

JAPAN GOLD CORP.

Management's Discussion and Analysis

For the nine months ended September 30, 2021 and 2020

This Management's Discussion and Analysis ("MD&A"), prepared as of November 26, 2021, should be read in conjunction with the unaudited condensed consolidated interim financial statements of Japan Gold Corp. ("Japan Gold" or the "Company") for the period ended September 30, 2021 and the notes thereto, which have been prepared in accordance with International Financial Reporting Standards ("IFRS"). All amounts are stated in Canadian dollars unless otherwise indicated.

Statements in this MD&A that are not historical facts are "forward-looking statements" that are subject to risk factors set out in a cautionary note contained herein. Readers are cautioned not to put undue reliance on forward-looking statements.

HIGHLIGHTS FOR THE THREE AND NINE MONTH PERIOD ENDED SEPTEMBER 30, 2021 AND THE SUBSEQUENT PERIOD UP TO NOVEMBER 26, 2021

• Subsequent to the nine-month period ended September 30, 2021, the Company received additional funding of $1,880,529 (US$1,475,967) from Barrick Gold Corporation ("Barrick") for work within the Barrick Alliance.
• On October 25, 2021, the Company announced the appointment of three independent directors (Ian Burney, Michael Carrick and Tanneke Heersche) to the Japan Gold Board of Directors
• During the period ended September 30, 2021, the Company completed the first drill holes (828.3m) at its Ryuo Mine prospect within the Ikutahara Project in the Kitami Region of northeast Hokkaido, Japan. Results of the first drill holes were announced on the September 14, 2021 press release.
• On July 8, 2021, the Company closed a C$17 million non-brokered private placement of 48,571,429 shares of the Company at a price of C$0.35 per Share.
• On August 4, 2021, the Company announced acceptance by the Japanese Ministry of Economy, Trade and Industry ("METI") of 51 new prospecting rights applications covering approximately 145 sq km around its Barrick Alliance Togi Project, on the Noto Peninsula of Honshu Island.
• On April 22, 2021, the Company announced high-grade gold assays from surface sampling at its Barrick Alliance, Togi Project, on the Noto Peninsula of Honshu Island.
• On November 4, 2021, METI converted the 22 applications covering the Mizobe project to Prospecting Rights.

COMPANY OVERVIEW

Japan Gold (TSX-V: JG) (OTCQB: JGLDF) is a Canadian mineral exploration company focused solely on gold exploration

across the three largest islands of Japan: Hokkaido, Honshu and Kyushu. The Company has a country-wide alliance with Barrick Gold Corporation ("Barrick" or the "Barrick Alliance") to jointly explore, develop and mine certain gold mineral properties and mining projects. The Company holds a portfolio of 31 gold projects which cover areas with known gold occurrences, a history of mining and are prospective for high-grade epithermal gold mineralization. Japan Gold's leadership team has decades of resource industry and business experience, and the Company has recruited geologists and technical advisors with experience exploring and operating in Japan.

On July 8, 2021, the Company issued a total of 48,571,429 shares in a non-brokered private placement at a price of $0.35 per share for gross proceeds of $17,000,000. The Company paid a total of $1,023,792 in cash finders' fee and other professional costs and issued a total of 2,887,679 compensation warrants in connection with the private placement. The compensation warrants are exercisable at $0.35 per share for a period of 12 months from the date of closing (expiry date of July 8, 2022). The fair value of these warrants was determined to be $249,501 using the Black-Scholes pricing model

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JAPAN GOLD CORP.

Management's Discussion and Analysis

For the nine months ended September 30, 2021 and 2020

On February 24, 2020, the Company announced a country-wide alliance with Barrick and acquired six new projects in the Southern Kyushu Epithermal Gold Province. The Barrick Alliance covers the entire country of Japan including 29 out of 31 projects currently held by Japan Gold. The Barrick Alliance does not include the Ikutahara Project in Hokkaido or the Ohra- Takamine Project in Kyushu and Japan Gold will continue to advance these two projects independently. Barrick will sole fund a 2-year Initial Evaluation Phase of each project. Barrick will sole fund a subsequent 3-year Second Evaluation Phase on projects which meet the Barrick criteria. Japan Gold will act as the Manager of each project, subject to Barrick's right at any time to become the Manager of a project. Barrick may identify a project as a Designated Project at any time during the Initial Evaluation Phase or the Second Evaluation Phase and elect to sole fund to completion of a pre-feasibility study ("PFS"). Upon completion of a PFS, Barrick will earn a 51% interest in the Designated Project. Barrick may elect to continue to sole fund a Designated Project following the completion of a PFS to a bankable feasibility study ("BFS"). Barrick's interest in the Designated Project at the completion of the BFS will increase to 75%. Where Barrick has elected to sole fund a Designated Project through to completion of a BFS, Japan Gold will be fully carried through completion of the BFS and retain a 25% interest in the Designated Project. On February 23, 2021, a USD$4 million budget solely funded by Barrick was approved for the second year of the Initial Evaluation Phase regional program. During the nine-month period ended September 30, 2021, Barrick paid $2,537,878 (US$2,022,536) (September 30, 2020 - $2,001,629 (US$1,426,271)) to the Company as partial funding for the Initial Evaluation Phase and US$2,590,547 was incurred on the projects covered under the Barrick Alliance.

In 2018, the Company completed a private placement including certain strategic investors, such as Newmont Corporation. ("Newmont"), RCF Opportunities Fund L.P ("RCF") and Southern Arc Minerals Inc ("Southern Arc"). Under the Newmont Investor Rights Agreement, Newmont has the right to maintain its pro rata ownership percentage of the Company during future financings to maintain or increase its equity ownership interest in the Company to a maximum of 19.9% of the issued and outstanding shares of the Company on a partially diluted basis. The Company, along with Newmont, formed a Technical Committee to oversee and spend the proceeds on exploration activities only in Ikutahara and Ohra-Takamine to be identified by the Technical Committee.

The Company is evaluating and exploring its extensive property portfolio in Japan and will continue drilling at high priority prospects throughout 2021.

Japan is considered one of the most stable and corruption-free jurisdictions in the world. The mining regulatory framework is well established and transparent with appropriate access to government officials and a comprehensive support program to facilitate stakeholder consultation. The Company deliberately selected project areas in sparsely populated areas with a history of mining and has received strong local support.

In March 2020, the novel coronavirus outbreak ("COVID-19") was declared a pandemic by the World Health Organization. The situation is dynamic and the ultimate duration and magnitude of the impact on the economy and the Company's business are not known at this time. These impacts could include an impact on the Company's ability to obtain debt and equity financing to fund ongoing exploration activities as well as its ability to explore and conduct business.

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JAPAN GOLD CORP.

Management's Discussion and Analysis

For the nine months ended September 30, 2021 and 2020

FINANCIAL SNAPSHOT
	September 30, 2021	December 31, 2020	December 31, 2019
Total assets	$ 33,091,277	$ 20,656,488	$ 14,063,143
Working capital (1)	13,835,511	2,623,106	1,060,690
Net loss	(2,288,749)	(3,713,672)	(4,392,793)
Comprehensive loss	(3,580,371)	(3,379,111)	(4,719,728)

1. Working capital is defined as current assets less current liabilities

At the date of this MD&A, the Company has working capital of approximately $13 million. The working capital includes approximately $1,100,000 of restricted cash representing amounts funded by Barrick in excess of amounts paid for exploration and evaluation expenditures.

PROPERTY REVIEW AND OUTLOOK

When the Japan Mining Act was amended in 2012 for the first time allowing foreign mineral companies the ability to hold exploration and mining permits, Japan Gold began reviewing Japan's extensive geoscientific database and historical gold production data to pinpoint areas with good exploration potential. By September 2016 at the commencement of field activities, the Company had applied for 38 prospecting rights in northern Hokkaido targeting high-grade epithermal gold deposits and another 42 prospecting rights throughout Hokkaido and northern Honshu targeting areas of gold-bearing advanced argillic alteration lithocaps, which could indicate the presence of a porphyry mineralized environment. These initial prospecting rights applications totaled 27,153 hectares over the eight separate projects.

Having prospecting rights applications accepted by Ministry of Economy, Trade and Industry ("METI"), reserves the land for Japan Gold and allows for active surface exploration programs such as mapping, surface sampling and geophysics. Granting of Prospecting Rights by the METI allows for more advanced forms of exploration, such as drilling. As of the date of this MD&A report the Company holds priority over 31 projects, for a total of 212,482.2 hectares, a total of 693 prospecting rights license applications accepted by METI, 173 of these have been granted as prospecting rights licenses, and agreement in place to acquire 3 mining licenses across the three main islands of Japan.

The following is a breakdown of the 173 granted Prospecting Rights:

• 38 Prospecting Rights have been granted at the Ikutahara Project (13,286 hectares)
• 11 Prospecting Rights at the Ohra-Takamine Project (3,705 hectares)
• 4 Prospecting Rights at the Tobaru Project (1,347 hectares)
• 12 Prospecting Rights at the Kamitsue Project (4,069 hectares)
• 9 Prospecting Rights at the Aibetsu Project (2,916 hectares)
• 26 Prospecting Rights at the Ebino Project
• 51 Prospecting Rights at the Togi Project
• 22 Prospecting Rights at the Mizobe Project

The following is a summary of work completed to date by the Company:

Ikutahara Project

The 20,513-hectare Ikutahara Project (which includes 13,286 hectares of prospecting rights and 7,227 hectares of prospecting rights application) is the Company's most advanced project. Located 20 km southeast of the historic Konamai mine in north Hokkaido, the Ikutahara Project is underlain by prospective Miocene-Pliocene age volcano-sedimentary rocks and older meta- sedimentary basement rocks and hosts 17 historic gold mines and workings. This includes the Kitano-o mine (1924-43) which is reported to have produced 96,450 ounces of gold from mining of gold-bearing eluvium associated with sinter deposits and sub-sinter epithermal veins.

Preliminary field work in Q4 2016 comprised regional drainage sampling and semi-detailed prospecting over historical gold- silver mine workings. This included prospecting, geological mapping, collecting stream sediment and Bulk Leach Extractable Gold ("BLEG") drainage samples, along with rock float and outcrop sampling. Stream sediment and BLEG sampling are used to highlight gold dispersion and multi-element pathfinder signatures of gold-bearing quartz vein systems and potential

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JAPAN GOLD CORP.

Management's Discussion and Analysis

For the nine months ended September 30, 2021 and 2020

mineralized extensions. Historical data compilation and detailed mapping of two advanced Ikutahara prospects, which are the areas surrounding the historic Ryuo gold-silver mine and Akebono gold-silver workings were also completed.

Extensive gold, arsenic, antimony and mercury drainage anomalies were recorded throughout the project and contrast the differing levels of erosion of the epithermal vein systems throughout the project. Results from rock sampling done concurrently with the drainage survey supported these multi-element anomalies. Subsequent 2017 follow-up evaluation field programs (semi- detailed to detailed geologic mapping, geochemical rock sampling, spectral alteration studies and field reviews by Company consultants) was undertaken over ranked drainage anomalies and historical mine workings with the aim of establishing multiple drill targets.

During November-December 2017 scout drilling at the Akebono prospect targeting known and possible extensions of high- grade shoots in the Akebono vein system were suspended due to abnormally severe winter conditions. Three drill holes totaling 333.6m were completed using Company-owned,man-portable diamond core drill rigs operated by Sumiko Resources Exploration & Development Co., Ltd., (SRED). The rationale for acquisition of two PMC400 drill rigs and one PMC700 drill rig was that it was considered it would give the Company independence and flexibility on the timing and execution of its drill programs.

Results from the initial scout drilling program support the presence of high-grade gold shoots in the Akebono vein system previously indicated by historic sampling of underground workings. The Akebono program was a successful testing ground for the Company's operations in Japan, having worked through first-mover challenges of permitting, administration, and advancing the field activities to drilling.

Continued surface prospecting and mapping in Q1-Q3 2018 over the historic Kitano-o Gold District (Kitano-o, Ikutahara, Showa mines and the Sakinzawa workings) highlighted the presence of high-grade gold mineralization in grab samples taken from historic mine dumps and workings. Geological and alteration mapping and geochemical sampling is used to develop an understanding of the controls on epithermal gold-vein mineralization. New prospect areas Toge Ridge and Asada Ridge were identified through these prospecting activities and geological modeling. Applications for planned drill programs within designated Protected Forest of which the majority of prospect areas lie within were initiated mid-2018 by the Company's permitting team.

Surface prospecting of the Kitano-o Gold District continued throughout 2019 with ridge and spur composite soil sampling, geological mapping & rock sampling, along with spectral alteration mapping undertaken over the Sakinzawa, Toge Hill, Asada Ridge and northern extensions of the latter two. To enhance geological modeling and refine drill targeting grid-based resistivity surveys (CSAMT & AMT techniques) were completed over the main Kitano-o and Ryuo prospect in Q4 2019. Similar prospect- scale gravity surveys were completed over the same prospect areas, along with the Toge Hill and Asada Ridge areas in Q3/Q4 2019.

Following the issuing of relevant permits in July 2019 the Company commenced Phase 1 drilling at the Kitano-o prospect. Six holes aggregating 2,387 m were drilled to test the western and central portions of the inferred 3 km mineralized zone of epithermal gold-silver veins beneath the historic Kitano-o Mine surface workings.

Drill results when combined with surface geochemistry, CSAMT and gravity geophysics data, suggest that the eastern part of the prospect is where a large epithermal system developed at depth, whereas the drilled western area is more likely to be the lateral outflow zone.

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