Minco Silver : Annual Management Discussion and Analysis

MINCO SILVER CORPORATION MANAGEMENT'S DISCUSSION AND ANALYSIS

FOR THE YEAR ENDED DECEMBER 31, 2021

This Management's Discussion and Analysis ("MD&A") of Minco Silver Corporation ("we", "our", "us", "Minco Silver" or the "Company") has been prepared by management on the basis of available information up to March 29, 2022, and should be read in conjunction with the audited consolidated financial statements and related notes for the most recent year ended December 31, 2021. The Company's consolidated financial statements have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards

Board ("IFRS").

Except as noted, all financial amounts are expressed in Canadian dollars. All references to "$" and "dollars" are to

Canadian dollars, all references to "US$" are United States dollars and all references to "RMB" are Chinese Renminbi.

Additional information regarding the Company, including the above mentioned audited financial statements for the year ended December 31, 2021 and Annual Information Form ("AIF") for the same period, which contain extensive disclosure of the history and properties of the Company, are available under the Company's profile on SEDAR atwww.sedar.com.

Refer to Note 3 of the audited consolidated financial statements for the year ended December 31, 2021 for details of the

Company's significant accounting policies.

This MD&A contains forward-looking information that is subject to risk factors set out in a cautionary note contained in the Company's MD&A. The Company's audit committee reviewed the consolidated financial statements and MD&A, and recommended approval to the Company's Board of Directors.

Minco Silver (TSX: MSV) was incorporated under the laws of British Columbia, Canada on August 20, 2004. Minco Silver is engaged in the acquisition, exploration and development of precious metals mineral properties and projects.

As at December 31, 2021, the Company had the following Chinese subsidiaries: Minco Investment Holding HK Ltd.

("Minco HK"), Minco Resource Limited ("Minco Resources"), Minco Mining (China) Co. Ltd. ("Minco China"), Guang Dong Changfu Mining Co. Ltd., ("Changfu Minco"), Tibet Minco Mining Co. Ltd. ("Tibet Minco"), and its 51% interest in Mingzhong Mining Co. Ltd. ("Mingzhong"). Changfu Minco is subject to a 10% net profit interest held by Guangdong Geological Bureau ("GGB") and the Company.

At the date of this MD&A, the Company has 61,025,083 common shares and 3,879,000 stock options outstanding.

Table of Contents

1.	Highlights for the Year	3
2.	Exploration and Project Development Activities	4
3.	Selected Annual Information and Summary of Quarterly Results	5
4.	Results of Operations	6
5.	Liquidity and Capital Resources	10
6.	Off-Balance Sheet Arrangements	11
7.	Transactions with Related Parties	11
8.	Critical Accounting Estimates and Judgments	13
9.	Significant Accounting Policies	14
10.	Financial Instruments and Fair Value Measurements	14
11.	Risks Factor and Uncertainties	16
12.	Disclosure Controls and Procedure and Internal Controls over Financial Reporting	16
13.	Cautionary Statement of Forward Looking Information	17
2

1. Highlights for the Year

During the year ended December 31, 2021:

• (a) The Exploration Permit for the Fuwan Silver Project, the Luoke-Jilinggang exploration permit, was renewed in March 2021 for five years with an expiry date of March 8, 2026.

• (b) The Note receivable from Longxin Mining Co., Ltd. ("Longxin") was due on March 31, 2021. In April 2021, Minco China entered into a legal service agreement (the "Anheli Service Agreement") with Beijing Anheli Law Firm ("Anheli") for a legal action to recover the outstanding Note principal and accrued interest.

  On May 11, 2021, the Company filed a lawsuit to the court in order to recover $11,057,243 (RMB 55,424,433) of the outstanding Note principal plus $629,085 (RMB 3,253,625) of interests accrued until April 1, 2021 at an annual interest rate of 24% for the period from January 1, 2020 to August 19, 2020 and at an interest rate of 15.4% per annum thereafter.

  On November 12, 2021, the Company received a court verdict on the lawsuit that Longxin and other related defendants shall pay the Company of aforesaid claimed amounts and incurred litigation expenses. In addition to the registered collaterals, the Company has frozen certain Longxin assets through local court enforces to secure the recovery of the outstanding Note principal and interests, etc.

  As per the terms of Service Agreement with Anheli, the Company paid $59,850 (RMB 300,000) as legal fees and is also required to pay a success fee which equals to 10% of the total principal and interests recovered by the Company from this legal action. Therefore, the Company accrued such 10% as a provision for legal fees of $1,181,871 (RMB 6,083,561) as at December 31, 2021.

  As at December 31, 2021, the amount of the outstanding Note principal was $11,057,243 (RMB 55,424,433) (December 31, 2020: $9,589,148 (RMB 49,200,000)), and the accrued interest included in the Company's receivable was $1,949,863 (RMB 9,773,693) (December 31, 2020: $283,880 (RMB 1,456,533)).

  Refer to Note 7, Note receivable, of the consolidated financial statements for the year ended December 31, 2021 and 2020 for more details.

• (c) The Company invested in certain equity through the public market using the Company's surplus cash held. The investment does not alter the Company's business focus on exploration and development of mineral properties.

  As at December 31, 2021, the fair market value of such investments was $3,694,466 (December 30, 2020: $303,603). During the year ended December 31, 2021, the Company purchased various companies' common shares and warrants with a total cost of $10,095,594 , and realized a gain of $1,512,962 from disposal of certain investments (with disposal proceeds of $8,500,220 and purchase costs of $6,987,258).

  During the year ended December 31, 2021, the Company also invested $19,251,870 (RMB 96,500,000) in floating return wealth management product ("WMPs") without principal protection issued by China Merchant Bank. $5,486,284 (RMB 27,500,000) can be redeemed at any time, and $13,765,586 (RMB 69,000,000) can be redeemed at six months or seven months open period from the date the Company initially invested. As at December 31, 2021, the fair market value of WMPs was $19,438,062.

  As at December 31, 2021, the Company also recorded an unrealized gain of $468,719 as a result of fair market value changes.

• (d) During the year ended December 31, 2021, the Company recorded an interest and dividend income of $3,189,903, of which $358,185 was received.

• (e) The Company has a lease agreement with the Company's CEO for an office located in Beijing, China. The lease started on April 1, 2019 and ended on August 31, 2021. During the year ended December 31, 2021, the lease term was extended to August 31, 2026.

• (f) During the year ended December 31, 2021, the Company continued its focus on the acquisition of advanced high-quality mineral projects around the world with merit for exploration and development. The Company searched and evaluated certain potential mineral properties in North America, South America, Europe and Africa. The COVID-19 travel restriction limited certain onsite visiting for such evaluation and investigation.

Subsequent to the year ended December 31, 2021, the Company further purchased additional equities from the public market for a total cost of $172,524, and realized a gain of $431,096 from disposal of certain investments (with proceeds of $1,015,408 and purchase costs of $584,312).

2. 2.1

Exploration and Project Development Activities Impairment

In the past, the Company experienced significant delays in the renewal of exploration permits of both the Fuwan Silver Deposit and Changkeng Gold Project. As a result, during 2019, the Company impaired $60,246,258 of exploration and evaluation costs incurred in the Fuwan Silver Project and Changkeng Gold Project.

Although the Company fully impaired the Fuwan Silver project and Changkeng Gold project, the renewal applications for the exploration permits were still on-going. In late 2020, the renewal for the Changkeng Gold Project exploration permit was obtained. In early March 2021, the Company received the new exploration permit on the Fuwan Silver Project for five years with an expiry date of March 8, 2026. With both exploration permits were renewed, the Company continued its permitting to obtain a mining license on its Changkeng Gold Project and Fuwan Silver Projects.

A value in use calculation is not applicable as the Company does not have any expected cash flows from using these mineral properties at this stage of operations. In estimating the fair value less cost of disposal, management did not have observable or unobservable inputs to estimate the recoverable amount greater than $Nil. As this valuation technique requires management's judgment and estimates of the recoverable amount, it is classified within Level 3 of the fair value hierarchy.

2.2

Disclosure of Technical Information

The Fuwan Silver Project and the Changkeng Gold Project is located in a major part of the northeast-trending Fuwan silver belt which hosts the known gold and silver occurrences in the Sanzhou basin. Technical information or other scientific information of the Fuwan Silver Project are disclosed in two Technical Reports, which are available on the

System for Electronic Document Analysis and Retrieval ("SEDAR") atwww.sedar.com under the Company's profile or on the Company's website atwww.mincosilver.com.

The following is a summary:

A National Instrument 43-101 ("NI 43-101") compliant technical report entitled "Technical Report and Updated

Resource Estimate on the Fuwan Property Guangdong Province, China", dated January 25, 2008, was prepared by Eugene Puritch, P. Eng. Ontario, Tracy Armstrong, P. Geo Ontario, and Antoine Yassa, P.Geo. Québec. This technical report includes relevant information regarding the data, data validation and the assumptions, parameters, and methods of the mineral resource estimates on the Fuwan Silver Project.

A NI 43-101 compliant technical report entitled "Fuwan Silver Project Feasibility Study Technical Report" effective date

September 1, 2009 (the "Feasibility Study") was prepared by John Huang, P.Eng., S. Byron V. Stewart, P.Eng.,

Aleksandar Živković, P.Eng. and Scott Cowie, B. Eng, MAusIMM, and Eugene Puritch, P.Eng.. These preparers are qualified persons for NI 43-101. This technical report includes relevant information regarding the data, data validation and the assumptions, parameters and methods used in determining the ore reserves on the Fuwan Silver Project.

The Company acquired Changkeng Gold Project from Minco Capital Corp. ("Minco Capital") on July 31, 2015.

Technical Information of the Changkeng Gold Project is available from the NI 43-101 technical report prepared for Minco Capital entitled "Technical Report and Updated Resource Estimate on the Changkeng Gold Project Guangdong Province, China", dated effective February 21, 2009 and prepared by Tracy Armstrong, P. Geo Ontario, Eugene Puritch, P. Eng. Ontario and Antoine Yassa, P.Geo. Québec who are qualified persons for the purposes of NI 43-101. This technical report includes relevant information regarding the data, data validation and the assumptions, parameters, and methods of the mineral resource estimates on the Changkeng Gold Project and is available atwww.sedar.ca under the profile of Minco Capital.

The Company has not updated the three technical reports or feasibility studies mentioned above since their initial publication. Readers are cautioned not to rely on the above-mentioned technical reports / feasibility study for the assessment of the prospect of the Fuwan Silver Project and Changkeng Gold Project, and for the accuracy of certainnumbers, including the mineral resources estimates, capital cost, development cost, preproduction cost and operating cost presented in this MD&A, which have been derived from the above-mentioned technical reports.

All other disclosure of a scientific or technical nature in this MD&A was reviewed and approved by Wan Fang, a Member of the Association of Professional Engineers and Geoscientists of Ontario (P. Geo) and a "qualified person", as such term is defined in NI 43-101.

The Company is evaluating the Fuwan Project and the Changkeng Project for further exploration and development or for sale.

2.3

Fuwan Silver Project

The Company, through Changfu Minco, has Luoke-Jilinggang Permit on the Fuwan area covering a total area of 21.75 mk2 located in Gaoming County approximately 45 km southwest of Guangzhou, the fourth largest city in China and the capital city of Guangdong Province.

The Luoke- Jilinggang Permit was renewed in early March 2021 for five years with an expiry date of March 8, 2026.

2.4 Changkeng Gold Project

The Changkeng Gold Project is adjoined to the Fuwan Silver Project and situated close to well-established water, power, and transportation infrastructure. The Company has 51% interest in the Changkeng Project through its subsidiary Mingzhong, which is a cooperative joint-venture established with three Chinese partners.

The Changkeng exploration permit expires on November 21, 2022. The Company plans to renew the exploration permit before the expiration date.

2.5

Property investigation and permitting expenses

During 2019, the Company impaired $60 million of capitalized exploration and evaluation costs incurred on the Fuwan Silver Project and Changkeng Gold Project as a result of the delay and uncertainty in the renewal of exploration permits. Since then, the Company has expensed all permitting, exploration and evaluation costs until further review on the potential of the projects.

During the year ended December 31, 2021 the Company expensed $862,327 (2020 - $1,122,770) of consulting, travel, salary, consulting, insurance, permitting and general administration related to the property investigation and permitting expenses.

3.

Selected Annual Information and Summary of Quarterly Results

3.1

Selected Annual Information

2021	2020	2019
Revenue	$ -	$ -	$ -
Net loss	(1,571,997)	(1,210,050)	(60,546,222)
Loss per share (basic and diluted)	(0.03)	(0.02)	(1.00)
Total assets	48,790,394	47,149,659	46,317,608
Total long-term financial liabilities	566,988	45,547	214,053
Cash dividends	-	-	-

Total assets increased by $1.7 million to $48.8 million as at December 31, 2021 compared to $47.1 million as at December 31, 2020 mainly due to $2.0 million of the realized and unrealized gain on financial assets at fair value through profit or loss, $3.19 million of the interest and dividend income, which offset the operating expenses and $2.6 million decreased carrying value of equity investment in Hempnova.

Total assets increased by $832,051 to $47.2 million as at December 31, 2020 compared to $46 million as at December 31, 2019 mainly due to the realized and unrealized gain on investment, interest income from the note receivable, and the appreciation of the USD and RMB against the Canadian dollar during the year, which offset the operating expenses that increased in 2020.