Announcement PDF Management Discussion & Analysis for the year ended October 31, 2025 The following discussion and analysis of the financial position and results of operations and comprehensive loss for Mont Royal Resources Limited. (the “Company” or “Mont Royal”) should be read in conjunction with the audited financial statements for the year ended October 31, 2025, which are prepared using accounting policies consistent with IFRS Accounting Standards (“IFRS”) and International Accounting Standards as issued by the International Accounting Standards Board (“IASB”) and Interpretations (collectively, “IFRS Accounting Standards”). All financial figures presented herein are expressed in Australian dollars (AUD$) unless otherwise specified. CHANGE IN PRESENTATION CURRENCY Commerce has had a CAD functional currency and previously reported in CAD. During the year, following the transaction with Mont Royal Resources Limited, the Group voluntarily changed its presentation currency from Canadian Dollars (CAD) to Australian Dollars (AUD) in accordance with AASB 108 Accounting Policies, Changes in Accounting Estimates and Errors. This financial report for the year ended 31 October 2025 is the first financial report with results presented in AUD. All comparative financial information for the 31 October 2024 consolidated financial report, previously reported in Canadian dollars and the consolidated statement of financial position at the beginning of the comparative period, has been amended into AUD using the procedures outlined below: • The consolidated statement of profit or loss and other comprehensive income and consolidated statement of cash flows have been translated to AUD using average exchange rates for the year, being CAD/AUD exchange rate of 0.9015 for the comparative year ended 31 October 2025; • Assets and liabilities in the consolidated statement of financial position have been translated to AUD using the exchange rates as at the relevant balance dates being CAD/AUD exchange rate of 0.9134 and 0.8791 as at 31 October 2024 and 1 November 2023 respectively; • The equity section of the consolidated statement of financial position has been translated into AUD using historical exchange rates; and • All disclosures, including loss per share disclosures, have also been amended to AUD. The effective date of this report is March 12, 2026. All figures for the year ended 31 October 2025 and 31 October 2024 in the below Management Discussion & Analysis have been presented in Australian Dollars unless otherwise stated. - 2 - NATURE OF BUSINESS Mont Royal is a mineral exploration and development company, dual-listed on the Australian Securities Exchange (“ASX”) and the TSX Venture Exchange ("TSXV"), trading under the symbol "MRZ". The Company’s primary focus is on rare earth elements (“REE”), and its principal assets are the Ashram Rare Earth & Fluorspar Project, the Eldor Niobium Project, and the Northern Lights Project in Quebec. The technical information included in this Management Discussion & Analysis (“MD&A”), unless otherwise stated, has been reviewed by Marie-Pier Boivin, M.Sc., P. Geo., Ms. Boivin is a Qualified Person under National Instrument 43-101 (“NI 43-101”). The total issued and outstanding shares of the Company total 192,493,084 as at October 31, 2025 and 192,493,084 as of the date of this report. CORPORATE UPDATES On October 22, 2025, Mont Royal announced the successful completion of the merger with Commerce Resources by way of a Canadian statutory plan of arrangement, with Mont Royal acquiring 100% of the issued and outstanding common shares of Commerce. The merger establishes Mont Royal as a leading player in the critical minerals company with a core focus on the 100%-owned Ashram Rare Earth and Fluorspar Deposit in Québec, Canada – one of the largest monazite-mineralized carbonatite-hosted REE deposits in North America. Concurrently, Mont Royal has completed a strongly supported A$10 million capital raising, ensuring the merged entity is well funded to progress development activities and strategic engagement to advance the Ashram Project. Mont Royal has also completed a share consolidation on a 0.2195-for-1 basis, with all options adjusted as per Listing Rule 7.22. On November 5, 2025, Mont Royal re-commenced trading on the ASX and TSXV under the ticker symbol “MRZ” on following completion of the merger with Commerce, ensuring strong market access for investors in both Australia and North America. EXPLORATION AND DEVELOPMENT ACTIVITIES At the heart of our portfolio is the Ashram Rare Earth & Fluorspar Project, one of the largest monazite- mineralised, carbonatite-hosted rare earth deposits in North America, located in the Nunavik region of Québec. The portfolio also includes the Eldor Niobium Project, located immediately adjacent to Ashram, and the Northern Lights Lithium Project, located in the world-class James Bay region of Québec, creating a diversified platform aligned the global clean energy transition. - 3 - Figure 1: Ashram REE & Fluorspar Project location and location of Northern Lights Project. ELDOR PROPERTY The Eldor Property is situated in northern Quebec approximately 130 km south of the town of Kuujjuaq. The Property is 100%-owned by the Company and is composed of 244 claims comprising approximately 11,475 hectares, including the Ashram Rare Earth and Fluorspar Deposit (“Ashram Deposit”). Exploration expenditures during the three months ended October 31, 2025 totalled $157,930. The Ashram Deposit remains open to the north, south, and at depth. The deposit’s mineralized footprint is approximately 700 m along strike, over 350 m across, and 600 m deep. ASHRAM RARE EARTH DEPOSIT PEA STUDY The Company announced the restart of the PEA study on the 31st October 2025with the appointment of Altris Engineering as the study lead on the Ashram REE and Fluorspar Project. They will first focus on the Gap analysis to identify key areas required to close out the previous PEA. FLOTATION TEST WORK OPTIMISATION PROGRAM Mont Royal also recommenced metallurgical flotation test work on the Ashram project. Auralia Metallurgy, in Australia, received bulk samples of mineralised material in December 2025. This work is to build on the previous results achieved by SGS Lakefield campaign which provided high-grade rare earth mineral concentrate of 36% REO. The program will further evaluate the potential to produce a commercial fluorspar (CaF2) concentrate and incorporate this potential high-value by-product opportunity into the Stage 1 flowsheet. It will also produce additional concentrate both for further Hydromet test work optimisation and to undertake test work utilising new and alternative processing technology groups. On November 14, 2024, the Company announced it produced High-Grade Rare Earth Mineral Concentrate (36% REO) at Strong Recovery in Flotation Locked-Cycle Testing. The locked-cycle test (“LCT”) program was completed on the Ashram Deposit’s simplified flotation-only beneficiation flowsheet (see news release dated March 4, 2024) and has demonstrated improved grade and recovery compared to the prior - 4 - bench-scale test program. Monazite-dominant rare earth mineral concentrates grading 35.8 to 36.8% REO at 65 to 68% overall recovery were achieved through the LCT test work on the flotation-only beneficiation flowsheet. The locked-cycle test was carried out by SGS Canada at their Lakefield, ON, facility and utilized bulk sample material (~2.1% REO head grade) collected from an outcrop of the Ashram Deposit. On March 4, 2024, the Company announced a significant simplification and optimization of the Ashram Deposit's front-end mineral processing flowsheet, whereby 30 to 35+% REO monazite mineral concentrates at strong recovery (between 60-70%) are produced using only flotation. This test work has been completed at bench scale, is demonstrated repeatable, and has been scaled up successfully from ~1 kg to 10 kg floats using conventional mechanical flotation cells. In addition to the mineral processing developments, a streamlined hydrometallurgical flowsheet has also been developed and demonstrated at bench scale for the downstream processing of the monazite flotation concentrates. MINERAL RESOURCE ESTIMATE On May 22, 2024, the Company announced an updated mineral resource estimate (“MRE”) for the Ashram Rare Earth and Fluorspar Deposit. The updated MRE firmly establishes Ashram as a globally significant rare earth element deposit, and one of the largest monazite-mineralized carbonatite REE deposits in the world: 73.2 Mt at 1.89% TREO and 6.6% CaF2 (indicated), and 131.1 Mt at 1.91% TREO and 4.0% CaF2 (inferred), at a cut-off of $287 Net Metal Return (NMR) per tonne with an Effective Date of April 4, 2024. Mineral resources are not mineral reserves as they do not have demonstrated economic viability. The Ashram MRE demonstrates very high NdPr distributions (i.e., percent of neodymium plus praseodymium oxide of the TREO) for a carbonatite hosted deposit at 21.2% NdPr (indicated) and 21.4% NdPr (inferred), exceeding that of several active global producers. ELDOR NIOBIUM PROJECT On December 16, 2024, the Company announced the final set of drill results from the 2024 campaign that confirms the significance of the niobium discovery at Mallard with new results, including 24 m of 0.91% Nb2O5 within a wider interval of 45.5 m at 0.65% Nb2O5 (EC24-232). EC24-225 tested the most southeastern part of the magnetic high anomaly that defines the core of the Mallard Prospect and intercepted several well mineralized horizons (16.8 m at 0.60% Nb2O5, 11.0 m at 0.67% Nb2O5, 16.0 m at 0.62% Nb2O5), with mineralization open in multiple directions. Drill holes completed during the program targeting the Mallard, Spoke, Northwest, Moira, Knox, and Loon prospects. Each target except Loon intercepted significant niobium mineralization. On October 29, 2024, the Company announced the discovery of the Knox niobium Prospect by drilling 69.4 m of 0.61% Nb2O5 and extends mineralization at the Miranna Prospect, Eldor Property, Quebec. Inaugural drilling at the previously untested geophysical anomaly referred to as the “Knox Prospect” or “Knox”, has identified substantial high-grade intercepts of niobium, including 69.4 m at 0.61% Nb2O5 within a wider interval of 96.5 m at 0.51% Nb2O5 (EC24-220). Further to the new discovery made at the Knox Prospect, follow-up drill testing at the Miranna Prospect delivered the best niobium-mineralized intercepts to-date for this prospect, factoring both grade and length of drill hole intercepts – 65.7 m at 0.53% Nb2O5, including 35.7 m at 0.67% Nb2O5 (EC24-215). On October 10, 2024, the Company announced results of the first set of drill holes of the 2024 program with the most significant intercept being 122.5 m at 0.62% Nb2O5 (EC24-208) at the Mallard Prospect, Eldor Property, Quebec. The drill hole successfully demonstrated the down-dip continuity of niobium- enrichment within carbonatite intersected at Mallard. Two (2) holes drilled at the Spoke Target (EC24-212 and EC24-213) returned promising results with niobium-mineralized intercepts, including an interval of - 5 - 27.5 m at 0.60% Nb2O5 (EC24-212) and two intervals in EC24-213 of 17.9 m at 0.66% Nb2O5 in addition to a wider interval of 21.3 m at 0.60% Nb2O5. On May 29, 2024, the Company announced that planning was underway for a diamond drill program at the Eldor Property, targeting further delineation of niobium (± tantalum and phosphate) mineralization at the Mallard Prospect, and continued exploration at the Miranna Prospect. A total of twenty (20) to thirty (30) NQ-size drill holes, for a minimum of 7,500 m, are planned for the program. On November 1, 2023, the Company announced it had produced an additional 0.6 kg of mixed rare earth carbonate with an NdPr distribution of 20.5% and TbDy distribution of 0.89%. The sample met typical market specifications and 0.5 kg of the sample was shipped to a well-established downstream processor located outside of China. - 6 - SELECTED ANNUAL INFORMATION The following is a summary of the financial data of the Company for the last completed fiscal year ends and are derived from the audited annual financial statements of the Company: FISCAL YEAR ENDED OCTOBER 31 2025 2024 $ $ Total Revenues Nil Nil Net loss after income tax (6,556,423) (31,836,582) Total comprehensive loss (6,632,516) (34,710,705) Net loss (per share, basic and diluted) (5.96) (34.36) Total assets 73,811,172 59,930,597 Total long-term financial liabilities 17,647 62,058 Cash dividend declared per share Nil Nil The Company has recorded losses in each of its three most recently completed fiscal years and expects to continue to record losses until such time as an economic resource is identified, developed, and brought into profitable commercial operation on one or more of the Company’s properties or otherwise disposed of at a profit. The loss for the year ended October 31, 2025, was lower than the year ended October 31, 2024, because of the loss on sale of Blue River Property of $31,636,648 ($Nil in 2025). DESCRIPTION AS AT OCTOBER 31, 2025 AS AT OCTOBER 31, 2024 $ $ Cash and cash equivalents (a) 10,165,403 2,722,449 Total assets (a) 73,811,172 59,899,923 Total liabilities (b) 4,683,814 1,794,213 (a) The variations in total assets and cash and cash equivalents are mostly related to normal activities of the Company during the period that are mainly expensed as related to the merger with Commerce, and the payment of accounts payable. A financing was also closed for a total of $10M on October 21, 2025. The merger with Commerce increased the net assets of $3.5M. (b) The increase in the liabilities is mostly due to payables whose payment has been deferred to the beginning of 2026 financial year-end following the October 2025 financing. YEAR ENDED OCTOBER 31, 2025 AND 2024 DESCRIPTION YEAR ENDED OCT 31, 2025 YEAR ENDED OCT 31, 2024 $ $ Net loss after income tax 6,556,423 31,836,582 Total comprehensive loss 6,632,516 34,710,705 Basic and diluted loss per share 5.96 34.36 - 7 - During the year ended October 31, 2025, and 2024, the significant variations included in Net loss were the following: YEAR ENDED OCT 31, 2025 YEAR ENDED OCT 31, 2024 $ $ Corporate expenses (i) 3,027,508 661,060 Employee benefits expense (ii) 1,156,862 589,994 Finance costs (iii) 417,003 13,904 Listing expenses (i) 246,639 - Loss on sale of Blue River Property (iv) - 31,636,648 Share-based payment expense (v) 583,256 - Foreign currency translation (vi) 76,093 2,874,123 (i) The increase in the corporate expense and the listing expenses is related to the acquisition of Commerce Resources Corp closed in October 2025. (ii) The employee benefits expense was higher for the period ended October 31, 2025 as is includes a severance payment. (iii) The finance costs are related to the convertible notes that were converted in shares concurrently to the acquisition of Commerce Resources Corp. (iv) The loss on the sale of Blue River property was lower in 2024 as this is a non-recurring event. (v) The share-based payment expense is related to the vesting of PSU’s and performance rights issued as well as there were none in 2025. (vi) The foreign currency translation depends on the foreign exchange rate as at October 31, 2025 and the average rate for the period. SUMMARY OF QUARTERLY RESULTS The following is a summary of the results from the eight previously completed financial quarters: October 31, 20251 July 31, 20252 April 30, 20252 January 31, 20252 Revenues Nil Nil Nil Nil Net income (loss) (2,931,371) (1, 164,219) (1,166,016) (984,784) Basic and diluted net income (loss) (per share) (2.54) 0.01 0.00 0.00 October 31, 20242 July 31, 20242 April 30, 20242 January 31, 20242 Revenues Nil Nil Nil Nil Net income (loss) 220,567 (28,302,079) (344,654) (274,207) Basic and diluted net income (loss) (per share) 0.00 (0.16) (0.00) (0.01) 1 Refer to Change in presentation currency note on p1 for further details. This figure is presented in Australian dollars given the change in presentation currency during the financial year. 2 These quarters are as previously reported, in Canadian dollars. - 8 - Over the course of the Company’s previously completed eight quarters, the Company’s net loss has remained at a consistent level, with the exception of the share-based payments expense recorded during the quarters ended April 30, 2025 and July 31, 2025, the impairment of the Blue River Property during the quarter ended July 31, 2024, and the flow-through premium recovery during the quarter ended October 31, 2024. LIQUIDITY AND CAPITAL RESOURCES As at October 31, 2025, the Company has total assets of $73,811,172 (October 31, 2024: $59,930,597). The primary assets of the Company are exploration and evaluation assets of $59,378,995 (October 31, 2024: $55,397,454), prepaid expenses of $510,714 (October 31, 2024: $706,143) and cash of $10,165,403 (October 31, 2024: $2,722,449). The Company has a working capital of $9,626,153 (October 31, 2024: $92,298,519) as at October 31, 2025. The Company’s property is in the exploration stage only. Development of the property will only follow upon obtaining satisfactory results. Exploration and development of natural resources involve a high degree of risk and few properties which are explored are ultimately developed into producing properties. There is no assurance that the Company’s exploration and development activities will result in any discoveries of mineral deposits amenable to commercial development. The long-term profitability of the Company’s operations will be in part directly related to the cost and success of its exploration programs, which may be affected by a number of factors. Proceeds are raised for the specific purpose of advancing the Company’s exploration properties and for general working capital purposes. The Company believes it will be able to raise the capital required to continue to develop these properties. The Company does not have any specific work commitments or property payments, all work on the property is determined by how to best spend the funds raised, taking into consideration the Company’s working capital requirements. The Company has maintained reasonable general and administrative expenditures, with advertising and promotion of the property dependent on the capital available to cover such expenditures. CASH FLOWS PROVIDED BY (USED IN) YEAR ENDED OCT 31, 2025 YEAR ENDED OCT 31, 2024 $ $ Operating activities (2,005,856) (2,554,372) Investment activities (2,394,570) (6,510,145) Financing activities 11,851,996 7,456,831 Change in cash and cash equivalents 7,451,570 (1,607,516) Cash Used in Operating Activities: Cash was mostly spent on general operating expenses, outstanding payables, and prepaid expenses related to advances for the Company’s field work program and adjusted for items not involving cash. Cash Used in Investing Activities: Total cash used in investing activities during the period relates to the exploration and development of its mineral properties, which was lower in 2025 due to the closing of the transaction with Commerce closed in October. Cash From Financing Activities: Total cash from financing activities during the period was higher in 2025 due to the share issuance in October and the issuance of convertible notes relating to the merger transaction. - 9 - TRANSACTIONS WITH RELATED PARTIES The Company’s related parties include key management personnel (KMP) and entities over which they have control or significant influence as described below. KMP COMPENSATION The aggregate compensation made to directors and other members of key management personnel of the consolidated entity is set out below: Year ended 31 Oct 2025 Year ended 31 Oct 2024 Short-term employee benefits 681,473 467,191 Post-employment benefits 21,569 10,985 Share-based payments 441,873 - 1,144,915 478,176 TRANSACTIONS WITH RELATED PARTIES The following transactions occurred with related parties: Year ended 31 Oct 2025 Year ended 31 Oct 2024 $ $ PAYMENT FOR GOODS AND SERVICES: Payment for geological services to Dahrouge Geological Consulting, a related party of Jody Dahrouge (former director of Commerce Resources Corp.) - 1,627,617 Payment for finders fees, advisory fees and office rental charges to Churchill Strategic Investments, a related party of Jeremy Robinson and Cameron Henry 163,921 327,607 RECEIVABLE FROM AND PAYABLE TO RELATED PARTIES The following balances are outstanding at the reporting date in relation to transactions with related parties: 31 Oct 2025 31 Oct 2024 $ $ Current receivables: Funds owed in relation to exercise of options on 30 October 2025 from Churchill Strategic Investments, a related party of Jeremy Robinson and Cameron Henry 434,901 - Current payables: Payment for geological services to Dahrouge Geological Consulting, a related party of Jody Dahrouge - 201,499 Payment for finders fees, advisory fees and office rental charges to Churchill Strategic Investments, a related party of Jeremy Robinson and Cameron Henry 52,260 33,801 LOANS TO/FROM RELATED PARTIES There were no loans to or from related parties at the current and previous reporting date. TERMS AND CONDITIONS All transactions were made on normal commercial terms and conditions and at market rates. - 10 - OFF BALANCE SHEET ARRANGEMENTS There are no off-balance sheet arrangements to which the Company is committed. OTHER MD&A REQUIREMENTS DISCLOSURE OF OUTSTANDING SHARE CAPITAL The total issued and outstanding shares of the Company total 131,842,032 as October 31, 2025 (October 31, 2024: 116,736,473) and 131,842,032 as of the date of this report. The following is a breakdown of the share capital of the Company: March 12, 2026 October 31, 2025 Common Shares 192,493,084 192,493,084 Stock Options 77,321,050 89,563,813 Performance rights 7,662,114 7,662,114 PSU 4,597,268 4,597,268 Fully Diluted Shares 282,073,516 282,073,516 INDUSTRY AND ECONOMIC FACTORS AFFECTING PERFORMANCE As a mineral exploration and development company, Commerce’s performance is affected by a number of industry and economic factors and exposure to certain environmental risks and regulatory requirements. These include metal prices, competition amongst exploration firms for attractive mineral properties, the interest of investors in providing high-risk equity capital to exploration companies, and the availability of qualified staff and equipment such as drilling rigs to conduct exploration. RISK FACTORS Mineral exploration and development involve a high degree of risk such that few properties, which are explored, are ultimately developed into producing mines. With respect to the Company’s properties, where mineral resources exist, substantial expenditures will be required to confirm mineral reserves which are sufficient to commercially mine and to obtain the required environmental approvals and permitting required to commence commercial operations. Should any mineral resource be defined on such properties there can be no assurance that the mineral resources on such properties can be commercially mined or that the metallurgical processing will produce economically viable saleable products. The decision as to whether a property contains a commercial mineral deposit and should be brought into production will depend upon the results of exploration programs and/or feasibility studies, and the recommendations of duly qualified engineers and/or geologists, all of which involves significant expense. This decision will involve consideration and evaluation of several significant factors including, but not limited to: (1) costs of bringing a property into production, including exploration and development work, preparation of production feasibility studies and construction of production facilities; (2) availability and costs of financing; (3) ongoing costs of production; (4) market prices for the minerals to be produced; (5) environmental compliance regulations and restraints (including potential environmental liabilities associated with historical exploration activities); and (6) political climate and/or governmental regulation and control. - 11 - Environmental Risks and Other Regulatory Requirements Any future operations of the Company, including development activities and commencement of production on its properties, will require permits from various federal and local governmental authorities, and such operations are and will be governed by laws and regulations governing prospecting, development, mining, production, taxes, labour standards, occupational health, waste disposal, toxic substances, land use, environmental protection, mine safety and other matters. In addition, agreements may be required with local native people and / or groups that could have a material effect on the Company’s operations. Companies engaged in the development and operation of mines and related facilities generally experience increased costs and delays in production and other schedules as a result of the need to comply with the applicable laws, regulations and permits. There can be no assurance that all permits which the Company may require for the construction of mining facilities and conduct of mining operations will be obtainable on reasonable terms or that such laws and regulations would not have an adverse effect on any mining project which the Company might undertake. Failure to comply with applicable laws, regulations and permitting requirements may result in enforcement actions including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed, and may include corrective measures requiring capital expenditures, installation of additional equipment or remedial actions. Parties engaged in mining operations may be required to compensate those suffering loss or damage by reason of the mining activities and may have civil or criminal fines or penalties imposed upon them for violation of applicable laws or regulations. Amendments to current laws, regulations and permits governing operations and activities of mining companies, or more stringent implementation thereof, could have a material adverse impact on the Company and cause increases in capital expenditures or production costs or reduction in levels of production at producing properties or require abandonment or delays in the development of new mining properties. Management The Company is dependent on a relatively small number of key personnel, the loss of any of whom could have an adverse effect on the Company. FORWARD LOOKING STATEMENTS This Management Discussion & Analysis may contain forward-looking information and is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ from those projected in the forward-looking statements. Readers can identify many of these statements by looking for words such as “believes”, “expects”, “will”, “intends”, “projects”, “anticipates”, “estimates”, “continues” or similar words or the negative thereof. Forward-looking information is based on the opinions and estimates of management and its consultants at the date the information is given. It is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. The information is based on reasonable assumptions which include but are not limited to those regarding actual costs for mining and processing and their impact on the cut-off grade established, actual capital costs, forecasts of mine production rates, the timing and content of upcoming work programs, geological interpretations, potential process methods and mineral recoveries, the availability of markets for the products produced, market pricing for the products produced, etc. Factors that could cause actual results to differ materially from those in forward-looking statements include increases to operating expenses and capital expenditures, market prices for metals, the - 12 - conclusions of detailed feasibility and technical analyses, lower than expected grades and quantities of resources, mining rates and recovery rates and the lack of availability of necessary capital, which may not be available to the Company on terms acceptable to it or at all. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements. There can be no assurance that the plan, intentions or expectations upon which these forward-looking statements are based will occur. Forward looking statements are subject to risks, uncertainties and assumptions. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements should not be in any way construed as guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Readers are cautioned not to put undue reliance on forward-looking statements. The Company does not undertake to update any forward-looking statements that are contained herein, except in accordance with applicable securities laws. APPROVAL The Board of Directors of Mont Royal Resources Limited has approved the disclosure contained in this MD&A. ADDITIONAL INFORMATION Additional information related to the Company can be found on the Company’s website at montroyalres.com or on SEDAR at www.sedarplus.ca.