Alta Copper : Year End Report at Dec 31, 2023 AIF

ANNUAL INFORMATION FORM

FOR

ALTA COPPER CORP.

For the fiscal year ended December 31, 2023 (unless otherwise noted)

Dated March 11, 2024

TABLE OF CONTENTS
1. PRELIMINARY NOTES	1
Documents Incorporated by Reference	1
Date of Information	1
Forward-looking Information	1
Currency and Exchange	3
Metric Equivalents	3
2. CORPORATE STRUCTURE	4
Name, Address and Incorporation	4
Intercorporate Relationships	4
3. GENERAL DEVELOPMENT OF THE BUSINESS	5
General	5
Three Year History	6
4. DESCRIPTION OF THE BUSINESS	16
General	16
Specialized Skill and Knowledge	16
Competitive Conditions	16
Business Cycles	16
Economic Dependence	16
Employees	17
Foreign Operations	17
Bankruptcy and Similar Procedures	17
Reorganizations	17
Social and Environmental Policies	17
Risk Factors	19
Asset-Backed Securities	27
5. MINERAL PROJECTS WITH RESOURCES	28
Cañariaco Copper Project	28
2022 PEA Highlights	28
5.2 EXPLORATION PROJECTS	56
Don Gregorio Project	56
Arikepay Project	57
Canyon Creek Project	59
6. DIVIDENDS…	60
7. DESCRIPTION OF CAPITAL STRUCTURE	61
General Description of Capital Structure	61
Constraints	61
Ratings	61
8. MARKET FOR SECURITIES	62
Trading Price and Volume	62
Prior Sales	63
9. ESCROWED SECURITIES	63

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10. DIRECTORS AND OFFICERS	64
11. LEGAL PROCEEDINGS AND REGULATORY ACTIONS	67
12. INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS	67
13. TRANSFER AGENTS AND REGISTRARS	67
14. MATERIAL CONTRACTS	67
15. INTEREST OF EXPERTS	68
Names of Experts	68
16. ADDITIONAL INFORMATION	68
17. SCHEDULE "A" AUDIT COMMITTEE INFORMATION	70

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1. PRELIMINARY NOTES

In this Annual Information Form (the "AIF"), unless the context otherwise requires, the terms the "Company" and "Alta Copper" refer to Alta Copper Corp.

DOCUMENTS INCORPORATED BY REFERENCE

Incorporated by reference into this AIF are the following documents:

1. Audited consolidated financial statements of the Company for the year ended December 31, 2023; and
2. Management discussion and analysis of the Company for the year ended December 31, 2023, copies of which can be obtained online from SEDAR+ at www.sedarplus.ca.

All financial information in this AIF is prepared in accordance with international financial reporting standards ("IFRS") unless otherwise indicated.

DATE OF INFORMATION

All information in this AIF is as at December 31, 2023, unless otherwise indicated.

FORWARD-LOOKING INFORMATION

This AIF contains statements which are forward-looking information ("forward-looking information") within the meaning of applicable Canadian securities legislation. These statements relate to future events or the future activities or performance of the Company. All statements, other than statements of historical fact, are forward-looking information. Information concerning mineral resource estimates also may be deemed to be forward-looking information in that it reflects a prediction of the mineralization that would be encountered if a mineral deposit were developed and mined. Forward-looking information is typically identified by words such as: "believe", "expect", "anticipate", "intend", "estimate", "postulate", "plans" and similar expressions, or which by their nature refer to future events. Forward-looking information includes, but is not limited to, statements concerning:

• The Company's strategies and objectives, both generally and specifically in respect of the Cañariaco Copper Project (as defined below) and the Company's other unproven mineral rights interests;
• The potential for expansion of the estimated resources at the Cañariaco Copper Project;
• The potential for a production decision concerning, and any production at, the Cañariaco Copper Project;
• The Company's estimated future exploration expenditures and other expenses for specific operations;
• The Company's estimates of the quality and quantity of the resources at its unproven mineral rights interests;
• Government Regulation of Mining operations in Peru;
• The timing and cost of the planned future exploration programs at the Cañariaco Copper Project, and the timing of the receipt of results therefrom;
• The Company's future cash requirements;

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• General business and economic conditions;
• Currency fluctuations;
• Litigation risks; and
• The Company's ability to meet its financial obligations as they come due, and to be able to raise the necessary funds to continue operations.

Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Inherent in forward-looking information are risks and uncertainties beyond the Company's ability to predict or control. Actual achievements of the Company or other events or conditions may differ naturally from those reflected in the forward-looking information due to a variety of risks, uncertainties and other factors, including, but not limited to, risks related to: the Company's inability to identify one or more economic deposits on its properties; variations in the nature, quality and quantity of any mineral deposits that may be located; variations in the market price of any mineral products the Company may produce or plan to produce; the Company's inability to obtain any necessary permits, consents or authorizations required for its activities, to produce minerals from its properties successfully or profitably, to continue its projected growth, to raise the necessary capital or to be fully able to implement its business strategies; and other risks identified herein under "Risk Factors".

Should one or more of the aforementioned risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described herein. This list is not exhaustive of the factors that may affect any of the Company's forward-looking information. The Company's forward-looking information is based on the reasonable beliefs, expectations and opinions of management on the date the statements are made.

The Company cautions investors that any forward-looking information by the Company are not guarantees of future performance, and that actual results are likely to differ, and may differ materially, from those expressed or implied by forward-looking statements contained in this AIF. Forward-looking statements are also based on a number of factors and assumptions which may prove incorrect, including, but not limited to:

• There being no significant disruptions affecting operations, whether due to labour disruptions, power disruptions, damage to equipment or otherwise;
• The level and volatility of the price of copper, gold, silver and sulphuric acid;
• General business and economic conditions;
• The political climate in Peru being stable and supportive of mineral industry investment and development;
• The timing of the receipt of regulatory and governmental approvals, permits and authorizations necessary to implement and carry on the Company's planned exploration and potential development program at the Cañariaco Copper Project;
• General conditions in the financial markets;
• The Company's ability to secure the necessary drilling and related services and supplies on favourable terms in connection with its ongoing exploration program at the Cañariaco Copper Project;
• The Company's ability to attract and retain key staff and senior executives;
• The accuracy of the Company's resource estimates (including with respect to size and grade) and the geological, operational and metal price assumptions on which these are based;

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• The timing of the Company's ability to commence and complete the planned work at the Cañariaco Copper Project;
• The anticipated terms of the consents, permits and authorizations necessary to carry out the planned exploration programs at the Cañariaco Copper Project and the Company's ability to comply with such terms on a safe and cost effective basis;
• The ongoing relations of the Company with the applicable regulatory agencies; and
• The metallurgy and recovery characteristics of samples from certain of the Company's unproven mineral right interests and reflective of the deposit as a whole.

This forward-looking information is made as of the date hereof and the Company will update this forward-looking information as required by applicable law. For the reasons set forth above, investors should not attribute undue certainty to or place undue reliance on forward-looking information.

Readers are encouraged to consult the Company's public filings for additional information concerning these matters: www.sedarplus.ca

CURRENCY AND EXCHANGE

All dollar amounts in this AIF are expressed in Canadian dollars unless otherwise indicated. The Company's financial statements are expressed in United States dollars and are prepared in accordance with IFRS. All references to "CDN" or "$" are to the Canadian dollar and all references to "USD" or "US$" are to the United States dollar.

The following table sets forth the rate of exchange for the Canadian dollar, expressed in United States dollars in effect at: (a) the end of the periods indicated and (b) the average of exchange rates in effect on the last day of each month during such periods, based on the noon rate of exchange as reported by the Bank of Canada for conversion of Canadian dollars into United States dollars.

CDN to USD		Year-Ended December 31
2023	2022	2021
Rate at end of period	USD 0.7560	USD 0.7383	USD 0.7888
Average rate for period	USD 0.7405	USD 0.7686	USD 0.7980

On March 11, 2024, the average exchange rate as reported by the Bank of Canada for the conversion of Canadian dollars into United States dollars was CDN 1.00 equals USD 0.7412.

METRIC EQUIVALENTS

For ease of reference, the following factors for converting imperial measurements into metric equivalents are provided:

To convert from imperial	To metric	Multiply by
Acres	Hectares	0.404686
Feet	Metres	0.304800
Miles	Kilometres	1.609344
Tons	Tonnes	0.907185
Ounces (troy)/ton	Grams/Tonne	31.103500

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2. CORPORATE STRUCTURE

NAME, ADDRESS AND INCORPORATION

The Company was incorporated under the laws of British Columbia on May 1, 1997, under the name "542074 B.C. Ltd." The name of the Company was changed to "Candente Resource Corp." on June 5, 1997, to "Candente Copper Corp." on December 31, 2009 and to "Alta Copper Corp." on May 19, 2023. On September 27, 2002, the Company continued into the federal jurisdiction of Canada under the Canada Business Corporations Act (Canada). On April 19, 2007, the Company continued to British Columbia under the Business Corporations Act (British Columbia) (the "BCBCA") and is now recognized as a company under the BCBCA.

The authorized share structure of the Company consists of an unlimited number of common shares without par value ("Common Shares"). All shares of the Company rank equally as to voting, and there are no special preference, conversion or redemption rights attached to any of the shares of the Company. All of the issued Common Shares are fully paid and non-assessable.

The Common Shares trade on the Toronto Stock Exchange ("TSX") and the Bolsa de Valores de Lima (Lima Stock Exchange) ("BVL") under the symbol "ATCU" and the OTCQX ("OTCQX") under the symbol "ATCUF".

The Company is currently a reporting issuer in British Columbia, Alberta and Ontario.

The Company's CUSIP and ISIN numbers are 21264106 and CA0212641066, respectively.

The Company's registered and records office is located at Suite 2300, 550 Burrard Street, Vancouver, British Columbia, Canada, V6C 2B5. The Company's head office is located at Suite 801, 1112 West Pender Street, Vancouver, British Columbia, Canada, V6E 2S1. The Company's contact person is Joanne Freeze, President, CEO, Director and Corporate Secretary. The Company maintains a website at www.altacopper.com.

INTERCORPORATE RELATIONSHIPS

The Company has the following subsidiaries: Cobriza Metals Corp. ("Cobriza Metals"), incorporated under the laws of British Columbia, Canada; Cañariaco Copper (BVI) Corp. ("Cañariaco BVI"), Cobriza Metals (BVI) Corp. ("Cobriza BVI"), both incorporated under the laws of the British Virgin Islands; Cañariaco Copper Peru S.A.C. (formerly Exploraciones Milenio S.A.) ("Cañariaco Peru" or "CCPSAC"), Inversiones Mineras Las Palmas S.A. ("Las Palmas"), Cobriza Metals Peru S.A.C. ("Cobriza Peru") the latter three subsidiaries incorporated under the laws of Peru.

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CORPORATE ORGANIZATION CHART

Alta Copper Corp.

(B.C.)

Cobriza Metals Corp.		Cañariaco Copper (BVI) Corp.
(B.C.)			(BVI)
Cobriza Metals (BVI) Corp.	Cañariaco Copper Peru S.A.C.		Inversiones Mineras Las Palmas S.A.
(BVI)	(Peru) (1)		(Peru) (1)

Cobriza Metals Peru S.A.C.

(Peru) (1)

Note:

• Single share held by Joanne C. Freeze as required under Peruvian law.

Throughout this AIF, references made to the "Company" refer to Alta Copper Corp. and, where the context requires, its consolidated subsidiaries, Cañariaco BVI, Cañariaco Peru, Las Palmas, Cobriza Metals, Cobriza Metals BVI and Cobriza Metals Peru.

3. GENERAL DEVELOPMENT OF THE BUSINESSGENERAL

Alta Copper is a mineral exploration company engaged in the acquisition, exploration and development of mineral properties. The Company currently holds title to three copper-gold projects in Peru which it has explored and developed to various stages since 2004 as well as a copper project in northwestern British Columbia, Canada which it acquired in May 2021.

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THREE YEAR HISTORY

For the year ended December 31, 2021

WARRANTS

During the year ended December 31, 2021, a total of 1,398,028 Warrants were exercised for proceeds of Cdn$639,317.

STOCK OPTIONS

In May 2021, the Company granted 562,500 Stock Options to directors, a consultant and an employee of the Company at an exercise price of Cdn$0.60.

In October 2021, the Company granted 150,000 Stock Options to a Director of the Company at an exercise price of $0.72 and 100,000 Stock Options a consultant of the Company at an exercise price of Cdn$0.72.

In November 2021, the Company granted 50,000 Stock Options to a Consultant of the Company at an exercise price of $0.52.

During the year ended December 31, 2021, a total of 412,500 Stock Options were exercised for proceeds of Cdn$91,500.

DEFERRED SHARE UNITS

During the year ended December 31, 2021, the Company granted 246,061 Deferred Share Units ("DSU's") to non-executive directors of the Company with fair value of Cdn$124,716.

RESTRICTED SHARE UNITS

During the year ended December 31, 2021, the Company granted 56,324 Restricted Share Units ("RSU's") to management of the Company with a fair value of Cdn$31,176.

During the year ended December 31, 2021, a total of 822,017 Common Shares were issued upon the settlement of RSU's at no additional consideration and with a fair value of Cdn$230,165.

DEBT SETTLEMENT

In February 2021, the Company made a final cash payment of $175,000 to AMEC in accordance with the debt settlement agreement to settle trade liabilities owed by the Company's subsidiary, Cañariaco Copper Peru S.A.C. (December 31, 2020 - $350,000) and the remaining balance of $222,655 was recorded as debt forgiveness in full satisfaction of all obligations to AMEC.

PRIVATE PLACEMENT

Fortescue Ltd ("Fortescue") is an integrated green technology, energy and metals company with a market capitalization of approximately US$56 billion, recognised for its culture, innovation and industry-leading development of infrastructure, mining assets and green energy initiatives.

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Founded in 2003, Fortescue has grown to become one of the world's largest iron ore producers, delivering more than two billion tonnes of hematite to its customers since start-up and adding magnetite to the product mix in 2023.

Fortescue is unique within heavy industry: and are committed to reducing our (scope 1 and 2) emissions to Real Zero by 2030 across Australian terrestrial mining operations - eliminating fossil fuels by developing local renewable power and replacing existing equipment with battery electric and green hydrogen models.

Through the Energy business, they are focused on meeting urgent global demand for green energy, developing green technology solutions for hard-to decarbonise industries, while building a global portfolio of renewable green hydrogen and green ammonia projects.

Fortescue's recent Australian exploration activity has focused on early-stage target generation for copper- gold in addition to its extensive iron ore deposits in Western Australia, while it simultaneously builds on its world-class exploration expertise, operational reputation and capability through exploration in highly prospective areas such as South America, including Peru, to deliver shareholder value.

In August 2021, the Company completed a private placement with Fortescue Ltd ("Fortescue") and Lind Global Fund II, LP, for gross proceeds of Cdn$1,100,000. The two parties subscribed equally for 1,100,000 of the 2,200,000 total Common Shares at a price of Cdn$0.50 per share. Lind Global Fund II, LP, is an institutional investment fund managed by The Lind Partners, LLC ("Lind"), an institutional fund manager and leading provider of growth capital to small and mid-cap companies publicly traded in the US, Canada, Australia and the UK. Fortescue increased its interest in the Company from 18.9% to 19.9% with the August 2021 Private Placement.

OTHER ACQUISITIONS AND DISPOSITIONS

On May 26, 2021, the Company entered into a letter of intent ("LOI") to acquire a 100% interest, subject to a royalty equal to 1.5% of net smelter returns, in the Canyon Creek copper project in northwestern British Columbia, Canada from Christopher Baldys. The Company has the right to buyback the first 0.5% of the royalty for $500,000 and the second 0.5% of the royalty for an additional $1,500,000. The LOI was superseded by an option agreement dated January 14, 2022 (the "Option Agreement"). Under the Option Agreement, the Company must: (i) issue a total of 250,000 Common Shares over 5 years (by November 30, 2025) and (ii) fund exploration activities to keep the claims in good standing until December 2027 (approximately Cdn$45,000 per year). Of the foregoing, the following was a firm commitment: (i) the issuance of 12,500 Common Shares within 14 days of signing and receiving TSX approval (which shares were issued); (ii) the issuance of an additional 12,500 Common Shares by November 30, 2021, and (iii) funding exploration activities totalling a minimum of $42,000 by December 31, 2021. Obligations under the Option Agreement were met and exceeded as (a total of $49,223 was spent on exploration and the agreed 12,500 Common Shares were issued by November 30, 2021).

Between September 14 and 30, 2021, the Company conducted an exploration program at the Canyon Creek copper project in northwestern British Columbia. Exploration focused on confirming and expanding previously discovered copper ("Cu") and molybdenum ("Mo") mineralization in bedrock as well as geochemical and geophysical anomalies all of which are typical of porphyry style mineralization.

MANAGEMENT AND DIRECTOR CHANGES

On May 18, 2021, Christine Nicolau was appointed as Director, representing Fortescue and replacing Agustin Pichot, who had resigned as a Director of the Company.

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