Critical Elements Lithium : Quarterly Report for the period ended February 28, 2023 Management's analysis

CRITICAL ELEMENTS LITHIUM CORPORATION

(an exploration company)

MANAGEMENT DISCUSSION AND ANALYSIS

For the three- and six-month periods ended February 28, 2023 and 2022

(Second quarter)

MANAGEMENT DISCUSSION AND ANALYSIS

This management discussion and analysis ("MD&A") of Critical Elements Lithium Corporation ("Critical Elements" or the "Company") complies with Rule 51-102A of the Canadian Securities Administrators regarding continuous disclosure.

The MD&A is a narrative explanation, through the eyes of the management of Critical Elements, of how the Company performed during the three- and six-month periods ended February 28, 2023 and 2022, and of the Company financial condition and future prospects. This discussion and analysis complements the unaudited condensed interim financial statements for the period ended February 28, 2023.

The annual audited financial statements have been prepared by the Company's management in accordance with International Financial Reporting Standards ("IFRS").

The accounting policies of Critical Elements, as well as the accounting standards issued but not yet effective, are detailed in the notes to the Annual Financial Statements, filed on SEDAR (www.sedar.com).

All figures are in Canadian dollars unless otherwise stated. Additional information relating to the Company can be found on SEDAR at www.sedar.com. The shares of Critical Elements are listed on the TSX Venture Exchange under the symbol CRE, on the American Over-The-Counter QX stock exchange (OTCQX) under the symbol CRECF and on the Frankfurt Exchange under the symbol F12.

DATE

The MD&A was prepared on the basis of information available as at April 27, 2023.

CAUTION REGARDING FORWARD-LOOKINGSTATEMENTS

All statements, other than statements of historical fact, contained in this MD&A including, but not limited to, those relating to (i) management's belief that the Company has sufficient funds to meet its obligations and planned expenditures for the ensuing twelve months as they fall due, (ii) the Company's ability to secure additional financing in the future to complete the construction and commissioning of its Rose Lithium-Tantalum Project and meet its financial needs, (iii) the successful completion of the current environmental assessment and permitting process to advance the Rose Lithium-Tantalum Project, (iv) the development plans and timeline for the Rose Lithium-Tantalum Project, (v) the results and operational highlights of the feasibility study on the Rose Lithium-Tantalum Project, (vi) the project timeline, (vii) lithium demand growth and trends, (viii) the expected unfolding of construction and commissioning as well as the anticipated start of production at the Company's Rose Lithium-Tantalum Project and, (ix) the engineering study, (x) the results of such study and lithium hydroxide plant feed, (xi) the capacity and production, (xii) the mineral reserve estimates, (xiii) the mineral resource estimates,

1. the capital and operating costs estimates, (xv) the timing and amount of future production, (xvi) the costs of production, (xvii) the success of mining operations, (xviii) the ranking of the Project in terms of cash cost and production, (xix) the permitting, economic return estimates, (xx) the power and storage facilities, (xxi) the life of mine, (xxii) the social, community and environmental impacts, (xxiii) the lithium and tantalum markets and sales prices, (xxiv) the off-take agreements and purchasers for the Company's products, (xxv) the environmental assessment and permitting, (xxvi) the securing sufficient financing on acceptable terms, (xxvii) the opportunities for short and long term optimization of the Project, (xxviii) the continued positive discussions and relationships with local communities and stakeholders, (xxviv) any information as to the future plans and outlook for the Company, constitute ''forward-looking information'' or ''forward-looking statements'' within the meaning of certain securities laws, and are based on expectations, estimates and projections as of the time of this MD&A. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by the Company as of the time of such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. These estimates and assumptions may prove to be incorrect. Moreover, these forward-looking statements were based upon various underlying factors and assumptions, including the timely delivery and installation of the equipment supporting the production, the Company's business prospects and opportunities and estimates of the operational performance of the equipment, and are not guarantees of future performance.

CRITICAL ELEMENTS LITHIUM CORPORATION

The words "anticipates", ''plans'', ''expects'', "indicate", "intend", ''scheduled'', ''estimates'', ''forecasts", "guidance", "initiative", "outlook", "potential", "projected", "pursue", "strategy", "study", "targets", or ''believes'', or variations of or similar such words and phrases or statements that certain actions, events or results ''may'', ''could'', ''would'', or ''should'', ''might'', or "way forward", ''will be taken'', ''will occur'' or ''will be achieved'' and similar expressions identify forward-looking statements. Forward-looking information and statements are subject to known or unknown risks and uncertainties that may cause actual results to differ materially from those anticipated or implied in the forward-looking information and statements. Risk factors that could cause actual results or events to differ materially from current expectations include, among others, the lack of revenue, the Company's dependence upon the Rose Lithium-Tantalum Property, the exploration and mining risk, the title of property, the permits and licenses, the dividend policy, the conflicts of interest, the key employees, the labour relations, the mineral explorations and development activities inherently risky, the estimates of mineral resources and mineral reserves, the nature of the company's business, the unanticipated metallurgical processing problems, the life of mine plan, the need for funding and time of development, the construction and start-up of new mines and industrial plants, the infrastructures, supplies and inflation, the equipment shortages and access restrictions, the litigation and others legal proceedings, the climate change, the resource exploration and development is generally speculative in nature, the metal prices, the volatility of share price and market price of the common shares, the dilution, the sales per existing shareholders, the competition, the environmental and safety regulations, the environmental liabilities, the costs of environmental remediation, the stage of development, the uninsured hazard, the future financing, the Canada Revenue Agency, the public company obligations, the lithium demand as well as the change in technology. Unpredictable or unknown factors not discussed in this Cautionary Statement could also have material adverse effects on forward-looking statements. Many of these uncertainties and contingencies can directly or indirectly affect, and could cause, actual results to differ materially from those expressed or implied in any forward-looking statements. There can be no assurance that forward- looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements are provided for the purpose of providing information about management's expectations and plans relating to the future. Readers are cautioned not to place undue reliance on these forward-looking statements as a number of important risk factors and future events could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates, assumptions and intentions expressed in such forward-looking statements. Such risk factors are more particularly set out hereinafter, under the section titled "Risks Factors" of this MD&A. The Company disclaims any intention or obligation to update or revise any forward-looking statements or to explain any material difference between subsequent actual events and such forward-looking statements, except to the extent required by applicable law.

NATURE OF ACTIVITIES

Critical Elements Lithium Corporation is incorporated under the Canada Business Corporations Act. The purpose of the Company is profitably delivering responsibly sourced lithium for sustainable green energy solutions through partnerships with all stakeholders. The Company is involved in the acquisition, exploration, development and processing of critical minerals mining properties. The Company is active in Canada.

The Company's vision is to be a global leading low-cost lithium producer aiming to positively contribute to global decarbonization and to position itself as an employer of choice, trusted partner for the communities and governments where it operates, as well as investors, customers and suppliers.

The Company's strategy is to develop and operate the Rose Lithium-Tantalum Project, a high-purity spodumene deposit in Eeyou Istchee, Quebec, Canada, to continue to unlock value through active exploration of a land package of over 1,050 square kilometers and to achieve this vision with minimal environmental impact, including leveraging low carbon electricity available through Québec's established power grid, and in cooperation with the Cree Nation of Eastmain and other local Cree Nations communities, with whom relationships have been formalized.

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CRITICAL ELEMENTS LITHIUM CORPORATION

QUARTERLY HIGHLIGHTS

• On December 8, 2022, the Company announced the appointment of Mr. Andy Fortin as Senior Process and Commissioning Director.
• On December 12, 2022, the Company announced the appointment of Mr. Michel Clément as Senior Project Control Director.
• In December 2022 and January 2023, the Company received $2,248,607 following the exercise of 1,284,918 warrants at a price of $1.75 each.
• In January 2023, the Company received $512,241 following the exercise of 465,674 brokers and intermediaries options at a price of $1.10 each.
• In January 2023, the Company issued 35,000 share purchase options to a consultant. Each share purchase option allows its holder to acquire a common share for $2.10 per share for a period of two years.
• On January 20, 2023, the Company announced it has been named to the 2023 OTCQX® Best 50, a ranking of top performing companies traded on the OTCQX Best Market last year.
• On February 21, 2023, the Company announced it has ranked in the top 10 performing mining stocks in the 2023 TSX Venture 50™, which is comprised of the top 50 from over 1,713 companies on the TSX Venture Exchange.
• In February 2023, the Company announced that following the positive recommendation by the
  Environmental and Social Impact Review Committee (the "COMEX"), the Québec Minister of the Environment, the Fight against Climate Change, Wildlife and Parks has authorized Hydro-
  Québec's connection and powerline relocation project, subject to certain conditions.

SUBSEQUENT EVENTS

• In March 2023, the Company received $216,118 following the exercise of 123,496 brokers and intermediaries options at a price of $1.75 each. Following the exercise of these 123,496 brokers and intermediaries options, the Company issued 123,496 common shares of the Company as well as 61,748 warrants at a price of $2.50 each expiring on December 3, 2023.

OVERALL PERFORMANCE

ROSE LITHIUM-TANTALUM- LITHIUM, TANTALUM PROJECT

Property Description

The Rose Lithium-Tantalum property is located in northern Québec's administrative region, on the territory of Eeyou Istchee James Bay. It is located on Category III land, on the Traditional Lands of the Eastmain Community, approximately 40 km north of the Cree village of Nemaska. The latter is located approximately 300 km north-west of Chibougamau.

The Rose Lithium-Tantalum property is accessible by road via the Route du Nord and Eastmain-1 Road, usable all year round from Chibougamau. The mine site can also be reached by Matagami, via Route 109, Route du Nord and Eastmain-1 Road. Figure below shows the regional location of the project. The project is located 80 km south of Goldcorp's Éléonore gold mine and 45 km north-west of Nemaska's Whabouchi lithium project and 20 km south of Hydro-Québec's Eastmain 1 hydroelectricity generating plant. The Nemiscau airport services the regions air travel needs. The Rose Lithium-Tantalum property site is located 50 km by road from the Nemiscau airport.

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CRITICAL ELEMENTS LITHIUM CORPORATION

The Rose Lithium-Tantalum property comprises 473 claims spread over a 24,654 ha area. Geologically, the Rose Lithium-Tantalum property is located at the north-east end of the Archean Lake Superior, Province of the Canadian Shield.

Rose Lithium-Tantalum Property Location

The Technical Report was prepared in compliance with the standards required by National Instrument 43-101 Standards of disclosure for mineral projects ("NI 43-101") and Form 43-101F1. The Company filed the Technical Report on Sedar on July 27, 2022.

The Feasibility Study was prepared in accordance to NI 43-101 standards by WSP Canada Inc ("WSP"), Bumigeme Inc., and InnovExplo Inc. InnovExplo Inc. was responsible for the resource estimate and the mine plan, Bumigeme Inc. was responsible for the mineral processing, and WSP was responsible for the environmental study, project infrastructure, financial modelling, and report integration. Information regarding the outlook for lithium comes from a market study prepared by Mr. Gerrit Fuelling on behalf of the Corporation. Mr. Fuelling is an independent consultant specializing in the lithium market.

The qualified persons for the study are:

InnoExplo Inc.;

• Carl Pelletier, P.Geo, Geologist
• Simon Boudreau, P.Eng, Mining Engineer Bumigeme Inc.;
• Florent Baril, Eng, Metallurgical Engineer

WSP;

• Eric Poirier, Eng, PMP, Project Manager
• Rick McBride, P.Eng., Mining Engineer
• Olivier Joyal, Geologist

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CRITICAL ELEMENTS LITHIUM CORPORATION