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FORM 51-102F3

Material Change Report

Item 1. Reporting Issuer

Madi Minerals Ltd. (the “Company”)

615 – 800 West Pender Street

Vancouver, BC V6C 2V6

Item 2. Date of Material Change

May 26, 2022

Item 3. Press Release

News Release dated May 26, 2022 was disseminated through Canada

Stockwatch and Market News Publishing Inc. and ACCESSWIRE

Item 4. Summary of Material Change

On May 26, 2022 the Company announced that there were to changes to

the Company’s Board Of Directors

Item 5. Full Description of Material Change

May 26 th, 2022: Madi Minerals Ltd. (the "Company" or "Madi") ( CSE:

MADI) announces the appointment of Leon Ho/CPA as its new Chief

Financial Officer, effective immediately. The Company further announces

Nancy Kawazoe has resigned as Chief Financial Officer, Director and

Corporate Secretary of the Company. Management would like to thank

Nancy for her services and wishes her well in her future endeavors.

The Company also announces the appointmen t of Michael England to its

Board of Directors of the Company, effective immediately.

Item 6. Reliance on subsection 7.1(2) or (3) of National Instrument 51-102

The report is not being filed on a confidential basis.

Item 7. Omitted Information

No information has been omitted.

Item 8. Executive Officer

Gary Musil, President and CEO and Director

(604) 787-7356

Item 9. Date of Report

May 26, 2022