Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934

For the month of: May, 2024

Commission File No. 0001-34184

SILVERCORP METALS INC.
(Translation of registrant’s name into English)

Suite 1750 - 1066 West Hastings Street
Vancouver, BC V6E 3X1 CANADA
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F

Form 20-F [ ] Form 40-F [ X ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) [ ]

Indicate by check mark if the registrant is “submitting” the Form 6-K in paper as permitted by Regulation S-T “Rule” 101(b)(7) [ ]

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


Dated: May 24, 2024	SILVERCORP METALS INC.

	/s/ Derek Liu
	Derek Liu
	Chief Financial Officer

EXHIBIT INDEX


EXHIBIT	DESCRIPTION OF EXHIBIT


99.1	Consolidated Financial Statements for the years ended March 31, 2024 and 2023
99.2	Management’s Discussion and Analysis of Financial Condition and Results of Operations for the Year Ended March 31, 2024
99.3	FORM 52-109F1 CERTIFICATE OF ANNUAL FILINGS - FULL CERTIFICATE - CEO
99.4	FORM 52-109F1 CERTIFICATE OF ANNUAL FILINGS - FULL CERTIFICATE - CFO

Exhibit 99.1

SILVERCORP METALS INC.

CONSOLIDATED FINANCIAL STATEMENTS

For the years ended March 31, 2024 and 2023

(Tabular amounts are in thousands of US dollars, unless otherwise stated)

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

Silvercorp Metals Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated statements of financial position of Silvercorp Metals Inc. and subsidiaries (the “Company”) as of March 31, 2024 and 2023, the related consolidated statements of income, comprehensive income (loss), changes in equity, and cash flows, for each of the two years in the period ended March 31, 2024, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of March 31, 2024 and 2023, and its financial performance and its cash flows for each of the two years in the period ended March 31, 2024, in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of March 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated May 22, 2024, expressed an unqualified opinion on the Company’s internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Impairment – Assessment of Whether Indicators of Impairment or Impairment Reversal Exist in Non-financial Assets — Refer to Note 2 to the financial statements

Critical Audit Matter Description

The Company’s determination of whether or not an indication of impairment or impairment reversal exists at the cash generating unit level requires significant management judgment. Changes in metal price forecasts, estimated future costs of production, estimated future capital costs, the amount of recoverable mineral reserves and resources and/or adverse or favorable current economics can result in a write-down or write-up of the carrying amounts of the Company’s mining interests.

While there are several factors that are required to determine whether or not an indicator of impairment or impairment reversal exists, the judgements with the highest degree of subjectivity are future commodity prices (for both silver and lead), projected production output (for both silver and lead), and changes in market conditions. Auditing these estimates and market conditions required a high degree of subjectivity in applying audit procedures and in evaluating the results of those procedures. This resulted in an increased extent of audit effort, including the involvement of fair value specialists.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the future commodity prices (for both silver and lead), forecast production output (for both silver and lead), and the changes in market conditions in assessing indicators of impairment or impairment reversal included the following, among others:

	●	Evaluated the effectiveness of controls over management’s assessment of whether there are indicators of impairment or impairment reversal.

●

Evaluated management’s ability to accurately forecast future production output by:

o Assessing the methodology used in management’s determination of the future production, and;

o Comparing management’s future production to historical data

Page 2

●

With the assistance of fair value specialists, assessed if changes in market conditions could likely affect the mining interests’ recoverable amounts materially by:

o Evaluating the future commodity prices by comparing management forecasts to third party pricing sources;

o Evaluating if there were any significant changes in the market interest rates; and

o Assessing implied in-situ multiples in comparable market transactions.

/s/ Deloitte LLP

Chartered Professional Accountants

Vancouver, Canada

May 23, 2024

We have served as the Company’s auditor since 2013.

Page 3

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

Silvercorp Metals Inc.

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of Silvercorp Metals Inc. and subsidiaries (the “Company”) as of March 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of March 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended March 31, 2024, of the Company and our report dated May 22, 2024, expressed an unqualified opinion on those financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte LLP

Chartered Professional Accountants

Vancouver, Canada

May 23, 2024

Page 2

SILVERCORP METALS INC.

Consolidated Statements of Income

(Expressed in thousands of U.S. dollars, except per share amount and number of shares)

		Year Ended March 31,
	Notes	2024			2023
Revenue	3(a)(c)	$	215,187		$	208,129
Cost of mine operations
Production costs			88,574			91,769
Depreciation and amortization			27,286			27,607
Mineral resource taxes			5,275			5,095
Government fees and other taxes	4		2,641			2,388
General and administrative	5		10,822			10,487
			134,598			137,346
Income from mine operations			80,589			70,783

Corporate general and administrative	5		14,095			13,249
Property evaluation and business development			807			438
Foreign exchange loss (gain)			337			(4,842	)
(Gain) loss on investments	8,10		(7,677	)		2,318
Share of loss in associates	11		2,692			2,901
Dilution (gain) loss on investment in associate	11		(733	)		107
Impairment of investment in associate	11		4,251			-
Loss on disposal of plant and equipment	13		45			444
Impairment of mineral rights and properties	14		-			20,211
Other expense			2,851			2,210
Income from operations			63,921			33,747

Finance income	6		6,247			4,654
Finance costs	6		(213	)		(3,258	)
			69,955			35,143

Income tax expense	7		20,277			14,043
Net income		$	49,678		$	21,100

Attributable to:
Equity holders of the Company		$	36,306		$	20,608
Non-controlling interests	19		13,372			492
		$	49,678		$	21,100

Earnings per share attributable to the equity holders of the Company
Basic earnings per share	17(e)	$	0.21		$	0.12
Diluted earnings per share	17(e)	$	0.20		$	0.12
Weighted Average Number of Shares Outstanding - Basic	17(e)		176,997,360			176,862,877
Weighted Average Number of Shares Outstanding - Diluted	17(e)		179,137,610			178,989,549

See accompanying notes to the consolidated financial statements

SILVERCORP METALS INC.

Consolidated Statements of Comprehensive Income (loss)

(Expressed in thousands of U.S. dollars)

		Year Ended March 31,
	Notes	2024			2023
Net income		$	49,678		$	21,100
Other comprehensive loss, net of taxes:
Items that may subsequently be reclassified to net income or loss:
Currency translation adjustment			(19,973	)		(45,644	)
Share of other comprehensive loss in associate	11		(36	)		(886	)
Reclassification to net income upon ownership dilution of investment in associate			(34	)		-
Items that will not subsequently be reclassified to net income or loss:
Change in fair value on equity investments designated as FVTOCI, net of tax of $nil	8,10		(67	)		(1,312	)
Other comprehensive loss, net of taxes		$	(20,110	)	$	(47,842	)
Attributable to:
Equity holders of the Company		$	(16,802	)	$	(41,290	)
Non-controlling interests	19		(3,308	)		(6,552	)
		$	(20,110	)	$	(47,842	)
Total comprehensive income (loss)		$	29,568		$	(26,742	)

Attributable to:
Equity holders of the Company		$	19,504		$	(20,682	)
Non-controlling interests			10,064			(6,060	)
		$	29,568		$	(26,742	)

See accompanying notes to the consolidated financial statements

SILVERCORP METALS INC.

Consolidated Statements of Financial Position

(Expressed in thousands of U.S. dollars)

		As at March 31,			As at March 31,
	Notes	2024			2023
ASSETS
Current Assets
Cash and cash equivalents	23	$	152,942		$	145,692
Short-term investments	8		31,949			57,631
Trade and other receivables			2,202			1,806
Inventories	9		7,395			8,343
Due from related parties	20		590			88
Income tax receivable			71			582
Prepaids and deposits			6,749			4,906
			201,898			219,048

Non-current Assets
Long-term prepaids and deposits			1,634			871
Reclamation deposits			4,409			6,981
Other investments	10		46,254			15,540
Investment in associates	11		49,426			50,695
Investment properties	12		463			-
Plant and equipment	13		79,898			80,059
Mineral rights and properties	14		318,833			303,426
Deferred income tax assets	7		-			179
TOTAL ASSETS		$	702,815		$	676,799

LIABILITIES AND EQUITY
Current Liabilities
Accounts payable and accrued liabilities		$	41,797		$	36,737
Current portion of lease obligation	15		213			269
Deposits received			4,223			4,090
Income tax payable			921			144
			47,154			41,240

Non-current Liabilities
Long-term portion of lease obligation	15		1,102			314
Deferred income tax liabilities	7		51,108			48,096
Environmental rehabilitation	16		6,442			7,318
Total Liabilities			105,806			96,968

Equity
Share capital			258,400			255,684
Equity reserves			(12,908	)		3,484
Retained earnings			261,763			229,885
Total equity attributable to the equity holders of the Company			507,255			489,053

Non-controlling interests	19		89,754			90,778
Total Equity			597,009			579,831

TOTAL LIABILITIES AND EQUITY		$	702,815		$	676,799
Subsequent events:	10, 11(b), 17(b), 24

See accompanying notes to the consolidated financial statements

SILVERCORP METALS INC.

Consolidated Statements of Cash Flows

(Expressed in thousands of U.S. dollars)

		Year Ended March 31,
	Notes	2024			2023
Cash provided by
Operating activities
Net income		$	49,678		$	21,100
Add (deduct) items not affecting cash:
Finance costs	6		213			3,258
Income tax expense	7		20,277			14,043
Depreciation, amortization and depletion			28,968			29,370
(Gain) loss on investments	8,10		(7,677	)		2,318
Share of loss in associates	11		2,692			2,901
Dilution (gain) loss on investment in associate	11		(733	)		107
Impairment of investment in associate	11		4,251			-
Impairment of mineral rights and properties	14		-			20,211
Loss on disposal of plant and equipment			45			444
Share-based compensation	17(b)		4,146			3,842
Reclamation expenditures	16		(970	)		(361	)
Income taxes paid			(13,383	)		(9,537	)
Interest paid	15		(22	)		(43	)
Changes in non-cash operating working capital	23		4,085			(2,010	)
Net cash provided by operating activities			91,570			85,643

Investing activities
Plant and equipment
Additions			(11,523	)		(13,293	)
Proceeds on disposals			880			215
Mineral rights and properties
Capital expenditures			(51,945	)		(41,664	)
Reclamation deposits
Paid			(1,079	)		(317	)
Refund			2,962			1,152
Other investments
Acquisition	10		(23,305	)		(3,702	)
Proceeds on disposals	10		1,492			1,035
Investment in associates	11		(4,997	)		(2,055	)
Short-term investment
Purchase			(65,585	)		(182,299	)
Redemption			87,390			214,232
Principal received on lease receivable	15		-			172
Net cash used in investing activities			(65,710	)		(26,524	)

Financing activities
Principal payments on lease obligation	15		(262	)		(597	)
Cash dividends distributed	17(c)		(4,428	)		(4,425	)
Non-controlling interests
Distribution	19		(11,088	)		(10,880	)
Common shares repurchased as part of normal course issuer bid			(1,020	)		(2,078	)
Net cash used in financing activities			(16,798	)		(17,980	)
Effect of exchange rate changes on cash and cash equivalents			(1,812	)		(8,749	)

Increase in cash and cash equivalents			7,250			32,390

Cash and cash equivalents, beginning of the period			145,692			113,302

Cash and cash equivalents, end of the period		$	152,942		$	145,692
Supplementary cash flow information	23

See accompanying notes to the consolidated financial statements

SILVERCORP METALS INC.

Consolidated Statements of Changes in Equity

(Expressed in thousands of U.S. dollars, except numbers for share figures)

		Share capital						Equity reserves
	Notes	Number of shares			Amount			Share option reserve			Reserves		Accumulated other comprehensive loss			Retained earnings			Total equity attributable to the equity holders of the Company			Non-controlling interests			Total equity
Balance, April 1, 2022			177,105,799		$	255,444		$	19,369		$	25,834	$	(1,953	)	$	213,702		$	512,396		$	107,718		$	620,114
Restricted share units vested			503,703			2,318			(2,318	)		-		-			-			-			-			-
Share-based compensation			-			-			3,842			-		-			-			3,842			-			3,842
Dividends declared			-			-			-			-		-			(4,425	)		(4,425	)		-			(4,425	)
Common shares repurchased as part of normal course issuer bid			(838,237	)		(2,078	)		-			-		-			-			(2,078	)		-			(2,078	)
Distribution to non-controlling interests			-			-			-			-		-			-			-			(10,880	)		(10,880	)
Comprehensive income			-			-			-			-		(41,290	)		20,608			(20,682	)		(6,060	)		(26,742	)
Balance, March 31, 2023			176,771,265		$	255,684		$	20,893		$	25,834	$	(43,243	)	$	229,885		$	489,053		$	90,778		$	579,831
Restricted share units vested			928,755			3,736			(3,736	)		-		-			-			-			-			-
Share-based compensation	17(b)		-			-			4,146			-		-			-			4,146			-			4,146
Dividends declared	17(c)		-			-			-			-		-			(4,428	)		(4,428	)					(4,428	)
Common shares repurchased as part of normal course issuer bid	17(d)		(388,324	)		(1,020	)		-			-		-			-			(1,020	)		-			(1,020	)
Contribution from non-controlling interests	14		-			-			-			-		-			-			-			-			-
Distribution to non-controlling interests	19		-			-			-			-		-			-			-			(11,088	)		(11,088	)
Comprehensive income (loss)			-			-			-			-		(16,802	)		36,306			19,504			10,064			29,568
Balance, March 31, 2024			177,311,696		$	258,400		$	21,303		$	25,834	$	(60,045	)	$	261,763		$	507,255		$	89,754		$	597,009

See accompanying notes to the consolidated financial statements

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

CORPORATE INFORMATION

Silvercorp Metals Inc., along with its subsidiary companies (collectively the “Company”), is engaged in the acquisition, exploration, development, and mining of mineral properties. The Company’s producing mines are located in China, and current exploration and development projects are located in China and Mexico.

The Company is a publicly listed company incorporated in the Province of British Columbia, Canada, with limited liability under the legislation of the Province of British Columbia. The Company’s shares are traded on the Toronto Stock Exchange and NYSE American.

The head office, registered address and records office of the Company are located at 1066 West Hastings Street, Suite 1750, Vancouver, British Columbia, Canada, V6E 3X1.

MATERIAL ACCOUNTING POLICIES

(a) Statement of Compliance

These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). The policies applied in these consolidated financial statements are based on IFRS in effect as of April 1, 2023.

These consolidated financial statements were authorized for issue in accordance with a resolution of the Board of Directors dated May 22, 2024.

(b) Adoption of New Accounting Standards, Interpretation or Amendments

The Company adopted various amendments to IFRS, which were effective for the accounting period beginning on or after April 1, 2023, including the following:

Amendment to IAS 12 - Deferred Tax related to Assets and Liabilities arising from a Single Transaction

The amendments to IAS 12 clarify that the initial recognition exemption does not apply to transactions in which equal amounts of deductible and taxable temporary differences arise on initial recognition.

The adoption of this amendment did not have a material impact on the Company’s consolidated financial statements.

Amendments to IAS 1 and IFRS Practice Statement 2 – Disclosure of Accounting Policies

The amendments require that an entity discloses its material accounting policies, instead of its significant accounting policies. Further amendments explain how an entity can identify a material accounting policy. Examples of when an accounting policy is likely to be material are added. To support the amendment, the IASB has also developed guidance and examples to explain and demonstrate the application of the ‘four-step materiality process’ described in IFRS Practice Statement 2. This amendment did not have a material impact on the Company’s consolidated financial statements.

Amendments to IAS 8 – Definition of Accounting Estimates

The amendments replace the definition of a change in accounting estimates with a definition of accounting estimates. Under the new definition, accounting estimates are “monetary amounts in financial statements that are subject to measurement uncertainty.”

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

The definition of a change in accounting estimates was deleted. However, IASB retained the concept of changes in accounting estimates in IFRS with the following clarification:

●

A change in accounting estimate that results from new information or new developments is not the correction of an error.

●

The effects of a change in an input or a measurement technique used to develop an accounting estimate are changes in accounting estimates if they do not result from the correction of prior period errors.

The adoption of this amendment did not have a material impact on the Company’s consolidated financial statements.

(c) New Accounting Standards Issued but not effective

Certain new accounting standards and interpretations have been issued that are not mandatory for the current period and have not been early adopted.

Classification of Liabilities as Current or Non-Current (Amendments to IAS 1)

The amendments to IAS 1, clarifies the presentation of liabilities. The classification of liabilities as current or noncurrent is based on contractual rights that are in existence at the end of the reporting period and is affected by expectations about whether an entity will exercise its right to defer settlement. A liability not due over the next twelve months is classified as non-current even if management intends or expects to settle the liability within twelve months. The amendment also introduces a definition of ‘settlement’ to make clear that settlement refers to the transfer of cash, equity instruments, other assets, or services to the counterparty. The amendment issued in October 2022 also clarifies how conditions with which an entity must comply within twelve months after the reporting period affect the classification of a liability. Covenants to be complied with after the reporting date do not affect the classification of debt as current or non-current at the reporting date. The amendments are effective for annual reporting periods beginning on or after January 1, 2024. The implementation of this amendment is not expected to have a material impact on the Company.

Lack of Exchangeability (Amendments to IAS 21)

The amendments contain guidance to specify when a currency is exchangeable and how to determine the exchange rate when it is not. The amendments are effective for annual reporting periods beginning on or after January 1, 2025. The Company is currently evaluating the impact of this amendment.

The following new standards or amendments are effective for annual periods beginning on or after January 1, 2024 and are expected to have no impact on the Company’s financial statements:

	●	Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)

	●	Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7)

	●	Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to IFRS 10 and IAS 28)

(d) Basis of Consolidation

These consolidated financial statements include the accounts of the Company and its wholly or partially owned subsidiaries.

Subsidiaries are consolidated from the date on which the Company obtains control up to the date of the disposition of control. Control is achieved when the Company has power over the subsidiary, is exposed or

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

has rights to variable returns from its involvement with the subsidiary and has the ability to use its power to affect its returns.

For non-wholly owned subsidiaries over which the Company has control, the net assets attributable to outside equity shareholders are presented as “non-controlling interests” in the equity section of the consolidated balance sheets. Net income for the period that is attributable to the non-controlling interests is calculated based on the ownership of the non-controlling interest shareholders in the subsidiary. Adjustments to recognize the non-controlling interests’ share of changes to the subsidiary’s equity are made even if this results in the non-controlling interests having a deficit balance. Changes in the Company’s ownership interest in a subsidiary that do not result in a loss of control are recorded as equity transactions. The carrying amount of non-controlling interests is adjusted to reflect the change in the non-controlling interests’ relative interests in the subsidiary and the difference between the adjustment to the carrying amount of non-controlling interest and the Company’s share of proceeds received and/or consideration paid is recognized directly in equity and attributed to equity holders of the Company.

Balances, transactions, revenues and expenses between the Company and its subsidiaries are eliminated on consolidation.

Details of the Company’s significant subsidiaries which are consolidated are as follows:

			Proportion of ownership interest held
Name of subsidiaries	Principal activity	Country of incorporation	March 31, 2024	March 31, 2023	Mineral properties
Silvercorp Metals China Inc.	Holding company	Canada	100%	100%
Silvercorp Metals (China) Inc.	Holding company	China	100%	100%
0875786 B.C. LTD.	Holding company	Canada	100%	100%
Fortune Mining Limited	Holding company	BVI (i)	100%	100%
Fortune Copper Limited	Holding company	BVI	100%	100%
Fortune Gold Mining Limited	Holding company	BVI	100%	100%
Victor Resources Ltd.	Holding company	BVI	100%	100%
Yangtze Mining Ltd.	Holding company	BVI	100%	100%
Victor Mining Ltd.	Holding company	BVI	100%	100%
Yangtze Mining (H.K.) Ltd.	Holding company	Hong Kong	100%	100%
Fortune Gold Mining (H.K.) Limited	Holding company	Hong Kong	100%	100%
Wonder Success Limited	Holding company	Hong Kong	100%	100%
New Infini Silver Inc. (“New Infini”)	Holding company	Canada	46.1%	46.1%
Infini Metals Inc.	Holding company	BVI	46.1%	46.1%
Infini Resources (Asia) Co. Ltd.	Holding company	Hong Kong	46.1%	46.1%
Golden Land (Asia) Ltd.	Holding company	Hong Kong	46.1%	46.1%
Henan Huawei Mining Co. Ltd. (“Henan Huawei”)	Mining	China	80%	80%	Ying Mining District
Henan Found Mining Co. Ltd. (“Henan Found”)	Mining	China	77.5%	77.5%
Xinshao Yunxiang Mining Co., Ltd. (“Yunxiang”)	Mining	China	70%	70%	BYP
Guangdong Found Mining Co. Ltd. (“Guangdong Found”)	Mining	China	99%	99%	GC
Infini Resources S.A. de C.V.	Mining	Mexico	46.1%	46.1%	La Yesca
Shanxi Xinbaoyuan Mining Co., Ltd. (“Xinbaoyuan”)	Mining	China	77.5%	77.5%	Kuanping

(i) British Virgin Islands (“BVI”)

(e) Investments in Associates

An associate is an entity over which the Company has significant influence but not control and is not a subsidiary or joint venture. Significant influence is presumed to exist where the Company has between 20% and 50% of the voting rights, but can also arise when the Company has power to be actively involved and influential in financial and operating policy decisions of the entity even though the Company has less than 20% of voting rights.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

The Company accounts for its investments in associates using the equity method. Under the equity method, the Company’s investment in an associate is initially recognized at cost and subsequently increased or decreased to recognize the Company’s share of profit and loss of the associate and for impairment losses after the initial recognition date. The Company’s share of an associate’s loss that are in excess of its investment are recognized only to the extent that the Company has incurred legal or constructive obligations or made payments on behalf of the associate. The Company’s share of comprehensive income or losses attributable to shareholders of associates are recognized in comprehensive income during the period. The carrying amount of the Company’s investments in associates also include any long-term debt interests which in substance form part of the Company’s net investment. Distributions received from an associate are accounted for as a reduction in the carrying amount of the Company’s investment.

At the end of each reporting period, the Company assesses whether there is any objective evidence that an investment in an associate is impaired. Objective evidence includes observable data indicating there is a measurable decrease in the estimated future cash flows of the associate’s operations. When there is objective evidence that an investment in an associate is impaired, the carrying amount is compared to its recoverable amount, being the higher of its fair value less cost to sell and value in use. An impairment loss is recognized if the recoverable amount is less than its carrying amount. When an impairment loss reverses in a subsequent period, the carrying amount of the investment is increased to the revised estimate of recoverable amount to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had an impairment loss not been previously recognized. Impairment losses and reversal of impairment losses, if any, are recognized in net income in the period in which the relevant circumstances are identified.

Details of the Company’s associates are as follows:

			Proportion of ownership interest held
Name of associate	Principal activity	Country of incorporation	March 31, 2024	March 31, 2023
New Pacific Metals Corp. (“NUAG”)	Mining	Canada	27.4%	28.2%
Tincorp Metals Inc. (“TIN”, formerly Whitehorse Gold Corp.)	Mining	Canada	29.7%	29.3%

(f) Business Combinations or asset acquisition

Optional concentration test

The Company applies an optional concentration test, on a transaction-by-transaction basis, that permits a simplified assessment of whether an acquired set of activities and assets is not a business. The concentration test is met if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets. The gross assets under assessment exclude cash and cash equivalents, deferred tax assets, and goodwill resulting from the effects of deferred tax liabilities. If the concentration test is met, the set of activities and assets is determined not to be a business and no further assessment is needed.

Asset acquisitions

When the Company acquires a group of assets and liabilities that do not constitute a business, the Company identifies and recognizes the individual identifiable assets acquired and liabilities assumed by allocating the purchase price including the associated acquisition-related transaction costs first to financial assets/financial liabilities at the respective fair values, the remaining balance of the purchase price is then allocated to the other identifiable assets and liabilities on the basis of their relative fair values at the date of purchase. Such a transaction does not give rise to goodwill or bargain purchase gain.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

Business Combinations

Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred, measured at acquisition date fair value and the amount of any non-controlling interest in the acquiree. For each business combination, the Company elects whether it measures the non-controlling interest in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition costs incurred are expensed and included in general and administrative expenses.

When the Company acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date.

If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity interest in the acquiree is remeasured to fair value at the acquisition date through profit or loss.

(g) Foreign Currency Translation

The functional currency for each subsidiary of the Company is the currency of the primary economic environment in which the entity operates. Other than New Infini and its subsidiaries, the functional currency of the head office, Canadian subsidiaries and all intermediate holding companies is the Canadian dollar (“CAD”). The functional currency of all Chinese subsidiaries is the Chinese Renminbi (“RMB”). The functional currency of New Infini and its subsidiaries is U.S. dollars (“USD”).

Foreign currency monetary assets and liabilities are translated into the functional currency using exchange rates prevailing at the reporting date. Foreign currency non-monetary assets are translated using exchange rates prevailing at the transaction date. Foreign exchange gains and losses are included in the determination of net income.

The consolidated financial statements are presented in USD. The financial position and results of the Company’s entities are translated from functional currencies to USD as follows:

	●	assets and liabilities are translated using exchange rates prevailing at the reporting date;

	●	income and expenses are translated using average exchange rates prevailing during the period; and

●

all resulting exchange gains and losses are included in other comprehensive income.

The Company treats inter-company loan balances, which are not intended to be repaid in the foreseeable future, as part of its net investment. When a foreign entity is sold, the historical exchange differences plus the foreign exchange impact that arises on the transaction are recognized in the consolidated statements of income as part of the gain or loss on sale.

(h) Revenue Recognition

Revenue from contracts with customers is recognized when control of the asset sold is transferred to customers and the Company satisfies its performance obligation. Revenue is allocated to each performance obligation. The Company considers the terms of the contract in determining the transfer price. The transaction price is based upon the amount the Company expects to receive in exchange for the transferring of the assets. In determining whether the Company has satisfied a performance obligation, it considers the indicators of the transfer of control, which include, but are not limited to, whether: the Company has a present right to payment; the customer has legal title to the asset; the Company has transferred physical possession of the asset to the customer; and the customer has the significant risks and rewards of ownership of the asset. This generally occurs when the assets are loaded on the trucks arranged by the customer at the Company’s milling facilities. In cases where the Company is responsible for the costs of shipping and certain other services after the date on which the control of the assets transferred to the customer, these

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

other services are considered separate performance obligations and thus a portion of revenue earned under the contract is allocated and recognized as these performance obligations are satisfied.

Revenue from concentrate sales is typically recorded based on the Company’s assay results for the quantity and quality of concentrate sold and the applicable commodity prices, such as silver, gold, lead and zinc, set on a specific quotation period, typically ranging from ten to fifteen days around shipment date, by reference to active and freely traded commodity market. Adjustments, if any, related to the final assay results for the quantity and quality of concentrate sold are not significant and do not constrain the recognition of revenue.

Smelter charges, including refining and treatment charges, are netted against revenue from metal concentrate sales.

(i) Cash and Cash Equivalents

Cash and cash equivalents include cash on hand and held at banks and short-term money market investments that are readily convertible to cash with original terms of three months or less and exclude any restricted cash that is not available for use by the Company.

(j) Short-term Investments

Short-term investments consist of certificates of deposit and money market instruments, including cashable guaranteed investment certificates, bearer deposit notes and other financial assets with original terms of over three months but less than one year. Bonds traded on open markets are also included in short-term investments.

(k) Inventories

Inventories include concentrate inventories, direct smelting ore, stockpile ore and operating materials and supplies. The classification of inventory is determined by the stage at which the ore is in the production process. Material that does not contain a minimum quantity of metal to cover estimated processing expenses to recover the contained metal is not classified as inventory and is assigned no value.

Direct smelting ore and stockpiled ore are sampled for metal content and are valued at the lower of mining cost and net realizable value. Mining cost includes the cost of raw material, mining contractor cost, direct labour costs, depletion and depreciation, and applicable production overheads, based on normal operating capacity. Concentrate inventories are valued at the lower of cost and net realizable value. The cost of concentrate inventories includes the mining cost for stockpiled ore milled, freight charges for shipping stockpile ore from mine sites to mill sites and milling cost. Milling cost includes cost of materials and supplies, direct labour costs, and applicable production overheads cost, based on normal operating capacity. Material and supplies are valued at the lower of cost, determined on a weighted average cost basis, and net realizable value.

Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sales.

(l) Plant and Equipment

Plant and equipment are initially recorded at cost, including all directly attributable costs to bring the assets to the location and condition necessary for it to be capable of operating in the manner intended by management. Plant and equipment are subsequently measured at cost less accumulated depreciation and

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

impairment losses. Depreciation is computed on a straight-line basis based on the nature and useful lives of the assets. The significant classes of plant and equipment and their estimated useful lives are as follows:

Buildings	20 years
Office equipment	5 years
Machinery	5-10 years
Motor vehicles	5 years
Land use rights	50 years
Leasehold improvements	Lesser of useful life or term of the lease

Subsequent costs that meet the asset recognition criteria are capitalized, while costs incurred that do not extend the economic useful life of an asset are considered repairs and maintenance, which are accounted for as an expense recognized during the period.

Assets under construction are capitalized as construction-in-progress. The cost of construction-in-progress comprises of the asset’s purchase price and any costs directly attributable to bringing it into working condition for its intended use. Construction-in-progress assets are transferred to other respective asset classes and are depreciated when they are completed and available for use.

Upon disposal or abandonment, the carrying amounts of plant and equipment are derecognized and any associated gain or loss is recognized in net income.

(m) Mineral Rights and Properties

Mineral rights and properties include the following capitalized payments and expenditures:

●

Acquisition costs which consist of payments for property rights and leases, including payments to acquire or renew an exploration or mining permit, and the estimated fair value of properties acquired as part of business combination or the acquisition of a group of assets.

●

Exploration and evaluation costs incurred on a specific property after an acquisition of a beneficial interest or option in the property. Exploration and evaluation expenditures on properties for which the Company does not have title or rights to are expensed when incurred. Exploration and evaluation activities involve the search for mineral resources, the determination of technical feasibility and the assessment of commercial viability of an identified resource.

●

Development costs incurred to construct a mine and bring it into commercial production. Proceeds from sales generate during this development and pre-production stage, if any, are deducted from the costs of the asset.

●

Expenditures incurred on producing properties that are expected to have future economic benefit, including to extend the life of the mine and to increase production by providing access to additional reserves, such as exploration tunneling that can increase or upgrade the mineral resources, and development tunneling, including to build shafts, drifts, ramps, and access corridors that enable to access ore underground.

●

Borrowing costs incurred that are directly attributed to the acquisition, construction and development of a qualifying mineral property.

●

Estimated of environmental rehabilitation and restoration costs.

Before commencement of commercial production, mineral rights and properties are carried at costs, less any accumulated impairment charges.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

Upon commencement of commercial production, mineral rights and properties are carried at costs, less accumulated depletion and any accumulated impairment charges. Mineral rights and properties, other than the payments to renew mining permits (the “mine right fee”) are depleted over the mine’s estimated life using the units of production method calculated based on proven and probable reserves. Estimation of proven and probable reserves for each property is updated when relative information is available; the result will be prospectively applied to calculate depletion amounts for future periods. If commercial production commences prior to the determination of proven and probable reserves, depletion is calculated based on the mineable portion of measured and indicated resources. The mine right fee is depleted using the units of production method based on the mineral resources which were used to determine the mine right fee payable.

(n) Impairment and Impairment Reversal

At each reporting period, the Company reviews and evaluates its assets for impairment, or reversal of a previously recognized impairment, when events or changes in circumstances indicate that the related carrying amounts may not be recoverable or when there is an indication that impairment may have reversed.

When impairment indicators exist, an estimate of the recoverable amount is undertaken, being the higher of an asset’s fair value less cost of disposal (“FVLCTD”) and value in use (“VIU”). If the carrying value exceeds the recoverable amount, an impairment loss is recognized in the consolidated statements of income during the period.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessment of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. The cash flows are based on best estimates of expected future cash flows from the continued use of the asset and its eventual disposal.

FVLCTD is best evidence if obtained from an active market or binding sale agreement. Where neither exists, the fair value is based the best estimates available to reflect the amount that could be received from an arm’s length transaction. Fair value of asset is generally determined as the present value of the estimated future cash flows expected to arise from the continued use of the asset, including any expansion prospects.

Impairment is normally assessed at the level of cash-generating units (“CGU”), a CGU is identified as the smallest identifiable group of assets that generates cash inflows which are independent of the cash inflows generated from other assets.

When there is an indication that an impairment loss recognized previously may no longer exist or has decreased, the recoverable amount is calculated. If the recoverable amount exceeds the carrying amount, the carrying value of the asset is increased to the recoverable amount. The increased carrying amount cannot exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset in prior years. A reversal of an impairment loss is recognized in the consolidated statements of income in the period it is determined.

(o) Environmental Rehabilitation Provision

The mining, extraction and processing activities of the Company normally give rise to obligations for site closure or rehabilitation. Closure and decommissioning works can include facility decommissioning and dismantling; removal or treatment of waste materials; site and land rehabilitation. The extent of work required and the associated costs are dependent on the requirements of relevant authorities and the

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

Company’s environmental policies. Provisions for the cost of each closure and rehabilitation program are recognized at the time when environmental disturbance occurs. When the extent of disturbance increases over the life of an operation, the provision is increased accordingly. Costs included in the provision encompass all closure and decommissioning activity expected to occur progressively over the life of the operation and at the time of closure in connection with disturbances at the reporting date. Routine operating costs that may impact the ultimate closure and decommissioning activities, such as waste material handling conducted as an integral part of a mining or production process, are not included in the provision.

Costs arising from unforeseen circumstances, such as the contamination caused by unplanned discharges, are recognized as an expense and liability when the event gives rise to an obligation which is probable and capable of reliable estimation. The timing of the actual closure and decommissioning expenditure is dependent upon a number of factors such as the life and nature of the asset, the operating license conditions, and the environment in which the mine operates. Expenditure may occur before and after closure and can continue for an extended period of time dependent on closure and decommissioning requirements.

Closure and decommissioning provisions are measured at the expected amount of future cash flows, discounted to their present value for each operation. Discount rates used are specific to the underlying obligation. Significant judgments and estimates are involved in forming expectations of future activities and the amount and timing of the associated cash flows. Those expectations are formed based on existing environmental and regulatory requirements which give rise to a constructive or legal obligation.

When provisions for closure and decommissioning are initially recognized, the corresponding cost is capitalized as an asset, representing part of the cost of acquiring the future economic benefits of the operation. The capitalized cost of closure and decommissioning activities is recognized in Mineral Rights and Properties and depleted accordingly. The value of the provision is progressively increased over time as the effect of discounting unwinds, creating an expense recognized in finance costs. Closure and decommissioning provisions are also adjusted for changes in estimates. Those adjustments are accounted for as a change in the corresponding capitalized cost, except where a reduction in the provision is greater than the undepreciated capitalized cost of the related assets, in which case the capitalized cost is reduced to nil and the remaining adjustment is recognized in the income statement. In the case of closed sites, changes to estimated costs are recognized immediately in the consolidated statements of income. Changes to the capitalized cost result in an adjustment to future depreciation and finance charges.

Adjustments to the estimated amount and timing of future closure and decommissioning cash flows are a normal occurrence in light of the significant judgments and estimates involved. The provision is reviewed at the end of each reporting period for changes to obligations, legislation or discount rates that impact estimated costs or lives of operations and adjusted to reflect current best estimate.

The cost of the related asset is adjusted for changes in the provision resulting from changes in the estimated cash flows or discount rate and the adjusted cost of the asset is depreciated prospectively.

(p) Leases

Lease Definition

At inception of a contract, the Company assesses whether the contract is, or contains, a lease. A contract is, or contains, a lease if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. An identified asset may be implicitly or explicitly specified in a contract, but must be physically distinct, and must not have the ability for substitution by a lessor. A lessee has the right

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

to control an identified asset if it obtains substantially all of its economic benefits and either pre-determines or directs how and for what purposes the asset is used.

Measurement of Right of Use (“ROU”) Assets and Lease Obligations

At the commencement of a lease, the Company, if acting in capacity as a lessee, recognizes an ROU asset and a lease obligation. The ROU asset is initially measured at cost, which comprises the initial amount of the lease obligation adjusted for any lease payments made at, or before, the commencement date, plus any initial direct costs incurred, less any lease incentives received.

The ROU asset is subsequently amortized on a straight-line basis over the shorter of the term of the lease, or the useful life of the asset determined on the same basis as the Company’s plant and equipment. The ROU asset is periodically adjusted for certain remeasurements of the lease obligation, and reduced by impairment losses, if any. If an ROU asset is subsequently leased to a third party (a “sublease”) and the sublease is classified as a finance lease, the carrying value of the ROU asset to the extent of the sublease is derecognized. Any difference between the ROU asset and the lease receivable arising from the sublease is recognized in profit or loss.

The lease obligation is initially measured at the present value of the lease payments remaining at the lease commencement date, discounted using the interest rate implicit in the lease or the Company’s incremental borrowing rate if the rate implicit in the lease cannot be determined. Lease payments included in the measurement of the lease obligation, when applicable, may comprise of fixed payments, variable payments that depend on an index or rate, amounts expected to be payable under a residual value guarantee and the exercise price under a purchase, extension or termination option that the Company is reasonably certain to exercise.

The lease obligation is subsequently measured at amortized cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Company’s estimate of the amount expected to be payable under a residual value guarantee, or if the Company changes its assessment of whether it will exercise a purchase, extension or termination option. When the lease obligation is remeasured, a corresponding adjustment is made to the carrying amount of the ROU asset.

Measurement of Lease Receivable

At the commencement of a lease, the Company, if acting in capacity as a lessor, will classify the lease as finance lease and recognize a lease receivable at an amount equal to the net investment in the lease if it transfers substantially all the risks and rewards incidental to ownership of an underlying asset or if the lease is a sublease, by reference to the ROU asset arising from the original lease (the “head lease”). A lease is classified as an operating lease if it does not transfer substantially all the risks and rewards incidental to ownership of an underlying asset or the lease is a short-term lease. Cash received from an operating lease is included in other income in the Company’s consolidated statements of income on a straight-line basis over the period the lease.

The lease receivable is initially measure at the present value of the lease payments remaining at the lease commencement date, discounted at the interest rate implicit in the lease or the Company’s incremental borrowing rate if the sublease is a finance lease. The lease receivable is subsequently measured at amortized cost using the effective interest rate method, and reduced by the amount received and impairment losses, if any.

Recognition Exemptions

The Company has elected not to recognize the ROU asset and lease obligations for short-term leases that have a lease term of 12 months or less or for leases of low-value assets. Payments associated with these

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

leases are recognized as general and administrative expense on a straight-line basis over the lease term on the consolidated statements of income.

(q) Borrowing Costs

Borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset, which necessarily takes a substantial period of time to get ready for its intended use or sale, are capitalized as part of the cost of that asset. All other borrowing costs are expensed in the period in which they are incurred. No borrowing costs were capitalized in the periods presented.

(r) Share-based Payments

The Company makes share-based awards, including restricted share units (“RSUs”), performance share units (“PSUs”), and stock options, to employees, officers, directors, and consultants.

For equity-settled awards, the fair value is charged to the consolidated statements of income and credited to equity, on a straight-line basis over the vesting period, after adjusting for the estimated number of awards that are expected to vest. The fair value of RSUs and PSUs is determined based on quoted market price of our common shares at the date of grant. The fair value of the stock options granted to employees, officers, and directors is determined at the date of grant using the Black-Scholes option pricing model with market related input. The fair value of stock options granted to consultants is measured at the fair value of the services delivered unless that fair value cannot be estimated reliably, which then is determined using the Black-Scholes option pricing model. Stock options with graded vesting schedules are accounted for as separate grants with different vesting periods and fair values.

At each reporting date prior to vesting, the cumulative expense representing the extent to which the vesting period has expired and management’s best estimate of the awards that are ultimately expected to vest is computed (after adjusting for non-market performance conditions). The movement in cumulative expense is recognized in the consolidated statements of income with a corresponding entry within equity. No expense is recognized for awards that do not ultimately vest, except for awards where vesting is conditional upon a market condition, which are treated as vested irrespective of whether or not the market condition is satisfied, provided that all other performance conditions are satisfied.

(s) Income Taxes

Current tax for each taxable entity is based on the local taxable income at the local statutory tax rate enacted or substantively enacted at the reporting date and includes adjustments to tax payable or recoverable in respect to previous periods.

Current tax assets and current tax liabilities are only offset if a legally enforceable right exists to set off the amounts, and the Company intends to settle on a net basis, or to realize the asset and settle the liability simultaneously.

Deferred tax is recognized using the balance sheet liability method on temporary differences at the reporting date between the tax bases of assets and liabilities, and their carrying amounts for financial reporting purposes. Deferred tax assets are recognized for all deductible temporary differences, carry forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses, can be utilized, except:

●

where the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

●

in respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, deferred income tax assets are recognized only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilized.

The carrying amount of deferred income tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilized. Unrecognized deferred income tax assets are reassessed at the end of each reporting period and are recognized to the extent that it has become probable that future taxable profit will be available to allow the deferred tax asset to be recovered.

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

Deferred income tax relating to items recognized outside profit or loss is recognized in other comprehensive income or directly in equity.

Deferred income tax assets and deferred income tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current income tax liabilities and the deferred income taxes relate to the same taxable entity and the same taxation authority.

(t) Earnings per Share

Earnings per share are computed by dividing net income available to equity holders of the Company by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential dilution that could occur if additional common shares are assumed to be issued under securities that entitle their holders to obtain common shares in the future. For stock options and warrants, the number of additional shares for inclusion in diluted earnings per share calculations is determined by the options and warrants, whose exercise price is less than the average market price of the Company’s common shares, are assumed to be exercised and the proceeds are used to repurchase common shares at the average market price for the period. The incremental number of common shares issued under stock options, RSUs, and repurchased from proceeds, is included in the calculation of diluted earnings per share.

(u) Financial Instruments

Initial recognition:

On initial recognition, all financial assets and financial liabilities are recorded at fair value adjusted for directly attributable transaction costs except for financial assets and liabilities classified as fair value through profit or loss (“FVTPL”), in which case transaction costs are expensed as incurred.

Subsequent measurement of financial assets:

Subsequent measurement of financial assets depends on the classification of such assets.

Non-equity instruments:

IFRS 9 includes a single model that has only two classification categories for financial instruments other than equity instruments: amortized cost and fair value. To qualify for amortized cost accounting, the instrument must meet two criteria:

The objective of the business model is to hold the financial asset for the collection of the contractual cash flows; and

ii.

All contractual cash flows represent only principal and interest on that principal.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

All other instruments are mandatorily measured at fair value.

II.

Equity instruments:

At initial recognition, for equity instruments other than held for trading, the Company may make an irrevocable election to designate them, on instrument by instrument basis, as either FVTPL or fair value through other comprehensive income (“FVTOCI”).

Financial assets classified as amortized cost are measured at the amount of initial recognition minus principal repayments, plus the cumulative amortization using the effective interest method of any difference between that initial amount and the maturity amount, adjusted for any impairment loss allowance. Amortization or interest income from the effective interest method is included in finance income.

Financial assets classified as FVTPL are measured at fair value with changes in fair values recognized in profit or loss. Equity investments designated as FVTOCI are measured at fair value with changes in fair values recognized in other comprehensive income (“OCI”). Dividends from that investment are recorded in profit or loss when the Company’s right to receive payment of the dividend is established unless they represent a recovery of part of the cost of the investment.

Impairment of financial assets carried at amortized cost:

The Company recognizes a loss allowance for expected credit losses on its financial assets carried at amortized cost. The amount of expected credit losses is updated at each reporting period to reflect changes in credit risk since initial recognition of the respective financial instruments.

Subsequent measurement of financial liabilities:

Financial liabilities classified as amortized cost are measured at the amount of initial recognition minus principal repayments, plus the cumulative amortization using the effective interest method of any difference between that initial amount and the maturity amount. Amortization or interest expense using the effective interest method is included in finance costs.

Financial liabilities classified as FVTPL are measured at fair value with gains and losses recognized in profit or loss.

The Company classifies its financial instruments as follows:

●

Financial assets classified as FVTPL: cash and cash equivalents, short-term investments – money market instruments, and other investments - equity investments designated as FVTPL and warrants;

●

Financial assets classified as FVTOCI: other investments - equity investments designated as FVTOCI;

●

Financial assets classified as amortized cost: short-term investments - bonds, trade and other receivables and due from related parties;

●

Financial liabilities classified as amortized cost: accounts payable and accrued liabilities, dividends payable, bank loan, customer deposits and due to related parties.

Derecognition of financial assets and financial liabilities:

A financial asset is derecognized when:

●	The rights to receive cash flows from the asset have expired; or

●	The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

Gains and losses on derecognition of financial assets and liabilities classified as amortized cost are recognized in profit or loss when the instrument is derecognized or impaired, as well as through the amortization process.

Gains and losses on derecognition of equity investments designated as FVTOCI (including any related foreign exchange component) are recognized in OCI. Amounts presented in OCI are not subsequently transferred to profit or loss.

A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another liability from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability. In this case, a new liability is recognized, and the difference in the respective carrying amounts is recognized in the consolidated statements of income.

Offsetting of financial instruments:

Financial assets and liabilities are offset and the net amount is reported in the consolidated statements of financial position if and only if, there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, or to realize the assets and settle liabilities simultaneously.

Fair value of financial instruments:

The fair value of financial instruments that are traded in active markets at each reporting date is determined by reference to quoted market prices, without deduction for transaction costs. For financial instruments that are not traded in active markets, the fair value is determined using appropriate valuation techniques, such as using a recent arm’s length market transaction between knowledgeable and willing parties, discounted cash flow analysis, reference to the current fair value of another instrument that is substantially the same, or other valuation models.

(v) Government Assistance

Refundable mining exploration tax credits received from eligible mining exploration expenditures and other government grants received for project construction and development reduce the carrying amount of the related mineral rights and properties or plant and equipment assets. The depletion or depreciation of the related mineral rights and properties or plant and equipment assets is calculated based on the net amount.

Government subsidies as compensation for expenses already incurred are recognized in profit and loss during the period in which it becomes receivable.

(w) Critical Accounting Judgments and Estimates

The preparation of consolidated financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions about future events that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Although these judgments and estimates are continuously evaluated and are based on management’s experience and best knowledge of relevant facts and circumstances, actual results may differ from these estimates.

Areas where critical accounting judgments have the most significant effect on the consolidated financial statements include:

Capitalization of expenditures included in mineral rights and properties – management has determined that those capitalized expenditures, including exploration and evaluation expenditures and development

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

costs incurred at producing properties, have potential future economic benefits and are potentially economically recoverable, subject to impairment analysis. Management uses several criteria in its assessments of economic recoverability and probability of future economic benefit, including geologic and metallurgic information, history of conversion of mineral deposits to proven and probable reserves, scoping and feasibility studies, accessible facilities, existing permits, whether to extend of the mine life, increase future production, or to provide access to a component of an ore body that will be mined in a future period.

Indicators of impairment and impairment reversal - Management applies significant judgement in assessing whether indicators of impairment or impairment reversal exist for an asset or group of assets which would necessitate impairment testing. Internal and external factors such as significant changes in the use of the asset, commodity prices, and interest rates are used in determining whether there are indicators.

Income taxes - Deferred tax assets and liabilities are determined based on difference between the financial statements carrying values of assets and liabilities and their respective income tax based and loss carried forward. Withholding tax are determined based on the earnings of foreign subsidiary distributed to the Company.

The recognition of deferred tax assets and the determination of the ability of the Company to utilize tax loss carry-forwards to offset deferred tax liabilities requires management to exercise judgement and make certain assumptions about the future performance of the Company. Management is required to access whether it is “probable” that the Company will benefit from these prior losses and other deferred tax assets. Changes in economic conditions, metal prices, and other factors could result in revision to the estimates of the benefits to be realized or the timing of utilization of the losses.

Functional currency - The determination of an entity’s functional currency often requires significant judgement where the primary economic environment in which the entity operates may not be clear. This can have a significant impact on the consolidated results based the foreign currency translation method of the Company.

Contingencies - Contingencies can be either possible assets or liabilities arising from past events which, by their nature, will only be resolved when one or more future events not wholly within our control occur or fail to occur. The assessment of such contingencies inherently involves the exercise of significant judgment and estimates of the outcome of future events. In assessing loss contingencies related to legal, tax or regulatory proceedings that are pending against us or unasserted claims, that may result in such proceedings or regulatory or government actions that may negatively impact our business or operations, we evaluate with our legal counsel the perceived merits of any legal, tax or regulatory proceedings, unasserted claims or actions. Also evaluated are the perceived merits of the nature and amount of relief sought or expected to be sought, when determining the amount, if any, to recognize as a contingent liability or assessing the impact on the carrying value of assets. Contingent assets or liabilities are not recognized in the consolidated financial statements.

Consolidation of entities in which the Company holds less than a majority of voting rights – As at March 31, 2024, the Company owned 46.2% interest in New Infini and has evaluated and concluded that the Company has control over New Infini due to New Infini’s share structure, board composition and other related facts. Accordingly, it consolidates New Infini’s results from the date of acquisition.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

Areas where critical accounting estimates have the most significant effect on the amounts recognized in the consolidated financial statements include:

Mineral Reserves and Mineral Resources estimates - Mineral reserves and mineral resources are estimated by qualified persons in accordance with National Instrument 43-101, “Standards of Disclosure form Mineral Projects”, issued by the Canadian Securities Administrators. There are numerous uncertainties inherent in estimating mineral reserves and mineral resources, including many factors beyond the Company’s control. Such estimation is a subjective process, and the accuracy of any mineral reserve or mineral resource estimate is a function of the quantity and quality of available data and of the assumptions made and judgements used in engineering and geological interpretation. Changes in assumptions, including metal prices, production costs, recovery rate, and market conditions could result in mineral reserve and mineral resource estimate revision. Such change could impact depreciation and amortization rates, asset carrying value and the environmental and rehabilitation provision.

Impairment and impairment reversal of assets - Where an indicator of impairment and impairment reversal exists, a formal estimate of the recoverable amount is made, which is determined as the higher of FVLCTD and VIU.

The determination of FVLCTD and VIU requires management to make estimates and assumptions about expected production based on current estimates of recoverable metal, commodity prices, operating costs, taxes and export duties, inflation and foreign exchange, salvage value, future capital expenditures and discount rates. The estimates and assumptions are subject to risk and uncertainty; hence, there is the possibility that changes in circumstances will alter these projections, which may impact the recoverable amount of the assets. In such circumstances, some or all of the carrying value of the assets may be further impaired or the impairment charge reversed with the impact recorded in the consolidated statements of income.

Valuation of inventory - Stockpiled ore, direct smelting ore, and concentrate inventories are valued at the lower of average cost and net realizable value. Net realizable value is calculated as the estimated price at the time of sale based on prevailing and forecast metal prices less estimated future production costs to convert the inventory into saleable form and associated selling costs. The determination of forecast sales price, recovery rates, grade, assumed contained metal in stockpiles and production and selling costs requires significant assumptions that may impact the stated value of our inventory and lead to changes in NRV. In determining the value of material and supplies inventory, we make estimates of the amounts to be used and realizable value through disposals or sales. Changes in these estimates can result in a change in carrying amounts of inventory, as well as cost of sales.

Environmental rehabilitation provision and the timing of expenditures - Environmental rehabilitation costs are a consequence of exploration activities and mining. The cost estimates are updated annually during the life of a mine to reflect known developments, (e.g. revisions to cost estimates and to the estimated lives of operations), and are subject to review at regular intervals. Decommissioning, restoration and similar liabilities are estimated bases on the Company’s interpretation of current regulatory requirements, constructive obligations and are measured at the best estimates of expenditures required to settle the present obligation of decommissioning, restoration or similar liabilities that may occur over the life of the mine. The carrying amount is determined based on the net present value of estimated future cash expenditures for the settlement of decommissioning, restoration or similar liabilities that may occur over the life of the mine. Such estimates are subject to change based on change in laws and regulations and negotiations with regulatory authorities.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

SEGMENTED INFORMATION

The Company’s reportable operating segments are components of the Company where separate financial information is available that is evaluated regularly by the Company’s Chief Executive Officer who is the Chief Operating Decision Maker (“CODM”). The operating segments are determined based on the Company’s management and internal reporting structure. Operating segments are summarized as follows:

Operating Segments	Subsidiaries Included in the Segment	Properties Included in the Segment
Mining
Henan Luoning	Henan Found and Henan Huawei	Ying Mining District
Guangdong	Guangdong Found	GC
Other	Yunxiang, Xinbaoyuan, and Infini Resources S.A. de C.V.	BYP, Kuanping, La Yesca
Administrative
Vancouver	Silvercorp Metals Inc. and holding companies
Beijing	Silvercorp Metals (China) Inc.

(a) Segmented information for operating results is as follows:

Year ended March 31, 2024
	Mining									Administrative
Statement of income:	Henan Luoning			Guangdong			Other			Beijing			Vancouver			Total
Revenue	$	187,793		$	27,394		$	-		$	-		$	-		$	215,187
Costs of mine operations		(109,891	)		(24,312	)		(395	)		-			-			(134,598	)
Income (loss) from mine operations		77,902			3,082			(395	)		-			-			80,589

Operating expenses		(3,335	)		291			(41	)		(2,002	)		(7,330	)		(12,417	)
Impairment of investment in associate		-			-			-			-			(4,251	)		(4,251	)
Finance items, net		2,237			409			(26	)		174			3,240			6,034
Income tax (expenses) recoveries		(13,887	)		(333	)		7			-			(6,064	)		(20,277	)
Net income (loss)	$	62,917		$	3,449		$	(455	)	$	(1,828	)	$	(14,405	)	$	49,678

Attributable to:
Equity holders of the Company		49,396			3,416			(281	)		(1,828	)		(14,397	)		36,306
Non-controlling interests		13,521			33			(174	)		-			(8	)		13,372
Net income (loss)	$	62,917		$	3,449		$	(455	)	$	(1,828	)	$	(14,405	)	$	49,678

Year ended March 31, 2023
	Mining									Administrative
Statement of income:	Henan Luoning			Guangdong			Other			Beijing			Vancouver			Total
Revenue	$	174,868		$	33,261		$	-		$	-		$	-		$	208,129
Costs of mine operations		(112,092	)		(24,831	)		(423	)		-			-			(137,346	)
Income (loss) from mine operations		62,776			8,430			(423	)		-			-			70,783

Operating expenses		(2,540	)		(223	)		(77	)		(1,832	)		(12,153	)		(16,825	)
Impairment of mineral rights and properties		-			-			(20,211	)		-			-			(20,211	)
Finance items, net		2,526			423			(29	)		271			(1,795	)		1,396
Income tax (expenses) recoveries		(9,699	)		(617	)		62			-			(3,789	)		(14,043	)
Net income (loss)	$	53,063		$	8,013		$	(20,678	)	$	(1,561	)	$	(17,737	)	$	21,100

Attributable to:
Equity holders of the Company		41,600			7,935			(9,948	)		(1,561	)		(17,418	)		20,608
Non-controlling interests		11,463			78			(10,730	)		-			(319	)		492
Net income (loss)	$	53,063		$	8,013		$	(20,678	)	$	(1,561	)	$	(17,737	)	$	21,100

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

(b) Segmented information for assets and liabilities is as follows:

March 31, 2024
	Mining						Administrative
Statement of financial position items:	Henan Luoning		Guangdong		Other		Beijing		Vancouver		Total
Current assets	$	91,777	$	9,272	$	1,048	$	7,102	$	92,699	$	201,898
Plant and equipment		61,350		13,648		2,908		476		1,516		79,898
Mineral rights and properties		264,903		34,409		19,521		-		-		318,833
Investment in associates		-		-		-		-		49,426		49,426
Other investments		63		-		-		-		46,191		46,254
Reclamation deposits		1,370		3,032		-		-		7		4,409
Long-term prepaids and deposits		1,104		129		91		-		310		1,634
Investment properties		463		-		-		-		-		463
Deferred income tax assets		-		-		-		-		-		-
Total assets	$	421,030	$	60,490	$	23,568	$	7,578	$	190,149	$	702,815

Current liabilities	$	38,271	$	5,621	$	340	$	212	$	2,710	$	47,154
Long-term portion of lease obligation		-		-	$	-		-		1,102		1,102
Deferred income tax liabilities		50,001		133	$	974		-		-		51,108
Environmental rehabilitation		4,000		1,486	$	956		-		-		6,442
Total liabilities	$	92,272	$	7,240	$	2,270	$	212	$	3,812	$	105,806

March 31, 2023
	Mining						Administrative
Statement of financial position items:	Henan Luoning		Guangdong		Other		Beijing		Vancouver		Total
Current assets	$	112,936	$	20,605	$	1,149	$	7,608	$	76,750	$	219,048
Plant and equipment		59,854		15,289		3,314		644		958		80,059
Mineral rights and properties		251,150		32,070		20,206		-		-		303,426
Investment in associates		-		-		-		-		50,695		50,695
Other investments		65		-		-		-		15,475		15,540
Reclamation deposits		3,626		3,348		-		-		7		6,981
Long-term prepaids and deposits		686		89		96		-		-		871
Deferred income tax assets		-		179		-		-		-		179
Total assets	$	428,317	$	71,580	$	24,765	$	8,252	$	143,885	$	676,799

Current liabilities	$	33,102	$	5,509	$	433	$	226	$	1,970	$	41,240
Long-term portion of lease obligation		-		-		-		-		314		314
Deferred income tax liabilities		47,065		-		1,031		-		-		48,096
Environmental rehabilitation		4,883		1,477		958		-		-		7,318
Total liabilities	$	85,050	$	6,986	$	2,422	$	226	$	2,284	$	96,968

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

The sales generated for the year ended March 31, 2024 and 2023 were all earned in China and were comprised of:

	Year ended March 31, 2024
	Henan Luoning		Guangdong		Total
Gold	$	13,024	$	-	$	13,024
Silver		116,364		7,870		124,234
Lead		46,972		5,422		52,394
Zinc		6,904		12,198		19,102
Other		4,529		1,904		6,433
	$	187,793	$	27,394	$	215,187

	Year ended March 31, 2023
	Henan Luoning		Guangdong		Total
Gold	$	6,647	$	-	$	6,647
Silver		105,776		7,816		113,592
Lead		50,477		6,366		56,843
Zinc		7,881		16,942		24,823
Other		4,087		2,137		6,224
		174,868	$	33,261	$	208,129

(d) Major customers

Revenue from major customers is summarized as follows:

	Year ended March 31, 2024
Customers	Henan Luoning		Guangdong		Total		Percentage of total revenue
Customer A	$	51,471	$	4,530	$	56,001		26	%
Customer B		50,697		-		50,697		24	%
Customer C		15,844		2,338		18,182		8	%
Customer D		39,770		-		39,770		18	%
Customer E		20,678		3,227		23,905		11	%
	$	178,460	$	10,095	$	188,555		87	%

	Year ended March 31, 2023
Customers	Henan Luoning		Guangdong		Total		Percentage of total revenue
Customer A	$	33,385	$	-	$	33,385		16	%
Customer B		34,331		-		34,331		17	%
Customer C		41,547		687		42,234		20	%
Customer D		40,443		-		40,443		19	%
Customer E		13,111		2,470		15,581		7	%
	$	162,817	$	3,157	$	165,974		79	%

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

GOVERNMENT FEES AND OTHER TAXES

Government fees and other taxes consist of:

	Years ended March 31,
		2024		2023
Government fees		$	61	$	69
Other taxes			2,580		2,319
		$	2,641	$	2,388

Government fees include environmental protection fees paid to the state and local Chinese government. Other taxes were composed of surtax on value-added tax, land usage levy, stamp duty and other miscellaneous levies, duties and taxes imposed by the state and local Chinese government.

GENERAL AND ADMINISTRATIVE

General and administrative expenses consist of:

	Years ended March 31, 2024						Years ended March 31, 2023
	Corporate		Mines		Total		Corporate		Mines		Total
Amortization and depreciation	$	588	$	1,094	$	1,682	$	573	$	1,189	$	1,762
Office and administrative expenses		2,042		2,613		4,655		1,834		2,608		4,442
Professional fees		860		565		1,425		669		432		1,101
Salaries and benefits		6,459		6,550		13,009		6,331		6,258		12,589
Share-based compensation		4,146		-		4,146		3,842		-		3,842
	$	14,095	$	10,822	$	24,917	$	13,249	$	10,487	$	23,736

FINANCE ITEMS

Finance items consist of:

	Years ended March 31,
Finance income		2024		2023
Interest income		$	6,247	$	4,578
Dividend income			-		76
Interest income		$	6,247	$	4,654

	Years ended March 31,
Finance costs	2024		2023
Interest on lease obligation	$	22	$	43
Impairment charges for expected credit loss against bond investments		-		2,883
Loss on disposal of bonds		-		93
Unwinding of discount of environmental rehabilitation provision (Note 16)		191		239
	$	213	$	3,258

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

INCOME TAX

(a) Income tax expense

The significant components of income tax expense are as follows:

	Years ended March 31,
Income tax expense	2024		2023
Current	$	14,671	$	9,358
Deferred		5,606		4,685
	$	20,277	$	14,043

The reconciliation of the Canadian statutory income tax rates to the effective tax rate is as follows:

	Years ended March, 31
	2024			2023
Canadian statutory tax rate		27.00	%		27.00	%
Income before income taxes	$	69,955		$	35,143
Income tax expense computed at Canadian statutory rates		18,888			9,489
Foreign tax rates different from statutory rate		(6,579	)		(4,976	)
Permanent items		(351	)		(1,048	)
Withholding taxes		6,064			3,789
Change in unrecognized deferred tax assets		2,255			6,789
Income tax expense	$	20,277		$	14,043

(b) Deferred income tax

The continuity of deferred income tax liabilities is summarized as follows:

	Years ended March, 31
	2024			2023
Net deferred income tax liabilities, beginning of the year	$	(47,917	)	$	(47,128	)
Deferred income tax expense recognized in net income for the year		(5,606	)		(4,685	)
Deferred income tax expense recognized in other comprehensive income for the year		-			240
Foreign exchange impact		2,415			3,656
Net deferred income tax liabilities, end of the year	$	(51,108	)	$	(47,917	)

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

The significant components of the Company’s deferred income tax are as follows:

	March 31, 2024			March 31, 2023
Deferred income tax assets
Plant and equipment	$	13,121		$	2,054
Non-capital loss carry forwards		806			747
Environmental rehabilitation		1,462			1,765
Unrealized loss on investments		503			363
Other deductible temporary difference		327			41
Total deferred income tax assets		16,219			4,970

Deferred income tax liabilities
Plant and equipment		-			(1,905	)
Mineral rights and properties		(67,174	)		(50,821	)
Other taxable temporary difference		(153	)		(161	)
Total deferred income tax liabilities		(67,327	)		(52,887	)

Net deferred income tax liabilities		(51,108	)		(47,917	)

Of which
-Deferred tax assets		-			179
-Deferred tax liabilities	$	(51,108	)	$	(48,096	)

Deferred tax assets are recognized to the extent that the realization of the related tax benefit through future taxable profits is probable. The ability to realize the tax benefits is dependent upon numerous factors, including the future profitability of operations in the jurisdictions in which the tax benefits arose. Deductible temporary differences and unused tax losses for which no deferred tax assets have been recognized are attributable to the following:

	March 31, 2024		March 31, 2023
Non-capital loss carry forward	$	77,298	$	65,200
Plant and equipment		2,003		2,553
Mineral rights and properties		6,199		3,562
Other deductible temporary difference		10,108		20,354
	$	95,608	$	91,669

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

As at March 31, 2024, the Company has the following net operating losses, expiring in various years to 2044 and available to offset future taxable income in Canada and China, respectively.

	Canada		China		Total
2024				792		792
2025				234		234
2026				1,147		1,147
2027				1,684		1,684
2028		1		1,995		1,996
2029		1,083				1,083
2030		6,288				6,288
2031		9,123				9,123
2032		9,389				9,389
2033		7,379				7,379
2034		6,701				6,701
2035		113				113
2036		540				540
2037		2,357				2,357
2038		2,663				2,663
2039		1,988				1,988
2040		3,921				3,921
2041		84				84
2042		6,773				6,773
2043		8,007				8,007
2044		5,036				5,036
	$	71,446	$	5,852	$	77,298

As at March 31, 2024, temporary differences of $174.2 million (March 31, 2023 - $188.6 million) associated with the investments in subsidiaries have not been recognized as the Company is able to control the timing of the reversal of these differences which are not expected to reverse in the foreseeable future.

SHORT-TERM INVESTMENTS

As at March 31, 2024, short-term investments consist of the following:

	Carraying Value		Interest rates	Maturity
Bonds	$	1,329	5.50% - 6.90%	June 9, 2024 - January 16, 2025
Money market instruments		30,620
	$	31,949

As at March 31, 2023, short-term investments consist of the following:

	Carraying Value		Interest rates	Maturity
Bonds	$	3,802	5.50% - 13.00%	July 17, 2023 - January 16, 2025
Money market instruments		53,829
	$	57,631

During the year ended March 31,2024, the Company recorded a loss of $1.4 million on short-term investments. During the year ended March 31, 2023, the Company recorded impairment charges of $2.9

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

million against bond investments, and the impairment charges was included in finance costs on the consolidated statement of income.

INVENTORIES

Inventories consist of the following:

	March 31, 2024		March 31, 2023
Concentrate inventory	$	1,525	$	2,556
Stockpile		2,176		1,234
Material and supplies		3,694		4,553
	$	7,395	$	8,343

The amount of inventories recognized as expense during the year ended March 31, 2024 was $115.9 million (year ended March 31, 2023 - $119.4 million).

10.

OTHER INVESTMENTS

	March 31, 2024		March 31, 2023
Investments designated as FVTOCI
Public companies	$	547	$	918
Private companies		62		65
		609		983
Investments designated as FVTPL
Public companies		42,488		11,396
Private companies		3,157		3,161
		45,645		14,557
Total	$	46,254	$	15,540

Investments in publicly traded companies represent equity interests of other publicly-trading mining companies that the Company has acquired through the open market or through private placements. Investments held for trading are classified as FVTPL. For other investments, the Company can make an irrevocable election, on an instrument-by-instrument basis, to designate them as FVTOCI.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

The continuity of such investments is as follows:

	Fair Value			Accumulated fair value change included in OCI			Accumulated fair value change included in P&L
April 1, 2022	$	17,768		$	(24,336	)	$	3,703
Loss on equity investments designated as FVTOCI		(1,312	)		(1,312	)		-
Loss on equity investments designated as FVTPL		(2,318	)		-			(2,318	)
Acquisition		3,702			-			-
Disposal		(1,035	)		-			-
Impact of foreign currency translation		(1,265	)		-			-
March 31, 2023	$	15,540		$	(25,648	)	$	1,385
Gain on equity investments designated as FVTOCI		(67	)		(67	)		-
Gain on equity investments designated as FVTPL		9,074			-			9,074
Acquisition		23,305			-			-
Disposal		(1,492	)		-			-
Impact of foreign currency translation		(106	)		-			-
March 31, 2024	$	46,254		$	(25,715	)	$	10,459

On August 6, 2023, the Company and OreCorp Limited (ASX: ORR) (“OreCorp”) announced the signing of a binding scheme implementation deed (the “Agreement”) whereby the Company will acquire all fully-paid ordinary shares of OreCorp not held by the Company or its associates (the “OreCorp Shares”), pursuant to an Australian scheme of arrangement under Part 5.1 of the Corporation Act 2001(Cth) (the “Scheme”), subject to the satisfaction and/or waiver of various conditions, whereby each holder of OreCorp Shares will receive, for each OreCorp Share held, 0.15 Australian dollar (“A$”) in cash and 0.0967 of a Silvercorp common share.

Concurrently with entering into the Agreement, the Company and OreCorp entered into a placement agreement, whereby Silvercorp agreed to purchase 70,411,334 new fully-paid ordinary shares of OreCorp at a price of A$0.40 per OreCorp Share for aggregate proceeds of approximately $18.5 million (A$28.0 million). The placement was completed in August 2023, and as a result, the Company held approximately 15% of the total outstanding ordinary shares of OreCorp. Subsequent to the private placement, the Company acquired additional 3,477,673 OreCorp Shares on the market through the Australian Securities Exchange (the “ASX”) for approximately $1.1 million, and as of December 31, 2023, the Company held 73,889,007 OreCorp Shares, representing 15.74% of the total outstanding ordinary shares of OreCorp.

The Agreement and the Scheme were amended and restated on November 23, 2023 (the “Amending Deed”) to increase the cash consideration from A$0.15 to A$0.19 with no change to the share consideration, being 0.0967 of a Silvercorp common share, for each OreCorp Share.

As a result of Perseus Mining Limited (“Perseus”) acquiring 19.9% relevant interest in OreCorp and indicating they would vote against the Scheme, on December 26, 2023, the Company and OreCorp entered into a Bid Implementation Deed (“BID”), pursuant to which Silvercorp has agreed to acquire, by means of an off-market takeover offer, all of the OreCorp Shares not already owned by Silvercorp for consideration comprising 0.0967 common shares of Silvercorp and A$0.19 cash per OreCorp Share (the “Consideration”). The offer is subject to minimal conditions, including Silvercorp having a relevant interest in at least 50.1% of the OreCorp Shares.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

As with the Scheme, under certain circumstances a break fee of approximately A$2.8 million will be payable by OreCorp to Silvercorp if the BID is terminated.

In March 2024, the Company announced that it had been unable to obtain a minimum of 50.1% interest in OreCorp pursuant to its off-market takeover offer for OreCorp’s shares and elected not to exercise its right to match Perseus’ competing offer for OreCorp.

In April 2024, the Company accepted Perseus’ offer and received approximately A$42.5 million from Perseus for the investments in OreCorp shares and A$2.8 million break fee from OreCorp.

As of March 31, 2024, the Company recorded a gain of $7.7 million on mark to market due to the changes of OreCorp share price since the Company’s initial investment in OreCorp in August 2023.

The transaction costs related to the proposed acquisition of OreCorp, net of the break fee, was a recovery of $0.3 million, and recorded as property evaluation and business development expenses on the consolidated statements of income for the year ended March 31, 2024.

11.

INVESTMENT IN ASSOCIATES

(a)

Investment in New Pacific Metals Corp.

New Pacific Metals Corp. (“NUAG”) is a Canadian public company listed on the Toronto Stock Exchange (symbol: NUAG) and NYSE American (symbol: NEWP). NUAG is a related party of the Company by way of one common director and one common officer, and the Company accounts for its investment in NUAG using the equity method as it is able to exercise significant influence over the financial and operating policies of NUAG.

In September 2023, the Company participated in a bought deal financing of common shares of NUAG to acquire an additional 2,541,890 common shares of NUAG for a cost of approximately $5.0 million. As a result of the financing, the Company’s ownership in NUAG was diluted to 27.4% and a dilution gain of $0.7 million was recorded in the consolidated statements of income.

The Company acquired additional 11,200 common shares from the public market (year ended March 31, 2023 – 309,400) for a total cost of $15 (year ended March 31, 2023 - $874) during the year ended March 31, 2024.

As at March 31, 2024, the Company owned 46,904,706 common shares of NUAG (March 31, 2023 – 44,351,616), representing an ownership interest of 27.4% (March 31, 2023 – 28.2%).

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

The summary of the investment in NUAG common shares and its market value as at the respective reporting dates are as follows:

	Number of shares		Amount			Value of NUAG’s common shares per quoted market price
Balance, April 1, 2022		44,042,216	$	49,437		$	140,275
Purchase from open market		309,400		874
Share of net loss				(2,411	)
Share of other comprehensive loss				(894	)
Foreign exchange impact				(3,753	)
Balance, March 31, 2023		44,351,616	$	43,253		$	119,621
Participation in bought deal		2,541,890		4,982
Purchase from open market		11,200		15
Dilution Gain				733
Share of net loss				(1,784	)
Share of other comprehensive loss				(28	)
Foreign exchange impact				(91	)
Balance, March 31, 2024		46,904,706	$	47,080		$	63,693

Summarized financial information for the Company’s investment in NUAG on a 100% basis is as follows:

	Years ended March 31,
	2024⁽¹⁾			2023⁽¹⁾
Net loss attributable to NUAG’s shareholders as reported by NUAG	$	(6,404	)	$	(8,569	)
Net loss of NUAG qualified for pick-up		(6,404	)		(8,569	)
Other comprehensive income (loss) attributable to NUAG’s shareholders as reported by NUAG shareholders as reported by NUAG		(104	)		(3,161	)
Comprehensive loss of NUAG qualified for pick-up	$	(6,508	)	$	(11,730	)
Company’s share of net loss		(1,784	)		(2,411	)
Company’s share of other comprehensive income (loss)		(28	)		(894	)
Company’s share of comprehensive loss	$	(1,812	)	$	(3,305	)

⁽¹⁾ NUAG’s fiscal year-end is on June 30. NUAG’s quarterly financial results were used to compile the financial information that matched with the Company’s year-end on March 31.

As at	March 31, 2024			March 31, 2023
Current assets	$	24,509		$	12,020
Non-current assets		114,048			107,788
Total assets	$	138,557		$	119,808

Current liabilities		842			3,493
Total liabilities	$	842		$	3,493

Net assets	$	137,715		$	116,315
Non-controlling interests		(155	)		(88	)
Total equity attributable to equity holders of NUAG	$	137,870		$	116,403
Company’s share of net assets of associate	$	37,719		$	32,794
Fair value adjustments		9,361			10,459
Carrying value of the investment in NUAG	$	47,080		$	43,253

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

The difference between the carrying value of the Company’s investment in NUAG and the Company’s share of NUAG’s net asset primarily arises on fair value adjustments upon acquisitions of the investment and subsequent measurements.

(b)

Investment in Tincorp Metals Inc.

Tincorp Metals Inc. (“TIN”), formerly Whitehorse Gold Corp., is a Canadian public company listed on the TSX Venture Exchange (symbol: TIN). TIN is a related party of the Company by way of one common director and one common officer, and the Company accounts for its investment in TIN using the equity method as it is able to exercise significant influence over the financial and operating policies of TIN.

In December 2023, the Company participated in a non-brokered private placement of TIN and purchased 4,000,000 units at a cost of $1.2 million. Each unit was comprised of one TIN common share and one-half common share purchase warrant at exercise price of CAD$0.65 per share. The common share purchase warrant expires on December 15, 2024.

In January 2024, the Company and TIN entered into an interest-free unsecured credit facility agreement with no conversion features (the “Facility”) to allow TIN to advance up to $1.0 million from the Company. Upon signing the Facility, the Company advanced $0.5 million to TIN and received 350,000 common shares of TIN as the Bonus Shares for granting the Facility. In April 2024, the Company provided the remaining $0.5 million to TIN. The Facility has a maturity date of January 31, 2025.

As at March 31, 2024, the Company owned 19,864,285 common shares of TIN (March 31, 2023 – 19,514,285), representing an ownership interest of 29.7% (March 31, 2023 – 29.3%).

The summary of the investment in TIN common shares and its market value as at the respective reporting dates are as follows:

	Number of shares		Amount			Value of TIN’s common shares per quoted market price
Balance, April 1, 2022		15,514,285	$	7,404		$	6,208
Participation in private placement		4,000,000		1,181
Dilution loss				(107	)
Share of net loss				(490	)
Share of other comprehensive income				8
Foreign exchange impact				(554	)
Balance, March 31, 2023		19,514,285	$	7,442		$	6,777
Tincorp shares received under credit facility agreement		350,000		78
Share of net loss				(908	)
Share of other comprehensive income				(8	)
Impairment				(4,251	)
Foreign exchange impact				(7	)
Balance, March 31, 2024		19,864,285	$	2,346		$	2,346

Based on TIN’s financial conditions and share price performance, the Company determined that there was objective evidence that the Company’s investment in TIN is impaired as at March 31, 2024. Accordingly, the Company wrote down the carrying value of the investment to the fair value of the investment to the market price of TIN’s common shares as at March 31, 2024, and an impairment loss of approximately $4.3 million (year ended March 31, 2023 - $nil) was recognized for the investment in TIN.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

Summarized financial information for the Company’s investment in TIN on a 100% basis is as follows:

	Year ended March 31,
	2024⁽¹⁾			2023⁽¹⁾
Net loss attributable to TIN’s shareholders as reported by TIN	$	(3,075	)	$	(1,666	)
Other comprehensive income attributable to TIN’s shareholders as reported by TIN		(26	)		30
Comprehensive loss of TIN qualified for pick-up		(3,101	)		(1,636	)
Company’s share of net loss		(908	)		(490	)
Company’s share of other comprehensive income		(8	)		8
Company’s share of comprehensive loss	$	(916	)	$	(482	)

⁽¹⁾TIN’s fiscal year-end is on December 31. TIN’s quarterly financial results were used to compile the financial information that matched with the Company’s year-end on March 31.

As at	March 31, 2024			March 31, 2023
Current assets	$	250		$	2,640
Non-current assets		20,899			20,701
Total assets	$	21,149		$	23,341

Current liabilities		1,303			746
Total liabilities	$	1,303		$	746

Net assets	$	19,846		$	22,595
Company’s share of net assets of associate	$	5,892		$	6,625
Fair value adjustments		(3,546	)		817
Carrying value of the investment in TIN	$	2,346		$	7,442

The difference between the carrying value of the Company’s investment in TIN and the Company’s share of TIN’s net assets primarily arises on fair value adjustments upon acquisitions of the investment and subsequent measurements including impairment recognized.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

12.

INVESTMENT PROPERTIES

Investment properties consist of:

Cost	Total
Balance, March 31, 2023	$	-
Additions		287
Transfer from property, plant, and equipment		837
Impact of foreign currency translation		(9	)
Balance, March 31, 2024	$	1,115

Accumulated depreciation and amortization
Balance, March 31, 2023	$	-
Depreciation and amortization		(39	)
Transfer from property, plant, and equipment		(619	)
Impact of foreign currency translation		6
Balance, March 31, 2024	$	(652	)

Carrying amounts
Balance, March 31, 2023	$	-
Balance, March 31, 2024	$	463

Investment properties include real estate properties that are rented out to earn rental income. The investment properties were initially recorded at cost, and subsequently measured at cost less accumulated depreciation. Depreciation is computed on a straight-line basis based on the nature and an estimated 20 years’ useful life of the asset. The Company did not engage an independent valuer to value the properties, and the fair value of the properties estimated based on the quoted market prices for the similar real estate properties in the nearby neighborhoods were approximately $2.8 million as at March 31,2024.

During the year ended March 31, 2024, the Company recorded rental income of $0.1 million, which was included in other expenses on the consolidated statements of income.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

13.

PLANT AND EQUIPMENT

Plant and equipment consist of:

Cost	Land use rights and building			Office equipment			Machinery			Motor vehicles			Construction in progress			Total
Balance as at April 1, 2022	$	117,247		$	11,009		$	34,379		$	8,313		$	2,603		$	173,551
Additions		499			1,169			3,097			879			9,925			15,569
Disposals		(985	)		(511	)		(1,085	)		(494	)		-			(3,075	)
Reclassification of asset groups		4,400			33			655			-			(5,088	)		-
Impact of foreign currency translation		(9,040	)		(821	)		(2,672	)		(636	)		(212	)		(13,381	)
Balance as at March 31, 2023	$	112,121		$	10,879		$	34,374		$	8,062		$	7,228		$	172,664
Additions		1,020			853			1,965			609			8,469			12,916
Disposals		(1,082	)		(234	)		(1,033	)		(290	)		-			(2,639	)
Reclassification of asset groups		2,209			461			840			(410	)		(3,100	)		-
Impact of foreign currency translation		(5,459	)		(495	)		(1,723	)		(394	)		(404	)		(8,475	)
Ending balance as at March 31, 2024	$	108,809		$	11,464		$	34,423		$	7,577		$	12,193		$	174,466

Impairment, accumulated depreciation and amortization
Balance as at April 1, 2022	$	(57,584	)	$	(7,232	)	$	(23,665	)	$	(5,652	)	$	-	$	(94,133	)
Disposals		733			500			767			407			-		2,407
Depreciation and amortization		(4,373	)		(940	)		(2,162	)		(660	)		-		(8,135	)
Impact of foreign currency translation		4,443			530			1,847			436			-		7,256
Balance as at March 31, 2023	$	(56,781	)	$	(7,142	)	$	(23,213	)	$	(5,469	)	$	-	$	(92,605	)
Disposals		778			216			291			211			-		1,496
Depreciation and amortization		(4,315	)		(1,031	)		(2,263	)		(390	)		-		(7,999	)
Impact of foreign currency translation		2,777			316			1,176			271			-		4,540
Ending balance as at March 31, 2024	$	(57,541	)	$	(7,641	)	$	(24,009	)	$	(5,377	)	$	-	$	(94,568	)

Carrying amounts
Balance as at March 31, 2023	$	55,340		$	3,737		$	11,161		$	2,593		$	7,228	$	80,059
Ending balance as at March 31, 2024	$	51,268		$	3,823		$	10,414		$	2,200		$	12,193	$	79,898

Tables below summarized the carrying amount of the plant and equipment used at each operation segments of the Company.

Carrying amounts as at March 31, 2024	Ying Mining District		GC		Other		Corporate		Total
Land use rights and building	$	37,669	$	9,629	$	2,183	$	1,787	$	51,268
Office equipment		3,185		415		46		177		3,823
Machinery		6,942		3,344		128		-		10,414
Motor vehicles		1,905		198		69		28		2,200
Construction in progress		11,649		62		482		-		12,193
Total	$	61,350	$	13,648	$	2,908	$	1,992	$	79,898

Carrying amounts as at March 31, 2023		Ying Mining District		GC		Other		Corporate		Total
Land use rights and building	$	41,155	$	10,403	$	2,490	$	1,292	$	55,340
Office equipment		2,991		440		63		243		3,737
Machinery		7,433		3,568		160		-		11,161
Motor vehicles		2,067		367		92		67		2,593
Construction in progress		6,208		511		509		-		7,228
Total	$	59,854	$	15,289	$	3,314	$	1,602	$	80,059

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

14.

MINERAL RIGHTS AND PROPERTIES

Mineral rights and properties consist of:

	Producing and development properties									Exploration and evaluation properties
Cost	Ying Mining District			BYP			GC			Kuanping			La Yesca			Total
Balance as at April 1, 2022	$	397,335		$	65,092		$	124,906		$	13,380		$	19,335		$	620,048
Capitalized expenditures		35,632			-			4,839			907			876			42,254
Environmental rehabilitation		(224	)		(36	)		12			-			-			(248	)
Foreign currency translation impact		(30,731	)		(1,192	)		(9,639	)		(1,034	)		-			(42,596	)
Balance as at March 31, 2023	$	402,012		$	63,864		$	120,118		$	13,253		$	20,211		$	619,458
Capitalized expenditures		44,633			-			6,202			290			-			51,125
Environmental rehabilitation		89			20			151			-			-			260
Foreign currency translation impact		(20,174	)		(698	)		(5,914	)		(658	)		-			(27,444	)
Balance as at March 31, 2024	$	426,560		$	63,186		$	120,557		$	12,885		$	20,211		$	643,399

Impairment and accumulated depletion
Balance as at April 1, 2022	$	(143,264	)	$	(57,521	)	$	(92,815	)	$	-		$	-		$	(293,600	)
Impairment		-			-			-			-			(20,211	)		(20,211	)
Depletion		(18,689	)		-			(2,398	)		-			-			(21,087	)
Foreign currency translation impact		11,091			610			7,165			-			-			18,866
Balance as at March 31, 2023	$	(150,862	)	$	(56,911	)	$	(88,048	)	$	-		$	(20,211	)	$	(316,032	)
Depletion		(18,379	)		-			(2,405	)		-			-			(20,784	)
Foreign currency translation impact		7,584			361			4,305			-			-			12,250
Balance as at March 31, 2024	$	(161,657	)	$	(56,550	)	$	(86,148	)	$	-		$	(20,211	)	$	(324,566	)

Carrying amounts
Balance as at March 31, 2023	$	251,150		$	6,953		$	32,070		$	13,253		$	-		$	303,426
Balance as at March 31, 2024	$	264,903		$	6,636		$	34,409		$	12,885		$	-		$	318,833

During the year ended March 31, 2023, the Company completed the review and evaluation on the results of the drilling program completed in Fiscal 2023. The Company does not plan to undertake further significant work at the La Yesca Project in the near future. As a result, the decision was taken to impair fully the value of the La Yesca Project and recognized an impairment charge of $20.2 million in the consolidated statements of income.

15.

LEASES

The following table summarizes changes in the Company’s lease receivable and lease obligation related to the Company’s office lease and sublease.

	Lease Receivable			Lease Obligation
Balance, April 1, 2022	$	182		$	1,263
Interest accrual		4			43
Interest received or paid		(4	)		(43	)
Principal repayment		(172	)		(597	)
Foreign exchange impact		(10	)		(83	)
Balance, March 31, 2023	$	-		$	583
Addition		-			998
Interest accrual		-			22
Interest received or paid		-			(22	)
Principal repayment		-			(262	)
Foreign exchange impact		-			(4	)
Balance, March 31, 2024	$	-		$	1,315
Less: current portion		-			(213	)
Non-current portion	$	-		$	1,102

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

The following table presents a reconciliation of the Company’s undiscounted cash flows to their present value for its lease obligation as at March 31, 2024:

	Lease Obligation
Within 1 year	$	284
Between 2 to 5 years		1,095
Over 5 years		338
Total undiscounted amount		1,717
Less future interest		(402	)
Total discounted amount	$	1,315
Less: current portion		(213	)
Non-current portion	$	1,102

During the year ended March 31, 2024, the Company renewed and extended the existing office to May 31, 2030 with total contract cash payment of $1.7 million over the next six years. The lease obligation was discounted at a discount rate of 9.2% as at March 31, 2024 (March 31, 2023 – 5%).

16.

ENVIRONMENTAL REHABILITATION OBLIGATION

The following table presents the reconciliation of the beginning and ending obligations associated with the retirement of the properties:

	Total
Balance, April 1, 2022	$	8,739
Reclamation expenditures		(740	)
Unwinding of discount of environmental rehabilitation		239
Revision of provision		(248	)
Foreign exchange impact		(672	)
Balance, March 31, 2023	$	7,318
Reclamation expenditures		(970	)
Unwinding of discount of environmental rehabilitation		191
Revision of provision		259
Foreign exchange impact		(356	)
Balance, March 31, 2024	$	6,442

As at March 31, 2024, the total undiscounted amount of estimated cash flows required to settle the Company’s environmental rehabilitation provision was $8.6 million (March 31, 2023 - $10.2 million) over the next twenty years, which has been discounted using an average discount rate of 2.26% (March 31, 2023 – 2.83%).

During the year ended March 31, 2024, the Company incurred actual reclamation expenditures of $1.0 million (year ended March 31, 2023 - $0.7 million), paid reclamation deposit of $1.1 million (year ended March 31, 2023 - $0.3 million) and received $3.0 million reclamation deposit refund (year ended March 31, 2023 - $1.2 million).

Estimated future reclamation costs are based on the extent of work required and the associated costs are dependent on the requirements of relevant authorities and the Company’s environmental policies. In view

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

of uncertainties concerning environmental rehabilitation obligations, the ultimate costs could be materially different from the amounts estimated.

17.

SHARE CAPITAL

(a) Authorized

Unlimited number of common shares without par value. All shares issued as at March 31,2024 were fully paid.

(b) Share-based compensation

The Company has a share-based compensation plan (the “Plan”) which consists of stock options, restricted share units (the “RSUs”) and performance share units (the “PSUs”). The Plan allows for the maximum number of common shares to be reserved for issuance on any share-based compensation to be a rolling 10% of the issued and outstanding common shares from time to time. Furthermore, no more than 3% of the reserve may be granted in the form of RSUs and PSUs.

For the year ended March 31, 2024, a total of $4.1 million (year ended March 31, 2023 - $3.8 million) in share-based compensation expense was recognized and included in the corporate general and administrative expenses and property evaluation and business development expenses on the consolidated statements of income.

(i)

Stock options

The following is a summary of option transactions:

	Number of options			Weighted average exercise price per share CAD$
Balance, April 1, 2022		995,335		$	7.28
Option granted		595,000			3.95
Options cancelled/forfeited		(158,667	)		6.29
Balance, March 31, 2023		1,431,668		$	6.01
Options cancelled/forfeited		(104,667	)		5.83
Balance, March 31, 2024		1,327,001		$	6.02

The following table summarizes information about stock options outstanding as at March 31, 2024:

Exercise price in CAD		Number of options outstanding at March 31, 2024		Weighted average remaining contractual life (Years)		Weighted average exercise price in CAD		Number of options exercisable at March 31, 2024		Weighted average exercise price in CAD
$	3.93		438,000		3.07	$	3.93		219,000	$	3.93
$	4.08		60,000		3.90	$	4.08		20,000	$	4.08
$	5.46		454,001		1.15	$	5.46		454,001	$	5.46
$	9.45		375,000		1.62	$	9.45		375,000	$	9.45
	$3.93 to $9.45		1,327,001		2.04	$	6.02		1,068,001	$	6.52

The options were granted to directors, officers, and employees with a life of five years subject to a vesting schedule over a three-year term with 1/6 of the options vesting every six months from the date of grant until fully vested.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

Subsequent to March 31, 2024, a total of 330,000 options were granted to directors, officers, and employees of the Company with exercise price of CAD$4.41 per share subject to a vesting schedule over a three-year term with 1/6 of the options vesting every six months from the date of grant until fully vested.

Subsequent to March 31, 2024, a total of 10,000 options with an exercise price of CAD$3.93 were exercised.

(ii)

RSUs

The following is a summary of RSUs transactions:

	Number of units			Weighted average grant date closing price per share $CAD
Balance, March 31, 2022		1,636,165		$	6.47
Granted		1,154,000			3.96
Forfeited		(159,792	)		5.44
Distributed		(503,703	)		6.04
Balance, March 31, 2023		2,126,670		$	5.29
Granted		1,056,000			5.28
Forfeited		(113,665	)		5.04
Distributed		(928,755	)		5.44
Balance, at March 31, 2024		2,140,250		$	5.23

During the year ended March 31, 2024, a total of 1,056,000 RSUs were granted to directors, officers, and employees of the Company at grant date closing prices of CAD$5.28 per share subject to a vesting schedule over a three-year term with 1/6 of the RSUs vesting every six months from the date of grant.

Subsequent to March 31, 2024, a total of 1,044,750 RSUs were granted to directors, officers, and employees of the Company subject to a vesting schedule over a three-year term with 1/6 of the RSUs vesting every six months from the date of grant.

Subsequent to March 31, 2024, a total of 296,662 RSUs with grant date closing prices of CAD$3.93 to CAD$9.45 were distributed.

(c) Cash dividends declared

During the year ended March 31, 2024, dividends of $4.4 million, or $0.025 per share, (year ended March 31, 2023 - $4.4 million or $0.025 per share) were declared and paid.

(d) Normal course issuer bid

On August 25, 2021, the Company announced a normal course issuer bid (the “2021 NCIB”) which allows it to repurchase and cancel up to 7,054,000 of its own common shares until August 26, 2022. A total of 739,960 common shares were repurchased under 2021 NCIB at a weighted average price of CAD$3.25.

On August 24, 2022, the Company announced a normal course issuer bid (the “2022 NCIB”, together with the 2021 NCIB, the “NCIB Programs”) which allows it to repurchase and cancel up to 7,079,407 of its own common shares until August 28, 2023. A total of 294,831 common shares were repurchased under 2022 NCIB at a weighted average price of CAD$3.49.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

On September 15, 2023, the Company announced a normal course issuer bid (the “2023 NCIB”), which allowed the Company to repurchase and cancel up to 8,487,191 of its own common shares until September 18, 2024. As of March 31, 2024, the Company has repurchased a total of 191,770 common shares under the 2023 NCIB at a weighted average price of CAD$3.16.

The total repurchasing cost of the above mentioned NCIB Programs was $3.1 million. All shares bought were subsequently cancelled.

(e) Earnings per share (basic and diluted)

	For the years ended March 31,
	2024						2023
	Income (Numerator)		Shares (Denominator)		Per-Share Amount		Income (Numerator)		Shares (Denominator)		Per-Share Amount
Net income attributable to equity holders of the Company	$	36,306					$	20,608
Basic earnings per share		36,306		176,997,360	$	0.21		20,608		176,826,877	$	0.12
Effect of dilutive securities:
Stock options and RSUs				2,140,250						2,126,672
Diluted earnings per share	$	36,306		179,137,610	$	0.20	$	20,608		178,953,549	$	0.12

Anti-dilutive options that are not included in the diluted EPS calculation were 1,327,001 for the year ended March 31, 2024 (year ended March 31, 2023 – 1,431,668).

18.

ACCUMULATED OTHER COMPREHENSIVE LOSS

	March 31, 2024		March 31, 2023
Change in fair value on equity investments designated as FVTOCI	$	24,421	$	24,355
Share of other comprehensive loss in associate		1,449		1,380
Currency translation adjustment		34,175		17,508
Balance, end of the year	$	60,045	$	43,243

The change in fair value on equity investments designated as FVTOCI, share of other comprehensive loss in associates, and currency translation adjustment are net of tax of $nil for all periods presented.

19.

NON-CONTROLLING INTERESTS

The continuity of non-controlling interests is summarized as follows:

	Henan Found			Henan Huawei			Yunxiang			Guangdong Found			New Infini			Total
Balance, April 1, 2022	$	89,669		$	4,928		$	2,915		$	(181	)	$	10,387		$	107,718
Share of net income (loss)		11,584			(121	)		(157	)		78			(10,892	)		492
Share of other comprehensive loss		(6,037	)		(351	)		(118	)		(46	)		-			(6,552	)
Distributions		(9,934	)		(946	)		-			-			-			(10,880	)
Balance, March 31, 2023	$	85,282		$	3,510		$	2,640		$	(149	)	$	(505	)	$	90,778
Share of net income (loss)		12,846			673			(151	)		33			(29	)		13,372
Share of other comprehensive loss		(3,063	)		(55	)		(96	)		(94	)		-			(3,308	)
Distributions		(10,088	)		(950	)		-			(50	)		-			(11,088	)
Balance, March 31, 2024	$	84,977		$	3,178		$	2,393		$	(260	)	$	(534	)	$	89,754

As at March 31, 2024, non-controlling interests in Henan Found, Henan Huawei, Yunxiang, Guangdong Found and New Infini were 22.5%, 20%, 30%, 1%, and 53.9%, respectively (March 31, 2023 – 22.5%, 20%, 30%, 1%, and 53.9%, respectively).

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

During the year ended March 31, 2024, Henan Found declared and paid dividends of $7.9 million (year ended March 31, 2023 – declared and paid dividends of $7.7 million) to Henan Non-ferrous Geology Minerals Ltd. (“Henan Non-ferrous”), who held 17.5% equity interest in Henan Found. During the year ended March 31, 2024, Henan Non-ferrous transferred 12.25% equity interest of Henan Found to Henan First Geological Brigade Ltd. (“First Geological Brigade”), a company who has the same ultimate parent company as Henan Non-ferrous. As at March 31, 2024, Henan Non-ferrous is the 5.25% equity holder of Henan Found and First Geological Brigade is the 12.25% equity holder of Henan Found.

Henan Xinxiangrong Mining Ltd. (“Henan Xinxiangrong”) is the 5% equity interest holder of Henan Found. During the year ended March 31, 2024, Henan Found declared and paid dividends of $2.2 million (year ended March 31, 2023 – declared and paid dividends of $2.2 million) to Henan Xinxiangrong.

Henan Xinhui Mining Co., Ltd. (“Henan Xinhui”) is a 20% equity interest holder of Henan Huawei. For the year ended March 31, 2024, Henan Huawei declared and paid dividends of $0.9 million (year ended March 31, 2023 – $0.9 million) to Henan Xinhui.

GRT Mining Investment (Beijing) Co., Ltd. (“GRT”) is a 1% equity interest holder of Guangdong Found. For the year ended March 31, 2024, Guangdong Found declared and paid dividends of $50 thousand (year ended March 31, 2023 - $nil) to GRT.

20.

RELATED PARTY TRANSACTIONS

Related party transactions are made on terms agreed upon by the related parties. The balances with related parties are unsecured, non-interest bearing, and due on demand. Related party transactions not disclosed elsewhere in the consolidated financial statements are as follows:

(a)

Due from related parties

	March 31, 2024		March 31, 2023
NUAG (i)	$	28	$	51
TIN (ii)		562		37
	$	590	$	88

The Company recovers costs for services rendered to NUAG and expenses incurred on behalf of NUAG pursuant to a services and administrative costs reallocation agreement. During the year ended March 31, 2024, the Company recovered $1.0 million (year ended March 31, 2023 - $1.0 million) from NUAG for services rendered and expenses incurred on behalf of NUAG. The costs recovered from NUAG were recorded as a direct reduction of general and administrative expenses on the consolidated statements of income.

ii.

The Company recovers costs for services rendered to TIN and expenses incurred on behalf of TIN pursuant to a services and administrative costs reallocation agreement. During the year ended March 31, 2024, the Company recovered $0.3 million (year ended March 31, 2023 - $0.2 million) from TIN for services rendered and expenses incurred on behalf of TIN. The costs recovered from TIN were recorded as a direct reduction of general and administrative expenses on the consolidated statements of income. In January 2024, the Company and TIN entered into an interest-free unsecured credit facility agreement with no conversion features (the “Facility”) to allow TIN to advance up to $1.0 million from the Company. As of March 31, 2024, the Company advanced $0.5 million to TIN and received 350,000

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

common shares of TIN as the Bonus Shares for granting the Facility. Subsequent to March 31, 2024, the Company advanced the remaining $0.5 million to TIN.

(b)

Compensation of key management personnel

The remuneration of directors and other members of key management personnel, who are those having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, for the years ended March 31, 2024 and 2023 were as follows:

	Years Ended March 31,
	2024		2023
Cash compensation	$	3,403	$	3,057
Share-based compensation		2,487		3,764
	$	5,890	$	6,821

21.

CAPITAL DISCLOSURES

The Company’s objectives of capital management are intended to safeguard the entity’s ability to support the Company’s normal operating requirement on an ongoing basis, continue the development and exploration of its mineral properties, and support any expansionary plans.

The capital of the Company consists of the items included in equity less cash and cash equivalents and short-term investments. Risk and capital management are primarily the responsibility of the Company’s corporate finance function and is monitored by the Board of Directors. The Company manages the capital structure and makes adjustments depending on economic conditions. Funds have been primarily secured through profitable operations and issuances of equity capital. The Company invests all capital that is surplus to its immediate needs in short-term, liquid and highly rated financial instruments, such as cash and other short-term deposits, all held with major financial institutions. Significant risks are monitored and actions are taken, when necessary, according to the Company’s approved policies.

22.

FINANCIAL INSTRUMENTS

The Company manages its exposure to financial risks, including liquidity risk, foreign exchange risk, interest rate risk, credit risk and equity price risk in accordance with its risk management framework. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.

(a) Fair value

The Company classifies its fair value measurements within a fair value hierarchy, which reflects the significance of the inputs used in making the measurements as defined in IFRS 13, Fair Value Measurement (“IFRS 13”).

Level 1 – Unadjusted quoted prices at the measurement date for identical assets or liabilities in active markets.

Level 2 – Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

Level 3 – Unobservable inputs which are supported by little or no market activity.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

The following tables set forth the Company’s financial assets and liabilities that are measured at fair value level on a recurring basis within the fair value hierarchy as at March 31, 2024 and March 31, 2023 that are not otherwise disclosed. As required by IFRS 13, the assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

	Fair value as at March 31, 2024
Recurring measurements	Level 1		Level 2		Level 3		Total
Financial assets
Cash and cash equivalents	$	152,942	$	-	$	-	$	152,942
Short-term investments - money market instruments		30,620		-		-		30,620
Investments in public companies		41,818		-		1,217		43,035
Investments in private companies		-		-		3,219		3,219

	Fair value as at March 31, 2023
Recurring measurements	Level 1		Level 2		Level 3		Total
Financial assets
Cash and cash equivalents	$	145,692	$	-	$	-	$	145,692
Short-term investments - money market instruments		53,829		-		-		53,829
Investments in public companies		12,314		-		-		12,314
Investments in private companies		-		-		3,226		3,226

Financial assets classified within Level 3 are equity investments in private companies and one public company which are suspended from quotation owned by the Company. Significant unobservable inputs are used to determine the fair value of the financial assets, which includes recent arm’s length transactions of the investee, the investee’s financial performance as well as any changes in planned milestones of the investees.

Fair value of the other financial instruments excluded from the table above approximates their carrying amount as at March 31, 2024 and March 31, 2023, due to the short-term nature of these instruments.

During the year ended March 31, 2024, equity investments in one public company which was suspended from quotation were transferred into Level 3 (year ended March 31, 2023 – nil transfer in). There were no transfers out of Level 3 during the year ended March 31, 2024 and 2023.

(b) Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they arise. The Company manages liquidity risk by monitoring actual and projected cash flows and matching the maturity profile of financial assets and liabilities. Cash flow forecasting is performed regularly to ensure that there is sufficient capital in order to meet short-term business requirements, after considering cash flows from operations and our holdings of cash and cash equivalents, and short-term investments.

In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following summarizes the remaining contractual maturities of the Company’s financial liabilities and operating commitments on an undiscounted basis.

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

	March 31, 2024
	Within a year		2-5 years		Over 5 years		Total
Accounts payable and accrued liabilities	$	41,797	$	-	$	-	$	41,797
Lease obligation		284		1,095		338		1,717
Deposits received		4,223		-		-		4,223
Total Contractual Obligation	$	46,304	$	1,095	$	338	$	47,737

(c) Foreign exchange risk

The Company reports its financial statements in US dollars. The functional currency of the head office, Canadian subsidiaries and all intermediate holding companies is the Canadian dollar (“CAD”) and the functional currency of all Chinese subsidiaries is the Chinese yuan (“RMB”). The functional currency of New Infini and its subsidiaries is the US dollar (“USD”). The Company is exposed to foreign exchange risk when the Company undertakes transactions and holds assets and liabilities in currencies other than its functional currencies.

The Company currently does not engage in foreign exchange currency hedging. The sensitivity of the Company’s net income due to the exchange rates of the Canadian dollar against the U.S. dollar and the Australian dollar as at March 31, 2024 is summarized as follows:

	Cash and cash equivalents		Short-term investments		Other investments		Accounts payable and accrued liabilities			Net financial assets exposure		Effect of +/- 10% change in currency
US dollar	$	87,557	$	1,329	$	2,594	$	(169	)	$	91,311	$	9,131
Australian dollar		381		-		30,965		(737	)		30,609		3,061
	$	87,938	$	1,329	$	33,559	$	(906	)	$	121,920	$	12,192

(d) Interest rate risk

The Company is exposed to interest rate risk on its cash equivalents and short-term investments. As at March 31, 2024, all of its interest-bearing cash equivalents and short-term investments earn interest at market rates that are fixed to maturity or at variable interest rates with terms of less than one year. The Company monitors its exposure to changes in interest rates on cash equivalents and short-term investments. Due to the short-term nature of these financial instruments, fluctuations in interest rates would not have a significant impact on the Company’s net income.

(e) Credit risk

Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The Company is exposed to credit risk primarily associated to accounts receivable, due from related parties, cash and cash equivalents, and short-term investments. The carrying amount of assets included on the balance sheet represents the maximum credit exposure.

The Company undertakes credit evaluations on counterparties as necessary, requests deposits from customers prior to delivery, and has monitoring processes intended to mitigate credit risks. There were no material amounts in trade or other receivables which were past due on March 31, 2024 (at March 31, 2023 - $nil).

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

(f) Equity price risk

The Company holds certain marketable securities that will fluctuate in value as a result of trading on financial markets. As the Company’s marketable securities holdings are mainly in mining companies, the value will also fluctuate based on commodity prices. Based upon the Company’s portfolio as at March 31, 2024, a 10% increase (decrease) in the market price of the securities held, ignoring any foreign currency effects, would have resulted in an increase (decrease) to the net income (loss) and other comprehensive income (loss) of $4.2 million and $0.1 million, respectively.

23.

SUPPLEMENTARY CASH FLOW INFORMATION

	Year Ended March 31,
Changes in non-cash operating working capital:	2024			2023
Trade and other receivables	$	(479	)	$	936
Inventories		610			79
Prepaids and deposits		(2,411	)		(50	)
Accounts payable and accrued liabilities		6,549			(2,009	)
Deposits received		398			(938	)
Due from a related party		(582	)		(28	)
	$	4,085		$	(2,010	)

	Year Ended March 31,
Non-cash capital transactions:	2024			2023
Environmental rehablitation expenditure paid from reclamation deposit	$	-		$	379
Additions of plant and equipment included in accounts payable and accrued liabilities		1,393			2,276
Capital expenditures of mineral rights and properties included in accounts payable and accrued liabilities	$	(922	)	$	590

	March 31, 2024		March 31, 2023
Cash on hand and at bank	$	112,355	$	50,871
Bank term deposits and short-term money market investments		40,587		94,821
Total cash and cash equivalents	$	152,942	$	145,692

24.

SUBSEQUENT EVENT

On April 26, 2024, the Company and Adventus Mining Corporation(“Adventus”) (TSX: ADZN) (OTCQX: ADVZF) announced the signing of a definitive arrangement agreement (the “Arrangement Agreement”) pursuant to which the Company has agreed to acquire all of the issued and outstanding common shares of Adventus (the “Transaction”) by way of a plan of arrangement (the “Arrangement”). Under the terms of the Arrangement Agreement, each holder of the common shares of Adventus (each, an “Adventus Share”) will receive 0.1015 of one Silvercorp common share (each, a “Silvercorp Share”) in exchange for each Adventus Share (the “Exchange Ratio”) at the effective time of the Transaction.

The Exchange Ratio implies consideration of C$0.50 per Adventus Share based on the 20-day volume-weighted average prices (“VWAP”) of Silvercorp Shares on the Toronto Stock Exchange (the “TSX”) on April 25, 2024. This represents a premium of 31% based on the 20-day VWAP of Silvercorp on the TSX and Adventus on the TSX Venture Exchange (the “TSXV”), both as at April 25, 2024. The implied equity value of the Transaction is approximately C$200 million on a fully-diluted in-the-money basis. At closing, existing

SILVERCORP METALS INC.

Notes to Consolidated Financial Statements

(Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)

Silvercorp and Adventus shareholders will own approximately 81.6% and 18.4%, respectively, of Silvercorp shares outstanding on a fully-diluted in-the-money basis.

Concurrent with entering into the Arrangement Agreement, the Company and Adventus entered into an investment agreement pursuant to which the Company subscribed for 67,441,217 Adventus Shares at an issue price of C$0.38 per share, or C$25,627,662 in the aggregate (the “Placement”), which was completed on May 1, 2024, and the Company currently holds approximately 15% of the total issued and outstanding shares of Adventus. The Adventus Shares issued to the Company are subject to a statutory four-month hold period under applicable securities laws.

The Adventus Board has unanimously approved the Transaction and recommends that Adventus shareholders vote in favour of the Transaction at the special meeting of securityholders (the “Special Meeting”). Each of the directors and senior officers of Adventus, Mr. Ross Beaty and Wheaton Precious Metals Corp., representing in aggregate approximately 23% of the issued and outstanding Adventus Shares, have entered into voting support agreements with Silvercorp and have agreed to vote in favour of the Transaction at the Special Meeting in accordance with those agreements.

The Transaction will be carried out by way of a court-approved Arrangement under the Canada Business Corporations Act and a resolution to approve the Transaction will be submitted to Adventus shareholders and holders of Adventus stock options and restricted share units at the Special Meeting expected to be held on or about June 28, 2024. The Transaction will require approval by (i) 66 2/3% of the votes cast by Adventus shareholders and holders of options and restricted share units voting as a single class, and (ii) a simple majority that excludes those not entitled to vote in accordance with Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions.

In addition to Adventus securityholder and court approval, the Transaction is also subject to the satisfaction of certain other closing conditions customary for a transaction of this nature. The Transaction has been conditionally approved by the TSXV but remains subject to final approval of the TSXV on behalf of Adventus, and approval of the TSX and NYSE American on behalf of Silvercorp, including the acceptance for listing of the Silvercorp Shares to be issued in connection with the Transaction. The Transaction is expected to be completed in the third quarter of 2024.

The Arrangement Agreement includes representations, warranties, covenants, indemnities, termination rights and other provisions customary for a transaction of this nature. In particular, the Arrangement Agreement provides for customary deal protections, including a non-solicitation covenant on the part of Adventus and a right for Silvercorp to match any Superior Proposal (as defined in the Arrangement Agreement). The Arrangement Agreement includes a termination fee of C$10 million, payable by Adventus, under certain circumstances (including if the Arrangement Agreement is terminated in connection with Adventus pursuing a Superior Proposal).

Exhibit 99.2

SILVERCORP METALS INC.

MANAGEMENT’S DISCUSSION AND ANALYSIS

For the Year Ended March 31, 2024

(Expressed in thousands of US dollars, except per share figures or otherwise stated)

Table of Contents

1.	Core Business and Strategy	2
2.	Fourth Quarter of Fiscal Year 2024 Highlights	2
3.	Fiscal 2024 Highlights	3
4.	Operating Performance	4
5.	Fiscal 2025 Operating Outlook	13
6.	Investment in Associates	14
7.	Overview of Financial Results	18
8.	Liquidity, Capital Resources, and Contractual Obligations	24
9.	Environmental Rehabilitation Provision	26
10.	Risks and Uncertainties	26
11.	Off-Balance Sheet Arrangements	35
12.	Transactions with Related Parties	35
13.	Alternative Performance (Non-IFRS) Measures	36
14.	Material Accounting Policies, Judgments, and Estimates	40
15.	New Accounting Standards	41
16.	Other MD&A Requirements	41
17.	Outstanding Share Data	42
18.	Corporate Governances, Safety, Environmental and Social Responsibility	42
19.	Disclosure Controls and Procedures	43
20.	Management’s Report on Internal Control over Financial Reporting	44
21.	Changes in Internal Control over Financial Reporting	44
22.	Subsequent Event	44
23.	Directors and Officers	46
Technical Information		46
Forward Looking Statements		46

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

This Management’s Discussion and Analysis (“MD&A”) is intended to help the reader understand the significant factors that have affected Silvercorp Metals Inc. and its subsidiaries’ (“Silvercorp” or the “Company”) performance and such factors that may affect its future performance. This MD&A should be read in conjunction with the Company’s audited consolidated financial statements for the year ended March 31, 2024 and 2023, and the related notes contained therein. The Company reports its financial position, financial performance and cash flows in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). Silvercorp’s material accounting policy information is set out in Note 2 of the audited consolidated financial statements for the year ended March 31, 2024 and 2023. This MD&A refers to various alternative performance (non-IFRS) measures, such as adjusted earnings and adjusted earnings per share, working capital, silver equivalent, cash cost per ounce of silver, net of by-product credits, all-in & all-in sustaining cost per ounce of silver, net of by-product credits, production cost per tonne, and all-in sustaining production cost per tonne. Non-IFRS measures do not have standardized meanings under IFRS. Accordingly, non-IFRS measures should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. To facilitate a better understanding of these measures as calculated by the Company, additional information has been provided in this MD&A. Please refer to section 13, “Alternative Performance (Non-IFRS) Measures” of this MD&A for detailed descriptions and reconciliations. Figures may not add due to rounding.

This MD&A is prepared as of May 22, 2024 and expressed in thousands of U.S. dollars, except share, per share, unit cost, and production data, or unless otherwise stated.

Core Business and Strategy

Silvercorp is a Canadian mining company producing silver, gold, lead, zinc, and other metals with a long history of profitability and growth potential. The Company’s strategy is to create shareholder value by focusing on generating free cashflow from long life mines; organic growth through extensive drilling for discovery; ongoing merger and acquisition efforts to unlock value; and long-term commitment to responsible mining and sound Environmental, Social and Governance (“ESG”) practices. Silvercorp operates several silver-lead-zinc mines at the Ying Mining District in Henan Province, China and the GC silver-lead-zinc mine in Guangdong Province, China. The Company’s common shares are traded on the Toronto Stock Exchange and NYSE American under the symbol “SVM”.

Fourth Quarter of Fiscal Year 2024 Highlights

●

Mined 195,160 tonnes of ore, milled 237,493 tonnes of ore, and produced approximately 1,916 ounces of gold, 1.2 million ounces of silver, or approximately 1.3 million ounces of silver equivalent¹, plus 12.5 million pounds of lead and 4.6 million pounds of zinc;

●

Sold approximately 1,916 ounces of gold, 1.1 million ounces of silver, 11.9 million pounds of lead, and 4.4 million pounds of zinc, for revenue of $42.7 million;

●

Reported net income attributable to equity shareholders of $5.5 million, or $0.03 per share;

●

Realized adjusted earnings attributable to equity shareholders¹ of $3.8 million, or $0.02 per share. The adjusted earnings were impacted by an increase of $2.5 million in withholding tax paid on funds distributed out of China as dividends to the Company in Q4 Fiscal 2024;

●

Generated cash flow from operating activities of $10.2 million;

●

Cash cost per ounce of silver, net of by-product credits¹, of $1.22;

●

All-in sustaining cost per ounce of silver, net of by-product credits¹, of $14.36; and

●

Spent and capitalized $0.8 million on exploration drilling, $9.5 million on underground development, and $3.1 million on equipment and facilities, including $0.8 million on construction of the new tailings storage

¹ Non-IFRS measures, please refer to section 13 for reconciliation.

Management’s Discussion and Analysis

Page 2

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

facility.

●

Strong balance sheet with $184.9 million in cash and cash equivalents and short-term investments. The Company holds a further equity investment portfolio in associates and other companies with a total market value of $112.3 million as at March 31, 2024.

Fiscal 2024 Highlights

●

Mined 1,117,118 tonnes of ore, milled 1,106,195 tonnes of ore, and produced approximately 7,268 ounces of gold, 6.2 million ounces of silver, or approximately 6.8 million ounces of silver equivalent¹, plus 63.2 million pounds of lead and 23.4 million pounds of zinc;

●

Sold approximately 7,268 ounces of gold, 6.2 million ounces of silver, 60.6 million pounds of lead, and 23.3 million pounds of zinc, for revenue of $215.2 million;

●

Reported net income attributable to equity shareholders of $36.3 million, or $0.21 per share;

●

Realized adjusted earnings attributable to equity shareholders¹ of $39.3 million, or $0.22 per share;

●

Generated cash flow from operating activities of $91.6 million;

●

Recorded a gain of $7.7 million on the investment in OreCorp Limited (ASX: ORR) (“OreCorp”). Subsequent to March 31, 2024, the Company received A$42.5 million after accepting a competing offer to acquire OreCorp and a A$2.8 million break fee from OreCorp;

●

Cash cost per ounce of silver, net of by-product credits¹, of negative $0.38;

●

All-in sustaining cost per ounce of silver, net of by-product credits¹, of $11.38;

●

Paid $4.4 million of dividends to the Company’s shareholders;

●

Spent $1.0 million to buyback 388,324 common shares of the Company under its Normal Course Issuer Bid;

●

Spent and capitalized $6.2 million on exploration drilling, $45.0 million on underground development, and $12.9 million on equipment and facilities, including $6.2 million on construction of the new tailings storage facility.

¹ Non-IFRS measures, please refer to section 13 for reconciliation.

Management’s Discussion and Analysis

Page 3

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

Operating Performance

(a)

Consolidated operating performance

The following table summarizes consolidated operational information for the years ended March 31, 2024 and 2023:

Consolidated			Three months ended March 31,							Year ended March 31
			2024		2023		Changes			2024			2023			Changes

Production Data
	Ore Mined (tonne)			195,160		181,848		7	%		1,117,118			1,068,983			5	%
	Ore Milled (tonne)
		Gold Ore		21,843		-		100	%		58,262			-			100	%
		Silver Ore		215,650		179,393		20	%		1,047,933			1,072,654			-2	%
				237,493		179,393		32	%		1,106,195			1,072,654			3	%

	Average Head Grades
		Silver (grams/tonne)		163		210		-22	%		189			209			-10	%
		Lead (%)		2.6		3.0		-12	%		2.9			3.1			-6	%
		Zinc (%)		1.1		1.1		-3	%		1.2			1.3			-8	%

	Average Recovery Rates
		Silver (%)		93.5		93.3		0	%		93.7			94.2			-1	%
		Lead (%)		94.5		94.7		0	%		94.6			94.4			0	%
		Zinc (%)		78.0		81.0		-4	%		82.2			79.5			3	%

	Metal Production
		Gold (ounces)		1,916		1,000		92	%		7,268			4,400			65	%
		Silver (in thousands of ounces)		1,150		1,106		4	%		6,204			6,617			-6	%
		Silver equivalent (in thousands of ounces)*		1,324		1,195		11	%		6,844			6,997			-2	%
		Lead (in thousands of pounds)		12,527		10,938		15	%		63,171			68,068			-7	%
		Zinc (in thousands of pounds)		4,559		3,577		27	%		23,385			23,463			0	%

Cost Data*
	Mining cost ($/tonne)			66.20		73.57		-10	%		63.09			68.17			-7	%
	Shipping cost ($/tonne)			2.83		2.51		13	%		2.53			2.66			-5	%
	Milling cost ($/tonne)			15.28		16.77		-9	%		13.24			13.20			0	%
	Production cost ($/tonne)			84.31		92.85		-9	%		78.86			84.03			-6	%
	All-in sustaining production cost ($/tonne)			143.38		165.68		-13	%		140.40			142.08			-1	%

	Cash cost per ounce of silver, net of by-product credits ($)			1.22		0.92		33	%		(0.38	)		(0.42	)		10	%
	All-in sustaining cost per ounce of silver, net of by-product credits ($)			14.36		13.85		4	%		11.38			9.73			17	%

*Alternative performance (non-IFRS) measure. Please refer to section 13 for reconciliation.

(i)

Mine and Mill Production

For the year ended March 31, 2024 (“Fiscal 2024”), the Company mined 1,117,118 tonnes of ore, up 5% compared to 1,068,983 tonnes in the year ended March 31, 2023 (“Fiscal 2023”). Ore milled in Fiscal 2024 was 1,106,195 tonnes, up 3% compared to 1,072,654 tonnes in Fiscal 2023. A total of 58,262 tonnes of gold ore were processed in Fiscal 2024.

For the three months ended March 31, 2024 (“Q4 Fiscal 2024”), on a consolidated basis, the Company mined 195,160 tonnes of ore, up 7% compared to 181,848 tonnes in the three months ended March 31, 2024 (“Q4 Fiscal 2023”). Ore milled was 237,493 tonnes, up 32% compared to 179,393 tonnes in Q4 Fiscal 2023. A total of 21,843 tonnes of gold ore were processed in Q4 Fiscal 2024.

(ii)

Metal Production

In Fiscal 2024, the Company produced approximately 7,268 ounces of gold, 6.2 million ounces of silver, or approximately 6.8 million ounces of silver equivalent, plus 63.2 million pounds of lead and 23.4 million pounds of zinc, representing an increase of 65% in gold, essentially the same quantity of zinc, and decreases of 6% and 7%, respectively, in silver and lead produced over Fiscal 2023. The decreases in silver and lead production were mainly due to i) lower head grades achieved due to mining sequences; and ii) 58,262 tonnes of gold ore with grades of 1.8 grams per tonne (“g/t”) gold, 77 g/t silver, 1.1% lead and 0.2% zinc mined and processed to produce gravity gold concentrate, silver-gold-lead (copper) concentrate, and zinc concentrate, at the Ying Mining District.

Management’s Discussion and Analysis

Page 4

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

The gold recovery rate for gold ores processed was 92.0% in Fiscal 2024.

In Q4 Fiscal 2024, the Company produced approximately 1,916 ounces of gold, 1.2 million ounces of silver, or approximately 1.3 million ounces of silver equivalent, plus 12.5 million pounds of lead and 4.6 million pounds of zinc, representing increases of 92%, 4%, 15%, and 27%, respectively, in gold, silver, lead, and zinc production over Q4 Fiscal 2023.

(iii)

Per Tonne Cost¹

In Fiscal 2024, the consolidated mining cost was $63.09 per tonne, down 7% compared to $68.17 per tonne in Fiscal 2023. The consolidated milling cost was $13.24 per tonne, a slight increase compared to $13.20 per tonne in Fiscal 2023. Correspondingly, the consolidated production cost per tonne of ore processed was $78.86, down 6% compared to $84.03 in Fiscal 2023. The all-in sustaining production cost per tonne of ore processed in Fiscal 2024 was $140.40, down 1% compared to $142.08 in Fiscal 2023. Both the production cost and all-in sustaining production cost per tonne of ore processed are within the Fiscal 2024 guidance.

In Q4 Fiscal 2024, the consolidated mining cost was $66.20 per tonne, down 10% compared to $73.57 per tonne in Q4 Fiscal 2023. The consolidated milling cost was $15.28 per tonne, down 9% compared to $16.77 per tonne in Q4 Fiscal 2023. Correspondingly, the consolidated production cost per tonne of ore processed was $84.31 per tonne, down 9% compared to $92.85 per tonne in Q4 Fiscal 2023, while the all-in sustaining production cost per tonne ore processed was $143.38 per tonne, down 13% compared to $165.68 per tonne in Q4 Fiscal 2023. The decrease was mainly due to the increase of ore processed in the current quarter resulting in lower per unit fixed costs allocation.

(iv)

Cost per Ounce of Silver, Net of By-Product Credits¹

In Fiscal 2024, the consolidated cash cost per ounce of silver, net of by-product credits, was negative $0.38, up 10% compared to negative $0.42 in the prior year. The increase was mainly due to a decrease of $3.6 million in by-product credits offset by a decrease of $3.2 million in expensed production cost.

The consolidated all-in sustaining cost per ounce of silver, net of by-product credits, was $11.38 compared to $9.73 in Fiscal 2023. The increase was mainly due to i) the increase in the cash cost per ounce of silver as discussed above; ii) an increase of $4.3 million in sustaining capital expenditures, iii) an increase of $0.8 million in corporate operation expenses; and iv) less silver sold resulting in higher unit costs per ounces of silver.

In Q4 Fiscal 2024, the consolidated cash cost per ounce of silver, net of by-product credits, was $1.22, compared to $0.92 in Q4 Fiscal 2023. The increase was mainly due to an increase of $4.8 million in expensed production costs arising from more concentrates produced and sold, offset by an increase of $4.4 million increase in by-product credits. The consolidated all-in sustaining cost per ounce of silver, net of by-product credits, was $14.36, compared to $13.85 in Q4 Fiscal 2023. The increase was mainly due to i) the increase in cash cost per ounce of silver as discussed above and ii) an increase of $1.3 million in sustaining capital expenditures.

¹ Non-IFRS measures, please refer to section 13 for reconciliation.

Management’s Discussion and Analysis

Page 5

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

(v)

Exploration and Development

The following table summarizes the development work and capital expenditures in Fiscal 2024.

	Capitalized Development and Expenditures																								Expensed
	Ramp Development						Exploration and Development Tunnels						Drilling and other						Equipment & Mill and TSF			Total			Mining Preparation Tunnels			Drilling
	(Metres)			($ Thousand)			(Metres)			($ Thousand)			(Metres)			($ Thousand)			($ Thousand)			($ Thousand)			(Metres)			(Metres)
Fiscal 2024
Ying Mining District		12,659		$	9,419			75,201		$	30,660			130,293		$	4,554		$	11,368		$	56,001			33,436			90,868
GC Mine		540			592			11,264			4,293			28,157			1,317			517			6,719			7,787			46,702
Corporate and other		-			-			-			-			-			290			1,031			1,321			-			-
Consolidated		13,199		$	10,011			86,465		$	34,953			158,450		$	6,161		$	12,916		$	64,041			41,223			137,570

Fiscal 2023
Ying Mining District		6,944		$	5,173			62,105		$	24,782			124,533		$	5,677		$	12,478		$	48,110			32,870			124,874
GC Mine		-			-			12,722			4,023			22,024			816			2,816			7,655			7,071			43,375
Corporate and other		-			-			-			-			8,485			1,783			275			2,058			-			-
Consolidated		6,944		$	5,173			74,827		$	28,805			155,042		$	8,276		$	15,569		$	57,823			39,941			168,249

Changes (%)
Ying Mining District		82	%		82	%		21	%		24	%		5	%		-20	%		-9	%		16	%		2	%		-27	%
GC Mine		100	%		100	%		-11	%		7	%		28	%		61	%		-82	%		-12	%		10	%		8	%
Corporate and other		-			-			-			-			-100	%		-84	%		275	%		-36	%		-			-
Consolidated		90	%		94	%		16	%		21	%		2	%		-26	%		-17	%		11	%		3	%		-18	%

Total capital expenditures in Fiscal 2024 were $64.0 million, up 11% compared to $57.8 million in Fiscal 2023 and comparable to the Fiscal 2024 capital expenditure guidance of $64.7 million. Total capital expenditures incurred to construct the new tailing storage facility (“TSF”) were approximately $6.3 million in Fiscal 2024 and $10.8 million since inception.

In Fiscal 2024, on a consolidated basis, a total of 296,020 metres or $9.0 million worth of diamond drilling were completed (Fiscal 2023 – 323,291 metres or $13.0 million), of which approximately 137,570 metres or $2.9 million worth of diamond drilling were expensed as part of mining costs (Fiscal 2023 – 168,249 metres or $4.7 million) and approximately 158,450 metres or $6.2 million worth of diamond drilling were capitalized (Fiscal 2023 – 155,042 metres or $8.3 million). In addition, approximately 41,223 metres or $15.2 million worth of preparation tunnelling were completed and expensed as part of mining costs (Fiscal 2023 – 39,941 metres or $14.6 million), and approximately 99,664 metres or $45.0 million worth of tunnels, raises, ramps and declines were completed and capitalized (Fiscal 2023 – 81,771 metres or $34.0 million).

The following table summarizes the development work and capital expenditures in Q4 Fiscal 2024.

	Capitalized Development and Expenditures																								Expensed
	Ramp Development						Exploration and Development Tunnels						Drilling and other						Equipment & Mill and TSF			Total			Mining Preparation Tunnels			Drilling
	(Metres)			($ Thousand)			(Metres)			($ Thousand)			(Metres)			($ Thousand)			($ Thousand)			($ Thousand)			(Metres)			(Metres)
Q4 Fiscal 2024
Ying Mining District		2,917		$	2,563			11,817		$	5,805			17,515		$	584			1,993		$	10,945			5,523			17,270
GC Mine		211			289			2,075			883			3,537			129			106			1,407			1,179			9,898
Corporate and other		-			-			-			-			-			81			999			1,080			-			-
Consolidated		3,128		$	2,852			13,892		$	6,688			21,052		$	794		$	3,098		$	13,432			6,702			27,168

Q4 Fiscal 2023
Ying Mining District		1,475		$	1,046			10,987		$	4,146			16,510		$	744			2,200		$	8,136			6,708			14,425
GC Mine		-			-			2,219			748			6,972			261			97			1,106			1,492			3,720
Corporate and other		-			-			-			-			-			39			176			215			-			-
Consolidated		1,475		$	1,046			13,206		$	4,894			23,482		$	1,044		$	2,473		$	9,457			8,200			18,145

Variances (%)
Ying Mining District		98	%		145	%		8	%		40	%		6	%		-22	%		-9	%		35	%		-18	%		20	%
GC Mine		100	%		100	%		-6	%		18	%		-49	%		-51	%		9	%		27	%		-21	%		166	%
Corporate and other		-			-			-			-			0	%		108	%		468	%		402	%		-			-
Consolidated		112	%		173	%		5	%		37	%		-10	%		-24	%		25	%		42	%		-18	%		50	%

Total capital expenditures in Q4 Fiscal 2024 were $13.4 million, up 42% compared to $9.5 million in Q4 Fiscal 2023.

In Q4 Fiscal 2024, on a consolidated basis, a total of 48,220 metres or $1.3 million worth of diamond drilling were completed (Q4 Fiscal 2023 – 41,627 metres or $1.5 million), of which approximately 27,168 metres or $0.5 million worth of diamond drilling were expensed as part of mining costs (Q4 Fiscal 2023 – 18,145 metres or $0.5 million) and approximately 21,052 metres or $0.8 million worth of diamond drilling were capitalized (Q4 Fiscal 2023 – 23,482 metres or $1.0 million). In addition, approximately 6,702 metres or $2.7 million worth of preparation tunnelling were completed and expensed as part of mining costs (same period year period – 8,200 metres or $2.7

Management’s Discussion and Analysis

Page 6

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

million), and approximately 17,020 metres or $9.5 million worth of tunnels, raises, ramps and declines were completed and capitalized (Q4 Fiscal 2023 – 14,681 metres or $5.9 million).

(b)

Individual Mine Performance

(i)

Ying Mining District

The following table summarizes the operational information at the Ying Mining District for the three months and the years ended March 31, 2024 and 2023. The Ying Mining District is the Company’s primary source of production and revenue, and consists of four mining licenses, including the SGX, HPG, TLP-LME-LMW, and DCG mines.

Ying Mining District			Three months ended March 31,							Year ended March 31
			2024		2023		Changes			2024		2023		Changes

Production Data
	Ore Mined (tonne)			147,122		132,205		11	%		827,112		769,024		8	%
	Ore Milled (tonne)
		Gold Ore		21,843		-					58,262		-
		Silver Ore		158,424		130,910		21	%		757,883		773,057		-2	%
				180,267		130,910		38	%		816,145		773,057		6	%

	Average Head Grades
		Silver (grams/tonne)		197		255		-23	%		231		261		-11	%
		Lead (%)		3.1		3.6		-14	%		3.4		3.8		-11	%
		Zinc (%)		0.6		0.6		0	%		0.7		0.7		0	%

	Average Recovery Rates
		Gold (%)**		92.9		-					92.0		-
		Silver (%)		94.4		95.2		-1	%		94.9		95.6		-1	%
		Lead (%)		95.0		95.3		0	%		95.1		95.0		0	%
		Zinc (%)		70.2		68.3		3	%		70.6		63.2		12	%

	Metal Production
		Gold (ounces)		1,916		1,000		92	%		7,268		4,400		65	%
		Silver (in thousands of ounces)		1,063		997		7	%		5,677		6,024		-6	%
		Silver equivalent (in thousands of ounces)*		1,237		1,086		14	%		6,317		6,404		-1	%
		Lead (in thousands of pounds)		11,317		9,688		17	%		56,269		60,254		-7	%
		Zinc (in thousands of pounds)		1,750		1,164		50	%		8,213		7,150		15	%

Cost Data*
	Mining cost ($/tonne)			73.31		83.76		-12	%		70.25		78.63		-11	%
	Shipping cost ($/tonne)			3.58		3.43		4	%		3.40		3.68		-8	%
	Milling cost ($/tonne)			14.20		15.23		-7	%		12.01		11.76		2	%
	Production cost ($/tonne)			91.09		102.42		-11	%		85.66		94.07		-9	%
	All-in sustaining production cost ($/tonne)			148.24		170.69		-13	%		141.82		146.59		-3	%

	Cash cost per ounce of silver, net of by-product credits ($)			1.71		1.37		25	%		-		0.88		-100	%
	All-in sustaining cost per ounce of silver, net of by-product credits ($)			12.28		11.33		8	%		8.82		8.29		6	%

*Alternative performance (non-IFRS) measure. Please refer to section 13 for reconciliation.

**Gold recovery only refers to the recovery rate for gold ore processed.

Fiscal 2024 vs. Fiscal 2023

In Fiscal 2024, a total of 827,112 tonnes of ore were mined at the Ying Mining District, up 8% compared to 769,024 tonnes in Fiscal 2023, and 816,145 tonnes of ore were milled, up 6% compared to 773,057 tonnes in Fiscal 2023.

Average head grades of ore processed were 231 g/t for silver, 3.4% for lead, and 0.7% for zinc compared to 261 g/t for silver, 3.8% for lead, and 0.7% for zinc in Fiscal 2023.

Metals produced at the Ying Mining District were approximately 7,268 ounces of gold, 5.7 million ounces of silver, or approximately 6.3 million ounces of silver equivalent, plus 56.3 million pounds of lead, and 8.2 million pounds of zinc were produced, representing increases of 65% and 15%, respectively, in gold and zinc, and decreases of 6%, 1% and 7%, respectively, in silver, silver equivalent and lead, compared to 4,400 ounces of gold, 6.0 million ounces of silver, or approximately 6.4 million silver equivalent, plus 60.3 million pounds of lead, and 7.2 million

Management’s Discussion and Analysis

Page 7

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

pounds of zinc in Fiscal 2023. The decrease in silver and lead production was mainly due to i) lower head grades achieved due to mining sequences; and ii) 58,262 tonnes of gold ores were mined and processed with grades of 1.8 g/t gold, 77 g/t silver, 1.1% lead, and 0.2% zinc to produce gravity gold concentrate, silver-gold-lead (copper) concentrate, and zinc concentrate in Fiscal 2024. The gold recovery rate for gold ores processed was 92.0%.

In Fiscal 2024, the mining cost at the Ying Mining District was $70.25 per tonne, down 11% compared to $78.63 per tonne in Fiscal 2023, while the milling cost was $12.01 per tonne, up 2% compared to $11.76 per tonne in Fiscal 2023. Correspondingly, the production cost per tonne of ore processed was $85.66, down 9% compared to $94.07 in Fiscal 2023. The all-in sustaining cost per tonne of ore processed was $141.82, down 3% compared to $146.59 in Fiscal 2023. Both the production cost and all-in sustaining cost per tonne of ore processed at the Ying Mining District are below its Fiscal 2024 production costs guidance. The decrease was mainly due to i) a decrease of $1.6 million in production costs, offset by an increase of $5.2 million in sustaining capital expenditures and general administrative expenses; and ii) an increase of 6% in ore processed resulting in lower per tonne cost calculated.

In Fiscal 2024, the cash cost per ounce of silver, net of by-product credits, at the Ying Mining District was $nil, compared to $0.88 in Fiscal 2023. The decrease was primarily due to the decrease in the production cost per tonne and an increase of $2.3 million in by-product credits. The all-in sustaining cost per ounce of silver, net of by-product credits, was $8.82, up 6% compared to $8.29 in Fiscal 2023. The increase was mainly due to i) an increase of $4.5 million in sustaining capital expenditures; and ii) an increase of $0.8 million in general administrative expenses and government fee, offset by the decrease in cash cost per ounce of silver as discussed above.

In Fiscal 2024, a total of 221,161 metres or $6.6 million worth of diamond drilling were completed (Fiscal 2023 – 249,407 metres or $9.1 million), of which approximately 90,868 metres or $2.0 million worth of diamond drilling were expensed as part of mining costs (Fiscal 2023 – 124,874 metres or $3.4 million) and approximately 130,293 metres or $4.6 million worth of drilling were capitalized (Fiscal 2023 – 124,533 metres or $5.7 million). In addition, approximately 33,436 metres or $12.5 million worth of preparation tunnelling were completed and expensed as part of mining costs (Fiscal 2023 – 32,870 metres or $12.5 million), and approximately 87,860 metres or $40.1 million worth of horizontal tunnels, raises, ramps, and declines were completed and capitalized (Fiscal 2023 – 69,049 metres or $30.0 million).

Q4 Fiscal 2024 vs. Q4 Fiscal 2023

In Q4 Fiscal 2024, a total of 147,122 tonnes of ore were mined at the Ying Mining District, up 11% compared to 132,205 tonnes in Q4 Fiscal 2023, and 180,267 tonnes of ore were milled, up 38% compared to 130,910 tonnes in Q4 Fiscal 2024.

Average head grades of ore processed were 197 g/t for silver, 3.1% for lead, and 0.6% for zinc compared to 255 g/t for silver, 3.6% for lead, and 0.6% for zinc in Q4 Fiscal 2023.

Metals produced at the Ying Mining District were approximately 1,916 ounces of gold, 1.1 million ounces of silver, or approximately 1.2 million ounces of silver equivalent, plus 11.3 million pounds of lead and 1.8 million pounds of zinc, representing production increases of 92%, 7%, 14%, 17%, and 50%, respectively, in gold, silver, silver equivalent, lead and zinc, compared to 1,000 ounces of gold, 1.0 million ounces of silver, or approximately 1.1 million ounces of silver equivalent, plus 9.7 million pounds of lead, and 1.2 million pounds of zinc in Q4 Fiscal 2023.

In Q4 Fiscal 2024, the mining cost at the Ying Mining District was $73.31 per tonne, down 12% compared to $83.76 per tonne in Q4 Fiscal 2023, and the milling cost was $14.20 per tonne, down 7% compared to $15.23 per tonne in Q4 Fiscal 2024.

Correspondingly, the production cost per tonne of ore processed was $91.09, down 11% compared to $102.42 in Q4 Fiscal 2024. The all-in sustaining cost per tonne of ore processed was $148.24, down 13% compared to $170.69 in Q4 Fiscal 2023. The decrease was mainly due to the increase in ore production resulting in lower per tonne fixed costs allocation.

Management’s Discussion and Analysis

Page 8

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

In Q4 Fiscal 2024, the cash cost per ounce of silver, net of by-product credits, at the Ying Mining District was $1.71, up 25% compared to $1.37 in Q4 Fiscal 2023. The all-in sustaining cost per ounce of silver, net of by-product credits, was $12.28, up 8% compared to $11.33 in Q4 Fiscal 2023. The increase was mainly due to i) the increase in concentrate sold resulting in an increase of $5.0 million in expensed production costs, offset by an increase of $4.5 million in by-product credits, and ii) an increase of $1.6 million in sustaining capital expenditures.

In Q4 Fiscal 2024, a total of 34,785 metres or $0.9 million worth of diamond drilling were completed (Q4 Fiscal 2023 – 30,935 metres or $1.2 million), of which approximately 17,270 metres or $0.3 million worth of underground drilling were expensed as part of mining costs (Q4 Fiscal 2023 – 14,425 metres or $0.4 million) and approximately 17,515 metres or $0.6 million worth of drilling were capitalized (Q4 Fiscal 2023 – 16,510 metres or $0.7 million). In addition, approximately 5,523 metres or $2.2 million worth of preparation tunnelling were completed and expensed as part of mining costs (Q4 Fiscal 2023 – 6,708 metres or $2.2 million), and approximately 14,734 metres or $8.4 million worth of horizontal tunnels, raises, ramps, and declines were completed and capitalized (Q4 Fiscal 2023 – 12,462 metres or $5.2 million).

(ii)

GC Mine

The following table summarizes the operational information at the GC Mine for the three months and the years ended March 31, 2024 and 2023:

GC Mine			Three months ended March 31,									Year ended March 31
			2024			2023			Changes			2024			2023			Changes

Production Data
	Ore Mined (tonne)			48,038			49,643			-3	%		290,006			299,959			-3	%
	Ore Milled (tonne)			57,226			48,483			18	%		290,050			299,597			-3	%

	Average Head Grades
		Silver (grams/tonne)		57			88			-35	%		69			75			-8	%
		Lead (%)		1.1			1.3			-15	%		1.2			1.3			-8	%
		Zinc (%)		2.5			2.5			0	%		2.6			2.8			-7	%

	Average Recovery Rates
		Silver (%) **		83.2			78.9			5	%		82.0			81.9			0	%
		Lead (%)		89.8			90.9			-1	%		90.5			89.8			1	%
		Zinc (%)		89.3			89.3			0	%		90.0			89.9			0	%

	Metal Production
		Silver (in thousands of ounces)		87			109			-20	%		527			593			-11	%
		Lead (in thousands of pounds)		1,210			1,250			-3	%		6,902			7,814			-12	%
		Zinc (in thousands of pounds)		2,809			2,413			16	%		15,172			16,313			-7	%

Cost Data*
	Mining cost ($/tonne)			44.42			46.43			-4	%		42.66			41.36			3	%
	Milling cost ($/tonne)			18.70			20.91			-11	%		16.69			16.93			-1	%
	Production cost ($/tonne)			63.12			67.34			-6	%		59.35			58.29			2	%
	All-in sustaining production cost ($/tonne)			78.32			84.79			-8	%		85.17			83.33			2	%

	Cash cost per ounce of silver, net of by-product credits ($)			(4.79	)		(3.10	)		-55	%		(4.70	)		(13.72	)		66	%
	All-in sustaining cost per ounce of silver, net of by-product credits ($)			6.63			5.93			12	%		11.08			0.50			-2116	%

*Alternative performance (non-IFRS) measure. Please refer to section 13 for reconciliation.

**Silver recovery includes silver recovered in lead concentrate and silver recovered in zinc concentrate.

Fiscal 2024 vs. Fiscal 2023

In Fiscal 2024, a total of 290,006 tonnes of ore were mined and 290,050 tonnes were milled at the GC Mine, down 3% compared to 299,959 tonnes mined and 299,597 tonnes milled in Fiscal 2023. The decrease was mainly due to a production disruption of five weeks in the second quarter of Fiscal 2024 (refer to the Company’s news release dated September 5, 2023).

In Fiscal 2024, a total of 27,937 tonnes of waste was removed through the XRT Ore Sorting System.

Average head grades of ore milled were 69 g/t for silver, 1.2% for lead, and 2.6% for zinc compared to 75 g/t for silver, 1.3% for lead, and 2.8% for zinc in Fiscal 2023.

Management’s Discussion and Analysis

Page 9

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

Metals produced at the GC Mine were approximately 527 thousand ounces of silver, 6.9 million pounds of lead, and 15.2 million pounds of zinc, representing decreases of 11%, 12%, and 7%, respectively, in silver, lead and zinc production, compared to 593 thousand ounces of silver, 7.8 million pounds of lead, and 16.3 million pounds of zinc in Fiscal 2023. The decrease was mainly due to i) the decrease of 3% in ore production; and ii) lower head grades achieved due to mining sequence.

The mining cost at the GC Mine was $42.66 per tonne, up 3% compared to $41.36 per tonne in Fiscal 2023, and the milling cost was $16.69 per tonne, down 1% compared to $16.93 per tonne in Fiscal 2023. The production cost per tonne of ore processed was $59.35, up 2% compared to $58.29 in Fiscal 2023. The all-in sustaining production cost per tonne of ore processed was $85.17, up 2%, compared to $83.33 in Fiscal 2023. The increase was primarily due to the decrease of 3% in ore production resulting in a higher per tonne fixed costs allocation.

The cash cost per ounce of silver, net of by-product credits, at the GC Mine, in Fiscal 2024, was negative $4.70, compared to negative $13.72 in Fiscal 2023. The all-in sustaining cost per ounce of silver, net of by-product credits, was $11.08, compared to $0.50 in Fiscal 2023. The increase was mainly due to i) the increase of 2% in per tonne production cost and all-in sustaining production cost and ii) a decrease of $5.9 million in by-product credits.

In Fiscal 2024, approximately 74,859 metres or $2.1 million worth of diamond drilling were completed (Fiscal 2023 – 65,399 metres or $2.2 million), of which approximately 46,702 metres or $0.8 million worth of underground diamond drilling were expensed as part of mining costs (Fiscal 2023 – 43,375 metres or $1.3 million) and approximately 28,157 metres or $1.3 million of diamond drilling were capitalized (Fiscal 2023 – 22,024 metres or $0.8 million). In addition, approximately 7,787 metres or $2.7 million of tunnelling were completed and expensed as part of mining costs (Fiscal 2023 – 7,071 metres or $2.1 million), and approximately 11,804 metres or $4.9 million of horizontal tunnels, raises, and declines were completed and capitalized (Fiscal 2023 – 12,722 metres or $4.0 million).

Q4 Fiscal 2024 vs. Q4 Fiscal 2023

In Q4 Fiscal 2024, a total of 48,038 tonnes of ore were mined at the GC Mine, down 3% compared to 49,643 tonnes in Q4 Fiscal 2023. Ore milled was 57,226 tonnes, up 18% compared to 48,483 tonnes in Q4 Fiscal 2023.

In Q4 Fiscal 2024, a total of 5,685 tonnes of waste were removed through the XRT Ore Sorting System.

Average head grades of ore milled were 57 g/t for silver, 1.1% for lead, and 2.5% for zinc compared to 88 g/t for silver, 1.3% for lead, and 2.5% for zinc in Q4 Fiscal 2023.

Metals produced at the GC Mine were approximately 87 thousand ounces of silver, 1.2 million pounds of lead, and 2.8 million pounds of zinc, representing an increase of 16% in zinc, and decreases of 20% and 3%, respectively, in silver and lead, compared to 109 thousand ounces of silver, 1.3 million pounds of lead, and 2.4 million pounds of zinc in Q4 Fiscal 2023.

In Q4 2024, the mining cost at the GC Mine was $44.42 per tonne, down 4% compared to $46.43 per tonne in Q4 Fiscal 2023, and the milling cost was $18.70 per tonne, down 11% compared to $20.91 per tonne in Q4 Fiscal 2023. The production cost per tonne of ore processed was $63.12, down 6% compared to $67.34 in Q4 Fiscal 2023. The all-in sustaining production cost per tonne of ore processed was $78.32, down 8%, compared to $84.79 in Q4 Fiscal 2023. The decrease was primarily due to the increase of 18% in ore processed resulting in lower per tonne fixed costs allocation.

In Q4 Fiscal 2024, the cash cost per ounce of silver, net of by-product credits, at the GC Mine, was negative $4.79, down 55% compared to negative $3.10 in Q4 Fiscal 2023. The all-in sustaining cost per ounce of silver, net of by-product credits, was $6.63, compared to $5.93 in Q4 Fiscal 2023.

In Q4 Fiscal 2024, approximately 13,435 metres or $0.3 million worth of diamond drilling were completed (Q4 Fiscal 2023 – 10,692 metres or $0.4 million), of which approximately 9,898 metres or $0.2 million worth of underground drilling were expensed as part of mining costs (Q4 Fiscal 2023 – 3,720 metres or $0.1 million) and approximately 3,537 metres or $0.1 million of drilling were capitalized (Q4 Fiscal 2023 – 6,972 metres or $0.3 million). In addition, approximately 1,179 metres or $0.5 million of tunnelling were completed and expensed as

Management’s Discussion and Analysis

Page 10

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

part of mining costs (Q4 Fiscal 2023 – 1,492 metres or $0.4 million), and approximately 2,286 metres or $1.2 million of horizontal tunnels, raises, and declines were completed and capitalized (Q4 Fiscal 2023 – 2,219 metres or $0.7 million).

(iii)

Kuanping Project

Activities at the Kuanping Project in Fiscal 2024 have been focused on completing studies and reports as required to construct the mine. As of March 31, 2024, the Company has completed studies on environmental, water, and soil assessments, and all these reports have been submitted to and approved by the relevant provincial authorities. An updated mineral resources estimate report prepared as per Chinese standards has been reviewed and approved by the relevant provincial authorities. A report, incorporating the mineral resources development and utilization plan, reclamation plan, and environmental rehabilitation plan, was prepared by the Company and reviewed and approved by an external expert panel. Total capital expenditures at the Kuanping Project during the year ended March 31, 2024 was $0.3 million, compared to $0.9 million in prior year.

(iv)

BYP Mine

The BYP Mine was placed on care and maintenance since August 2014 due to required capital upgrades to sustain its ongoing production and the market environment. The Company is conducting activities to apply for a new mining license, but the process has taken longer than expected. No guarantee can be given that the new mining license for the BYP Mine will be issued, or if it is issued, that it will be issued under reasonable operational and/or financial terms, or in a timely manner, or that the Company will be in a position to comply with all conditions that are imposed thereon.

(v)

La Yesca Project

The La Yesca Project was placed on hold since last year and no further exploration activities are planned.

(c)

Comparison of Fiscal 2024 Results and Fiscal 2024 Guidance

Unless otherwise stated, all reference to Fiscal 2024 Guidance in the MD&A refer to the “Fiscal 2024 Operating Outlook” section in the Company’s Fiscal 2023 Annual MD&A dated May 24, 2023 (“Fiscal 2024 Guidance”) filed under the Company’s SEDAR+ profile at www.sedarplus.ca.

(i)

Production and Production Costs

The following table summarizes the production and production costs achieved in Fiscal 2024 compared to the respective Fiscal 2024 Guidance:

		Head grades				Metal production				Production cost
	Ore processed	Gold	Silver	Lead	Zinc	Gold	Silver	Lead	Zinc	Cash cost	AISC
	(tonnes)	(g/t)	(g/t)	(%)	(%)	(oz)	(Koz)	(Klbs)	(Klbs)	($/t)	($/t)
Fiscal 2024
Ying Mining District	816,145	0.32	231	3.4	0.7	7,268	5,677	56,269	8,213	85.66	141.82
GC Mine	290,050	-	69	1.2	2.6	-	527	6,902	15,172	59.35	85.17
Consolidated	1,106,195	0.24	189	2.9	1.2	7,268	6,204	63,171	23,385	78.86	140.40

Fiscal 2024 Guidance
Ying Mining District	770,000 - 810,000	0.20	267	3.9	0.8	4,400 - 5,500	6,180 - 6,500	62,950 - 65,630	9,120 - 9,520	90.4 - 92.6	143.8 - 148.8
GC Mine	330,000 - 360,000	-	75	1.2	2.9	0 - 0	620 - 670	7,530 - 8,180	18,530 - 20,140	50.3 - 52.3	79.6 - 84.2
Consolidated	1,100,000 - 1,170,000	0.14	208	3.1	1.4	4,400 - 5,500	6,800 - 7,170	70,480 - 73,810	27,650 - 29,660	78.2 - 80.5	136.4 - 142.4

In Fiscal 2024, the Company processed a total of 1,106,195 tonnes of ore and produced approximately 7,268 ounces of gold, 6.2 million ounces of silver, 63.2 million pounds of lead, and 23.4 million pounds of zinc. Ore processed was within the guidance and gold production surpassed the guidance while silver, lead and zinc production were below the guidance due to lower head grade achieved. Ore and gold production at the Ying Mining District exceeded the guidance. Ore and metal production at the GC Mine was below the guidance, and the shortfall can be attributed to the lower head grades achieved and the production disruption of five weeks in the second quarter of Fiscal 2024 (refer to the Company’s news release dated September 5, 2023).

The consolidated cash production cost and all-in sustaining production cost per tonne was within the guidance.

Management’s Discussion and Analysis

Page 11

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

(ii)	Development and Capital Expenditures

The following table summarizes the development work and capitalized expenditures in Fiscal 2024 compared to the respective Fiscal 2024 Guidance.

	Capitalized Development and Expenditures																								Expensed
	Ramp Development						Exploration and Development Tunnels						Drilling						Equipment & Mill and TSF			Total			Mining Preparation Tunnels			Drilling
	(Metres)			($ Thousand)			(Metres)			($ Thousand)			(Metres)			($ Thousand)			($ Thousand)			($ Thousand)			(Metres)			(Metres)
Fiscal 2024
Ying Mining District		12,659		$	9,419			75,201		$	30,660			130,293		$	4,554			11,368		$	56,001			33,436			90,868
GC Mine		540			592			11,264			4,293			28,157			1,317			517			6,719			7,787			46,702
Corporate and other		-			-			-			-			-			290			1,031			1,321			-			-
Consolidated		13,199		$	10,011			86,465		$	34,953			158,450		$	6,161		$	12,916		$	64,041			41,223			137,570

Fiscal 2024 Guidance
Ying Mining District		8,800			6,300			57,200			23,900			146,400			4,200			21,800			56,200			25,800			71,400
GC Mine		-			-			14,700			6,400			30,200			800			700			7,900			5,300			24,800
Corporate and other		-			-			-			-			-			-			600			600			-			-
Consolidated		8,800		$	6,300			71,900		$	30,300			176,600		$	5,000		$	23,100		$	64,700			31,100			96,200

Percentage of Fiscal 2024 Guidance
Ying Mining District		144	%		150	%		131	%		128	%		89	%		108	%		52	%		100	%		130	%		127	%
GC Mine		-			-			77	%		67	%		93	%		165	%		74	%		85	%		147	%		188	%
Corporate and other		-			-			-			-			-			-			172	%		220	%		-			-
Consolidated		150	%		159	%		120	%		115	%		90	%		123	%		56	%		99	%		133	%		143	%

Total capital expenditures incurred in Fiscal 2024 was $64.0 million, comparable to the capital expenditures guidance of $64.7 million. Capitalized mine development expenditures were $51.1 million, up 23% compared to the guidance of $41.6 million, and the increase was mainly due to an increase of 23% in the ramp, development, and exploration tunnels completed compared to the guidance. Capital expenditures incurred for equipment replacement, and mill and tailing storage facility (the “TSF”) construction was $12.9 million, down 56% compared to the guidance. The decrease was mainly due to i) only $6.3 million capital expenditures incurred for the construction of TSF in Fiscal 2024 compared to the guidance of $12.9 million; and ii) the XRT Ore Sorting system was on trial runs with substantial capital expenditures not yet incurred. The first phase of TSF is expected to be completed in Fiscal 2025 as planned, but the costs are expected to be significantly below the original estimates.

(d)

Update on the Transactions with OreCorp

Management’s Discussion and Analysis

Page 12

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

common shares of Silvercorp and A$0.19 cash per OreCorp Share (the “Consideration”). The offer is subject to minimal conditions, including Silvercorp having a relevant interest in at least 50.1% of the OreCorp Shares.

As with the Scheme, under certain circumstances a break fee of approximately A$2.8 million will be payable by OreCorp to Silvercorp if the BID is terminated.

In April 2024, the Company accepted Perseus’ offer and received approximately A$42.5 million from Perseus for the investments in OreCorp shares and A$2.8 million break fee from OreCorp.

As of March 31, 2024, the Company recorded a gain of $7.7 million on mark to market due to the changes of OreCorp share price since the Company’s initial investment in OreCorp in August 2023.

5.	Fiscal 2025 Operating Outlook

The Company reiterates its production, cash costs, and capital expenditures guidance for the year ended March 31, 2025 (“Fiscal 2025”) previously announced in the Company’s news release dated April 23, 2024.

(a)

Fiscal 2025 production and cash cost guidance

In Fiscal 2025, the Company expects to mine and process 1,151,000 to 1,256,000 tonnes of ore, yielding approximately 7,900 to 9,000 ounces of gold, 6.8 to 7.2 million ounces of silver, 64.2 to 69.3 million pounds of lead, and 27.1 to 30.1 million pounds of zinc. Fiscal 2025 production guidance represents production increases of approximately 4% to 14% in ores, 8% to 23% in gold, 9% to 17% in silver, 2% to 10% in lead, and 16% to 29% in zinc compared to the production results in Fiscal 2024.

Head grade

Metal productions

Production costs

Ore processed

Gold

Silver

Lead

Zinc

Gold

Silver

Lead

Zinc

Cash Cost

AISC

(tonne)

(g/t)

(%)

(koz)

(Koz)

(Klb)

($/t)

Fiscal 2025 Guidance

Gold ore

63,000 - 70,000

2.4

2.1

4.3 - 5.0

140 - 160

2,680 - 2,980

Silver ore

797,000 - 885,000

249

3.3

0.8

3.6 - 4.0

6,070 - 6,520

54,480 - 58,910

8,877 - 10,986

Ying Mining District

860,000 - 955,000

0.3

235

3.1

0.8

7.9 - 9.0

6,210 - 6,680

57,160 - 61,890

8,877 - 10,986

$ 83.7 - $ 88.1

$ 142.3 - $ 153.2

GC Mine

291,000 - 301,000

1.1

3.0

540 - 550

7,070 - 7,450

18,240 - 19,110

$ 54.4 - $ 55.5

99.3 - $ 99.7

Consolidated

1,151,000 - 1,256,000

7.9 - 9.0

6,750 - 7,230

64,230 - 69,340

27,117 - 30,096

$ 77.0 - $ 79.6

$ 143.6 - $ 152.3

The Ying Mining District plans to mine and process 860,000 to 955,000 tonnes of ore, including 63,000 to 70,000 tonnes of gold ore with an expected head grade of 2.4 g/t gold, to produce approximately 7,900 to 9,000 ounces of gold, 6.2 to 6.7 million ounces of silver, 57.2 to 61.9 million pounds of lead, and 8.9 to 11.0 million pounds of zinc for Fiscal 2025. This production guidance represents production increases of approximately 5% to 17% in ore, 8% to 23% in gold, 9% to 18% in silver, 2% to 10% in lead, and 8% to 34% in zinc compared to the actual production in Fiscal 2024.

The cash production cost at the Ying Mining District is expected to be $83.7 to $88.1 per tonne of ore, and the all-in sustaining production cost is estimated at $142.4 to $153.3 per tonne of ore processed, comparable to the actual costs in Fiscal 2024.

The GC Mine plans to mine and process 291,000 to 301,000 tonnes of ore to produce 540 to 550 thousand ounces of silver, 7.1 to 7.5 million pounds of lead, and 18.2 to 19.1 million pounds of zinc. Fiscal 2025 production guidance at the GC Mine represents production increases of approximately 0% to 4% in ore, 2% to 4% in silver, 2% to 8% in lead, and 20% to 26% in zinc production compared to the production results in Fiscal 2024.

The cash production cost at the GC Mine is expected to be $54.4 to $55.5 per tonne of ore, and the all-in sustaining production cost is estimated at $99.3 to $99.7 per tonne of ore processed.

Management’s Discussion and Analysis

Page 13

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

(b)

Fiscal 2025 capital expenditure guidance

In Fiscal 2025, the Company expects to incur a total $90.8 million of capital expenditures as summarized in the table below.

	Capitalized Development Work and Expenditures								Expensed
	Ramp and Development tunneling		Exploration tunneling		Diamond Drilling		Facilities and Equipment	Total	Mining Preparation Tunnneling	Diamond Drilling
	(Metres)	($ Million)	(Metres)	($ Million)	(Metres)	($ Million)	($ Million)	($ Million)	(Metres)	(Metres)
Fiscal 2025 Capitalized Work Plan and Capita Expenditure Estimates
Ying Mining District	45,100	27.3	45,800	17.4	137,700	3.4	30.6	78.7	37,800	117,300
GC Mine	8,000	4.5	9,700	5.0	51,500	1.3	0.3	11.1	7,100	18,700
Corporate and others	-	-	-	-	-	-	1.0	1.0	-	-
Consolidated	53,100	31.8	55,500	22.4	189,200	4.7	31.9	90.8	44,900	136,000

The total capital expenditure for mine optimization and facilities improvement at the Ying Mining District is estimated at $78.7 million. For mine optimization, the Company plans to spend a total $48.1 million comprised of the following capital expenditures:

(i)

Develop 45,100 metres of ramps and tunnels for transportation and access at estimated capitalized expenditures of $27.3 million (average $605/m). The main goal of these mine optimization programs is to have ramps and a trackless system replace current shafts, and to have more mechanized mining, such as using the shrinkage mining method to gradually replace the more labor intensive “Re-Suing” mining method;

(ii)	Develop 45,800 metres of exploration tunnels at estimated capitalized costs of $17.4 million ($380/m); and

(iii)

Drill 137,700 metres of exploration diamond drill holes for future production at an estimated capitalized costs of $3.4 million.

For the tailing storage facilities (“TSF”) and mill expansion and equipment, the Company plans to spend $30.6 million:

(i)	Complete the TSF by the second quarter of Fiscal 2025 with remaining expenditures of $15.9 million; and

(ii)

Add a 1,500 tonne per day flotation production line to the No. 2 Mill by the third quarter of Fiscal 2025 at a cost of $7.2 million per a signed EPCM contract and add two XRT Ore Sorting systems for $1.7 million. The XRT Ore Sorting system will help to sort out waste rock resulting from the increased dilution rate as the Company shifts to more shrinkage mining method from the “Re-Suing” mining method.

In addition to the capitalized tunneling and drilling work, the Ying Mining District also plans to complete and expense 37,800 metres of mining preparation tunnels and 117,300 metres of diamond drilling.

For the GC Mine, the Company plans to: i) complete and capitalize 8,000 metres of transportation ramps and mining development tunnels at estimated costs of $4.5 million ($562/m); ii) complete and capitalize 9,700 metres of exploration tunnels at estimated costs of $5.0 million ($515/m); iii) complete and capitalize 51,500 metres of diamond drilling at an estimated cost of $1.3 million; ad iv) spend $0.3 million on equipment and facilities. The total capital expenditures at the GC Mine are budgeted at $11.1 million in Fiscal 2025.

In addition to the capitalized tunneling and drilling work, the Company also plans to complete and expense 7,100 metres of mining preparation tunnels and 18,700 metres of diamond drilling at the GC Mine.

The Kuanping Project is expected to receive all permits and licenses in the second quarter of Fiscal 2025, and $1.0 million of capital expenditures are budgeted for the startup of mine construction.

6.	Investment in Associates

(a)

Investment in New Pacific Metals Corp. (“NUAG”)

New Pacific Metals Corp. (“NUAG”) is a Canadian public company listed on the Toronto Stock Exchange (symbol: NUAG) and NYSE American (symbol: NEWP). The Company accounts for its investment in NUAG using the equity method as it is able to exercise significant influence over the financial and operating policies of NUAG.

In September 2023, the Company participated in a bought deal financing of common shares of NUAG and

Management’s Discussion and Analysis

Page 14

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

acquired an additional 2,541,890 common shares of NUAG for a cost of $5.0 million. As a result of the financing, the Company’s ownership in NUAG was diluted to 27.4% and a dilution gain of $0.7 million was recorded on the consolidated statements of income.

As at March 31, 2024, the Company owned 46,904,706 common shares of NUAG (March 31, 2023 – 44,351,616), representing an ownership interest of 27.4% (March 31, 2023 – 28.2%).

The summary of the investment in NUAG common shares and its market value as at the respective reporting dates are as follows:

	Number of shares		Amount			Value of NUAG’s common shares per quoted market price
Balance, April 1, 2022		44,042,216	$	49,437		$	140,275
Purchase from open market		309,400		874
Share of net loss				(2,411	)
Share of other comprehensive loss				(894	)
Foreign exchange impact				(3,753	)
Balance, March 31, 2023		44,351,616	$	43,253		$	119,621
Participation in bought deal		2,541,890		4,982
Purchase from open market		11,200		15
Dilution Gain				733
Share of net loss				(1,784	)
Share of other comprehensive loss				(28	)
Foreign exchange impact				(91	)
Balance, March 31, 2024		46,904,706	$	47,080		$	63,693

Summarized financial information for the Company’s investment in NUAG on a 100% basis is as follows:

	Years ended March 31,
		2024⁽¹⁾			2023⁽¹⁾
Net loss attributable to NUAG’s shareholders as reported by NUAG		$	(6,404	)	$	(8,569	)
Net loss of NUAG qualified for pick-up			(6,404	)		(8,569	)
Other comprehensive income (loss) attributable to NUAG’s shareholders as reported by NUAG shareholders as reported by NUAG			(104	)		(3,161	)
Comprehensive loss of NUAG qualified for pick-up		$	(6,508	)	$	(11,730	)
Company’s share of net loss			(1,784	)		(2,411	)
Company’s share of other comprehensive income (loss)			(28	)		(894	)
Company’s share of comprehensive loss		$	(1,812	)	$	(3,305	)

⁽¹⁾ NUAG’s fiscal year-end is on June 30. NUAG’s quarterly financial results were used to compile the financial information that matched with the Company’s year-end on March 31.

Management’s Discussion and Analysis

Page 15

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

As at	March 31, 2024			March 31, 2023
Current assets	$	24,509		$	12,020
Non-current assets		114,048			107,788
Total assets	$	138,557		$	119,808

Current liabilities		842			3,493
Total liabilities	$	842		$	3,493

Net assets	$	137,715		$	116,315
Non-controlling interests		(155	)		(88	)
Total equity attributable to equity holders of NUAG	$	137,870		$	116,403
Company’s share of net assets of associate	$	37,719		$	32,794
Fair value adjustments		9,361			10,459
Carrying value of the investment in NUAG	$	47,080		$	43,253

(b)

Investment in Tincorp Metals Inc. (“TIN”)

Tincorp Metals Inc. (“TIN”), formerly Whitehorse Gold Corp., is a Canadian public company listed on the TSX Venture Exchange (symbol: TIN). The Company accounts for its investment in TIN using the equity method as it is able to exercise significant influence over the financial and operating policies of TIN.

On December 15, 2022, the Company participated in a non-brokered private placement of TIN and purchased 4,000,000 units at a cost of $1.2 million. Each unit was comprised of one TIN common share and one-half common share purchase warrant at exercise price of CAD$0.65 per share. The common share purchase warrant expires on December 15, 2024.

As at March 31, 2024, the Company owned 19,864,285 common shares of TIN (March 31, 2023 – 19,514,285), representing an ownership interest of 29.7% (March 31, 2023 – 29.3%).

The summary of the investment in TIN common shares and its market value as at the respective reporting dates are as follows:

	Number of shares		Amount			Value of TIN’s common shares per quoted market price
Balance, April 1, 2022		15,514,285	$	7,404		$	6,208
Participation in private placement		4,000,000		1,181
Dilution loss				(107	)
Share of net loss				(490	)
Share of other comprehensive income				8
Foreign exchange impact				(554	)
Balance, March 31, 2023		19,514,285	$	7,442		$	6,777
Tincorp shares received under credit facility agreement		350,000		78
Share of net loss				(908	)
Share of other comprehensive income				(8	)
Impairment				(4,251	)
Foreign exchange impact				(7	)
Balance, March 31, 2024		19,864,285	$	2,346		$	2,346

Management’s Discussion and Analysis

Page 16

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

Based on TIN’s financial conditions and share price performance, the Company determined that there was objective evidence that the Company’s investment in TIN is impaired as at March 31, 2024. Accordingly, the Company marked down the carrying value of the investment to the fair value of the investment measured based on the trading price of TIN’s common shares as at March 31, 2024, and an impairment loss of approximately $4.3 million (year ended March 31, 2023 - $nil) was recognized for the investment in TIN.

Summarized financial information for the Company’s investment in TIN on a 100% basis is as follows:

	Year ended March 31,
	2024⁽¹⁾			2023⁽¹⁾
Net loss attributable to TIN’s shareholders as reported by TIN	$	(3,075	)	$	(1,666	)
Other comprehensive income attributable to TIN’s shareholders as reported by TIN		(26	)		30
Comprehensive loss of TIN qualified for pick-up		(3,101	)		(1,636	)
Company’s share of net loss		(908	)		(490	)
Company’s share of other comprehensive income		(8	)		8
Company’s share of comprehensive loss	$	(916	)	$	(482	)

⁽¹⁾ TIN’s fiscal year-end is on December 31. TIN’s quarterly financial results were used to compile the financial information that matched with the Company’s year-end on March 31.

As at	March 31, 2024			March 31, 2023
Current assets	$	250		$	2,640
Non-current assets		20,899			20,701
Total assets	$	21,149		$	23,341

Current liabilities		1,303			746
Total liabilities	$	1,303		$	746

Net assets	$	19,846		$	22,595
Company’s share of net assets of associate	$	5,892		$	6,625
Fair value adjustments		(3,546	)		817
Carrying value of the investment in TIN	$	2,346		$	7,442

The difference between the carrying value of the Company’s investment in TIN and the Company’s share of TIN’s net asset primarily arises on fair value adjustments upon acquisitions of the investment and subsequent measurements.

Management’s Discussion and Analysis

Page 17

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

Overview of Financial Results

(a)

Selected Annual and Quarterly Information

The following tables set out selected quarterly results for the past twelve quarters as well as selected annual results for the past three years. The dominant factors affecting results presented below are the volatility of the realized selling metal prices and the timing of sales. The results for the quarters ended March 31 are normally affected by the extended Chinese New Year holiday.

Fiscal 2024	Quarter Ended												Year Ended
(In thousands of USD, other than per share amounts)	Jun 30, 2023			Sep 30, 2023			Dec 31, 2023			Mar 31, 2024			Mar 31, 2024
Revenue	$	60,006		$	53,992		$	58,508		$	42,681		$	215,187
Cost of mine operations		36,705			33,049			35,201			29,643			134,598
Income from mine operations		23,301			20,943			23,307			13,038			80,589
Corporate general and administrative expenses		3,650			3,810			3,228			3,407			14,095
Foreign exchange loss (gain)		2,227			(1,314	)		701			(1,277	)		337
Share of loss in associates		640			705			5,680			(4,333	)		2,692
Dilution gain on investment in associate		-			(733	)		-			-			(733	)
Impairment of investment in associate		-			-			-			4,251			4,251
Loss (gain) on investments		(1,086	)		603			(6,204	)		(990	)		(7,677	)
Other items		(130	)		912			2,219			702			3,703
Income from operations		18,000			16,960			17,683			11,278			63,921
Finance items		(1,434	)		(1,688	)		(1,510	)		(1,402	)		(6,034	)
Income tax expenses		6,221			3,878			5,123			5,055			20,277
Net income		13,213			14,770			14,070			7,625			49,678
Net income attributable to equity holders of the Company		9,217			11,050			10,510			5,529			36,306
Basic earnings per share		0.05			0.06			0.06			0.03			0.21
Diluted earnings per share		0.05			0.06			0.06			0.03			0.20
Cash dividend declared		2,214			-			2,214			-			4,428
Cash dividend declared per share		0.0125			-			0.0125			-			0.0250
Other financial information
Total assets														702,815
Total liabilities														105,806
Total equity attributable to equity holders of the Company														507,255

Fiscal 2023	Quarter Ended											Year Ended
(In thousands of USD, other than per share amounts)	Jun 30, 2022			Sep 30, 2022			Dec 31, 2022			Mar 31, 2023		Mar 31, 2023
Revenue	$	63,592		$	51,739		$	58,651		$	34,147	$	208,129
Cost of mine operations		38,690			37,378			36,907			24,371		137,346
Income from mine operations		24,902			14,361			21,744			9,776		70,783
Corporate general and administrative expenses		3,557			3,476			3,171			3,045		13,249
Foreign exchange loss (gain)		(1,656	)		(4,340	)		850			304		(4,842	)
Share of loss in associates		728			771			677			725		2,901
Dilution loss on investment in associate											107		107
Loss (gain) on equity investments		2,671			1,596			(3,010	)		1,061		2,318
Impairment charges against mineral rights and properties		-			20,211			-			-		20,211
Other items		231			61			2,791			9		3,092
Income from operations		19,371			(7,414	)		17,265			4,525		33,747
Finance items		(800	)		(1,023	)		69			358		(1,396	)
Income tax expenses		6,087			3,811			2,259			1,886		14,043
Net income		14,084			(10,202	)		14,937			2,281		21,100
Net income (loss) attributable to equity holders of the
Company		10,169			(1,712	)		11,916			235		20,608
Basic earnings (loss) per share		0.06			(0.01	)		0.07			0.00		0.12
Diluted earnings (loss) per share		0.06			(0.01	)		0.07			0.00		0.12
Cash dividend declared		2,216			-			2,209			-		4,425
Cash dividend declared per share		0.0125			-			0.0125			-		0.025
Other financial information
Total assets													676,799
Total liabilities													96,968
Total attributable shareholders’ equity													489,053

Management’s Discussion and Analysis

Page 18

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

Fiscal 2022	Quarter Ended												Year Ended
(In thousands of USD, other than per share amounts)	Jun 30, 2021			Sep 30, 2021			Dec 31, 2021			Mar 31, 2022			Mar 31, 2022
Revenue	$	58,819		$	58,435		$	59,079		$	41,590		$	217,923
Cost of mine operations		33,315			34,823			37,603			27,881			133,622
Income from mine operations		25,504			23,612			21,476			13,709			84,301
Corporate general and administrative expenses		3,838			3,749			3,310			3,284			14,181
Foreign exchange loss (gain)		450			(2,063	)		(1,813	)		3,159			(267	)
Share of loss in associates		396			469			403			920			2,188
Loss (gain) on equity investments		722			3,365			(1,101	)		499			3,485
Other items		314			460			1,481			(106	)		2,149
Income from operations		19,784			17,632			19,196			5,953			62,565
Finance items		(1,265	)		(481	)		8,171			(932	)		5,493
Income tax expenses (recovery)		4,817			5,355			3,093			523			13,788
Net income		16,232			12,758			7,932			6,362			43,284
Net income attributable to equity holders of the Company		12,212			9,393			5,063			3,966			30,634
Basic earnings per share		0.07			0.05			0.03			0.02			0.17
Diluted earnings per share		0.07			0.05			0.03			0.02			0.17
Cash dividend declared		2,202			-			2,211			-			4,413
Cash dividend declared per share		0.0125			-			0.0125			-			0.025
Other financial information
Total assets														723,538
Total liabilities														103,424
Total attributable shareholders’ equity														512,396

(b)

Overview of Fiscal 2024 Financial Results

Net income attributable to equity shareholders of the Company in Fiscal 2024 was $36.3 million or $0.21 per share, compared to net income of $20.6 million or $0.12 per share in Fiscal 2023.

Compared to Fiscal 2023, the Company’s consolidated financial results were mainly impacted by i) increases of 19% and 16%, respectively, in the realized selling prices for gold and silver, and the increase in payable factors applied to gold ad silver in lead concentrates; ii) decreases of 1% and 23% in the realized selling price for lead and zinc; iii) an increase of 65% in gold sold, and decreases of 6%, 8%, and 1%, respectively, in silver, lead and zinc sold; iv) a decrease of 6% in per tonne production cost; and v) an increase of $10.0 million gain in mark-to-market investments, offset by vi) an increased negative impact of $5.2 million from foreign exchange.

Revenue in Fiscal 2024 was $215.2 million, up 3% compared to $208.1 million in Fiscal 2023. The increase is mainly due to i) an increase of $5.3 million arising from the increase in gold sold; ii) an increase of $19.9 million arising from the increase in the realized selling prices for silver and gold; offset by iv) a decrease of $12.6 million arising from the decrease in silver, lead and zinc sold; v) a decrease of $5.5 million arising from the decrease in the realized selling prices for zinc.

The net realized selling price is calculated using the Shanghai Metal Exchange (“SME”) price, less smelter charges, recovery, and value added tax (“VAT”). The metal prices quoted on SME, excluding gold, include VAT. The following table is a comparison among the Company’s average net realized selling prices, prices quoted on SME, and prices quoted on London Metal Exchange (“LME”) in Fiscal 2024 and Fiscal 2023:

	Silver (in US$/ounce)				Gold (in US$/ounce)				Lead (in US$/pound)				Zinc (in US$/pound)
	F2024		F2023		F2024		F2023		F2024		F2023		F2024		F2023
Net realized selling prices	$	19.93	$	17.11	$	1,792	$	1,511	$	0.86	$	0.87	$	0.82	$	1.06
SME	$	25.03	$	21.48	$	2,023	$	1,818	$	1.00	$	1.00	$	1.33	$	1.63
LME	$	23.56	$	21.35	$	1,988	$	1,804	$	0.96	$	0.95	$	1.13	$	1.49

Compared to Fiscal 2023, the average realized selling prices for silver and gold in Fiscal 2024 increased by 16% and 19%, respectively, while the average silver and gold prices quoted on SME increased by 17% and 11%, and the average silver and gold prices quoted on LME only increased by 10%. And 10%, respectively.

Management’s Discussion and Analysis

Page 19

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

The following table summarizes the metals sold, net realized selling price and revenue achieved for each metal.

		Year ended March 31, 2023						Year ended March 31, 2023
		Ying Mining District		GC		Consolidated		Ying Mining District		GC		Consolidated
Metal Sales
	Gold (ounces)		7,268		-		7,268		4,400		-	4,400
	Silver (in thousands of ounces)		5,717		518		6,235		6,049		588	6,637
	Lead (in thousands of pounds)		54,292		6,333		60,625		58,240		7,447	65,687
	Zinc (in thousands of pounds)		8,240		15,010		23,250		7,175		16,263	23,438
Revenue
	Gold (in thousands of $)		13,024		-		13,024		6,647		-	6,647
	Silver (in thousands of $)		116,364		7,870		124,234		105,776		7,816	113,592
	Lead (in thousands of $)		46,972		5,422		52,394		50,477		6,366	56,843
	Zinc (in thousands of $)		6,904		12,198		19,102		7,881		16,942	24,823
	Other (in thousands of $)		4,529		1,904		6,433		4,087		2,137	6,224
			187,793		27,394		215,187		174,868		33,261	208,129

Average Selling Price, Net of Value Added Tax and Smelter Charges
	Gold ($ per ounce)		1,792		-		1,792		1,511		-	1,511
	Silver ($ per ounce)		20.35		15.19		19.93		17.49		13.29	17.11
	Lead ($ per pound)		0.87		0.86		0.86		0.87		0.85	0.87
	Zinc ($ per pound)		0.84		0.81		0.82		1.10		1.04	1.06

Costs of mine operations in Fiscal 2024 were $134.6 million, down 2% compared to $137.3 million in Fiscal 2023. Items included in costs of mine operations are as follows:

	Fiscal 2024		Fiscal 2023		Change
Production cost	$	88,574	$	91,769		-3	%
Depreciation and amortization		27,286		27,607		-1	%
Mineral resource taxes		5,275		5,095		4	%
Government fees and other taxes		2,641		2,388		11	%
General and administrative		10,822		10,487		3	%
	$	134,598		137,346		-2	%

Production costs expensed in Fiscal 2024 were $88.6 million, down 3% compared to $91.8 million in Fiscal 2023. The decrease was mainly due to a decrease of 6% in per tonne production cost. The production costs expensed represent approximately 1,123,000 tonnes of ore processed expensed at $78.86 per tonne, compared to approximately 1,092,000 tonnes of ore processed expensed at $84.03 per tonne in Fiscal 2023.

The increase in the mineral resource taxes was mainly due to more revenue achieved in Fiscal 2024. Government fees and other taxes are comprised of environmental protection fees, surtaxes on VAT, land usage levies, stamp duties and other miscellaneous levies, duties and taxes imposed by the state and local Chinese governments.

Mine general and administrative expenses for the mine operations in Fiscal 2024 were $10.8 million, up 3% compared to $10.5 million in Fiscal 2023. Items included in general and administrative expenses for the mine operations are as follows:


	Fiscal 2024		Fiscal 2023		Change
Amortization and depreciation	$	1,094	$	1,189		-8	%
Office and administrative expenses		2,613		2,608		0	%
Professional Fees		565		432		31	%
Salaries and benefits		6,550		6,258		5	%
	$	10,822	$	10,487		3	%

Income from mine operations in Fiscal 2024 was $80.6 million, up 14% compared to $70.8 million in Fiscal 2023. The increase was mainly due to the increase in revenue and the decrease in mine operation costs achieved at the Ying Mining District. Income from mine operations at the Ying Mining District was $77.9 million, compared to $62.8 million in Fiscal 2023. Income from mine operations at the GC Mine was $3.1 million, compared to $8.4 million in Fiscal 2023.

Management’s Discussion and Analysis

Page 20

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

Corporate general and administrative expenses in Fiscal 2024 were $14.1 million, up 6% or $0.8 million, compared to $13.2 million in Fiscal 2023. The increase was mainly due to the inflation and more manpower employed to support the Company’s business development activities. Items included in corporate general and administrative expenses are as follows:


	Fiscal 2024		Fiscal 2023		Change
Amortization and depreciation	$	588	$	573		3	%
Office and administrative expenses		2,042		1,834		11	%
Professional Fees		860		669		29	%
Salaries and benefits		6,459		6,331		2	%
Share-based compensation		4,146		3,842		8	%
	$	14,095	$	13,249		6	%

Foreign exchange loss in Fiscal 2024 was $0.3 million compared to a gain of $4.8 million in Fiscal 2023. The foreign exchange loss is mainly driven by the exchange rates of the US dollar and the Australian dollar against the Canadian dollar.

Gain on investments in Fiscal 2024 was $7.7 million, an increase of $10.0 million compared to a loss of $2.3 million in Fiscal 2023. The gain was mainly due to the changes in value of mark-to-market investments.

Share of loss in associates in Fiscal 2024 was $2.7 million, compared to $2.9 million in Fiscal 2023. Share of loss in an associate represents the Company’s equity pickup in NUAG and TIN.

Dilution gain on investment in associate in Fiscal 2024 was $0.7 million, compared to a loss of $0.1 in Fiscal 2023. As at March 31, 2024, the Company’s ownership in NUAG was diluted to 27.4% from 28.2% as at March 31, 2023.

Impairment charges of $4.3 million was recorded in Fiscal 2024 related to the Company’s investment in TIN, compared to an impairment charge of $20.2 million recorded related to the Company’s La Yesca Project. In Fiscal 2024, the Company wrote down the carrying value of the Company’s investment in TIN to the market price of TIN’s common shares as at March 31, 2024 as there was objective evidence that the Company’s investment in TIN was impaired.

Finance income in Fiscal 2024 was $6.2 million compared to $4.7 million in Fiscal 2023. The Company invests in short-term investments which include term deposits, money market instruments, and bonds.

Finance costs in Fiscal 2024 was $0.2 million compared to $3.3 million in Fiscal 2023. The finance costs primarily comprised of the following:


	Fiscal 2024		Fiscal 2023		Changes
Interest on lease obligation	$	22	$	43		-49	%
Unwinding of discount of environmental rehabilitation provision		191		239		-20	%
Impairment charges against debt investment		-		2,883		-100	%
Loss on disposal of bonds		-		93		100	%
	$	213	$	3,258		-93	%

Income tax expenses in Fiscal 2024 were $20.3 million, up 44% compared to $14.0 million in Fiscal 2023. The increase is mainly due to the increase in taxable income from mine operations and the withholding tax paid on funds distributed out of China through dividend payments. The income tax expense recorded in Fiscal 2024 included a current income tax expense of $14.7 million (Fiscal 2023 - $9.3 million) and a deferred income tax expense of $5.6 million (Fiscal 2023 - $4.7 million). The current income tax expenses in Fiscal 2024 included withholding tax expenses of $6.1 million (Fiscal 2023- $3.8 million), which were paid at a rate of 10% on dividends distributed out of China.

(c)

Overview of the Financial Results for Q4 Fiscal 2024

Net income attributable to equity shareholders of the Company in Q4 Fiscal 2024 was $5.5 million or $0.03 per share, compared to net income of $0.2 million or $0.00 per share in Q4 Fiscal 2023.

Compared to Q4 Fiscal 2023, the Company’s consolidated financial results in the current quarter were mainly

Management’s Discussion and Analysis

Page 21

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

impacted by i) increases of 92%, 6%, 18%, and 28%, respectively, in gold, silver, lead and zinc sold; ii) increases of 17%, 14%, and 1%, respectively, in the realized selling price for gold, silver and lead, and the increase in payable factors applied to gold and lead in lead concentrates; iii) a decrease of 3% in the realized selling prices for zinc; iv) an increase of $2.0 million gain in mark-to-market investments; and v) an increase of $3.2 million in income tax expenses.

Revenue in Q4 Fiscal 2024 was $42.7 million, up 25% compared to $34.1 million in Q4 Fiscal 2023. The increase is mainly due to i) an increase of $5.4 million arising from the increases in gold, silver, lead and zinc sold; ii) an increase of $3.3 million arising from increases in realized selling prices for gold, silver, and lead; offset by iv) a decrease of $0.1 million arising from decreases in realized selling prices for zinc.

The following table is a comparison among the Company’s average net realized selling prices, prices quoted on SME, and prices quoted on London Metal Exchange (“LME”) in Q4 Fiscal 2024 and 2023:

	Silver (in US$/ounce)				Gold (in US$/ounce)				Lead (in US$/pound)				Zinc (in US$/pound)
	Q4 F2024		Q4 F2023		Q4 F2024		Q4 F2023		Q4 F2024		Q4 F2023		Q4 F2024		Q4 F2023
Net realized selling prices	$	20.74	$	18.18	$	1,899	$	1,620	$	0.88	$	0.87	$	0.86	$	0.89
SME	$	25.95	$	22.87	$	2,119	$	1,908	$	1.01	$	1.01	$	1.32	$	1.54
LME	$	23.36	$	22.55	$	2,072	$	1,890	$	0.95	$	0.97	$	1.12	$	1.41

Compared to Q4 Fiscal 2023, the realized selling prices for silver, gold and lead in Q4 Fiscal 2024 increased by 14%, 17%, and 1%, respectively, while the average prices quoted on SME for silver, gold, and lead increased by 13%, 11%, and 0%, and the average prices quoted on LME for silver and gold only increased by 4% and 10%, respectively, while lead decreased by 2%.

The following table summarizes the metals sold, net realized selling price and revenue achieved for each metal.

		Three months ended March 31, 2024						Three months ended March 31, 2023
		Ying Mining District		GC		Consolidated		Ying Mining District		GC		Consolidated
Metal Sales
	Gold (ounces)		1,916		-		1,916		1,000		-	1,000
	Silver (in thousands of ounces)		1,052		87		1,139		966		107	1,073
	Lead (in thousands of pounds)		10,821		1,051		11,872		8,924		1,097	10,021
	Zinc (in thousands of pounds)		1,730		2,702		4,432		1,115		2,336	3,451
Revenue
	Gold (in thousands of $)		3,639		-		3,639		1,620		-	1,620
	Silver (in thousands of $)		22,313		1,311		23,624		17,983		1,528	19,511
	Lead (in thousands of $)		9,539		922		10,461		7,747		936	8,683
	Zinc (in thousands of $)		1,496		2,296		3,792		1,032		2,050	3,082
	Other (in thousands of $)		964		201		1,165		757		494	1,251
			37,951		4,730		42,681		29,139		5,008	34,147

Average Selling Price, Net of Value Added Tax and Smelter Charges
	Gold ($ per ounce)		1,899		-		1,899		1,620		-	1,620
	Silver ($ per ounce)		21.21		15.07		20.74		18.62		14.28	18.18
	Lead ($ per pound)		0.88		0.88		0.88		0.87		0.85	0.87
	Zinc ($ per pound)		0.86		0.85		0.86		0.93		0.88	0.89

Costs of mine operations for Q4 Fiscal 2024 were $29.6 million, up 22% compared to $24.4 million in Q4 Fiscal 2023. The increase was mainly due to the increase in metals sold. Items included in costs of mine operations are as follows:

	Q4 Fiscal 2024		Q4 Fiscal 2023		Change
Production cost	$	20,442	$	15,624		31	%
Depreciation and amortization		5,726		5,096		12	%
Mineral resource taxes		940		809		16	%
Government fees and other taxes		425		415		2	%
General and administrative		2,110		2,427		-13	%
	$	29,643		24,371		22	%

Management’s Discussion and Analysis

Page 22

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

Production costs expensed for Q4 Fiscal 2024 were $20.4 million, up 31% compared to $15.6 million in Q4 Fiscal 2023. The production costs expensed represent approximately 242,500 tonnes of ore processed and expensed at $84.31 per tonne, compared to approximately 168,200 tonnes of ore processed and expensed at $92.85 per tonne in Q4 Fiscal 2023.

Mine general and administrative expenses for the mine operations for Q4 Fiscal 2024 were $2.1 million, down 13% compared to $2.4 million in Q4 Fiscal 2023. Items included in general and administrative expenses for the mine operations are as follows:

	Q4 Fiscal 2024		Q4 Fiscal 2023		Change
Amortization and depreciation	$	263	$	286		-8	%
Office and administrative expenses		178		570		-69	%
Professional Fees		87		102		-15	%
Salaries and benefits		1,582		1,469		8	%
	$	2,110	$	2,427		-13	%

Income from mine operations in Q4 Fiscal 2024 was $13.0 million, up 33% compared to $9.8 million in Q4 Fiscal 2023. Income from mine operations at the Ying Mining District was $12.8 million, compared to $9.5 million in Q4 Fiscal 2023. Income from mine operations at the GC Mine was $0.2 million, compared to $0.4 million in Q4 Fiscal 2023.

Corporate general and administrative expenses in Q4 Fiscal 2024 were $3.4 million, up 12% compared to $3.0 million in Q4 Fiscal 2023. Items included in corporate general and administrative expenses are as follows:

	Q4 Fiscal 2024		Q4 Fiscal 2023		Change
Amortization and depreciation	$	146	$	143		2	%
Office and administrative expenses		623		508		23	%
Professional Fees		139		67		107	%
Salaries and benefits		1,855		1,618		15	%
Share-based compensation		644		709		-9	%
	$	3,407	$	3,045		12	%

Foreign exchange gain for Q4 Fiscal 2024 was $1.3 million compared to a loss of $0.3 million in Q4 Fiscal 2023. The foreign exchange gain or loss is mainly driven by the exchange rates of the US dollar and the Australian dollar against the Canadian dollar.

Gain on investments for Q4 Fiscal 2024 was $1.0 million, compared to a loss of $1.1 million in Q4 Fiscal 2023. The gain was mainly due to the changes in value of mark-to-market investments.

Share of gain in an associate for Q4 Fiscal 2024 was $4.3 million, compared to a loss of $0.7 million in Q4 Fiscal 2023. Share of loss in an associate represents the Company’s equity pickup in NUAG and TIN.

Impairment charges in Q4 Fiscal 2024 was $4.3 million, compared to $nil in Q4 Fiscal 2023. In Q4 Fiscal 2024, the Company wrote down the carrying value of the Company’s investment in TIN to the market price of TIN’s common shares as at March 31, 2024 as there was objective evidence that the Company’s investment in TIN was impaired.

Finance income in Q4 Fiscal 2024 was $1.5 million compared to $1.6 million in Q4 Fiscal 2023. The Company invests in short-term investments which include term deposits, money market instruments, and bonds.

Finance costs in Q4 Fiscal 2024 was $48 thousand compared to $2.0 million in Q4 Fiscal 2023. The finance costs primarily comprised of the following:

	Q4 Fiscal 2024		Q4 Fiscal 2023
Interest on lease obligation	$	4	$	8
Unwinding of discount of environmental rehabilitation provision		44		57
Impairment charges against debt investment		-		1,937
	$	48	$	2,002

Management’s Discussion and Analysis

Page 23

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

Income tax expenses in Q4 Fiscal 2024 were $5.1 million, up 168% compared to $1.9 million in Q4 Fiscal 2023. The income tax expense recorded for Q4 Fiscal 2024 included a current income tax expense of $3.5 million (Q4 Fiscal 2023 - $1.7 million) and a deferred income tax expense of $1.5 million (Q4 Fiscal 2023 - $0.2 million). The current income tax expenses for Q4 Fiscal 2024 included withholding tax expenses of $2.5 million (Q4 Fiscal 2023- $1.2 million), which was paid at a rate of 10% on dividends distributed out of China.

Liquidity, Capital Resources, and Contractual Obligations

Liquidity

The following tables summarize the Company’s cash and cash equivalents, short-term investments, and working capital position.

As at	March 31, 2024		March 31, 2023		Changes
Cash and cash equivalents	$	152,942	$	145,692	$	7,250
Short-term investments		31,949		57,631		(25,682	)
	$	184,891	$	203,323	$	(18,432	)

Working capital	$	154,744	$	177,808	$	(23,064	)

Cash, cash equivalents and short-term investments as at March 31, 2024 were $184.9 million, down 9% or $18.4 million compared to $203.3 million as at March 31, 2023.

Working capital as at March 31, 2024 was $154.7 million, down 13% compared to $177.8 million as at March 31, 2023.

The decrease is mainly due to the increase in uses of cash in investing activities compared to the prior year period.

The following table summarizes the Company’s cash flow for the three months and year ended March 31, 2024 and 2023.

		Three months ended March 31,									Year ended March 31,
		2024			2023			Changes			2024			2023			Changes
Cash flow
	Cash provided by operating activities	$	10,238		$	5,742		$	4,496		$	91,570		$	85,643		$	5,927
	Cash provided by (used in) investing activities		5,696			(28,326	)		34,022			(65,710	)		(26,524	)		(39,186	)
	Cash provided by (used in) financing activities		(4,031	)		(3,720	)		(311	)		(16,798	)		(17,980	)		1,182
Increase (decrease) in cash and cash equivalents			11,903			(26,304	)		38,207			9,062			41,139			(32,077	)
Effect of exchange rate changes on cash and cash equivalents			(2,241	)		1,155			(3,396	)		(1,812	)		(8,749	)		6,937
Cash and cash equivalents, beginning of the period			143,280			170,841			(27,561	)		145,692			113,302			32,390
Cash and cash equivalents, end of the period		$	152,942		$	145,692		$	7,250		$	152,942		$	145,692		$	7,250

Cash flow provided by operating activities in Fiscal 2024 was $91.6 million, up $5.9 million, compared to $85.6 million in Fiscal 2023. The increase was due to:

●

$87.5 million cash flow from operating activities before changes in non-cash operating working capital, down $0.2 million, compared to $87.7 million in Fiscal 2023, and the decrease was mainly due to the increase in income tax payments; and

●

$4.0 million cash provided by the changes in non-cash working capital, compared to $2.0 million used in Fiscal 2023.

For Q4 Fiscal 2024, cash flow provided by operating activities was $10.2 million, up $4.5 million compared to $5.7 million. Before changes in non-cash operating working capital, cash flow from operating activities was $14.2 million, up $2.6 million compared to $11.6 million for Q4 Fiscal 2023.

Cash flow used in investing activities in Fiscal 2024 was $65.7 million, compared to $26.5 million in Fiscal 2023, and comprised mostly of:

●

$65.6 million spent on investment in short-term investments (Fiscal 2023 - $182.3 million);

Management’s Discussion and Analysis

Page 24

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

●

$51.9 million spent on mineral exploration and development expenditures (Fiscal 2023 - $41.7 million);

●

$23.3 million spent on investment in other investments (Fiscal 2023 - $3.7 million);

●

$11.5 million spent to acquire plant and equipment (Fiscal 2023 - $13.3 million);

●

$5.0 million spent on investment in an associate (Fiscal 2023 - $2.1 million); offset by,

●

$87.4 million proceeds from the redemptions of short-term investments (Fiscal 2023 - $214.3 million);

●

$3.0 million refunds from reclamation deposits (Fiscal 2023 - $1.2 million);

●

$1.5 million proceeds from disposal of other investments (Fiscal 2023 - $1.0 million).

For Q4 Fiscal 2024, cash flow provided by investing activities was $5.7 million, compared to $28.3 million used in Q4 Fiscal 2023, and comprised mostly of:

●

$26.3 million proceeds from the redemptions of short-term investments (Q4 Fiscal 2023 - $49.7 million);

●

$0.4 million proceeds from the disposal of other investments (Q4 Fiscal 2023 - $0.1 million); offset by,

●

$13.4 million spent on mineral exploration and development expenditures (Q4 Fiscal 2023 - $7.4 million);

●

$4.1 million spent on investment in short-term investments (Q4 Fiscal 2023 - $70.0 million);

●

$2.8 million spent to acquire plant and equipment (Q4 Fiscal 2023 - $2.4 million);

●

$14.8 thousand spent on investment in an associate (Q4 Fiscal 2023 - $117 thousand);

●

$0.7 million spend on reclamation deposit, (Q4 Fiscal 2023 - $14 thousand).

Cash flow used in financing activities in Fiscal 2024 was $16.8 million, compared to $18.0 million in Fiscal 2023, and comprised mostly of:

●

$11.1 million in distributions to non-controlling shareholders (Fiscal 2023 - $10.9 million);

●

$4.4 million cash dividends paid to equity holders of the Company (same prior year period - $4.4 million);

●

$1.0 million spent to buy back 388,324 common shares of the Company under the Normal Course Issuer Bid (Fiscal 2023 – 838,237 common shares or $2.1 million); and

●

$0.3 million lease payment (Fiscal 2023 - $0.6 million).

Cash flow used in financing activities for Q4 Fiscal 2024 was $4.0 million, compared to $3.7 million in Q4 Fiscal 2023, and comprised mostly of:

●

$3.8 million in distributions to non-controlling shareholders (Q4 Fiscal 2023 - $3.6 million);

●

$0.1 million lease payment (Q4 Fiscal 2023 - $0.1 million);

●

$0.2 million spent to buy back 72,500 common shares of the Company under the Normal Course Issuer Bid (Q4 Fiscal 2023 - $nil).

Capital Resources

The Company’s objective when managing capital is to maintain financial flexibility to continue as a going concern while optimizing growth and maximizing returns of investments for shareholders. The Company’s strategy to achieve these objectives is to invest its excess cash balance in a portfolio of primarily fixed income instruments.

The Company monitors its capital structure based on changes in operations and economic conditions, and may adjust the structure by repurchasing shares, issuing new shares, or issuing debt. If additional funds are raised through the issuance of equity securities, the percentage ownership of current shareholders will be reduced, and such equity securities may have rights, preferences or privileges senior to those of the holders of the Company’s common shares.

Management’s Discussion and Analysis

Page 25

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

As at March 31, 2024, the Company has cash, cash equivalents, and short-term investments of $184.9 million and working capital of $154.7 million. The Company’s financial position at March 31, 2024 and the operating cash flows that are expected over the next 12 months lead the Company to believe that the Company’s liquid assets are sufficient to satisfy the Company’s Fiscal 2025 working capital requirements, fund currently planned capital expenditures, and to discharge liabilities as they come due. The Company remains well positioned to take advantage of strategic opportunities as they become available. Liquidity risks are discussed further in the “Risks and Uncertainties” section of this MD&A. The Company is not subject to any externally imposed capital requirements.

Contractual Obligation and Commitments

In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following table summarizes the remaining contractual maturities of the Company’s financial and non-financial liabilities, shown in contractual undiscounted cash flow as at March 31, 2024.

	Within a year		2-5 years		Over 5 years		Total
Accounts payable and accrued liabilities	$	41,797	$	-	$	-	$	41,797
Deposit received		4,223		-		-		4,223
Income tax payable		921		-		-		921
Lease obligation		284		1,095		338		1,717
	$	47,225	$	1,095	$	338	$	48,658

The Company’s customers are required to make full amount of payment as deposits prior to the shipment of its concentrate inventories, and the customers also have rights to demand repayment of any unused deposits paid.

Environmental Rehabilitation Provision

The estimated future environmental rehabilitation costs are based principally on the requirements of relevant authorities and the Company’s environmental policies. The provision is measured using management’s assumptions and estimates for future cash outflows. In view of uncertainties concerning environmental rehabilitation obligations, the ultimate costs could be materially different from the amounts estimated. The Company accrues these costs, which are determined by discounting costs using rates specific to the underlying obligation. Upon recognition of a liability for the environmental rehabilitation costs, the Company capitalizes these costs to the related mine and amortizes such amounts over the life of each mine on a unit-of-production basis. The accretion of the discount due to the passage of time is recognized as an increase in the liability and a finance expense.

As at March 31, 2024, the total inflated and undiscounted amount of estimated cash flows required to settle the Company’s environmental rehabilitation provision was $8.6 million (March 31, 2023 - $10.2 million) over the next twenty years, which has been discounted using an average discount rate of 2.26% (March 31, 2023 – 2.83%).

The accretion of the discounted charge in Fiscal 2024 was $0.1 million (Fiscal 2023 - $0.2 million), and reclamation expenditures incurred in Fiscal 2024 was $1.0 million (Fiscal 2023 - $0.7 million).

10.

Risks and Uncertainties

The Company is exposed to a number of risks in conducting its business, including but not limited to: metal price risk as the Company derives its revenue from the sale of silver, lead, zinc, and gold; credit risk in the normal course of dealing with other companies and financial institutions; foreign exchange risk as the Company reports its financial statements in USD whereas the Company operates in jurisdictions that utilize other currencies; equity price risk and interest rate risk as the Company has investments in marketable securities that are traded in the open market or earn interest at market rates that are fixed to maturity or at variable interest rates; inherent risk of uncertainties in estimating mineral reserves and mineral resources; political risks; economic and social risks related to conducting business in foreign jurisdictions such as China, Mexico and Ecuador; environmental risks;

Management’s Discussion and Analysis

Page 26

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

risks related to its relations with employees and local communities where the Company operates, and emerging risks relating to the widespread outbreak of epidemics, pandemics, or other health crises, which has to date resulted in profound health and economic impacts globally and which presents future risks and uncertainties that are largely unknown at this time.

Management and the Board continuously assess risks that the Company is exposed to and attempt to mitigate these risks where practical through a range of risk management strategies.

These and other risks are described in the Company’s Annual Information Form, NI 43-101 technical reports, Form 40-F, and annual Audited Consolidated Financial Statements, which are available on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. Readers are encouraged to refer to these documents for a more detailed description of the risks and uncertainties inherent to Silvercorp’s business.

(a)

Financial Instruments Risk Exposure

The Company is exposed to financial risks, including metal price risk, credit risk, interest rate risk, foreign currency exchange rate risk, and liquidity risk. The Company's exposures and management of each of those risks is described in the condensed interim consolidated financial statements for the year ended March 31, 2024 under Note 22 "Financial Instruments", along with the financial statement classification, the significant assumptions made in determining the fair value, and amounts of income, expenses, gains and losses associated with financial instruments. Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates. The following provides a description of the risks related to financial instruments and how management manages these risks:

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they arise. The Company manages liquidity risk by monitoring actual and projected cash flows and matching the maturity profile of financial assets and liabilities. Cash flow forecasting is performed regularly to ensure that there is sufficient capital in order to meet short-term business requirements, after taking into account cash flows from operations and our holdings of cash and cash equivalents, and short-term investments.

Foreign exchange risk

The Company reports its financial statements in US dollars. The functional currency of the head office, Canadian subsidiaries and all intermediate holding companies is CAD and the functional currency of all Chinese subsidiaries is RMB. The functional currency of New Infini and its subsidiaries is USD. The Company is exposed to foreign exchange risk when the Company undertakes transactions and holds assets and liabilities in currencies other than its functional currencies.

	Cash and cash equivalents		Short-term investments		Other investments		Accounts payable and accrued liabilities			Net financial assets exposure		Effect of +/- 10% change in currency
US dollar	$	87,557	$	1,329	$	2,594	$	(169	)	$	91,311	$	9,131
Australian dollar		381		-		30,965		(737	)		30,609		3,061
	$	87,938	$	1,329	$	33,559	$	(906	)	$	121,920	$	12,192

Management’s Discussion and Analysis

Page 27

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

Interest rate risk

Credit risk

Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The Company is exposed to credit risk primarily associated to accounts receivable, due from related parties, cash and cash equivalents, and short-term investments. The carrying amount of assets included on the statements of financial position represents the maximum credit exposure.

Equity price risk

The Company holds certain marketable securities that will fluctuate in value as a result of trading on Canadian financial markets. As the Company’s marketable securities holdings are mainly in mining companies, the value will also fluctuate based on commodity prices. Based upon the Company’s portfolio as at March 31, 2024, a 10% increase (decrease) in the market price of the securities held, ignoring any foreign currency effects, would have resulted in an increase (decrease) to the net income and other comprehensive income of $4.3 million and $0.1 million, respectively.

(b)

Metal Price Risk

The Company’s sales price for silver is fixed against the Shanghai White Platinum & Silver Exchange as quoted at www.ex-silver.com; lead and zinc are fixed against the Shanghai Metals Exchange as quoted at www.shmet.com; and gold is fixed against the Shanghai Gold Exchange as quoted at www.sge.com.cn.

The Company’s revenues, if any, are expected to be in large part derived from the mining and sale of silver, lead, zinc, and gold contained in metal concentrates. The prices of those commodities have fluctuated widely, particularly in recent years, and are affected by numerous factors beyond the Company’s control including international and regional economic and political conditions; expectations of inflation; currency exchange fluctuations; interest rates; global or regional supply and demand for jewelry and industrial products containing silver and other metals; sale of silver and other metals by central banks and other holders, forward selling activities, speculators and producers of silver and other metals; availability and costs of metal substitutes; and increased production due to new mine developments and improved mining and production methods. The effects of these factors on the price of base and precious metals, and therefore the viability of the Company’s exploration projects and mining operations, cannot be accurately predicted and thus the price of base and precious metals may have a significant influence on the market price of the Company’s shares and the value of its projects.

If silver and other metal prices were to decline significantly for an extended period of time, the Company may be unable to continue operations, develop its projects, or fulfil obligations under agreements with the Company’s joint venture partners or under its permits or licenses.

(c)

Uncertainty in the Estimation of Mineral Resources and Mineral Reserves, and Metal Recovery

There is a degree of uncertainty attributable to the estimation of Mineral Resources, Mineral Reserves, mineralization and corresponding grades being mined or dedicated to future production. Until Mineral Resources,

Management’s Discussion and Analysis

Page 28

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

Mineral Reserves or mineralization are actually mined and processed, the quantity of metals and grades must be considered as estimates only. The figures for Mineral Reserves and Mineral Resources contained herein are estimates only based on a number of assumptions, any adverse changes to which could require us to lower our Mineral Resource and Mineral Reserve estimates and no assurance can be given that the anticipated tonnages and grades will be achieved, that the indicated level of recovery will be realized or that Mineral Reserves could be mined or processed profitably. Our estimates of economically recoverable reserves are primarily based upon interpretations of geological models, which make various assumptions, such as assumptions with respect to, prices, costs, regulations, and environmental and geological factors. These assumptions have a significant effect on the amounts recognized in our technical reports and our financial statements, and any material difference between these assumptions and actual events may affect the economic viability of our properties or any project undertaken by us. There are numerous uncertainties inherent in estimating Mineral Reserves and Mineral Resources, including many factors beyond the Company’s control. Such estimation is a subjective process, and the accuracy of any reserve or resource estimate is a function of the quantity and quality of available data and of the assumptions made and judgments used in engineering and geological interpretation. Short-term operating factors relating to the Mineral Reserves, such as the need for orderly development of the ore bodies or the processing of new or different ore grades, may cause the mining operation to be unprofitable in any particular accounting period. Valid estimates made at a given time may significantly change when new information becomes available. Any material change in quantity of Mineral Resources, Mineral Reserves, mineralization, or grade may affect the economic viability of the Company’s projects. In addition, there can be no assurance that precious or other metal recoveries in small-scale laboratory tests will be duplicated in larger scale tests or during production, or that the existing known and experienced recoveries will continue.

(d)

Public Health Crises

Global financial conditions and the global economy in general have, at various times in the past and may in the future, experience extreme volatility in response to economic shocks or other events. Many industries, including the mining industry, are impacted by volatile conditions in response to the widespread outbreak of epidemics, pandemics, or other health crises. Such public health crises and the responses of governments and private actors can result in disruptions and volatility in economies, financial markets, and global supply chain as well as declining trade and market sentiment and reduced mobility of people, all of which could impact commodity prices, interest rates, credit ratings, credit risk and inflation.

Any public health crises could materially and adversely impact the Company’s business, including without limitation, employee health, workforce availability and productivity, limitations on travel, supply chain disruptions, increased insurance premiums, increased costs and reduced efficiencies, the availability of industry experts and personnel, restrictions on the Company’s exploration and drilling programs and/or the timing to process drill and other metallurgical testing and the slowdown or temporary suspension of operations at some or all of the Company’s properties, resulting in reduced production volumes. Any such disruptions could have adverse effect on the Company’s production, revenue, costs, and net income.

(e)

Operations and political conditions

All the Company’s material mining operations are located in China. These operations are subject to the risks normally associated with conducting business in China, which has different regulatory and legal standards than North America. Some of these risks are more prevalent in countries which are less developed or have emerging economies, including uncertain political and economic environments, as well as risks of civil disturbances or other risks which may limit or disrupt a project, restrict the movement of funds or result in the deprivation of contractual rights or the taking of property by nationalization or expropriation without fair compensation, risk of adverse changes in laws or policies, increases in foreign taxation or royalty obligations, license fees, permit fees, delays in obtaining or the inability to obtain necessary governmental permits, limitations on ownership and repatriation of earnings, and foreign exchange controls and currency devaluations, all of which could adversely affect the Company’s business and financial condition.

Management’s Discussion and Analysis

Page 29

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

In addition, the Company may face import and export regulations, including export restrictions, disadvantages of competing against companies from countries that are not subject to similar laws, restrictions on the ability to pay dividends offshore, and risk of loss due to disease and other potential endemic health issues. Although the Company is not currently experiencing any significant or extraordinary problems in China arising from such risks, there can be no assurance that such problems will not arise in the future. The Company currently does not carry political risk insurance coverage.

The Company’s interests in its mineral properties are held through legal entities incorporated under and governed by the laws of China. The non-controlling interest partners in China include state-sector entities and, like other state-sector entities, their actions and priorities may be dictated by government policies instead of purely commercial considerations, which could adversely affect the Company’s business and results of operations. Additionally, companies with a foreign ownership component operating in China may be required to work within a framework which maybe different from that imposed on domestic Chinese companies, such as the “National Security Review” introduced by China in 2021 for any new mineral project to be developed by a company with more than 25% foreign investment in share holdings. The Chinese government currently allows foreign investment in certain mining projects under central government guidelines. There can be no assurance that these guidelines will not change in the future. Any further such changes may constrain the Company’s future expansion plans and adversely affect its profitability.

(f)

Regulatory environment in China

The Company’s material mining operations are in China, and are subject to a range of Chinese laws, regulations, policies, standards and requirements in relation to, among other things, mine exploration, development, production, taxation, labour standards, occupational health and safety, waste treatment and environmental protection, and operation management. Any changes to these laws, regulations, policies, standards and requirements or to the interpretation or enforcement thereof may increase the Company’s operating costs and thus adversely affect the Company’s results of operations.

The laws of China differ significantly from those of Canada and all such laws are subject to change. Mining is subject to potential risks and liabilities associated with pollution of the environment and disposal of waste products occurring as a result of mineral exploration and production.

Failure to comply with applicable laws and regulations may result in enforcement actions and may also 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 mining activities and may have civil or criminal fines or penalties imposed for violations of applicable laws and regulations.

China’s legislation is undergoing a relatively fast transformation with some old laws superseded by newly enacted laws. New laws and regulations, amendments to existing laws and regulations, administrative interpretation of existing laws and regulations, or more stringent enforcement of existing laws and regulations could create risks or uncertainty for investors in mineral projects or have a material adverse impact on future cash flow, results of operations and the financial condition of the Company.

In December 2021, Cyberspace Administration of China (“CAC”) announced the adoption of the Cybersecurity Review Measures, which became effective on February 15, 2022 and pursuant to which network platform operators possessing personal information of more than one million individual users must undergo a cybersecurity review by the CAC when they seek a listing on a foreign exchange. The Cybersecurity Review Measures provide that critical information infrastructure operators purchasing network products and services and network platform operators carrying out data processing activities, which affect or may affect national security, shall apply for cybersecurity review to the applicable local cyberspace administration in accordance with the provisions thereunder. The Company and its subsidiaries in China do not carry out business in China through any self-owned network platform or hold personal information, and the Company currently is not subject to the cybersecurity review. However, it is uncertain if the Company will be required to apply for the cybersecurity review in the future. If the review is required, it is uncertain if the Company can fully or timely comply with the

Management’s Discussion and Analysis

Page 30

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

Cybersecurity Review Measures and related regulations. Non-compliance could materially and adversely affect our business, financial condition, and results of operations.

In February 2023, Chinese Security Regulatory Commission (“CSRC”) issued the Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies (the “Trial Measures of Overseas Listing”) which have been effective since March 31, 2023. The Trial Measures of Overseas Listing require that 1) where a domestic company seeks to indirectly offer and list securities in overseas markets, the issuer shall designate a major domestic operating entity, which shall, as the domestic responsible entity, file with the CSRC; 2) initial public offerings or listings in overseas markets shall be filed with the CSRC within 3 working days after the relevant application is submitted overseas, and subsequent securities offerings of an issuer in the same overseas market where it has previously offered and listed securities shall be filed with the CSRC within 3 working days after the offering is completed; 3) any overseas offering and listing made by an issuer that meets both the following conditions will be determined as indirect overseas offering and listing: (a) 50% or more of the issuer's operating revenue, total profit, total assets or net assets as documented in its audited consolidated financial statements for the most recent accounting year is accounted for by domestic companies; and (b) the main parts of the issuer's business activities are conducted in the Chinese Mainland, or its main places of business are located in the Chinese Mainland, or the senior managers in charge of its business operation and management are mostly Chinese citizens or domiciled in the Chinese Mainland. [The underwriters or brokers assisting the issuer with the offering, if any, must also make certain filings and undertakings with the CSRC.] The determination as to whether or not an overseas offering and listing by domestic companies is indirect overseas offering and listing, shall be made on a substance over form basis. The Company may be subject to the Trial Measures of Overseas Listing, meaning that if the Company issues new shares or convertible securities in the future, the Company [and any underwriter or broker assisting the Company with the offering] may need to make a post issuance filing to the CSRC. This may increase the regulatory complexity, timing and cost of the Company’s equity financings, and may in practice restrict the Company’s selection of [underwriters or brokers] for an equity financing. Any further governmental actions to restrict financing transactions by issuers such as the Company could further limit or hinder our ability to offer securities to investors and cause the value of our securities to significantly decline.

In addition, on February 24, 2023, CSRC, Ministry of Finance; National Administration of State Secrets Protection and National Archives Administration of China issued the Provisions on Strengthening Confidentiality and Archives Administration of Overseas Securities Offering and Listing by Domestic Companies (“Revised Confidentiality and Archives Administration Provisions”) which became effective on March 31, 2023. The Revised Confidentiality and Archives Administration Provisions require that in the overseas issuance and listing activities of domestic enterprises, the securities companies and securities service providers that undertake relevant businesses shall strictly abide by applicable laws and regulations of China and the Revised Confidentiality and Archives Administration Provisions, enhance legal awareness of keeping state secrets and strengthening archives administration, institute a sound confidentiality and archives administration system, take necessary measures to fulfill confidentiality and archives administration obligations, and shall not leak any state secret and working secret of government agencies, or harm national security and public interest. Failure to comply with the Revised Confidentiality and Archives Administration Provisions may have negative impact on the Company’s financing activities as CSRC may not accept our filing and may also expose management to legal liabilities in China.

In addition, China has further strengthened its national security review of foreign investment. The measures will continue to create an additional layer of uncertainty with respect to foreign investment. Investment plans, timetables, terms and conditions for closing for investment must take into account the timing and contingency of obtaining approval from the national security review process.

Although the Company seeks to comply with all new Chinese laws, regulations, policies, standards and requirements applicable to the mining industry or all changes in existing laws, regulations, policies, standards and requirements, the Company may not be able to comply with them economically or at all. Furthermore, any such new Chinese laws, regulations, policies, standards and requirements or any such change in existing laws, regulations, policies, standards and requirements may also constrain the Company’s future expansion plans and adversely affect its profitability.

Management’s Discussion and Analysis

Page 31

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

(g)

Permits and licenses

All mineral resources and mineral reserves of the Company’s subsidiaries are owned by their respective governments. Mineral exploration and mining activities in China may only be conducted by entities that have obtained or renewed exploration or mining permits and licenses in accordance with the relevant mining laws and regulations. Under the Chinese laws and regulations, if there are residual reserves in a property when the mining permit in respect of such property expires, the holder of the expiring mining permit will be entitled to apply for an extension for an additional term. The Company believes that there will be no material substantive obstacle in renewing such permits. Nevertheless, there can be no assurance as to whether the current relevant Chinese laws and regulations, as well as the current mining industry policy, will remain unchanged at the time of the extension application of such permits, nor can there be any assurance that the competent authorities will not use their discretion to deny or delay the renewal or the extension of relevant mining permits due to factors outside the Company’s control. Therefore, there can be no assurance that the Company will successfully renew its mining permits on favourable terms, or at all, once such permits expire.

Any failure to obtain or any delay in obtaining or retaining any required governmental approvals, permits or licenses could subject the Company to a variety of administrative penalties or other government actions and adversely impact the Company’s business operations. The relevant state and provincial authorities in China do not allow exploration permit renewal applications to be submitted earlier than 30 days before the permit expiration date and a delay of 2 to 3 months for permit application processing times is not uncommon. The relevant state and provincial authorities in China do not issue formal documentation to guarantee permit renewal while processing renewal applications. If any administrative penalties and other government actions are imposed on or taken against the Company due to the Company’s failure to obtain, or delay in obtaining or retaining, any required governmental approvals, permits or licenses, the Company’s business, financial condition and results of operations could be materially and adversely affected.

No guarantee can be given that the necessary exploration and mining permits and licenses will be issued to the Company or, if they are issued, that they will be renewed, or if renewed under reasonable operational and/or financial terms, or in a timely manner, or that the Company will be in a position to comply with all conditions that are imposed.

(h)

Title to properties

The validity of mining or exploration titles or claims or rights, which constitute most of our property holdings, can be uncertain and may be contested. Our properties may be subject to prior unregistered liens, agreements or transfers, indigenous land claims, or undetected title defects. In some cases, we do not own or hold rights to the mineral concessions we mine. We have not conducted surveys of all the claims in which we hold direct or indirect interests and therefore, the precise area and location of such claims may be in doubt. No assurance can be given that applicable governments will not revoke or significantly alter the conditions of the applicable exploration and mining titles or claims, or that such exploration and mining titles or claims will not be challenged or impugned by third parties.

We may be unable to operate our properties as expected, or to enforce our rights to our properties. Any defects in title to our properties, or the revocation of our rights to mine, could have a material adverse effect on our operations and financial condition.

We operate in countries with developing mining laws, and changes in such laws could materially impact our rights or interests to our properties. We are also subject to expropriation risk, including the risk of expropriation or extinguishment of property rights based on a perceived lack of development or advancement. Expropriation, extinguishment of rights and any other such similar governmental actions would likely have a material adverse effect on our operations and profitability.

In the jurisdictions in which we operate, legal rights applicable to mining concessions are different and separate from legal rights applicable to surface lands. Accordingly, title holders of mining concessions in many jurisdictions must agree with surface landowners on compensation in respect of mining activities conducted on such land. We do not hold title to all of the surface lands at many of our operations and rely on contracts or other similar rights

Management’s Discussion and Analysis

Page 32

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

to conduct surface activities.

Title insurance is generally not available for mineral properties in China and the Company’s ability to ensure that it has obtained secure claims to individual mineral properties or mining concessions may be severely constrained. Accordingly, the Company may have little or no recourse as a result of any successful challenge to title to any of its properties. The Company’s properties may be subject to prior unregistered liens, agreements or transfers, land claims or undetected title defects which may have a material adverse effect on the Company’s ability to develop or exploit the properties.

(i)

Environmental and safety risks

The Company’s activities are subject to extensive laws and regulations governing environmental protection and employee health and safety, including environmental laws and regulations in China. These laws address emissions into the air, discharges into water, management of waste, management of hazardous substances, protection of natural resources, antiquities and endangered species, and reclamation of lands disturbed by mining operations. The Company’s Chinese subsidiaries are required to have been issued environmental permits and safety production permits with various expiration dates. These permits are also subject to periodic inspection by government authorities. Failure to pass the inspections may result in penalties. No guarantee can be given that the necessary permits will be issued to the Company or, if they are issued, that they will be renewed, or if renewed under reasonable operational and/or financial terms, or in a timely manner, or that the Company will be in a position to comply with all conditions that are imposed.

Nearly all mining projects require government approval and permits relating to environmental, social, land and water usage, community matters, and other matters.

There are also laws and regulations prescribing reclamation activities on some mining properties. Environmental legislation in many countries, including China, is evolving and the trend has been toward stricter standards and enforcement, increased fines and penalties for non-compliance, more stringent environmental assessments of proposed projects and increasing responsibility for companies and their officers, directors and employees. Compliance with environmental laws and regulations may require significant capital outlays on behalf of the Company and may cause material changes or delays in the Company’s intended activities. There can be no assurance that the Company has been or will be at all times in complete compliance with current and future environmental, and health and safety laws, and the status of permits will not materially adversely affect the Company’s business, results of operations or financial condition. It is possible that future changes in these laws or regulations could have a significant adverse impact on some portion of the Company’s business, causing the Company to re-evaluate those activities at that time. The Company’s compliance with environmental laws and regulations entails uncertain costs.

(j)

Risks and hazards of mining operations

Mining is inherently dangerous and the Company’s operations are subject to a number of risks and hazards including, without limitation: environmental hazards; discharge of pollutants or hazardous chemicals; industrial accidents; failure of processing and mining equipment; labour disputes; supply problems and delays; encountering unusual or unexpected geologic formations or other geological or grade problems; encountering unanticipated ground or water conditions; cave-ins, pit wall failures, flooding, rock bursts and fire; periodic interruptions due to inclement or hazardous weather conditions; equipment breakdown; other unanticipated difficulties or interruptions in development, construction or production; other acts of God or unfavourable operating conditions; and health and safety risks associated with spread of pandemics, and any future emergence and spread of similar pathogens.

Such risks could result in damage to, or destruction of, mineral properties or processing facilities, personal injury or death, loss of key employees, environmental damage, delays in mining, monetary losses and possible legal liability. Satisfying such liabilities may be very costly and could have a material adverse effect on the Company’s future cash flow, results of operations and financial condition.

Management’s Discussion and Analysis

Page 33

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

(k)

Cybersecurity Risks

The Company is subject to cybersecurity risks including unauthorized access to privileged information, destroying data or disable, degrade, or sabotage our systems, including through the introduction of computer viruses. Although we take steps to secure our configurations and manage our information system, including our computer systems, internet sites, emails and other telecommunications, and financial/geological data, there can be no assurance that measures we take to ensure the integrity of our systems will provide protection, especially because cyberattack techniques used change frequently or are not recognized until successful. The Company has not experienced any material cybersecurity incident in the past, but there can be no assurance that the Company will not experience a material cybersecurity incident in the future. If our systems are compromised, do not operate properly or are disable, we could suffer financial loss, disruption of business, loss of geology data which could affect our ability to conduct effective mine planning and accurate mineral resources estimates, loss of financial data which could affect our ability to provide accurate and timely financial reporting.

(l)

Climate Change

There is significant evidence of the effects of climate change on our planet and an intensifying focus on addressing these issues. The Company recognizes that climate change is a global challenge that may have both favorable and adverse effects on our business in a range of possible ways. Mining and processing operations are energy intensive and result in a carbon footprint either directly or through the purchase of fossil-fuel based electricity. As such, the Company is impacted by current and emerging policy and regulation relating to greenhouse gas emission levels, energy efficiency, and reporting of climate-change related risks. While some of the costs associated with reducing emissions may be offset by increased energy efficiency, technological innovation, or the increased demand for our metals as part of technological innovations, the current regulatory trend may result in additional transition costs at some of our operations. Governments are introducing climate change legislation and treaties at the international, national, and local levels, and regulations relating to emission levels and energy efficiency are evolving and becoming more rigorous. Current laws and regulatory requirements are not consistent across the jurisdictions in which we operate, and regulatory uncertainty is likely to result in additional complexity and cost in our compliance efforts. Public perception of mining is, in some respects, negative and there is increasing pressure to curtail mining in many jurisdictions as a result, in part, of perceived adverse effects of mining on the environment.

Concerns around climate change may also affect the market price of our shares as institutional investors and others may divest interests in industries that are thought to have more environmental impacts. While we are committed to operating responsibly and reducing the negative effects of our operations on the environment, our ability to reduce emissions, energy and water usage by increasing efficiency and by adopting new innovation is constrained by technological advancement, operational factors and economics. Adoption of new technologies, the use of renewable energy, and infrastructure and operational changes necessary to reduce water usage may also increase our costs significantly. Concerns over climate change, and our ability to respond to regulatory requirements and societal pressures, may have significant impacts on our operations and on our reputation, and may even result in reduced demand for our products.

The physical risks of climate change could also adversely impact our operations. These risks include, among other things, extreme weather events, resource shortages, changes in rainfall and in storm patterns and intensities, water shortages, changing sea levels and extreme temperatures. Climate-related events such as mudslides, floods, droughts and fires can have significant impacts, directly and indirectly, on our operations and could result in damage to our facilities, disruptions in accessing our sites with labour and essential materials or in shipping products from our mines, risks to the safety and security of our personnel and to communities, shortages of required supplies such as fuel and chemicals, inability to source enough water to supply our operations, and the temporary or permanent cessation of one or more of our operations. There is no assurance that we will be able to anticipate, respond to, or manage the risks associated with physical climate change events and impacts, and this may result in material adverse consequences to our business and to our financial results.

Management’s Discussion and Analysis

Page 34

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

(m)

Claims and Legal Proceeding Risks

The Company is subject to various claims and legal proceedings covering a wide range of matters that arise in the ordinary course of business activities. Each of these matters is subject to various uncertainties and it is possible that some of these other matters may be resolved in a manner that is unfavourable to the Company which may result in a material adverse impact on the Company's financial performance, cash flow or results of operations. The Company carries liability insurance coverage and establishes provisions for matters that are probable and can be reasonably estimated, however there can be no guarantee that the amount of such coverage is sufficient to protect against all potential liabilities. In addition, the Company may in the future be subjected to regulatory investigations or other proceedings and may be involved in disputes with other parties in the future which may result in a significant impact on our financial condition, cash flow and results of operations.

11.	Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements.

12.	Transactions with Related Parties

(a)	Due from related parties

	March 31, 2024		March 31, 2023
NUAG (i)	$	28	$	51
TIN (ii)		562		37
	$	590	$	88

(i)

(ii)

(b)

Compensation of key management personnel

	Years Ended March 31,
		2024		2023
Cash compensation		$	3,403	$	3,057
Share-based compensation			2,487		3,764
		$	5,890	$	6,821

Management’s Discussion and Analysis

Page 35

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

13.	Alternative Performance (Non-IFRS) Measures

The Company uses the following alternative performance measures to manage and evaluate operating performance of the Company’s mines and are widely reported in the silver mining industry as benchmarks for performance but are alternative performance (non-IFRS) measures that do not have standardized meaning prescribed by IFRS and therefore unlikely to be comparable to similar measures presented by other companies. Accordingly, it is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. To facilitate a better understanding of these measures, the tables in this section provide the reconciliation of these measures to the financial statements for the three months and the years ended March 31, 2024 and 2023:

(a)	Adjusted Earnings and Adjusted Earnings per Share

Adjusted earnings and adjusted earnings per share are non-IFRS measures and supplement information to the Company’s consolidated financial statements. The Company believes that, in addition to the conventional measures prepared in accordance with IFRS, the Company and certain investors and analysts use this information to evaluate the Company’s underlying core operating performance. The presentation of adjusted earnings and adjusted earnings per share is not meant to be a substitute of net income and net income per share presented in accordance with IFRS, but rather should be evaluated in conjunction with such IFRS measure.

The Company defines the adjusted earnings as net income adjusted to exclude certain non-cash items, and items that in the Company’s judgment are subject to volatility as a result of factors which are unrelated to the Company’s operation in the period, and/or relate to items that will settle in future period, including impairment adjustments and reversal, foreign exchange gain or loss, dilution gain or loss, share-based compensation, share of gain or loss of associates, and gain or loss on investments. Certain items that become applicable in a period may be adjusted for, with the Company retroactively presenting comparable periods with an adjustment for such items and, conversely, items no longer applicable may be removed from the calculation. The following table provides a detailed reconciliation of net income as reported in the Company’s consolidated financial statements to adjusted earnings and adjusted earning per share.

		Three months ended March 31,						Year ended March 31,
				2024			2023			2024			2023
Net income as reported for the period			$	7,625		$	2,281		$	49,678		$	21,100
Adjustments, net of tax
	Share-based compensation included in general and administrative			644			709			4,146			3,842
	Foreign exchange loss (gain)			(1,277	)		304			337			(4,842	)
	Share of loss (gain) in associates			(4,333	)		725			2,692			2,901
	Loss (gain) on investments			(990	)		1,061			(7,677	)		2,318
	Dilution gain on investment in associates			-			-			(733	)		-
	Impairment charges to investment in associates			4,251			-			4,251			-
	Impairment charges to mineral rights and properties			-			-			-			20,211
	Impairment loss on bonds investments included in finance cost			-			1,937			-			2,883
Adjusted earnings for the period			$	5,920		$	7,017		$	52,694		$	48,413
Non-controlling interest as reported				2,096			2,046			13,372			492
	Adjustments to non-controlling interest			-			-			-			10,894
Adjusted non-controlling interest				2,096			2,046			13,372			11,386
Adjusted earnings attributable to equity holders			$	3,824		$	4,971		$	39,322		$	37,027
Adjusted earnings per share attributable to the equity shareholders of the Company
Basic adjusted earning per share			$	0.02		$	0.03		$	0.22		$	0.21
Diluted adjusted earning per share			$	0.02		$	0.03		$	0.22		$	0.21
Basic weighted average shares outstanding				177,314,684			176,771,265			176,997,360			176,862,877
Diluted weighted average shares outstanding				179,454,934			179,111,856			179,137,610			178,989,549

(b)	Working Capital

Working capital is an alternative performance (non-IFRS) measure calculated as current asset less current liabilities. Working capital does not have any standardized meaning prescribed by IFRS and is therefore unlikely to be comparable to similar measures presented by other companies. The Company and certain investors use this information to evaluate whether the Company is able to meet its current obligations using its current assets.

(c)	Silver Equivalent

Management’s Discussion and Analysis

Page 36

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

Silver equivalent is an alternative performance (non-IFRS) measure calculated by converting the gold metals quantity to its silver equivalent using the ratio between the realized selling prices of gold and silver and adding the converted amount expressed in silver ounces to the ounces of silver.

The following table provides a reconciliation of the Company’s production in silver equivalent:

	Q4 Fiscal 2024						Q4 Fiscal 2023
	Ying Mining District		GC		Consolidated		Ying Mining District		GC		Consolidated
Gold production (ounces)		1,916		-		1,916		1,100		-		1,100
Realized selling price for gold ($/ounce)		1,899		-		1,899		1,620		-		1,620
Realized selling price for silver ($/ounce)		21.21		-		20.74		18.62		-		18.18
Silver Equivalent Production
Gold coverted into silver (in thousands of ounces)		174		-		174		89		-		89
Silver production (in thousands of ounces)		1,063		87		1,150		997		109		1,106
Silver Equivalent (in thousands ounces)		1,237		87		1,324		1,086		109		1,195

	Year ended March 31, 2024						Year ended March 31, 2023
	Ying Mining District		GC		Consolidated		Ying Mining District		GC		Consolidated
Gold production (ounces)		7,268		-		7,268		4,400		-		4,400
Realized selling price for gold ($/ounce)		1,792		-		1,792		1,511		-		1,511
Realized selling price for silver ($/ounce)		20.35		-		19.93		17.49		-		17.11
Silver Equivalent Production
Gold coverted into silver (in thousands of ounces)		640		-		640		380		-		380
Silver production (in thousands of ounces)		5,677		527		6,204		6,024		593		6,617
Silver Equivalent (in thousands ounces)		6,317		527		6,844		6,404		593		6,997

(d)	Cost per Ounce of Silver

Cash cost and all-in sustaining cost (“AISC”) per ounce of silver, net of by-product credits, are non-IFRS measures. The Company produces by-product metals incidentally to its silver mining activities. The Company has adopted the practice of calculating a performance measure with the net costs of producing an ounce of silver, its primary payable metal, after deducting revenues gained from incidental by-product production. This performance measure has been commonly used in the mining industry for many years and was developed as a relatively simple way of comparing the net production costs of the primary metal for a specific period against the prevailing market price of such metal.

Cash cost is calculated by deducting revenue from the sales of all metals other than silver from the production costs reported on statements of income and is calculated per ounce of silver sold.

AISC is an extension of the “cash cost” metric and provides a comprehensive measure of the Company’s operating performance and ability to generate cash flows. AISC has been calculated based on World Gold Council (“WGC”) guidance released in 2013 and updated in 2018. The WGC is not a regulatory organization and does not have the authority to develop accounting standards for disclosure requirements.

AISC is based on the Company’s cash cost, net of by-product sales, and further includes general and administrative expense, mineral resources tax, government fees and other taxes, reclamation cost accretion, lease liability payments, and sustaining capital expenditures. Sustaining capital expenditures are those costs incurred to sustain and maintain existing assets at current productive capacity and constant planned levels of production output. Excluded are non-sustaining capital expenditures, which result in a material increase in the life of assets, materially increase resources or reserves, productive capacity, or future earning potential, or significant improvement in recovery or grade, or which do not relate to the current production activities. The Company believes that this measure represents the total sustainable costs of producing silver from current operations and provides additional information about the Company’s operational performance and ability to generate cash flows.

Management’s Discussion and Analysis

Page 37

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

The following table provides a reconciliation of cash cost and AISC per ounce of silver, net of by-product credits:

		Three months ended March 31, 2024																Three months ended March 31, 2023
		Ying Mining District				GC			Other			Corporate			Consolidated			Ying Mining District			GC			Other			Corporate			Consolidated
Production costs expensed as reported	A	$	17,440		$	3,002		$	-		$	-		$	20,442		$	12,476		$	3,148		$	-		$	-		$	15,624
By-product sales
Gold			(3,639	)		-			-			-			(3,639	)		(1,620	)		-			-			-			(1,620	)
Lead			(9,539	)		(921	)		-			-			(10,460	)		(7,747	)		(936	)		-			-			(8,683	)
Zinc			(1,496	)		(2,296	)		-			-			(3,792	)		(1,032	)		(2,050	)		-			-			(3,082	)
Other			(964	)		(202	)		-			-			(1,166	)		(757	)		(494	)		-			-			(1,251	)
Total by-product sales	B		(15,638	)		(3,419	)		-			-			(19,057	)		(11,156	)		(3,480	)		-			-			(14,636	)
Total cash cost, net of by-product credits	C=A+B		1,802			(417	)		-			-			1,385			1,320			(332	)		-			-			988
Add: Mineral resources tax			816			124			-			-			940			689			120			-			-			809
General and administrative			1,467			553			90			3,407			5,517			1,711			634			82			3,045			5,472
Amortization included in general and administrative			(138	)		(67	)		(58	)		(472	)		(735	)		(137	)		(90	)		(59	)		(143	)		(429	)
Property evaluation and business development*			-			-			11			11			22			-			-			-			62			62
Government fees and other taxes			373			49			3			-			425			355			56			4			-			415
Reclamation accretion			29			10			5			-			44			39			11			7			-			57
Lease payment			-			-			-			67			67			-			-			-			96			96
Sustaining capital expenditures			8,572			325			(208	)		-			8,689			6,969			235			30			158			7,392
All-in sustaining cost, net of by-product credits	F		12,921			577			(157	)		3,013			16,354			10,946			634			64			3,218			14,862
Add: Non-sustaining capital expenditures			6,354			829			288			-			7,471			2,101			249			42			-			2,392
All-in cost, net of by-product credits	G		19,275			1,406			131			3,013			23,825			13,047			883			106			3,218			17,254
Silver ounces sold (’000s)	H		1,052			87			-			-			1,139			966			107			-			-			1,073
Cash cost per ounce of silver, net of by-product credits	C/H	$	1.71		$	(4.79	)	$	-		$	-		$	1.22		$	1.37		$	(3.10	)	$	-		$	-		$	0.92
All-in sustaining cost per ounce of silver, net of by- product credits	F/H	$	12.28		$	6.63		$	-		$	-		$	14.36		$	11.33		$	5.93		$	-		$	-		$	13.85
All-in cost per ounce of silver, net of by-product credits	G/H	$	18.32		$	16.16		$	-		$	-		$	20.92		$	13.51		$	8.25		$	-		$	-		$	16.08

By-product credits per ounce of silver
Gold			(3.46	)		-			-			-			(3.19	)		(1.68	)		-			-			-			(1.51	)
Lead			(9.07	)		(10.59	)		-			-			(9.18	)		(8.02	)		(8.75	)		-			-			(8.09	)
Zinc			(1.42	)		(26.39	)		-			-			(3.33	)		(1.07	)		(19.16	)		-			-			(2.87	)
Other			(0.92	)		(2.32	)		-			-			(1.02	)		(0.78	)		(4.62	)		-			-			(1.17	)
Total by-product credits per ounce of silver		$	(14.87	)	$	(39.30	)	$	-		$	-		$	(16.72	)	$	(11.55	)	$	(32.53	)	$	-		$	-		$	(13.64	)

		Year ended March 31, 2024															Year ended March 31, 2023
		Ying Mining District			GC			Other			Corporate			Consolidated			Ying Mining District			GC			Other			Corporate			Consolidated
Production costs expensed as reported	A	$	71,456		$	17,087		$	31		$	-		$	88,574		$	74,390		$	17,379		$	-		$	-		$	91,769
By-product sales
Gold			(13,024	)		-			-			-			(13,024	)		(6,647	)		-			-			-			(6,647	)
Lead			(46,972	)		(5,421	)		-			-			(52,393	)		(50,477	)		(6,366	)		-			-			(56,843	)
Zinc			(6,904	)		(12,198	)		-			-			(19,102	)		(7,881	)		(16,942	)		-			-			(24,823	)
Other			(4,529	)		(1,905	)		-			-			(6,434	)		(4,087	)		(2,137	)		-			-			(6,224	)
Total by-product sales	B		(71,429	)		(19,524	)		-			-			(90,953	)		(69,092	)		(25,445	)		-			-			(94,537	)
Total cash cost, net of by-product credits	C=A+B		27			(2,437	)		31			-			(2,379	)		5,298			(8,066	)		-			-			(2,768	)
Add: Mineral resources tax			4,588			687			-			-			5,275			4,238			857			-			-			5,095
General and administrative			7,846			2,619			357			14,095			24,917			7,394			2,678			415			13,249			23,736
Amortization included in general and administrative			(555	)		(310	)		(229	)		(588	)		(1,682	)		(549	)		(352	)		(288	)		(573	)		(1,762	)
Property evaluation and business development*			-			-			45			762			807			-			-			-			438			438
Government fees and other taxes			2,168			466			7			-			2,641			1,856			524			8			-			2,388
Reclamation accretion			125			40			26			-			191			165			45			29			-			239
Lease payment			-			-			-			262			262			-			-			-			597			597
Sustaining capital expenditures			36,248			4,674			-			18			40,940			31,737			4,607			30			257			36,631
All-in sustaining cost, net of by-product credits	F		50,447			5,739			237			14,549			70,972			50,139			293			194			13,968			64,594
Add: Non-sustaining capital expenditures			20,316			1,909			288			-			22,513			15,619			1,565			1,142			-			18,326
All-in cost, net of by-product credits	G		70,763			7,648			525			14,549			93,485			65,758			1,858			1,336			13,968			82,920
Silver ounces sold ('000s)	H		5,717			518			-			-			6,235			6,049			588			-			-			6,637
Cash cost per ounce of silver, net of by-product credits	C/H	$	-		$	(4.70	)	$	-		$	-		$	(0.38	)	$	0.88		$	(13.72	)	$	-		$	-		$	(0.42	)
All-in sustaining cost per ounce of silver, net of by-product credits	F/H	$	8.82		$	11.08		$	-		$	-		$	11.38		$	8.29		$	0.50		$	-		$	-		$	9.73
All-in cost per ounce of silver, net of by-product credits	G/H	$	12.38		$	14.76		$	-		$	-		$	14.99		$	10.87		$	3.16		$	-		$	-		$	12.49

By-product credits per ounce of silver
Gold			(2.28	)		-			-			-			(2.09	)		(1.10	)		-			-			-			(1.00	)
Lead			(8.22	)		(10.47	)		-			-			(8.40	)		(8.34	)		(10.83	)		-			-			(8.56	)
Zinc			(1.21	)		(23.55	)		-			-			(3.06	)		(1.30	)		(28.81	)		-			-			(3.74	)
Other			(0.79	)		(3.68	)		-			-			(1.03	)		(0.68	)		(3.63	)		-			-			(0.94	)
Total by-product credits per ounce of silver		$	(12.50	)	$	(37.70	)	$	-		$	-		$	(14.58	)	$	(11.42	)	$	(43.27	)	$	-		$	-		$	(14.24	)

(e)	Cost per Tonne of Ore Processed

The Company uses cost per tonne of ore processed to manage and evaluate operating performance at each of its mines. Production cost per tonne of ore processed is calculated based on total production costs on a sales basis, adjusted for changes in inventory, to arrive at total production costs that relate to ore production during the period. These total production costs are then further divided into mining costs, shipping costs, and milling costs. Mining costs includes costs of material and supplies, labour costs, applicable mine overhead costs, and mining contractor costs for mining ore; shipping costs includes freight charges for shipping stockpile ore from mine sites and mill sites, and milling costs include costs of materials and supplies, labour costs, and applicable mill overhead costs related to ore processing. Mining costs per tonne is the mining costs divided by the tonnage

Management’s Discussion and Analysis

Page 38

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

of ore mined, shipping cost per tonne is the shipping costs divided by the tonnage of ore shipped from mine sites to mill sites; and milling cost per tonne is the milling costs divided by the tonnage of ore processed at the mill. Cost per tonne of ore processed are the total of per tonne mining cost, per tonne shipping cost, and per tonne milling cost.

All-in sustaining production cost per tonne is an extension of the production cost per tonne and provides a comprehensive measure of the Company’s operating performance and ability to generate cash flows. All-in sustaining production cost per tonne is based on the Company’s production cost, and further includes general and administrative expenses, government fees and other taxes, reclamation cost accretion, lease liability payments, and sustaining capital expenditures. The Company believes that this measure represents the total sustainable cost of processing ore from current operations and provides additional information about the Company’s operational performance and ability to generate cash flows.

The following table provides a reconciliation of production cost and all-in sustaining production cost per tonne of ore processed:

		Three months ended March 31, 2024															Three months ended March 31, 2023
		Ying Mining District			GC			Other			Corporate			Consolidated			Ying Mining District			GC			Other			Corporate			Consolidated
Production costs expensed as reported		$	17,440		$	3,002		$	-		$	-		$	20,442		$	12,476		$	3,148		$	-		$	-		$	15,624
Adjustment for aggregate plant operations			(243	)		-			-			-			(243	)		(79	)		-			-			-			(79	)
Changes in stockpile and concentrate inventory
Less: stockpile and concentrate inventory - Beginning			(7,343	)		(144	)		-			-			(7,487	)		(2,254	)		(42	)		(32	)		-			(2,328	)
Add: stockpile and concentrate inventory - Ending			3,346			384			-			-			3,730			3,657			246			32			-			3,935
Net change of depreciation and amortization charged to inventory			(694	)		40			-			-			(654	)		83			12			-			-			95
Adjustment for foreign exchange movement			1,484			(78	)		-			-			1,406			(352	)		(45	)		-			-			(397	)
			(3,207	)		202			-			-			(3,005	)		1,134			171			-			-			1,305
Adjusted production cost		$	13,990		$	3,204		$	-		$	-		$	17,194		$	13,531		$	3,319		$	-		$	-		$	16,850
Mining cost	A		10,786			2,134			-			-			12,920			11,074			2,305			-			-			13,379
Shipping cost	B		645			-			-			-			645			463			-			-			-			463
Milling Cost	C		2,559			1,070			-			-			3,629			1,994			1,014			-			-			3,008
Total production cost		$	13,990		$	3,204		$	-		$	-		$	17,194		$	13,531		$	3,319		$	-		$	-		$	16,850
General and administrative			1,467			553			90			3,407			5,517			1,711			634			82			3,045			5,472
Amortization included in general and administrative			(138	)		(67	)		(58	)		(472	)		(735	)		(137	)		(90	)		(59	)		(143	)		(429	)
Property evaluation and business development			-			-			11			11			22			-			-			-			62			62
Government fees and other taxes			373			49			3			-			425			355			56			4			-			415
Reclamation accretion			29			10			5			-			44			39			11			7			-			57
Lease payment			-			-			-			67			67			-			-			-			96			96
Sustaining capital expenditures			8,572			325			(208	)		-			8,689			6,969			235			30			158			7,392
All-in sustaining production cost	D	$	24,293		$	4,074		-$	157		$	3,013		$	31,223		$	22,468		$	4,165		$	64		$	3,218		$	29,915
Non-sustaining capital expenditures			6,354			829			288			-			7,471			2,101			249			42			-			2,392
All in production cost	E	$	30,647		$	4,903		$	131		$	3,013		$	38,694		$	24,569		$	4,414		$	106		$	3,218		$	32,307
Ore mined ('000s)	F		147.122			48.038			-			-			195.160			132.205			49.643			-			-			181.848
Ore shipped ('000s)	G		180.267			48.038			-			-			228.305			135.081			49.643			-			-			184.724
Ore milled ('000s)	H		180.267			57.226			-			-			237.493			130.910			48.483			-			-			179.393
Per tonne Production cost
Mining cost ($/tonne)	I=A/F		73.31			44.42			-			-			66.20			83.76			46.43			-			-			73.57
Shipping cost ($/tonne)	J=B/G		3.58			-			-			-			2.83			3.43			-			-			-			2.51
Milling cost ($/tonne)	K=C/H		14.20			18.70			-			-			15.28			15.23			20.91			-			-			16.77
Cash production cost ($/tonne)	L=I+J+K	$	91.09		$	63.12		$	-		$	-		$	84.31		$	102.42		$	67.34		$	-		$	-		$	92.85
All-in sustaining production cost ($/tonne)	M=(D-A-B-C)/H+L	$	148.24		$	78.32		$	-		$	-		$	143.38		$	170.69		$	84.79		$	-		$	-		$	165.68
All in cost ($/tonne)	N=M+(E-D)/H	$	183.49		$	92.81		$	-		$	-		$	174.84		$	186.74		$	89.93		$	-		$	-		$	179.01

Management’s Discussion and Analysis

Page 39

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

		Year ended March 31, 2024															Year ended March 31, 2023
		Ying Mining District			GC			Other			Corporate			Consolidated			Ying Mining District			GC			Other			Corporate			Consolidated
Production costs expensed as reported		$	71,456		$	17,087		$	31		$	-		$	88,574		$	74,390		$	17,379		$	-		$	-		$	91,769
Adjustment for aggregate plant operations*			(894	)		-			-			-			(894	)		(1,360	)		-			-			-			(1,360	)
Changes in stockpile and concentrate inventory
Less: stockpile and concentrate inventory - Beginning			(3,657	)		(246	)		(32	)		-			(3,935	)		(4,740	)		(139	)		(35	)		-			(4,914	)
Add: stockpile and concentrate inventory - Ending			3,346			384			-			-			3,730			3,657			246			32			-			3,935
Net change of depreciation and amortization charged to inventory			(71	)		24			-			-			(47	)		(190	)		17			-			-			(173	)
Adjustment for foreign exchange movement			609			(37	)		1			-			573			667			(25	)		3			-			645
			227			125			(31	)		-			321			(606	)		99			-			-			(507	)
Adjusted production cost		$	70,789		$	17,212		$	-		$	-		$	88,001		$	72,424		$	17,478		$	-		$	-		$	89,902
Mining cost	A		58,108			12,372			-			-			70,480			60,472			12,405			-			-			72,877
Shipping cost	B		2,879			-			-			-			2,879			2,861			-			-			-			2,861
Milling Cost	C		9,802			4,840			-			-			14,642			9,091			5,073			-			-			14,164
Total production cost		$	70,789		$	17,212		$	-		$	-		$	88,001		$	72,424		$	17,478		$	-		$	-		$	89,902
General and administrative			7,846			2,619			357			14,095			24,917			7,394			2,678			415			13,249			23,736
Amortization included in general and administrative			(555	)		(310	)		(229	)		(588	)		(1,682	)		(549	)		(352	)		(288	)		(573	)		(1,762	)
Property evaluation and business development			-			-			45			762			807			-			-			-			438			438
Government fees and other taxes			2,168			466			7			-			2,641			1,856			524			8			-			2,388
Reclamation accretion			125			40			26			-			191			165			45			29			-			239
Lease payment			-			-			-			262			262			-			-			-			597			597
Sustaining capital expenditures			36,248			4,674			-			18			40,940			31,737			4,607			30			257			36,631
All-in sustaining production cost	D	$	116,621		$	24,701		$	206		$	14,549		$	156,077		$	113,027		$	24,980		$	194		$	13,968		$	152,169
Non-sustaining capital expenditures			20,316			1,909			288			-			22,513			15,619			1,565			1,142			-		$	18,326
All in production cost	E	$	136,937		$	26,610		$	494		$	14,549		$	178,590		$	128,646		$	26,545		$	1,336		$	13,968		$	170,495
Ore mined ('000s)	F		827.112			290.006			-			-			1,117.118			769.024			299.959			-			-			1,068.983
Ore shipped ('000s)	G		847.622			290.006			-			-			1,137.628			777.228			299.959			-			-			1,077.187
Ore milled ('000s)	H		816.145			290.050			-			-			1,106.195			773.057			299.597			-			-			1,072.654
Per tonne Production cost
Mining cost ($/tonne)	I=A/F		70.25			42.66			-			-			63.09			78.63			41.36			-			-			68.17
Shipping cost ($/tonne)	J=B/G		3.40			-			-			-			2.53			3.68			-			-			-			2.66
Milling cost ($/tonne)	K=C/H		12.01			16.69			-			-			13.24			11.76			16.93			-			-			13.20
Production cost ($/tonne)	L=I+J+K	$	85.66		$	59.35		$	-		$	-		$	78.86		$	94.07		$	58.29		$	-		$	-		$	84.03
All-in sustaining production cost ($/tonne)	M=(D-A-B-C)/H+L	$	141.82		$	85.17		$	-		$	-		$	140.40		$	146.59		$	83.33		$	-		$	-		$	142.08
All in cost ($/tonne)	N=M+(E-D)/H	$	166.71		$	91.75		$	-		$	-		$	160.75		$	166.80		$	88.55		$	-		$	-		$	159.16

*The operation of the aggregate plant is considered an integrated part of the operations at the Ying Mining District, and its revenue is treated as credits to offset its production costs.

14.

Material Accounting Policies, Judgments, and Estimates

The preparation of financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting polices and the reported amounts of assets, liabilities, income and expenses on the consolidated financial statements. Estimates and underlying assumptions are reviewed at each period end. Revision to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.

For further information on our significant judgement and accounting estimates, refer to note 2 of the Company’s audited financial statements for the year ended March 31, 2024. There have been no subsequent material changes to these significant accounting judgments and estimates.

The Company adopted various amendments to IFRS, which were effective for the accounting period beginning on or after April 1, 2023, including the following:

Amendment to IAS 12 - Deferred Tax related to Assets and Liabilities arising from a Single Transaction

The adoption of this amendment did not have a material impact on the Company’s consolidated financial statements.

Amendments to IAS 1 and IFRS Practice Statement 2 – Disclosure of Accounting policies

Amendments to IAS 8 – Definition of Accounting Estimates

The amendments replace the definition of a change in accounting estimates with a definition of accounting

Management’s Discussion and Analysis

Page 40

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

estimates. Under the new definition, accounting estimates are “monetary amounts in financial statements that are subject to measurement uncertainty.”

The definition of a change in accounting estimates was deleted. However, IASB retained the concept of changes in accounting estimates in IFRS with the following clarification:

●

A change in accounting estimate that results from new information or new developments is not the correction of an error.

●

The adoption of this amendment did not have a material impact on the Company’s consolidated financial statements.

Certain new accounting standards and interpretations have been published that are not effective for the current period and have not been early adopted. Management is still evaluating and does not expect any such pronouncements to have a material impact on the Company’s consolidated financial statements upon adoption.

15.

New Accounting Standards

Certain new accounting standards and interpretations have been issued that are not mandatory for the current period and have not been early adopted.

Classification of Liabilities as Current or Non-Current (Amendments to IAS 1)

Lack of Exchangeability (Amendments to IAS 21)

The following new standards or amendments are effective for annual periods beginning on or after January 1, 2024 and are expected to have no impact on the Company’s financial statements:

	●	Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)
	●	Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7)
	●	Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to IFRS 10 and IAS 28)

16.

Other MD&A Requirements

Additional information relating to the Company:

(a) may be found on SEDAR+ at www.sedarplus.ca;

(b) may be found at the Company’s website www.silvercorpmetals.com;

Management’s Discussion and Analysis

Page 41

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

(d) is also provided in the Company’s annual audited consolidated financial statements as of March 31, 2024.

17.

Outstanding Share Data

As at the date of this MD&A, the following securities were outstanding:

(a) Share Capital

Authorized - unlimited number of common shares without par value

Issued and outstanding – 177,618,358 common shares with a recorded value of $259.9 million

Shares subject to escrow or pooling agreements - $nil.

(b) Options

As at the date of this MD&A, the outstanding options comprise the following:


Number of Options	Exercise Price (CAD$)	Expiry Date
428,000	$3.93	4/26/2027
60,000	$4.08	2/23/2028
330,000	$4.41	4/1/2029
454,001	$5.46	5/26/2025
375,000	$9.45	11/11/2025
1,647,001

Outstanding – 2,888,338 RSUs.

18.

Corporate Governances, Safety, Environmental and Social Responsibility

The Company’s core objectives are to be safe, efficient, and sustainable, and operate responsibly with the environment and cooperatively with the local communities. The Company strives to build a strong corporate culture centered around our key values of respect, equality, and responsibility, and aim to deliver social benefits while creating shareholder value.

As a responsible miner, the Company is committed to integrating environmental, social, and governance (“ESG”) factors into our business strategies and generating impactful changes in the communities in which the Company work and live. Through the integration of ESG factors into our strategic planning, operations, and management, the Company are able to bring about sustainable economic, social, and environmental value to all stakeholders. Details of our ESG performance will be provided in the Company’s Fiscal 2024 Sustainability Report, which is expected to be available in the second quarter of Fiscal 2025.

(a)

Corporate Governance

The Corporate Governance Committee of the Board of the Company reviews the Company’s policies on an annual basis, including Anti-Corruption Policy, Code of Ethical Conduct, Clawback Policy, Corporate Disclosure Policy, and Whistleblower Policy, which are then approved by the Board of the Company. All of the Company’s directors and officers were re-certified with all the policies, confirming they are familiar with and acknowledge the contents of the Company’s policies, and committing to fulfill them and to report any violation. The Company also regularly trains its critical employees in anti-corruption practices.

For more information on the Company’s Corporate Governance practices, please review the Company’s Annual Information Form and Management Information Circular available on the Company’s website at www.silvercorp.ca.

(b)

Health, Safety, and Environment

The Company prioritizes environmental protection, as well as ensuring a safe workplace for all employees and

Management’s Discussion and Analysis

Page 42

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

contractors at all of our sites. In an effort to further illustrate the Company’s commitment to strengthening our management team, both the Ying Mining District and GC Mine have successfully passed the annual review for the Environmental Management System (ISO 14001) certification in Fiscal 2024.

Safety is top priority at Silvercorp. In Fiscal 2024, the Company arranged more than 2,000 safety training sessions, which covered 100% of workers at the Ying Mining District and the GC Mine.

In response to occupational health risks associated, the Company further improved its risk identification and management process, both the Ying Mining District and GC Mine have successfully passed the annual review for the Occupational Health and Safety Management System (ISO 45001) certification in Fiscal 2024.

In addition to the “Green Mine” certification at SGX-HZG, TLP-LM, and HPG mines at the Ying Mining District and the GC Mine, the DCG mine at the Ying Mining District is also in the process to apply for the certification of the “Green Mine”. In Fiscal 2024, the Company processed approximately 534,000 tonnes of waste rock from the Ying Mining District.

In Fiscal 2024, the Company spent approximately $2.2 million in the efforts to reduce its energy and water consumption, to minimize the negative impact on of greenhouse gas emissions and water quality, and to comply with the requirements of the “Green Mine” certification.

(c)

Social Responsibility and Economic Value

The Company is committed to creating sustainable value in the communities where our people work and live. Guided by research conducted by our local offices, the Company participates in, and contributes to numerous community programs that typically centre on education and health, nutrition, environmental awareness, local infrastructure and fostering additional economic activity. In addition to the taxes and fees paid to various levels of government in China, in Fiscal 2024, the Company also contributed approximately $3.0 million to social programs, including:

●

$2.7 million contributions to the local county to help improve local infrastructure and environmental protection;

●

$0.1 million donation to the charity association and local communities to promoted community health and poverty reduction in the local communities, with an emphasis on children and seniors, with periodic visits and subsidies; and

●

$0.2 million donations to institutions in scholarship or education assistance programs to support children’s education at the local and national levels.

19.

Disclosure Controls and Procedures

Disclosure controls and procedures (a) under Canadian law, are designed to provide reasonable assurance that material information is gathered and reported to senior management, including the Chief Executive Officer (“CEO”) and the Chief Financial Officer (“CFO”), as appropriate to allow for timely decision about public disclosure, and (b) under U.S. law, are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the U.S. Securities Exchange Act of 1934, as amended (the “U.S. Exchange Act”) is recorded, processed, summarized and reported, within the time periods specified in the U.S. Securities and Exchange Commission's rules and forms, and include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the U.S. Exchange Act is accumulated and communicated to the Company’s management, including its CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

Management of the Company, including the CEO and CFO, is responsible for establishing and maintaining adequate disclosure controls and procedures. Under the supervision and with the participation of the CEO and CFO, management has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures in accordance with requirements of National Instrument 52-109 of the Canadian Securities Commission (“NI 52-109”) and U.S. Exchange Act.

Management’s Discussion and Analysis

Page 43

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

As of March 31, 2024, based on the evaluation, management concluded that the disclosure controls and procedures are effective in providing reasonable assurance that the information required to be disclosed in annual filings, interim filings, and other reports the Company filed or submitted under United States and Canadian securities legislation were recorded, processed, summarized and reported within the time periods specified in those rules.

20.

Management’s Report on Internal Control over Financial Reporting

Management of the Company is responsible for establishing and maintaining an adequate system of internal control, including internal controls over financial reporting. Internal control over financial reporting is a process designed by and/or under the supervision of the CEO and CFO and effected by the Board, management and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS as issued by IASB. The Company’s internal control over financial reporting includes those policies and procedures that:

●

pertain to maintaining records, that in reasonable detail, accurately and fairly reflect our transactions and dispositions of the assets of the Company;

●

provide reasonable assurance that transactions are recorded as necessary for preparation of our consolidated financial statements in accordance with generally accepted accounting principles;

●

provide reasonable assurance that receipts and expenditures are made in accordance with authorizations of management and the directors of the Company; and

●

provide reasonable assurance that unauthorized acquisition, use or disposition of company assets that could have a material effect on the Company’s consolidated financial statements would be prevented or detected on a timely basis.

The Company’s management, including its Chief Executive Officer and Chief Financial Officer, believes that due to its inherent limitations, internal control over financial reporting may not prevent or detect misstatements on a timely basis. In addition, projections of any evaluation of the effectiveness of internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

The Company’s management evaluates the effectiveness of the Company’s internal control over financial reporting based upon the criteria set forth in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organization of the Treadway Commission. Based on the evaluation, management concluded that the Company’s internal control over financial reporting as of March 31, 2024 was effective and provides a reasonable assurance of the reliability of the Company’s financial reporting and preparation of the financial statements.

The effectiveness of the Company’s internal control over financial reporting as of March 31, 2024 has been audited by Deloitte LLP, the Company’s independent registered public accounting firm, who has also issued a report on the internal controls over financial reporting included within our annual consolidated financial statements.

21.

Changes in Internal Control over Financial Reporting

There has been no change in the Company’s internal control over financial reporting during the year ended March 31, 2024 that has materially affected or is reasonably likely to materially affect, its internal control over financial reporting.

22.

Subsequent Event

Management’s Discussion and Analysis

Page 44

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

Agreement, each holder of the common shares of Adventus (each, an “Adventus Share”) will receive 0.1015 of one Silvercorp common share (each, a “Silvercorp Share”) in exchange for each Adventus Share (the “Exchange Ratio”) at the effective time of the Transaction.

Management’s Discussion and Analysis

Page 45

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

23.

Directors and Officers

As at the date of this MD&A, the Company’s directors and officers are as follows:

Directors	Officers
Dr. Rui Feng, Director, Chairman	Rui Feng, Chief Executive Officer
Paul Simpson, Independent Director	Lon Shaver, President
Yikang Liu, Independent Director	Derek Liu, Chief Financial Officer
Marina A. Katusa, Independent Director	Jonathon Hoyles, General Counsel
Ken Robertson, Independent Director
Helen Cai, Independent Director

Technical Information

Scientific and technical information contained in this MD&A has been reviewed and approved by Mr. Guoliang Ma, P.Geo., Manager of Exploration and Resources of the Company and a Qualified Person as such term is defined in NI 43-101.

Forward Looking Statements

Certain of the statements and information in this MD&A constitute “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and “forward-looking information” within the meaning of applicable Canadian provincial securities laws. Any statements or information that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects”, “is expected”, “anticipates”, “believes”, “plans”, “projects”, “estimates”, “assumes”, “intends”, “strategies”, “targets”, “goals”, “forecasts”, “objectives”, “budgets”, “schedules”, “potential” or variations thereof or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-looking statements or information. Forward-looking statements or information relate to, among other things:

●

the price of silver and other metals;

●

estimates of the Company’s revenues and capital expenditures;

●

estimated ore production and grades from the Company’s mines in the Ying Mining District and the GC Mine;

●

projected cash operating costs and all-in sustaining costs, and budgets, on a consolidated and mine-by-mine basis;

●

statements regarding anticipated exploration, drilling, development, construction, and other activities or achievements of the Company;

●

statements regarding the proposed transactions between the Company and Adventus;

●

plans, projections and estimates included in the Fiscal 2025 Guidance

●

timing of receipt of permits, licenses, and regulatory approvals.

Forward-looking statements or information are subject to a variety of known and unknown risks, uncertainties and other factors that could cause actual events or results to differ from those reflected in the forward-looking statements or information, including, without limitation, risks relating to,

●

public health crises;

●

fluctuating commodity prices;

●

fluctuating currency exchange rates;

●

increasing labour cost;

●

exploration and development programs;

Management’s Discussion and Analysis

Page 46

SILVERCORP METALS INC.

Management’s Discussion and Analysis

For the Year Ended March 31, 2024

(Expressed in thousands of U.S. dollars, except per share data and unit cost data or unless otherwise stated)

●

feasibility and engineering reports;

●

permits and licenses;

●

title to our properties;

●

operations and political conditions;

●

regulatory environment in China, Mexico and Canada;

●

environmental risks;

●

mining operations;

●

cybersecurity;

●

climate changes;

●

the completion and timing of the proposed transactions between the Company and OreCorp;

●

general economic conditions; and

●

matters referred to in this MD&A under the heading “Risks and Uncertainties” and other public filings of the Company.

This list is not exhaustive of the factors that may affect any of the Company’s forward-looking statements or information. Forward-looking statements or information are statements about the future and are inherently uncertain, and actual achievements of the Company or other future events or conditions may differ materially from those expressed or implied in the forward-looking statements or information. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information.

The Company’s forward-looking statements and information are necessarily based on a number of estimates, assumptions, beliefs, expectations and opinions of management as of the date of this MD&A that, while considered reasonable by management of the Company, are inherently subject to significant business, economic and competitive uncertainties and contingencies. These estimates, assumptions, beliefs, expectations and options include, but are not limited to, those related to the Company’s ability to carry on current and future operations, including: the duration and effects of epidemics, pandemics, or other health crises on our operations and workforce; development and exploration activities; the timing, extent, duration and economic viability of such operations; the accuracy and reliability of estimates, projections, forecasts, studies and assessments; the Company’s ability to meet or achieve estimates, projections and forecasts; the availability and cost of inputs; the price and market for outputs; foreign exchange rates; taxation levels; the timely receipt of necessary approvals, licenses or permits; the ability to meet current and future obligations; the ability to obtain timely financing on reasonable terms when required; the current and future social, economic and political conditions; and other assumptions and factors generally associated with the mining industry.

Other than as required by applicable securities laws, the Company does not assume any obligation to update forward-looking statements and information if circumstances or management’s assumptions, beliefs, expectations or opinions should change, or changes in any other events affecting such statements or information. For the reasons set forth above, investors should not place undue reliance on forward-looking statements and information.

Management’s Discussion and Analysis

Page 47

Exhibit 99.3

Form 52-109F1
Certification of Annual Filings
Full Certificate

I, Rui Feng, Chief Executive Officer of Silvercorp Metals Inc. certify the following:

1.	*Review:* I have reviewed the AIF, if any, annual financial statements and annual MD&A, including, for greater certainty, all documents and information that are incorporated by reference in the AIF (together, the “annual filings”) of Silvercorp Metals Inc. (the “issuer”) for the financial year ended March 31, 2024.

2.	*No misrepresentations:* Based on my knowledge, having exercised reasonable diligence, the annual filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, for the period covered by the annual filings.

3.	*Fair presentation:* Based on my knowledge, having exercised reasonable diligence, the annual financial statements together with the other financial information included in the annual filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the annual filings.

4.	*Responsibility:* The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

5.	*Design:* Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the financial year end

	(a)	designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

	(i)	material information relating to the issuer is made known to us by others, particularly during the period in which the annual filings are being prepared; and

	(ii)	information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

	(b)	designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

5.1	*Control framework:* The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the *Internal Control – Integrated Framework* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

5.2	*ICFR – material weakness relating to design:* N/A

5.3	*Limitation on scope of design:* N/A

6.	*Evaluation:* The issuer’s other certifying officer(s) and I have

	(a)	evaluated, or caused to be evaluated under our supervision, the effectiveness of the issuer’s DC&P at the financial year end and the issuer has disclosed in its annual MD&A our conclusions about the effectiveness of DC&P at the financial year end based on that evaluation; and

	(b)	evaluated, or caused to be evaluated under our supervision, the effectiveness of the issuer’s ICFR at the financial year end and the issuer has disclosed in its annual MD&A

	(i)	our conclusions about the effectiveness of ICFR at the financial year end based on that evaluation; and

	(ii)	N/A.

7.	*Reporting changes in ICFR:* The issuer has disclosed in its annual MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2024 and ended on March 31, 2024 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

8.	*Reporting to the issuer’s auditors and board of directors or audit committee:* The issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of ICFR, to the issuer’s auditors, and the board of directors or the audit committee of the board of directors any fraud that involves management or other employees who have a significant role in the issuer’s ICFR.

Date: May 23, 2024

“Rui Feng”

Rui Feng
Chief Executive Officer

Exhibit 99.4

Form 52-109F1
Certification of Annual Filings
Full Certificate

I, Derek Liu, Chief Financial Officer of Silvercorp Metals Inc. certify the following:

1.	*Review:* I have reviewed the AIF, if any, annual financial statements and annual MD&A, including, for greater certainty, all documents and information that are incorporated by reference in the AIF (together, the “annual filings”) of Silvercorp Metals Inc. (the “issuer”) for the financial year ended March 31, 2024.

2.	*No misrepresentations:* Based on my knowledge, having exercised reasonable diligence, the annual filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, for the period covered by the annual filings.

3.	*Fair presentation:* Based on my knowledge, having exercised reasonable diligence, the annual financial statements together with the other financial information included in the annual filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the annual filings.

4.	*Responsibility:* The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

5.	*Design:* Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the financial year end

	(a)	designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

	(i)	material information relating to the issuer is made known to us by others, particularly during the period in which the annual filings are being prepared; and

	(ii)	information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

	(b)	designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

5.1	*Control framework:* The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the *Internal Control – Integrated Framework* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

5.2	*ICFR – material weakness relating to design:* N/A

5.3	*Limitation on scope of design:* N/A

6.	*Evaluation:* The issuer’s other certifying officer(s) and I have

	(a)	evaluated, or caused to be evaluated under our supervision, the effectiveness of the issuer’s DC&P at the financial year end and the issuer has disclosed in its annual MD&A our conclusions about the effectiveness of DC&P at the financial year end based on that evaluation; and

	(b)	evaluated, or caused to be evaluated under our supervision, the effectiveness of the issuer’s ICFR at the financial year end and the issuer has disclosed in its annual MD&A

	(i)	our conclusions about the effectiveness of ICFR at the financial year end based on that evaluation; and

	(ii)	N/A.

7.	*Reporting changes in ICFR:* The issuer has disclosed in its annual MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2024 and ended on March 31, 2024 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

8.	*Reporting to the issuer’s auditors and board of directors or audit committee:* The issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of ICFR, to the issuer’s auditors, and the board of directors or the audit committee of the board of directors any fraud that involves management or other employees who have a significant role in the issuer’s ICFR.

Date: May 23, 2024

“Derek Liu”

Derek Liu
Chief Financial Officer

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