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

FORM 10-K

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended March 31, ~~2013~~2015

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ~~__________________~~________________ to __________________

Commission file number 000-53291

LAKE VICTORIA MINING COMPANY, INC.
(Exact name of registrant as specified in its charter)

Nevada	51-0628651
State or other jurisdiction of	(I.R.S. Employer
incorporation or organization	Identification No.)

Suite 810 – 675 West Hastings Street
Vancouver, British Columbia, Canada V6B 1N2
(Address of principal executive offices, including zip code)

604.248.5750
(telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act

Title of Each Class	Name of each Exchange on which registered
Nil	N/A

Securities registered pursuant to Section 12(g) of the Act

Common Stock, par value $0.00001 per share (Title of Class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
YES [ ] NO [X]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act:
YES [ ] NO [X]

Indicate by check mark whether the registrant(1) has filed all reports required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 day.
YES [X] NO [ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule405 of Regulation S-T (§229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES [X] NO [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulations S-K is not contained herein, and will not be contained, to the best of registrant’'s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ X]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 if the Exchange Act.

Large Accelerated Filer [ ]	Accelerated Filer [ ]
Non-accelerated Filer [ ]	Smaller Reporting Company [X]
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
YES [ ] NO [X]

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked prices of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter: $71,~~394~~932,~~479~~286 based on a price of $0.0802 per share, being the average bid and asking price of the registrant’s common stock as quoted on the OTC Bulletin Board on September 30, ~~2012~~2014.

Indicate the number of shares outstanding of each of the registrant's classes of common stock as of the latest practicable date ~~114~~152,~~554~~329,067 shares of common stock as of June 2729, ~~2013~~2015.

DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1980). Not Applicable

TABLE OF CONTENTS

		Page
	PART I	5
Item 1.	Business.	5
Item 1A.	Risk Factors.	7
Item 1B.	Unresolved Staff Comments	1113
Item 2.	Properties.	1113
Item 3.	Legal Proceedings.	5027
Item 4.	Mine Safety Disclosures.	5027
	PART II	50
Item 5.	Market for the Registrant’s Common Equity, Related Stockholders Matters and Issuer Purchases of Equity Securities.	5027
Item 6.	Selected Financial Data.	5128
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operation.	5128
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk.	5834
Item 8.	Financial Statements and Supplementary Data.	5834
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.	5936
Item 9A.	Controls and Procedures.	5936
Item 9B.	Other Information.	6037
	PART III	60
Item 10.	Directors and Executive Officers and Corporate Governance.	6037
Item 11.	Executive Compensation.	6440
Item 12.	Security Ownership of Certain Beneficial Owners and Management.	6744
Item 13.	Certain Relationships and Related Transactions, and Director Independence.	7047
Item 14.	Principal Accounting Fees and Services.	7249
	PART IV	74
Item 15.	Exhibits and Financial Statement Schedules.	7451

PART I

Forward Looking Statements

This annual report contains forward-looking statements. Forward-looking statements are projections of events, revenues, income, future economic performance or management’s plans and objectives for our future operations. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled “Risk Factors” and the risks set out below, any of which may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. These risks include, by way of example and not in limitation:

• risks and uncertainties relating to the interpretation of sampling results, the geology, grade and continuity of mineral deposits; • risks and uncertainties that results of initial sampling and mapping will not be consistent with our expectations; • mining and development risks, including risks related to accidents, equipment breakdowns, labor disputes or other unanticipated difficulties with or interruptions in production; • the potential for delays in exploration activities; • risks related to the inherent uncertainty of cost estimates and the potential for unexpected costs and expenses; • risks related to commodity price fluctuations; • the uncertainty of profitability based upon our limited history; • risks related to failure to obtain adequate financing on a timely basis and on acceptable terms for our planned exploration projects; • risks related to environmental regulation and liability; • risks that the amounts reserved or allocated for environmental compliance, reclamation, post-closure control measures, monitoring and on-going maintenance may not be sufficient to cover such costs; • risks related to tax assessments; • political and regulatory risks associated with mining development and exploration; and • other risks and uncertainties related to our mineral property and business strategy.

risks and uncertainties that results of initial sampling and mapping will not be consistent with our expectations;

mining and development risks, including risks related to accidents, equipment breakdowns, labor disputes or other unanticipated difficulties with or interruptions in production;

the potential for delays in exploration activities;

risks related to the inherent uncertainty of cost estimates and the potential for unexpected costs and expenses;

risks related to commodity price fluctuations;

the uncertainty of profitability based upon our limited history;

risks related to failure to obtain adequate financing on a timely basis and on acceptable terms for our planned exploration projects;

risks related to environmental regulation and liability;

risks that the amounts reserved or allocated for environmental compliance, reclamation, post-closure control measures, monitoring and on-going maintenance may not be sufficient to cover such costs;

risks related to tax assessments;

political and regulatory risks associated with mining development and exploration; and

other risks and uncertainties related to our mineral property and business strategy.

This is not an exhaustive list of the factors that may affect any of our forward-looking statements. These and other factors should be considered carefully and readers should not place undue reliance on our forward-looking statements.

Forward looking statements are made based on management’s beliefs, estimates and opinions on the date the statements are made and we undertake no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States and Canada, we do not intend to update any of the forward-looking statements to have these statements conform to actual results.

In this annual report, unless otherwise specified, all dollar amounts are expressed in United States dollars and all references to “common stock” refer to the common shares in our capital stock.

As used in this annual report, the terms “we”, “us”, “our”, the “Company” and “Lake Victoria” mean Lake Victoria Mining Company, Inc., and our wholly owned subsidiaries Kilimanjaro Mining Company Inc., Lake Victoria Resources (T) Limited, Chrysos 197 Company Tanzania Ltd and Jin 197 Company Tanzania Ltd, unless otherwise indicated.

ITEM 1.

BUSINESS.

General

We are an exploration stage corporation focused on acquiring, exploring and developing gold deposits in Tanzania, East Africa. We hold 7 3 prospective gold projects, consisting of ~~15 Prospecting~~one mining license, 2 Prospecting Licenses (PLs) and 7143 Primary Mining Licenses (PMLs) ~~and 4 uranium projects consisting of 6 Prospecting Licenses~~ (Table 1 ~~& 2~~), within ~~our~~ our Tanzania property portfolio, covering approximately ~~1,512~~32.2671 square ~~kilometers~~ kilometers (~~373~~8,~~687acres~~083 acres).

During the course of the year from 1st April ~~2012~~2014 to 31st March ~~2013~~ 2015, we have relinquished 143 Gold ~~and 1 Uranium~~ Prospecting Licenses. Our main area of interest is acquiring, exploring and evaluating mineral properties through our ongoing exploration program. Following exploration, we intend to either advance them to a commercially feasible mining stage, enter joint ventures to further develop these properties, sell or dispose of them if the properties do not meet our requirements. Our properties are all early stage exploration properties. Within our mineral exploration land in Tanzania our focus is primarily on gold~~, although our portfolio also contains uranium prospects~~.

~~Since~~We ~~inception~~have no revenues, we have ~~had~~incurred nolosses ~~revenues~~since inception and we have relied upon the sale of our securities to fund operations. To date, we have not discovered a NI43-101 compliant commercially viable ore body, mineral deposit or mineral reserve on any of our properties and we will be unable to do so until further exploration is done and a comprehensive evaluation concludes with an economic feasibility study or production is initiated However, we have received environmental (EIA) approval and a Mining License to commence gold mining on one of our gold projects mineralized target.

Assuming funding is available, we plan to develop and conduct small-scale gold mining on selected mineral properties within certain areas that are currently contained within our primary mining licenses and the Mining License that we have. The production decision or significant development on these projects will not be based on mineral reserves supported by an NI43-101 compliant technical report. We plan to secure Mining Licenses for each of these potential mining areas.

Our property portfolio is large, therefore we may interest other companies in our properties to either participate by means of option or joint venture agreements in the exploration of ~~them~~our properties or to finance and ~~establish~~ establish production ifon ~~mineralization~~discovered ~~is found~~mineralization.

We ~~have~~maintain noour ~~revenues,~~registered weagent’s ~~have~~office ~~incurred~~at ~~losses~~The ~~since inception~~Corporation ~~and~~Trust weCompany ~~have relied upon the sale~~ of ~~our~~Nevada, ~~securities~~6100 toNeil ~~fund~~Road, ~~operations.~~Suite ~~To date~~500, we ~~have not discovered a commercially viable ore body~~Reno, ~~mineral~~Nevada ~~deposit~~89511 ~~or mineral~~and ~~reserve on any of~~ our business ~~properties~~ and weadministrative ~~will~~office beis ~~unable~~located toat doSuite so810 ~~until further~~– ~~exploration~~675 isWest ~~completed~~Hastings Street, ~~and~~Vancouver, aBritish ~~comprehensive~~Columbia, ~~evaluation~~V6B is1N2, ~~concluded with~~Canada. anOur ~~economic~~telephone ~~study~~number ~~and a formal feasibility study~~is 604. 248.5750.

WeRecent ~~maintain~~Corporate ~~our~~Developments registered agent’s office at The Corporation Trust Company of Nevada, 6100 Neil Road, Suite 500, Reno, Nevada 89511 and our business and administrative office is located at Suite 810 – 675 West Hastings Street, Vancouver, British Columbia, V6B 1N2, Canada. Our telephone number is 604.248.5750.

~~Recent~~During ~~Corporate~~the ~~Developments~~fiscal year ended on March 31st, 2015, we experienced the following significant corporate developments:

During the fiscal year ended on March 31st, 2013, we experienced the following significant corporate developments:

	1.	Effective April 10, 2015, John Surtherland was appointed as a member of the Board of Directors and as a member and Chairman of the Company’s Audit Committee.

	2.	Effective April 10, 2015, David Webb resigned as a member of the Board of Directors. Mr. Webb’s resignation was not as a result of any disagreement with the Company or with its board on any matter relating to the Company’s operations, policies or practices.

1. On January 9, 2013, the Company entered into a contracting agreement with Camlaren Mine Development (“Camlaren”) to manage our mining projects. The agreement is valid for two years and may be renewed for another four years. Camlaren recently completed an initial visit and an on-site review of the Kinyambwiga property in northern Tanzania. 2. In September 2012, the Company offered a total of up to 120 royalty units to raise a gross amount of $3,000,000 for a small scale mining operation on the Kinyambwiga property. Each unit will entitle investors to receive ½ of 1 percent (1%) of the net proceeds of production from the small scale mining operation at Kinyambwiga. Up to 60% of the net proceeds of gold production are offered to investors. As of March 31, 2013 the Company received subscription payments of $925,000 for 37 units. 3. At Kahama South, we commenced a ground magnetic survey and a geologic mapping program of the 245 square kilometer project. 4. In July 2012, the Company received results from the recent core drilling program at the Kiabakari East project in northeastern Tanzania. The four core hole drill program, completed in June 2012, totaled 648.72 meters and was the Company’s first drilling on this project. Final drill hole locations were determined by detailed geologic mapping, geophysical surveying and trench sampling. Drilling was focused on BIF Hill where previous trenching activity returned significant gold grades within Banded Iron Formation rocks. The drill holes were located on the south side of BIF Hill and were spaced 40 meters apart on N-S drill fences. The holes, drilled due north at angles of -50 and -55 degrees below the horizontal, were designed to test the grade and to define the geometry of the gold mineralization.6

6Competitive Factors

5.The ~~Effective~~gold ~~March~~mining ~~01,~~industry ~~2013~~is fragmented, wethat ~~appointed~~is ~~Mr.~~there ~~David~~are ~~Ralph~~many gold ~~Webb~~prospectors asand aproducers, ~~director~~small ofand ~~our company~~large. ~~Mr.~~We ~~Webb~~are is a ~~registered~~small ~~Professional~~exploration stage ~~Geologist~~mining ~~and~~company ~~has spent the past 25 years as president of DRW Geological Consultants Ltd. providing technical~~ and ~~operating~~we ~~services~~do tonot ~~companies~~have in the ~~mining exploration~~financial, ~~development~~personnel ~~and~~or ~~production~~equipment resources ~~industry.~~that Inmany ~~this~~competitors ~~capacity~~possess. heBecause ~~served~~of asour alack ~~director~~of ~~and~~resources ~~president~~we tomay not ~~three~~be ~~different~~able ~~mining companies and provided consulting services~~ to ~~dozens~~adequately ofwithstand ~~other~~the ~~mid-tier~~competitive ~~and~~forces ~~junior~~that ~~companies,~~exist ~~most~~in ~~recently~~the mining ~~having~~industry ~~been~~generally ~~a director~~ and ~~president~~specifically ofwith ~~Tyhee~~respect ~~Gold~~to ~~Corp~~gold mining.

~~Competitive~~Regulations ~~Factors~~

~~The~~Mineral ~~gold~~rights ~~mining~~in ~~industry~~the isUnited ~~fragmented,~~Republic ~~that~~of isTanzania ~~there~~ are ~~many~~governed ~~gold~~by ~~prospectors~~the ~~and~~Mining ~~producers,~~Act ~~small~~of 1998 and ~~large.~~The WeMining ~~are~~(Mineral aRights) ~~small~~Regulations, ~~exploration stage~~2010 ~~mining company~~ and control weover dominerals ~~not~~is ~~have~~vested in the ~~financial,~~Government ~~personnel~~of orthe ~~equipment resources~~United ~~that~~Republic ~~many competitors possess~~of Tanzania. ~~Because~~Prospecting offor ~~our~~minerals ~~lack of resources we~~ may ~~not~~ only be ~~able~~conducted tounder ~~adequately~~authority ~~withstand~~of ~~the~~a mineral ~~competitive~~right ~~forces~~granted ~~that~~by ~~exist in~~ the ~~mining~~ ~~industry~~Ministry ~~generally~~of Energy and ~~specifically~~Minerals ~~with~~under ~~respect~~this ~~to gold mining~~Act.

~~Regulations~~The three types of mineral rights most often encountered, and those which are applicable to us include: prospecting licenses; retention licenses; and mining licenses. A prospecting license grants the holder thereof the exclusive right to prospect in the area covered by the license for all minerals, other than building stone and gemstones, for an initial period of four years. Thereafter, the license is renewable for two further periods of three and two years consecutively. On each renewal of a prospecting license, 50 percent of the area covered by the license must be relinquished. The maximum initial area for a prospecting license is 300 square kilometers. A company applying for a prospecting license must, inter alia, state the financial and technical resources available to it. A retention license can also be requested from the Minister, after the expiry of the 4-3-2-year prospecting license period, for reasons ranging from funds to technical considerations.

~~Mineral~~Mining ~~rights~~is incarried ~~the~~out ~~United~~through ~~Republic~~either a mining license or a special mining license or a primary mining license, all three of ~~Tanzania~~which ~~are~~confer ~~governed~~on the holder thereof the exclusive right to conduct mining operations in or on the area covered by the ~~Mining~~license. ~~Act~~A mining license is granted for a period of ~~1998~~10 years and ~~The~~is ~~Mining~~renewable ~~(Mineral~~for ~~Rights)~~a ~~Regulations,~~further ~~2010~~period ~~and~~of 10 years. A special mining ~~control~~license ~~over~~is ~~minerals~~granted for a period of 25 years and is ~~vested~~renewable infor the ~~United~~estimated life ~~Republic~~ of ~~Tanzania.~~the ~~Prospecting for~~ore ~~minerals~~body or such period as the applicant may ~~only~~request bewhichever period ~~conducted~~is ~~under~~shorter. ~~authority~~If the holder of a prospecting license has identified a mineral ~~right~~deposit ~~granted~~within the prospecting area which is potentially of commercial significance, but it cannot be developed immediately by reason of technical ~~the~~constraints, ~~Ministry~~adverse market conditions or other economic factors of ~~Energy~~a ~~and~~temporary character, ~~Minerals~~the ~~under~~holder ~~this~~can ~~Act~~apply for a retention license which will entitle the holder thereof to apply for a special mining license when the holder sees fit to proceed with mining operations.

~~The~~A ~~three types of mineral rights most often encountered, those which are applicable to us include: prospecting licenses;~~ retention ~~licenses; and mining licenses. A prospecting~~ license ~~grants~~is ~~the~~valid ~~holder thereof the exclusive right to prospect in the area covered by the license~~ for ~~all~~a ~~minerals, other than building and gemstones, for an initial~~ period of ~~four~~five years~~. Thereafter,~~ ~~the~~and ~~license~~ is thereafter renewable for ~~two~~a ~~further~~single ~~periods~~period of ~~three~~five ~~and two~~ years ~~consecutively~~. OnA ~~each~~mineral ~~renewal~~right ofmay ~~a prospecting license, 50 percent of the~~be ~~area~~freely ~~covered~~transferred by the ~~license~~holder ~~must~~thereof beto ~~relinquished.~~another ~~The~~person, ~~maximum~~except ~~initial~~in ~~area~~the ~~for~~case a ~~prospecting~~mining license, iswhich ~~300 square kilometers. A company applying for a prospecting license~~ must, ~~inter~~have ~~alia, state~~ the ~~financial~~approval ~~and technical resources available to it. A retention license can also be requested from the Minister, after the expiry~~ of the ~~4-3-2-year~~Ministry ~~prospecting license period, for reasons ranging from funds~~ to ~~technical~~be ~~considerations~~assigned.

~~Mining~~However, isthis ~~carried~~approval ~~out~~requirement ~~through~~for ~~either~~the aassignment ~~mining~~of ~~license or~~ a ~~special~~ mining license orwill anot ~~primary~~apply ~~mining~~if ~~license, all three of which confer on~~ the ~~holder thereof the exclusive right to conduct~~ mining ~~operations in or on the area covered by the~~ license. ~~A mining license~~ is ~~granted~~assigned ~~for~~to aan ~~period of 10~~affiliate ~~years~~company ~~and is renewable for a further period~~ of 10the ~~years.~~holder Aor ~~special~~to ~~mining license is granted for~~ a ~~period~~financial ofinstitution ~~25 years and is renewable for the estimated life of the ore body~~ or ~~such~~bank ~~period~~ as ~~the~~security ~~applicant~~for ~~may request whichever~~any ~~period~~loan is shorter. If the holder of a prospecting license has identified a mineral deposit within the prospecting area which is potentially of commercial significance, but it cannot be developed immediately by reason of technical constraints, adverse market conditions or ~~other~~guarantee ~~economic~~in ~~factors~~respect of ~~a temporary character, it can apply for a retention license which will entitle the holder thereof to apply for a special~~ mining ~~license when it sees fit to proceed with mining~~ operations.

AThe ~~retention~~holder ~~license~~of ~~is valid for~~ a ~~period~~mineral ofright ~~five~~may ~~years~~enter ~~and~~into isa development ~~thereafter~~agreement ~~renewable~~with ~~for~~the aMinistry ~~single~~to ~~period~~guarantee ofthe ~~five~~fiscal ~~years.~~stability Aof ~~mineral~~a ~~right may be~~long-term ~~freely~~mining ~~transferred~~project byand ~~the holder thereof~~ to ~~another~~make ~~person,~~special ~~except~~provision for ~~a mining license, which must have~~ the ~~approval~~payment of ~~the~~royalties, taxes, ~~Ministry~~fees toand beother ~~assigned~~fiscal imposts.

~~However,~~We ~~this~~have ~~approval~~complied ~~requirement~~with ~~for~~all ~~the~~applicable ~~assignment~~requirements ofand ~~a mining license will not apply if~~ the ~~mining license is assigned to an affiliate~~ ~~company~~relevant oflicenses ~~the~~have ~~holder~~been ~~or to a financial institution or bank as security for any loan or guarantee in respect of mining operations~~issued.

AEnvironmental ~~holder~~Law of a mineral right may enter into a development agreement with the Ministry to guarantee the fiscal stability of a long-term mining project and make special provision for the payment of royalties, taxes, fees and other fiscal imposts.

We ~~have~~are ~~complied~~also subject to Tanzania laws dealing with ~~all~~environmental matters ~~applicable~~relating ~~requirements~~to the exploration and development of mining properties. While in the exploration stage, on any of our project areas, we are conscious of any ~~relevant~~environmental ~~licenses~~impact ~~have~~we ~~been~~may ~~issued~~be having. However, our obligations are very limited, as our activities cause minimal environmental disturbances and are limited to mapping, sampling, trenching, geophysical surveying and drilling. Once project areas reach a point of being commercially feasible for mining then we will be required to conduct proper environmental impact studies based on feasibility reports and planned mining operations. We do protect the environment through any regulations affecting:

~~Environmental Law~~ 7

~~We are also subject to Tanzania laws dealing with environmental matters relating to the exploration and development of mining properties~~1. ~~While in~~Health the exploration stage, on any of our project areas, we are conscious of any environmental impact we may be having. However, our obligations are very limited, as our activities cause minimal environmental disturbances and ~~are~~Safety ~~limited to mapping, sampling, trenching, geophysical surveying and drilling~~2. ~~Once~~Archaeological ~~project~~Sites ~~areas reach a point of being commercially feasible for mining then we will be required to conduct proper environmental impact studies based on feasibility reports and planned mining operations~~3. WeExploration ~~do protect the environment through any regulations affecting:~~ Access

7Subsidiaries

1We have four wholly owned subsidiaries. ~~Health~~Kilimanjaro Mining Company Inc., a US corporation, Lake Victoria Resources (T) Limited, Chrysos 197 Company Tanzania Ltd and ~~Safety~~Jin 2.179 ~~Archaeological~~Company ~~Sites~~Tanzania 3Ltd. ~~Exploration~~which ~~Access~~are Tanzanian corporations.

~~Subsidiaries~~Employees

We have ~~four~~eight ~~wholly~~full-time ~~owned subsidiaries~~employees. ~~Kilimanjaro~~On ~~Mining Company~~April ~~Inc.~~26, a2011, USwe entered ~~corporation,~~into ~~Lake~~employment ~~Victoria~~and ~~Resources~~contract ~~(T)~~agreements ~~Limited,~~with ~~Chrysos~~our ~~197~~officers and directors. ~~Company~~Our ~~Tanzania~~president ~~Ltd~~David Kalenuik and ~~Jin~~secretary ~~179~~Heidi ~~Company~~Kalenuik ~~Tanzania~~agreed ~~Ltd~~to handle our administrative duties. ~~which~~See ~~are~~“Item ~~Tanzanian corporations~~11. Executive Compensation – Employment Agreements”, below.

~~Employees~~To the extent possible we intend to use the services of subcontractors for manual labor and exploration work on our properties. Lake Victoria Resources (T) Limited, our wholly owned Tanzania subsidiary may hire subcontractors and employees to complete exploration work. A large skilled and unskilled workforce is readily available within Tanzania to satisfy any labor requirements we may have. Through contractors and skilled professional employees we do provide any necessary on the job training to accomplish our exploration objectives.

WeITEM ~~have eight full-time employees~~1A. OnRISK ~~April 26, 2011, we entered into employment and contract agreements with our officers and directors~~FACTORS. ~~Our president David Kalenuik and secretary Heidi Kalenuik agreed to handle our administrative duties. See “Item 11. Executive Compensation – Employment Agreements”, below.~~

ToMuch of the ~~extent~~information ~~possible~~included wein ~~intend~~this toannual ~~use~~report ~~the services of~~includes ~~subcontractors~~or ~~for~~is ~~manual~~based ~~labor~~upon ~~and~~estimates, ~~exploration~~projections ~~work~~or onother ~~our~~“forward ~~properties.~~looking ~~Lake~~statements”. ~~Victoria~~Such ~~Resources~~forward ~~(T)~~looking ~~Limited,~~statements ~~our~~include ~~wholly~~any ~~owned~~projections ~~Tanzania~~and ~~subsidiary~~estimates ~~may~~made ~~hire subcontractors~~by us and ~~employees~~our tomanagement ~~complete~~in ~~exploration~~connection ~~work.~~with Aour ~~large~~business ~~skilled~~operations. ~~and~~While these ~~unskilled~~forward-looking ~~workforce~~statements, isand ~~readily~~any ~~available~~assumptions ~~within~~upon ~~Tanzania~~which tothey ~~satisfy~~are ~~any~~based, ~~labour~~are ~~requirements~~made wein ~~may~~good ~~have.~~faith ~~Through~~and ~~contractors~~reflect ~~and~~our ~~skilled~~current ~~professional~~judgment ~~employees~~regarding the direction of weour dobusiness, ~~provide~~actual ~~any~~results ~~necessary~~will onalmost ~~the~~always ~~job~~vary, ~~training~~sometimes tomaterially, ~~accomplish~~from any ~~our~~estimates, ~~exploration~~predictions, projections, assumptions or other future performance ~~objectives~~suggested herein.

~~ITEM~~Such 1Aestimates, projections or other “forward looking statements” involve various risks and uncertainties as outlined below. ~~RISK~~We caution ~~FACTORS~~the reader that important factors in some cases have affected and, in the future, could materially affect actual results and cause actual results to differ materially from the results expressed in any such estimates, projections or other “forward looking statements”.

~~Much~~Risks ofAssociated the information included in this annual report includes or is based upon estimates, projections or other “forward looking statements”. Such forward looking statements include any projections and estimates made by us and our management in connection with ~~our~~Mining business operations. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein.

~~Such~~All ~~estimates,~~of ~~projections~~our orproperties ~~other~~are ~~“forward~~in ~~looking statements”~~the ~~involve~~exploration ~~various~~stage. ~~risks~~There ~~and~~is no ~~uncertainties~~assurance asthat ~~outlined~~we ~~below.~~can ~~We caution~~establish the ~~reader~~existence ~~that~~of ~~important~~any ~~factors~~mineral reserve on any of our properties in ~~some~~commercially ~~cases~~exploitable ~~have~~quantities. ~~affected~~Until ~~and,~~we ~~in the~~can ~~future~~do so, ~~could~~we cannot ~~materially~~earn ~~affect~~any ~~actual~~revenues ~~results~~from operations and ~~cause~~if ~~actual~~we ~~results~~do ~~to differ~~not ~~materially~~do ~~from~~so we will lose all of the ~~results~~funds ~~expressed~~that inwe ~~any~~expend ~~such~~on ~~estimates,~~exploration. ~~projections~~If we do not discover any mineral orreserve ~~other~~in ~~“forward~~a ~~looking~~commercially ~~statements”.~~exploitable quantity, our business could fail.

~~Risks~~Despite ~~Associated~~exploration ~~with~~work ~~Mining~~on our mineral properties, we have not established a mineral reserve on any of our properties as defined by NI43-101 regulations and by the Securities and Exchange Commission in its Industry Guide 7, nor can there be any assurance that we will be able to do so. If we do not, our business could fail.

~~All~~A ofmineral ~~our~~reserve ~~properties~~is ~~are~~defined inby the ~~exploration~~Securities ~~stage.~~and ~~There is~~Exchange noCommission ~~assurance~~in ~~that~~its weIndustry Guide 7 (which can ~~establish~~be viewed over the ~~existence~~Internet ofat http://www.sec.gov/about/forms/industryguides.pdf) ~~any~~as ~~mineral~~that ~~resource~~part onof ~~any~~a ofmineral ~~our~~deposit ~~properties~~which incould ~~commercially~~be ~~exploitable~~economically ~~quantities.~~and ~~Until~~legally weextracted ~~can~~or doproduced ~~so, we~~at ~~cannot~~the ~~earn~~time ~~any~~of ~~revenues~~the ~~from~~reserve ~~operations~~determination. ~~and~~The ifprobability weof doan ~~not~~individual doprospect ever sohaving wea ~~will~~“reserve” ~~lose~~that ~~all~~ meets the requirements of the ~~funds~~Securities ~~that~~and Exchange weCommission’s ~~expend~~Industry onGuide ~~exploration.~~7 Ifis weextremely doremote; ~~not~~in ~~discover~~all ~~any~~probability our mineral resource inproperty adoes ~~commercially~~not ~~exploitable~~contain ~~quantity,~~any ~~our~~‘reserve’ ~~business~~and ~~could~~any ~~fail.~~funds that we spend on exploration will probably be lost.

Despite exploration work on our mineral properties, we have not established that any of them contain any mineral reserve, nor can there be any assurance that we will be able to do so. If we do not, our business could fail.8

AEven ~~mineral~~if ~~reserve~~we isdo ~~defined~~eventually bydiscover ~~the~~a ~~Securities~~mineral ~~and~~reserve ~~Exchange Commission~~on inone ~~its~~or more ~~Industry~~of ~~Guide~~our 7properties, ~~(which~~there can be ~~viewed~~no ~~over~~assurance ~~the Internet at http://www.sec.gov/divisions/corpfin/forms/industry.htm#secguide7) as~~ that ~~part~~we ofwill ~~a mineral deposit which could~~ be ~~economically~~able ~~and legally extracted~~to ordevelop ~~produced~~our atproperties ~~the~~into ~~time~~producing ofmines ~~the~~and ~~reserve~~extract ~~determination~~those reserves. ~~The probability of an~~Both ~~individual~~mineral ~~prospect~~exploration ~~ever having a “reserve” that meets the requirements of the Securities~~ and ~~Exchange Commission’s Industry Guide 7 is extremely remote; in all probability our~~ mineral ~~resource~~developments ~~property~~involve ~~does~~a ~~not~~high ~~contain~~degree ~~any~~of ~~‘reserve’~~risk and ~~any~~few ~~funds~~properties ~~that~~which weare ~~spend~~explored onare ~~exploration~~ultimately ~~will~~developed ~~probably~~into beproducing ~~lost~~mines.

~~Even~~The ifcommercial weviability doof ~~eventually~~an ~~discover~~established a mineral ~~reserve~~deposit will depend on ~~one~~a ~~or more~~number of ~~our~~factors ~~properties~~including, ~~there~~by ~~can~~way beof noexample, ~~assurance~~the ~~that~~size, wegrade ~~will~~and other beattributes ~~able~~of the mineral deposit, the proximity of the resource to ~~develop~~infrastructure ~~our~~such ~~properties~~as ~~into~~a ~~producing~~smelter, ~~mines~~roads and ~~extract~~a ~~those~~point ~~resources.~~for ~~Both~~shipping, government ~~mineral~~regulation ~~exploration~~ and ~~development~~market ~~involve~~prices. aMost ~~high~~of ~~degree~~these offactors ~~risk~~will ~~and~~be ~~few~~beyond our control, ~~properties~~and ~~which~~any ~~are~~of ~~explored~~them ~~are~~could ~~ultimately~~increase ~~developed~~costs ~~into~~and ~~producing~~make ~~mines.~~extraction of any identified mineral reserves unprofitable.

8Mineral operations are subject to applicable law and government regulation. Even if we discover a mineral reserve in a commercially exploitable quantity, these laws and regulations could restrict or prohibit the exploitation of that mineral reserve. If we cannot exploit any mineral reserve that we might discover on our properties, our business may fail.

~~The~~We ~~commercial~~believe ~~viability~~that ofwe anare ~~established~~in ~~mineral~~compliance ~~deposit~~with ~~will depend~~all onmaterial alaws ~~number~~and regulations ofthat ~~factors~~currently ~~including,~~apply byto ~~way~~our ofactivities ~~example,~~but ~~the~~there ~~size,~~can ~~grade~~be ~~and~~no assurance ~~other~~that ~~attributes~~we ofcan ~~the~~continue ~~mineral~~to ~~deposit,~~remain ~~the~~in ~~proximity~~compliance. ofCurrent ~~the~~laws ~~resource~~and toregulations could ~~infrastructure~~be ~~such~~amended asand awe ~~smelter,~~might ~~roads~~not ~~and~~be aable ~~point~~to ~~for~~comply ~~shipping~~with them, ~~government regulation~~as ~~and~~amended. ~~market~~Further, there ~~prices.~~can ~~Most~~be ofno ~~these~~assurance ~~factors~~that we will be ~~beyond~~able to obtain or maintain all permits necessary for our ~~control~~future operations, ~~and~~ ~~any~~or ofthat we will be able to obtain them ~~could~~on reasonable ~~increase~~terms. ~~costs~~To the extent such approvals are required and ~~make~~are ~~extraction~~not obtained, ofwe ~~any~~may ~~identified~~be delayed or prohibited from proceeding with planned ~~mineral~~exploration ~~resource~~or ~~unprofitable~~development of our mineral properties.

~~Mineral~~Our ~~operations~~business activities are ~~subject~~conducted ~~to applicable law and government regulation. Even if we discover a mineral resource~~ in ~~a commercially exploitable quantity, these laws and regulations could restrict or prohibit the exploitation of that mineral resource~~Tanzania. ~~If we cannot exploit any mineral resource that we might discover on our properties, our business may fail.~~

~~Both~~Our mineral exploration ~~and~~activities ~~extraction~~in ~~require~~Tanzania ~~permits~~may ~~from~~be affected ~~various~~in ~~foreign,~~varying ~~federal,~~degrees ~~state,~~by ~~provincial~~political stability and ~~local~~government ~~governmental~~regulations ~~authorities~~relating to ~~and~~the ~~are~~mining ~~governed~~industry byand ~~laws~~to ~~and~~foreign ~~regulations,~~investment ~~including~~in ~~those~~that ~~with~~country. ~~respect~~The togovernment of ~~prospecting,~~Tanzania ~~mine~~may ~~development,~~institute ~~mineral~~regulatory ~~production,~~policies ~~transport,~~that ~~export,~~adversely ~~taxation,~~affect the exploration ~~labour~~and ~~standards,~~development ~~occupational~~of ~~health,~~properties. ~~waste~~Any ~~disposal,~~changes ~~toxic~~in ~~substances,~~regulations ~~land use,~~or ~~environmental~~shifts ~~protection,~~in ~~mine~~political conditions ~~safety~~in ~~and~~this ~~other~~country ~~matters.~~are ~~There~~beyond ~~can~~our becontrol ~~no assurance~~and ~~that~~may weadversely ~~will~~affect beour business. ~~able~~Investors toshould ~~obtain~~assess orthe ~~maintain~~political ~~any~~and ofregulatory ~~the~~risks ~~permits~~related ~~required~~to ~~for~~our ~~the~~foreign ~~continued~~country ~~exploration~~investments. ofOur ~~our~~operations ~~mineral~~may ~~properties~~be oraffected ~~for~~in ~~the construction~~varying ~~and~~degrees ~~operation~~by ofgovernment aregulations ~~mine~~with respect to restrictions on ~~our~~production, price ~~properties~~controls, atexport ~~economically~~controls, ~~viable~~foreign ~~costs.~~exchange Ifcontrols, weincome taxes, ~~cannot~~expropriation ~~accomplish~~of ~~these objectives~~property, ~~our~~environmental ~~business~~legislation ~~could~~and ~~fail~~mine safety.

We ~~believe~~may that we are in compliance with all material laws and regulations that currently apply to our activities but there can be no assurance that we can continue to remain in compliance. Current laws and regulations could be amended and we might not behave ~~able~~clear totitle ~~comply with them, as amended. Further, there can be no assurance that we will be able~~ to ~~obtain or maintain all permits necessary for~~ our future operations, or that we will be able to obtain them on reasonable terms. To the extent such approvals are required and are not obtained, we may be delayed or prohibited from proceeding with planned exploration or development of our mineral properties.

~~Our~~Acquisition ~~business~~of ~~activities~~title to mineral properties is a very detailed and time-consuming process, and titles to our properties may be affected by prior unregistered agreements or transfers, or undetected defects. Several of our prospecting licenses are ~~conducted~~currently insubject to renewal by the Ministry of Energy and Minerals of Tanzania. As a result, there is a risk that we may not have clear title to all our mineral property interests, or they may be subject to challenge or impugned in the future.

~~Our~~If ~~mineral~~we ~~exploration~~establish ~~activities in Tanzania may be affected in varying degrees by political stability and government regulations relating to~~ the ~~mining~~existence ~~industry~~of ~~and~~a ~~foreign~~mineral ~~investment~~reserve inon ~~that~~any ~~country. The government~~ of ~~Tanzania~~our ~~may~~properties ~~institute~~in ~~regulatory~~a ~~policies~~commercially ~~that~~exploitable ~~adversely~~quantity, ~~affect~~we ~~the~~will ~~exploration~~require ~~and~~additional ~~development~~capital ~~of properties. Any changes~~ in ~~regulations~~order orto ~~shifts~~develop ~~in political conditions in this country are beyond our control and may adversely affect our business. Investors should assess~~ the ~~political~~property ~~and~~into ~~regulatory~~a ~~risks~~producing ~~related to our foreign country investments~~mine. ~~Our~~If ~~operations may be affected in varying~~we ~~degrees~~cannot byraise ~~government~~this ~~regulations~~additional ~~with respect to restrictions on production~~capital, ~~price~~ ~~controls,~~we ~~export~~will ~~controls,~~not ~~foreign~~be ~~exchange~~able ~~controls,~~to ~~income~~exploit ~~taxes,~~the ~~expropriation of property~~resource, ~~environmental~~and ~~legislation~~our ~~and~~business ~~mine~~could ~~safety~~fail.

WeIf we do discover mineral reserves in commercially exploitable quantities on any of our properties, we will be required to expend substantial sums of money to establish the extent of the resource, develop processes to extract it and develop extraction and processing facilities and infrastructure. Although we may ~~not~~derive ~~have~~substantial ~~clear~~benefits ~~title~~from the discovery of a major deposit, there can be no assurance that such a reserve will be large enough to justify commercial operations, nor can there be any assurance that we will be able to raise the funds required for development on a timely basis. If we cannot raise the necessary capital or complete the necessary facilities and infrastructure, our ~~properties~~business may fail.

~~Acquisition~~Mineral ofexploration ~~title~~and todevelopment ~~mineral properties~~ is asubject ~~very detailed and time-consuming process, and titles~~ to ~~our properties may be affected by~~ ~~prior~~extraordinary ~~unregistered~~operating ~~agreements or transfers, or undetected defects~~risks. ~~Several~~We ~~of our~~do ~~prospecting~~not ~~licenses are~~ currently ~~subject~~insure toagainst ~~renewal~~these byrisks. In the ~~Ministry~~event of ~~Energy~~ ~~and~~a ~~Minerals~~cave-in ofor ~~Tanzania.~~similar ~~As a result~~occurrence, ~~there~~our isliability ~~a risk that we~~ may ~~not have~~exceed ~~clear title to all~~ our ~~mineral property interests~~ resources, orwhich ~~they~~would ~~may be subject to challenge or impugned in the future. We~~ have ~~exploration~~an ~~licenses.~~adverse Weimpact ~~do not have a license to mine any minerals or reserves whatsoever commercially at this time~~ on ~~any part of~~ our ~~properties~~company. ~~Once exploration has advanced to a point where mining on one or more of our properties is feasible, we plan to apply for one or more mining licenses.~~

If we establish the existence of a mineral resource on any of our properties in a commercially exploitable quantity, we will require additional capital in order to develop the property into a producing mine. If we cannot raise this additional capital, we will not be able to exploit the resource, and our business could fail. 9

IfMineral weexploration, dodevelopment ~~discover~~and ~~mineral~~production ~~resources~~involves inmany risks, ~~commercially~~which ~~exploitable quantities~~even ona ~~any~~combination of ~~our properties~~experience, weknowledge ~~will~~and careful evaluation may not be ~~required~~able to ~~expend~~overcome. ~~substantial sums~~Our ofoperations ~~money~~will be subject to ~~establish~~all the ~~extent~~hazards and ofrisks inherent in the ~~resource~~exploration for mineral reserves and, ~~develop~~if ~~processes~~we todiscover a ~~extract~~mineral itreserve ~~and~~in ~~develop~~commercially ~~extraction~~exploitable ~~and~~quantity, ~~processing~~our ~~facilities~~operations ~~and~~could ~~infrastructure.~~be ~~Although~~subject weto ~~may~~all ~~derive~~of ~~substantial~~the ~~benefits~~hazards ~~from~~and risks inherent in the ~~discovery~~development and production of aminerals, ~~major deposit~~including liability for pollution, ~~there~~cave-ins ~~can~~or besimilar hazards noagainst ~~assurance~~which ~~that~~we ~~such~~cannot ainsure ~~resource~~or ~~will~~against bewhich ~~large~~we ~~enough~~may elect not to ~~justify~~insure. ~~commercial~~Any ~~operations,~~such ~~nor~~event ~~can~~could ~~there~~result bein ~~any~~work ~~assurance~~stoppages ~~that~~and wedamage ~~will~~to beproperty, ~~able~~including damage to ~~raise~~ the ~~funds~~environment. ~~required~~We ~~for~~do ~~development~~not oncurrently amaintain ~~timely~~any ~~basis.~~insurance coverage Ifagainst these operating hazards nor do we ~~cannot~~expect to get such insurance ~~raise~~for the ~~necessary~~foreseeable ~~capital~~future. orIf ~~complete~~a hazard were to occur, the ~~necessary~~costs ~~facilities~~of rectifying the hazard may exceed our asset value and cause us to liquidate all of our ~~infrastructure~~assets, ~~our~~resulting ~~business~~in ~~may~~the ~~fail.~~loss of your entire investment in our company.

Mineral ~~exploration~~prices ~~and~~are ~~development is~~ subject to ~~extraordinary~~ ~~operating~~dramatic ~~risks.~~and ~~We do not currently insure against these risks.~~unpredictable ~~In the event of a cave-in or similar occurrence, our liability may exceed our resources, which would have an adverse impact on our company~~fluctuations.

~~Mineral~~We ~~exploration,~~expect ~~development~~to ~~and~~derive ~~production~~revenues, ~~involves~~if ~~many risks~~any, ~~which~~either ~~even~~from athe ~~combination~~sale of ~~experience, knowledge and careful evaluation~~ ~~may~~our ~~not~~mineral beresource ~~able~~properties toor ~~overcome.~~from ~~Our~~the ~~operations~~extraction ~~will~~and besale ~~subject~~of toprecious ~~all the hazards~~ and base ~~risks~~metals ~~inherent~~such inas ~~the~~gold, ~~exploration~~silver ~~for~~and ~~mineral~~copper. ~~resources~~The ~~and,~~price ifof wethose ~~discover~~commodities has afluctuated ~~mineral~~widely ~~resource~~ in ~~commercially~~recent ~~exploitable quantity~~years, ~~our~~and ~~operations~~is ~~could~~affected ~~be subject~~by tonumerous ~~all~~factors ofbeyond our ~~the~~control, ~~hazards~~including ~~and~~international, ~~risks~~economic ~~inherent~~and inpolitical ~~the development and~~trends, ~~production~~expectations of ~~resources~~inflation, ~~including~~currency ~~liability~~exchange ~~for pollution~~fluctuations, ~~cave-ins~~interest ~~or similar~~rates, ~~hazards~~global ~~against which we cannot insure~~ or ~~against~~regional ~~which~~consumptive wepatterns, ~~may~~speculative ~~elect~~activities ~~not~~and toincreased ~~insure.~~production ~~Any~~due ~~such~~to ~~event~~new ~~could~~extraction ~~result~~developments ~~in work stoppages~~ and ~~damage~~improved toextraction ~~property,~~and ~~including~~production ~~damage to the environment~~methods. WeThe doeffect ~~not~~of ~~currently maintain any insurance coverage against~~ these ~~operating~~factors ~~hazards~~on ~~nor~~the doprice weof ~~expect~~base toand precious ~~get~~metals, ~~such~~and ~~insurance for~~therefore the ~~foreseeable~~economic ~~future.~~viability Ifof aany ~~hazard were to occur, the costs~~ of ~~rectifying the hazard may exceed~~ our ~~asset~~exploration properties ~~value~~ and ~~cause us to liquidate all of our assets~~projects, ~~resulting~~cannot inaccurately ~~the~~be ~~loss of your entire investment in our company~~predicted.

9The mining industry is highly competitive and there is no assurance that we will continue to be successful in acquiring mineral claims. If we cannot continue to acquire properties to explore for mineral resources, we may be required to reduce or cease operations.

~~Mineral~~The ~~prices~~mineral ~~are~~exploration, ~~subject~~development, and production industry is largely un-integrated. We compete with other exploration companies looking for mineral resource properties. While we compete with other exploration companies in the effort to ~~dramatic~~locate and ~~unpredictable~~acquire mineral resource properties, we ~~fluctuations~~will not compete with them for the removal or sales of mineral products from our properties if we should eventually discover the presence of them in quantities sufficient to make production economically feasible. Readily available markets exist worldwide for the sale of mineral products. Therefore, we will likely be able to sell any mineral products that we identify and produce.

WeIn ~~expect~~identifying toand ~~derive~~acquiring ~~revenues, if any, either from the sale of our~~ mineral resource properties, orwe compete ~~from~~with ~~the~~many ~~extraction~~companies ~~and~~possessing ~~sale~~greater offinancial ~~precious~~resources and ~~base~~ ~~metals such as gold, silver and copper~~technical facilities. ~~The~~This ~~price~~competition ofcould ~~those~~adversely ~~commodities~~affect ~~has fluctuated widely in recent years, and is affected by numerous factors beyond~~ our ~~control,~~ability ~~including~~to ~~international, economic and political trends,~~acquire ~~expectations~~suitable ofprospects ~~inflation,~~for ~~currency~~exploration ~~exchange~~in ~~fluctuations,~~the ~~interest~~future. ~~rates~~Accordingly, ~~global~~ orthere ~~regional~~can ~~consumptive~~be ~~patterns, speculative activities and increased~~no ~~production~~assurance ~~due~~that towe ~~new~~will ~~extraction~~acquire ~~developments~~any ~~and~~interest ~~improved~~in ~~extraction~~additional ~~and production~~mineral ~~methods. The effect of these factors on the price of base and~~properties ~~precious~~that ~~metals,~~might ~~and~~yield ~~therefore~~reserves ~~the~~or ~~economic~~result ~~viability~~in ofcommercial ~~any~~mining ~~of our exploration properties and projects, cannot accurately be predicted~~operations.

~~The~~If ~~mining~~our ~~industry~~costs isof ~~highly~~exploration ~~competitive~~are ~~and~~greater ~~there~~than ~~is no~~anticipated, ~~assurance~~then ~~that~~ we ~~will~~may ~~continue~~not be able to becomplete ~~successful~~the inexploration ~~acquiring~~program ~~mineral~~for ~~claims.~~our IfTanzanian weproperties ~~cannot~~without ~~continue~~additional tofinancing, ~~acquire~~of ~~properties~~which tothere ~~explore~~is ~~for~~no ~~mineral~~assurance ~~resources,~~that we ~~may~~would be ~~required~~able to ~~reduce or cease operations~~obtain.

~~The~~We ~~mineral~~are ~~exploration,~~proceeding ~~development,~~with ~~and~~the ~~production~~initial ~~industry is~~stages ~~largely~~of ~~un-integrated~~exploration on our Tanzanian properties. We ~~compete~~are ~~with~~carrying ~~other~~out an exploration ~~companies~~program ~~looking~~that has been ~~for~~recommended ~~mineral~~by ~~resource~~a ~~properties~~consulting geologist. ~~While~~This weexploration ~~compete~~program ~~with~~outlines ~~other exploration~~a ~~companies~~budget infor completion of the ~~effort~~recommended toexploration ~~locate~~program. ~~and~~However, ~~acquire~~there ~~mineral~~is no ~~resource~~assurance ~~properties,~~that we our actual costs will not ~~compete~~exceed ~~with~~the ~~them~~budgeted ~~for~~costs. ~~the~~Factors that ~~removal~~could orcause ~~sales~~actual ofcosts ~~mineral~~to ~~products~~exceed ~~from~~budgeted ~~our~~costs include increased prices ~~properties~~due ifto wecompetition ~~should~~for ~~eventually~~personnel ~~discover~~and supplies during the ~~presence~~exploration ofseason, unanticipated ~~them~~problems in ~~quantities~~completing the exploration program and delays ~~sufficient~~experienced toin ~~make~~completing ~~production~~the ~~economically~~exploration ~~feasible~~program. ~~Readily~~Increases ~~available~~in ~~markets~~exploration ~~exist~~costs ~~worldwide~~could ~~for~~result ~~the~~in ~~sale~~our ofnot ~~mineral~~being ~~products.~~able ~~Therefore,~~to wecarry ~~will~~out ~~likely~~our beexploration program ~~able~~without toadditional ~~sell~~financing. ~~any~~There ~~mineral~~is ~~products~~no assurance that we ~~identify~~would ~~and~~be ~~produce~~able to obtain additional financing in this event.

InBecause ~~identifying~~of ~~and~~the ~~acquiring~~speculative ~~mineral~~nature ~~resource~~of ~~properties, we compete with many companies possessing greater financial resources and technical facilities. This competition could adversely affect our ability to acquire suitable prospects for~~ exploration inof ~~the future. Accordingly~~mining properties, there ~~can~~is besubstantial ~~no assurance~~risk that weno ~~will~~commercially ~~acquire~~exploitable ~~any interest in additional mineral resource~~minerals ~~properties~~will ~~that~~be ~~might~~found ~~yield~~and ~~reserves~~our orbusiness ~~result~~will ~~in commercial mining operations~~fail.

IfWe ~~our~~are ~~costs~~in the initial stage of exploration ~~are~~of ~~greater~~our ~~than anticipated,~~mineral ~~then~~property, weand ~~may~~thus ~~not~~have beno ~~able~~way to ~~complete~~evaluate the ~~exploration~~likelihood ~~program~~that ~~for~~we ~~our~~will ~~Tanzanian~~be ~~properties~~successful ~~without~~in ~~additional~~establishing ~~financing,~~commercially ofexploitable ~~which~~reserves ~~there~~of isgold, nosilver ~~assurance~~or other ~~that~~valuable ~~we would~~minerals beon ~~able~~our toTanzanian ~~obtain~~properties.

We are proceeding with the initial stages of exploration on our Tanzanian properties. We are carrying out an exploration program that has been recommended by a consulting geologist. This exploration program outlines a budget for completion of the recommended exploration program. However, there is no assurance that our actual costs will not exceed the budgeted costs. Factors that could cause actual costs to exceed budgeted costs include increased prices due to competition for personnel and supplies during the exploration season, unanticipated problems in completing the exploration program and delays experienced in completing the exploration program. Increases in exploration costs could result in our not being able to carry out our exploration program without additional financing. There is no assurance that we would be able to obtain additional financing in this event. 10

~~Because~~The search for valuable minerals as a business is extremely risky. We may not find commercially exploitable reserves of ~~the~~gold, silver or other valuable minerals in our mineral property. Exploration for minerals is a speculative ~~nature~~venture ofnecessarily involving substantial risk. The expenditures to be made by us on our exploration program may not result in the discovery of commercial ~~mining~~quantities of ore. The likelihood of success must be considered in ~~properties~~light of the problems, ~~there~~expenses, isdifficulties, ~~substantial~~complications ~~risk~~and delays encountered in connection with the exploration of the mineral properties that nowe plan ~~commercially~~to ~~exploitable~~undertake. ~~minerals~~Problems such as unusual or unexpected formations and other ~~will~~conditions beare ~~found~~involved in mineral exploration and ~~our~~often ~~business~~result ~~will~~in ~~fail~~unsuccessful exploration efforts. In such a case, we would be unable to complete our business plan.

WeCost ~~are~~estimates inand ~~the~~timing ~~initial stage~~ of ~~exploration of~~ our ~~mineral property,~~Kinyambwiga ~~and~~small ~~thus have no way to evaluate the likelihood that we will be~~scale ~~successful~~mining inproject ~~establishing~~and ~~commercially~~new ~~exploitable~~projects ~~reserves~~is ~~of gold~~uncertain, ~~silver~~which ~~or other~~may ~~valuable~~adversely ~~minerals~~affect on our expected ~~Tanzanian~~production ~~properties~~and profitability.

The ~~search~~capital ~~for~~expenditures ~~valuable~~and ~~minerals~~time asrequired ato ~~business~~develop ~~is extremely~~and ~~risky.~~explore ~~We may not find commercially exploitable reserves of gold, silver or other valuable minerals in~~ our ~~mineral~~properties ~~property.~~are ~~Exploration~~considerable ~~for~~and ~~minerals~~changes ~~is a speculative venture necessarily involving substantial risk. The expenditures to be made by us on our exploration program may not result~~ in ~~the~~costs, ~~discovery of~~construction ~~commercial~~schedules ~~quantities~~or ofboth, ~~ore.~~can ~~The~~adversely ~~likelihood~~affect ofproject ~~success~~economics ~~must~~and ~~be considered in~~expected ~~light~~production ~~of the problems, expenses, difficulties, complications~~ and ~~delays encountered~~profitability. inThere ~~connection~~are ~~with~~a ~~the~~number ~~exploration~~ of ~~the~~factors ~~mineral properties~~ that ~~we plan~~can ~~to undertake. Problems such as unusual or unexpected formations and other~~affect ~~conditions~~costs ~~are involved in mineral exploration~~ and ~~often~~construction ~~result~~schedules, ~~in unsuccessful exploration efforts. In such a case~~including, weamong ~~would~~others: ~~be unable to complete our business plan.~~

~~Because~~• ~~our~~changes ~~executive~~in ~~officers~~input ~~have~~commodity ~~limited~~prices ~~experience~~and ~~in mineral~~labor ~~exploration~~costs; • availability and doterms ~~not~~of ~~have~~financing; ~~formal~~• ~~training~~availability ~~specific~~of labor, energy, transportation, equipment, and infrastructure; • fluctuations in currency exchange rates; • changes in anticipated tonnage, grade and metallurgical characteristics of the ore to be mined and processed; • recovery rates of gold and other metals from the ~~technicalities~~ ore; • difficulty of ~~mineral~~estimating ~~exploration,~~construction ~~there~~costs isover a ~~higher~~period ~~risk~~of ~~that~~years; ~~our~~• ~~business will~~weather ~~fail.~~and severe climate impacts; and • potential delays related to social and community issues.

10Mineralized targets and other mineralized material calculations are estimates only, and are subject to uncertainty due to factors including metal prices, inherent variability of the ore and recoverability of metal in the mining process. The calculation of mineral mineralized targets, other mineralized material and grading are estimates and depend upon geological interpretation and statistical inferences or assumptions drawn from drilling and sampling analysis, which may prove to be unpredictable.

~~Our~~There ~~executive~~is ~~officers~~a ~~have~~degree ~~limited~~of ~~experience~~uncertainty inattributable ~~mineral exploration~~to ~~and do not have formal training as geologists or in~~ the ~~technical~~ ~~aspects~~calculation of ~~management~~mineralized oftargets aand ~~mineral~~corresponding ~~resource exploration company~~grades. AsUntil ~~a result of~~mineralized ~~this~~targets ~~inexperience,~~and ~~there~~other ismineralized amaterials ~~higher~~are ~~risk~~actually ofmined ~~our~~and ~~being~~processed, ~~unable~~the quantity toof ~~complete~~ore ~~our business~~and ~~plan~~grades ~~for~~must ~~the~~be ~~exploration~~considered ofas ~~our~~an ~~mineral~~estimate ~~property~~only. ~~With~~In ~~no direct~~addition, ~~training~~the orquantity ~~experience~~of inmineralized ~~these~~targets ~~areas,~~and ~~our~~other ~~management~~mineralized ~~may~~materials ~~not~~and beore ~~fully aware of~~may ~~many~~vary ofdepending ~~the~~on ~~specific~~metal ~~requirements~~prices, ~~related~~which tolargely ~~working~~determine ~~within~~whether ~~this industry. Our~~mineralized ~~decisions~~targets and ~~choices~~other ~~may~~mineralized ~~not~~materials ~~take~~are ~~into~~classified ~~account~~as ~~standard~~ore ~~engineering~~(economic orto mine) ~~managerial~~or ~~approaches~~waste ~~mineral~~(uneconomic ~~resource~~to ~~exploration companies commonly use~~mine). ~~Consequently,~~ ~~the~~A ~~lack~~decline ~~of training and experience of our management~~ in ~~this industry~~metal ~~could~~prices ~~result~~may ~~in management making decisions that could~~ result in a ~~reduced~~previously ~~likelihood~~reported ofmineralized ~~our~~targets ~~being~~(ore) ~~able~~becoming uneconomic to ~~locate commercially exploitable reserves~~mine on(waste). ~~our~~Any ~~mineral~~material ~~property~~change ~~with~~in the ~~result~~quantity ~~that~~of wemineralized ~~would~~targets, ~~not be able to achieve~~other ~~revenues~~mineralized ormaterials, ~~raise further financing to continue exploration activities. In addition~~mineralization, wegrade ~~will~~or ~~have~~stripping toratio ~~rely~~may onaffect the economic ~~technical~~viability ~~services~~ of ~~others with expertise in geological exploration in order for us to carry out~~ our ~~planned exploration program~~properties. IfIn addition, we ~~are~~can ~~unable~~provide tono ~~contract for the services of such~~assurance ~~individuals,~~that itgold ~~will~~recoveries ~~make~~or itother ~~difficult~~metal ~~and~~recoveries ~~maybe~~experienced ~~impossible~~in tosmall- ~~pursue our~~scale ~~business~~laboratory ~~plan.~~tests ~~There~~will isbe ~~thus~~duplicated ain ~~higher~~larger ~~risk~~scale ~~that~~tests ~~our~~under ~~operations, earnings and~~on-site ~~ultimate~~conditions ~~financial~~or ~~success~~during ~~could suffer irreparable harm and our business will likely fail~~production.

~~Risks~~We ~~Relating~~may tonot ~~Our~~achieve ~~Common~~our ~~Stock~~production and/or sales estimates and our costs may be higher than our estimates, thereby reducing our cash flows and negatively impacting our results of operations.

IfWe prepare estimates of future production, sales, and costs for our operations. We develop our estimates based on, among other things, mining experience, mineralized targets and other mineralized material estimates, assumptions regarding ground conditions and physical characteristics of ores (such as hardness and presence or absence of certain metallurgical characteristics) and estimated rates and costs of mining and processing. All of our estimates are subject to numerous uncertainties, many of which are beyond our control. Our actual production and/or sales may be lower than our estimates and our actual costs may be higher than our estimates, which could negatively impact our cash flows and results of operations. While we ~~issue~~believe ~~additional~~that ~~shares~~our estimates inare reasonable at the ~~future~~time they are made, itactual results will ~~result~~vary and such variations may be material. These estimates are necessarily speculative in nature, and it may be the ~~dilution~~case that one or more of the assumptions underlying such projections and estimates may not materialize. Investors in our ~~existing~~common stock ~~shareholders~~are cautioned not to place undue reliance on the projections and estimates set forth in this Form 10-K.

Our articles of incorporation authorize the issuance of up to 250,000,000 shares of common stock with a par value of $0.00001 per share. Our board of directors may choose to issue some or all of such shares to acquire one or more businesses or to provide additional financing in the future. The issuance of any such shares will reduce the book value and market price of the outstanding shares of our common stock. If we issue any such additional shares, such issuance will reduce the proportionate ownership and voting power of all current shareholders. Further, such issuance may result in a change of control of our corporation.11

~~Our~~Because ~~common~~our ~~stock~~executive isofficers ~~illiquid~~have limited experience in mineral exploration and ~~shareholders~~do ~~may~~not behave ~~unable~~ formal training specific to ~~sell~~the technicalities ~~their~~of ~~shares~~mineral exploration, there is a higher risk that our business will fail.

~~There~~Our isexecutive ~~currently~~officers ahave limited ~~market~~experience ~~for~~in ~~our~~mineral exploration ~~common~~and ~~stock~~do ~~and~~not ~~we can~~have ~~provide~~formal notraining ~~assurance~~as togeologists ~~investors~~or ~~that~~in the technical aspects of management of a ~~market~~mineral ~~will~~resource ~~develop~~exploration company. IfAs a ~~market~~result of this inexperience, there is a higher risk of our being unable to complete our business plan for the exploration of our ~~common~~mineral ~~stock~~property. ~~does~~With ~~not~~no ~~develop~~direct training or experience in these areas, our ~~shareholders~~management may not be ~~able~~fully toaware of ~~re-sell~~many of the ~~shares~~specific ofrequirements ~~our~~related ~~common~~to ~~stock~~working ~~that~~within ~~they~~this ~~have~~industry. ~~purchased~~Our decisions and ~~they~~choices may not take into account standard engineering or ~~lose~~managerial ~~all~~approaches ofmineral ~~their~~resource ~~investment~~exploration companies commonly use. Consequently, ~~Public~~the ~~announcements~~lack ~~regarding~~of training and experience of our ~~company,~~management in this ~~changes~~industry could result in ~~government~~management ~~regulations,~~making ~~conditions~~decisions that could result in a reduced likelihood of our ~~market~~being ~~segment~~able orto ~~changes in~~locate ~~earnings~~commercially ~~estimates~~exploitable byreserves on ~~analysts~~our ~~may~~mineral ~~cause~~property with the ~~price~~result ofthat ~~our~~we ~~common~~would ~~shares~~not be able to achieve ~~fluctuate~~revenues ~~substantially~~or raise further financing to continue exploration activities. In addition, ~~stock~~we ~~prices~~will have to rely on the technical services of others with expertise in geological exploration in order for ~~junior~~us ~~mineral~~to carry out our planned exploration ~~companies~~program. ~~fluctuate~~If ~~widely~~we are unable to contract for ~~reasons~~the ~~that~~services ~~may~~of besuch individuals, ~~unrelated~~it will make it difficult and maybe impossible to ~~their~~ ~~operating~~pursue ~~results~~our business plan. ~~These~~There ~~fluctuations~~is ~~may~~thus ~~adversely~~a ~~affect~~higher ~~the~~risk ~~trading~~that our operations, earnings and ~~price~~ultimate offinancial success could suffer irreparable harm and our ~~common~~business ~~shares~~will likely fail.

~~Penny~~Risks ~~stock~~Relating ~~rules will limit the ability of our stockholders~~ to ~~sell~~Our ~~their~~Common ~~stock.~~ Stock

~~The~~If ~~Securities~~we ~~and~~issue Exchange Commission has adopted regulations which generally define “penny stock” to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. Our securities are covered by the penny stock rules, which impose additional ~~sales~~shares practice requirements on broker-dealers who sell to persons other than established customers and “accredited investors”. The term “accredited investor” refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the ~~rules~~future, toit ~~deliver~~will aresult ~~standardized risk disclosure document~~ in ~~a form prepared by~~ the ~~Securities~~dilution ~~and Exchange Commission which provides information about penny stocks and the nature and level~~ of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customer’s account. The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer’s confirmation. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written agreement to the transaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to these penny stock rules. Consequently, these penny stock rules may affect the ability of broker-dealers to trade our ~~securities.~~ Weexisting ~~believe that the penny stock rules discourage investor interest in and limit the marketability of our common stock~~shareholders.

~~The~~Our ~~Financial~~articles ~~Industry~~of ~~Regulatory~~incorporation ~~Authority,~~authorize orthe ~~FINRA,~~issuance ~~has~~of up to ~~adopted~~250,000,000 ~~sales~~shares ~~practice~~of ~~requirements~~common ~~which~~stock with a par value of $0.00001 per share. Our board of directors may ~~also~~choose ~~limit~~to aissue ~~shareholder’s~~some ~~ability~~or all of such shares to acquire one or more businesses or to ~~buy~~provide additional financing in the future. The issuance of any such shares will reduce the book value and ~~sell~~market price of the outstanding shares of our common stock. If we issue any such additional shares, such issuance will reduce the proportionate ownership and voting power of all current shareholders. Further, such issuance may result in a change of control of our corporation.

InOur ~~addition~~common ~~to the “penny~~ stock” ~~rules described above, FINRA has adopted rules that require that in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment~~ is ~~suitable~~illiquid for that customer. Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer’s financial status, tax status, investment objectives and ~~other~~shareholders ~~information.~~may ~~Under interpretations of these rules, FINRA believes that there is a high probability that speculative low priced securities will not~~ be ~~suitable for at least some customers. FINRA~~unable ~~requirements make it more difficult for broker-dealers~~ to ~~recommend~~sell ~~that~~ their ~~customers~~ ~~buy our common stock, which may limit your ability to buy and sell our stock and have an adverse effect on the market for its~~ shares.

11There is currently a limited market for our common stock and we can provide no assurance to investors that a market will develop. If a market for our common stock does not develop, our shareholders may not be able to re-sell the shares of our common stock that they have purchased and they may lose all of their investment. Public announcements regarding our company, changes in government regulations, conditions in our market segment or changes in earnings estimates by analysts may cause the price of our common shares to fluctuate substantially. In addition, stock prices for junior mineral exploration companies fluctuate widely for reasons that may be unrelated to their operating results. These fluctuations may adversely affect the trading price of our common shares.

~~Because~~Penny ofstock ~~the~~rules ~~early~~will ~~stage~~limit ~~of development and~~ the ~~nature~~ability of ~~our~~ ~~business,~~ our ~~securities~~stockholders to ~~are~~sell ~~considered~~their ~~highly speculative~~stock.

~~Our~~The ~~securities~~Securities ~~must~~and beExchange ~~considered~~Commission ~~highly~~has ~~speculative,~~adopted regulations which generally define “penny stock” to be any equity security that has a market ~~because~~price of(as ~~the~~defined) ~~nature~~less ofthan ~~our~~$5.00 ~~business~~per ~~and~~share ~~the~~or ~~early~~an ~~stage~~exercise price of ~~our~~less ~~development~~than $5.00 ~~We are~~per ~~engaged~~share, insubject to certain exceptions. Our securities are covered by the ~~business~~penny ofstock ~~identifying~~rules, ~~acquiring,~~which ~~exploring~~impose ~~and~~additional ~~developing~~sales practice requirements on ~~commercial~~broker-dealers ~~reserves~~who ofsell ~~primarily~~to ~~gold~~persons ~~and~~other ~~potentially~~than ~~uranium~~established customers and “accredited investors”. ~~Our~~The ~~properties~~term “accredited investor” refers generally to ~~are~~institutions with assets in ~~the~~excess ~~exploration~~of ~~stage~~$5,000,000 ~~only~~or ~~and~~individuals ~~are~~with ~~without~~a ~~known~~net ~~reserves~~worth in excess of ~~gold~~$1,000,000 ~~and/~~or annual income exceeding $200,000 or $300,000 jointly ~~uranium~~with their spouse. ~~Accordingly~~The penny stock rules require a broker-dealer, weprior ~~have~~to a transaction in a penny stock not ~~generated~~otherwise ~~any~~exempt ~~revenues~~from ~~nor~~the ~~have~~rules, weto ~~realized~~deliver a ~~profit~~standardized ~~from~~risk ~~our~~disclosure ~~operations~~document toin ~~date~~a form prepared by the Securities and Exchange ~~there~~Commission iswhich ~~little~~provides ~~likelihood~~information ~~that~~about wepenny ~~will generate~~stocks ~~any~~and ~~revenues~~the ornature and ~~realize~~level ~~any~~of ~~profits~~risks in the ~~short~~penny ~~term~~stock market. ~~Any~~The broker-dealer also must ~~profitability~~provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the ~~future~~transaction ~~from~~and monthly ~~our~~account ~~business~~statements ~~will~~showing bethe ~~dependent~~market ~~upon~~value ~~locating~~of each penny stock held in the customer’s account. The bid and ~~developing~~offer ~~economic~~quotations, ~~reserves~~and ofthe ~~gold~~broker-dealer and~~/or~~ salesperson ~~uranium~~compensation information, ~~which~~must ~~itself~~be isgiven ~~subject~~to the customer orally or in writing prior to ~~numerous~~effecting ~~risk~~the ~~factors~~transaction asand ~~set~~must ~~forth~~be ~~herein~~given to the customer in writing before or with the customer’s confirmation. ~~Since~~In weaddition, ~~have~~the penny stock rules require that prior to a transaction in a penny stock not ~~generated~~otherwise ~~any~~exempt ~~revenues~~from these rules, wethe ~~will~~broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written agreement to the transaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to ~~raise~~these ~~additional~~penny ~~monies~~stock ~~through~~rules. Consequently, these penny stock rules may affect the ~~sale~~ability of broker-dealers to trade our ~~equity~~ securities. orWe ~~debt~~believe that the penny stock rules discourage investor interest in ~~order~~and tolimit ~~continue~~the marketability of our ~~business~~common ~~operations~~stock.

~~We do not intend to pay dividends on any investment in the shares of stock of our company.~~12

WeThe ~~have~~Financial ~~never~~Industry ~~paid~~Regulatory ~~any~~Authority, ~~cash~~or ~~dividends~~FINRA, ~~and currently do not~~has ~~intend~~adopted tosales ~~pay~~practice ~~any~~requirements ~~dividends~~which ~~for the foreseeable future. To the extent that we require additional funding currently not provided for in our financing plan, our funding sources~~ may ~~prohibit~~also ~~the~~limit ~~payment of~~ a ~~dividend.~~shareholder’s ~~Because we do not intend~~ability to ~~declare~~buy ~~dividends,~~and ~~any~~sell ~~gain on an investment in~~ our ~~company will need to come through an increase in the~~ stock~~’s price~~. ~~This may never happen and investors may lose all of their investment in our company.~~

~~Risks~~In ~~Related~~addition to ~~Our~~the ~~Company~~“penny stock” rules described above, FINRA has adopted rules that require that in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer. Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer’s financial status, tax status, investment objectives and other information. Under interpretations of these rules, FINRA believes that there is a high probability that speculative low priced securities will not be suitable for at least some customers. FINRA requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our stock and have an adverse effect on the market for its shares.

~~Our~~Because ~~by-laws~~of ~~contain~~the ~~provisions~~early ~~indemnifying~~stage ~~our~~of ~~officers~~development and the nature of ~~directors.~~our business, our securities are considered highly speculative.

Our ~~by-laws~~securities ~~provide~~must be considered highly speculative, generally because of the ~~indemnification~~nature of our ~~directors~~business and the early stage of our development. We ~~officers~~are toengaged in the ~~fullest~~business ~~extent~~of ~~legally~~identifying, ~~permissible~~acquiring, ~~under~~exploring ~~the~~and ~~Nevada~~developing commercial ~~corporate~~reserves of primarily gold. Our properties are in the exploration ~~law~~stage ~~against~~only ~~all~~although ~~expenses,~~we ~~liability~~have ~~and~~achieved ~~loss~~environmental ~~reasonably~~(EIA) ~~incurred~~approval orand ~~suffered~~a byMining ~~them~~License into ~~connection~~commence ~~with~~gold ~~any~~mining ~~action,~~on ~~suit~~the ormineralized ~~proceeding.~~target ~~Furthermore,~~in one of our gold projects. This project does not contain a compliant gold reserve as defined by Canadian NI43-~~laws~~101 regulations nor the Securities and Exchange Commission in its ~~provide~~Industry ~~that~~Guide ~~our~~7. ~~board~~We ofhave ~~directors~~not ~~may~~generated ~~cause~~any revenues nor have we realized a profit from our ~~company~~operations to ~~purchase~~date. ~~and maintain~~Any ~~insurance~~profitability ~~for~~in the future from our business ~~directors~~will be dependent upon locating and ~~officers~~developing economic reserves of gold, ~~and~~which itself is subject to numerous risk factors as set forth herein. Since we have ~~implemented~~not generated any revenues, we will have to raise additional ~~director~~monies ~~and~~through ~~officer~~the ~~insurance~~sale ~~coverage~~of our equity securities or debt in order to continue our business operations.

~~Because~~We ~~most~~do ofnot ~~our~~intend ~~directors~~to ~~and~~pay ~~officers~~dividends ~~are~~on ~~residents~~any ~~of other~~investment ~~countries~~in ~~other than~~ the ~~United States, investors may find it difficult to~~ ~~enforce,~~shares ~~within~~of ~~the~~stock ~~United~~of ~~States, any judgments obtained against~~ our ~~directors and officers~~company.

~~Most~~We ofhave ~~our~~never ~~directors~~paid ~~and~~any ~~officers~~cash ~~are~~dividends ~~nationals~~ and~~/or~~ currently do not ~~residents~~intend ofto ~~countries~~pay ~~other~~any ~~than~~dividends for the ~~United~~foreseeable ~~States,~~future. ~~and~~To ~~all~~the orextent athat ~~substantial~~we ~~portion~~require ofadditional ~~such~~funding ~~persons’~~currently ~~assets~~not ~~are~~provided ~~located~~for ~~outside~~in ~~the~~our ~~United~~financing ~~States.~~plan, ~~As a~~our ~~result,~~funding itsources may beprohibit ~~difficult~~the ~~for~~payment ~~investors~~of toa ~~enforce~~dividend. ~~within~~Because ~~the~~we ~~United~~do ~~States~~not intend to declare dividends, any ~~judgments~~gain ~~obtained~~on ~~against~~an investment in our ~~officers~~company orwill ~~directors,~~need ~~including~~to ~~judgments~~come ~~predicated~~through ~~upon~~an ~~the~~increase ~~civil~~in ~~liability~~the ~~provisions~~stock’s ofprice. ~~the~~This ~~securities~~may ~~laws~~never ofhappen ~~the~~and investors ~~United~~may ~~States~~lose orall ~~any~~of ~~state~~their ~~thereof~~investment in our company.

~~ITEM~~Risks ~~1B.~~Related ~~UNRESOLVED~~to ~~STAFF~~Our ~~COMMENTS.~~Company

~~Not~~Our ~~applicable~~by-laws contain provisions indemnifying our officers and directors.

~~ITEM~~Our 2by-laws provide the indemnification of our directors and officers to the fullest extent legally permissible under the Nevada corporate law against all expenses, liability and loss reasonably incurred or suffered by them in connection with any action, suit or proceeding. ~~PROPERTIES~~Furthermore, our by-laws provide that our board of directors may cause our company to purchase and maintain insurance for our directors and officers, and we have implemented director and officer insurance coverage.

~~Executive~~Because ~~Offices~~most of our directors and officers are residents of other countries other than the United States, investors may find it difficult to enforce, within the United States, any judgments obtained against our directors and officers.

AsMost of ~~the~~our ~~date~~directors and officers are nationals and/or residents of ~~this~~countries ~~report~~other than the United States, ~~our~~and ~~executive~~all ~~offices~~or ~~are~~a substantial portion of such persons’ assets are located atoutside ~~Suite~~the ~~810~~United States. As a result, ~~675~~it ~~West~~may ~~Hastings~~be ~~Street,~~difficult ~~Vancouver,~~for ~~British~~investors ~~Columbia~~to ~~V6B~~enforce within the United States ~~1N2~~any judgments obtained against our officers or directors, ~~Canada~~including judgments predicated upon the civil liability provisions of the securities laws of the United States or any state thereof.

~~Mineral Properties~~ 13

~~Acquisition~~ITEM of1B. ~~Primary~~UNRESOLVED ~~Mining~~STAFF ~~Licenses in Singida, Tanzania~~ COMMENTS.

OnNot May 15, 2009, the Company signed a Mineral Financing Agreement with one director of the Company authorizing him, on behalf of the Company, to acquire Primary Mining Licenses (“PMLs”) in the Singida areaapplicable. As of February 7, 2011, this director has entered into Mineral Properties Sales and Purchase agreements and addendums with various PML owners to acquire PMLs in the Singida area. As of March 31, 2013, the Company has a 100 percent ownership of 23 PMLs and 20 PMLs with net smelter production royalty payments.

12ITEM 2. PROPERTIES.

InExecutive ~~May~~Offices 2011, the Company entered into joint venture agreement and service agreement with Otterburn. The Company received option payment of $300,770 in cash and 1,100,000 common shares of Otterburn which were sold to unrelated parties at a price of CAD$0.10 per share. The Company received exploration cost reimbursements from Otterburn of $1,137,226. In July, 2011, Otterburn terminated the agreements.

As of ~~March 31, 2013, under~~ the ~~terms~~date of ~~the~~this ~~mineral~~report, ~~properties sales~~our ~~and~~executive ~~purchase~~offices ~~agreements~~are located ~~the~~at ~~Company~~Suite ~~has~~810, ~~completed~~675 ~~option~~West ~~payments~~Hastings ~~in the amount of $2~~Street,~~058,322.~~ ~~On February 8~~Vancouver, ~~2013,~~British ~~the~~Columbia ~~Company issued a notice of the~~V6B ~~final~~1N2, ~~buyout payment of 20 PMLs to the Singida PMLs owners~~Canada. ~~The payment will be made in a form of a 2% Net Smelter Production royalty. The Company also agreed to increase the royalty by 1% to 3% if commercial production is delayed beyond March 2015.~~

~~Acquisition~~Mineral ofProperties ~~Primary Mining Licenses in Uyowa, Tanzania~~

OnMineral ~~July~~Properties 19, 2011, Guardian Investment Ltd, a related party, on behalf of the Company, entered into a mineral properties option agreement to acquire four primary mining licenses within the northern most prospecting license of the seven comprising the Uyowa Gold project. The total consideration is of $490,000, of which $40,000 was paid in 2012 and $50,000 paid in fiscal year 2013.

Licenses

The following ~~two~~table ~~tables~~is ~~are~~a complete ~~lists~~list of ~~each~~ gold mining and ~~uranium~~ prospecting ~~license~~licenses that we own by project name, license number, the area of location, district of its location and the size in square kilometers. We own no prospecting property other than the following licenses listed on ~~these two~~the ~~charts~~chart. There are no known reserves on these properties and any proposed programs by us are exploratory in nature.

Table 1: Gold Projects and License List

Project	License No	Area	District	Size (SqKm)	Ownership
MUSOMA BUNDA
MUSOMABUNDA	PL 4653/2007ML520/2014	Kinyambwi gaKinyambwi ga	MusomaMusoma	9.125.12	OwnedOwned
Murangi	PL 4511/2007	Masinono	Musoma	25.82	Owned
				14.24
Suguti	PL 3966/2006	Suguti	Musoma	20.00	Owned
SINGIDA	23 PMLs20 PMLs	Singida - LondoniSingida - Londoni	SingidaSingida	1.621.94	OwnedOptioned
Kinyambwiga	PL 4653/2007	Kinyambwiga	Musoma	13.47	Owned
				3.53
Kinyambwiga -24 PMLs		Kinyambwiga	Musoma	(2)	Owned
BUHEMBA	PL7142/2011	Buhemba	Kiabakari	14.94	Owned
				59.29
				14.94
SINGIDA
HANDENI	PL7148/2011	Manga	Handeni	12.03	Relinquishedin April 2015
23 PMLs		Singida - Londoni	Singida	(3.27)	Owned
				12.03
20 PMLs		Singida - Londoni	Singida	(1.91)	Optioned
1 Mining License (ML) – Total SqKm				5.12
BUHEMBA
3 Prospecting Licenses(PLs)-Total SqKm				36.09
	PL7142/2011	Buhemba	Kiabakari	14.94	Owned
43 Primary Mining Licenses (PMLs)- Total SqKm				3.53
	HQ-P23869	Buhemba	Majimoto	19.19	In Process
				34.13
UYOWA
	PL 4531/2007	Uyowa	Urambo	47.33	Owned
Will expire on May 2013	PL7245/2011	Uyowa	Urambo	199.04	Owned
		Kisimani River and
	PL 4749/2007		Urambo	17.03	Owned
		Iseramigas
	PL 5153/2008	Uyowa	Uyowa	65.07	Owned
	4 PMLs	Uyowa	Uyowa	(0.34)	Optioned
				328.47

1314

HANDENI
	PL7148/2011	Manga	Handeni	12.03	Owned
				12.03
KAHAMA
	PL6437/2011	Kahama South	Kahama	183.05	Owned
				183.05
NORTH MARA
Tarime	PL 4882/2007	Tarime	Nyagisa/Tarime	30.79	Owned
Tarime	PL 4873/2007	Tarime	Tarime	19.91	Owned
Tarime	PL 4225/2007	Kiagata	Musoma	21.17	Owned
Kubaisi Kiserya	PL 4833/2007	Kiterere Hills	Tarime & Serengeti	19.91	Owned
				274.83
15 Prospecting Licenses (PLs) - Total SqKm				708.75
71 Primary Mining Licenses (PMLs)- Total SqKm				7.52

Prospective Projects and Properties

~~Table~~The 2following map is a gold project location map (Map 1).~~Uranium~~ For a detailed listing see Licenses – Gold Projects and License List (Table 1).

Project	License No	Area	District	Size (SqKm)	Ownership
MBINGA
	PL6509/2010	Litembo	Mbinga	199.97	Owned
				199.97
KIWIRA
	PL4651/2007	Makete	Makete & Kyela	86.11	Owned
	PL4514/2007	Kyela	Kyela	69.44	Owned
				155.55
NJOMBE
	PL6526/2010	Njombe	Makete	199.13	Owned
				199.13
LAKE RUKWA
	PL6519/2010	Chunya	Mbeya	199.02	Owned
				199.02
5 Prospecting Licenses - Total (Sqkm)				753.67

Map 1: Gold Project Location Map, March 2014

14Prospective Gold Projects

~~Uranium~~The ~~Projects~~following is a brief overview of our portfolio of prospective mineral properties, the exploration developments on them where applicable and ~~License~~some ~~List~~of the details of the historical option agreements for them. During the fiscal year ended March 31, 2015, no exploration was undertaken on any of the gold projects..

~~Prospective~~Musoma ~~Projects~~Bunda Murangi Gold ProjectThe Musoma Bunda Murangi Project is comprised of 1 Prospecting and ~~Properties~~1 Mining License, covering 9.12 and 5.12 square kilometers respectively. In 2013, the original 39 PMLs, totaling 3.44 square kilometres located on the Kinyambwiga PL4653/2007 were amalgamated and incorporated back within the PL (5 July 2013). This was undertaken in order to facilitate the application for a Mining License (Map 2).

On August 2, 2013, The ~~following~~Company ~~map~~completed isand afiled ~~gold~~an Environmental and Social Impact Assessment report for the Kinyambwiga mining project ~~location~~covering ~~map~~the amalgamated 39 PMLs with the National Environmental Management Council (~~Map 1~~NEMC) on August 2, 2013. ~~For~~The aEnvironmental Certificate ~~detailed~~was ~~listing~~approved ~~see~~by ~~Licenses~~January –7th ~~Gold~~2014. ~~Projects~~This ~~and~~was ~~License~~shortly followed ~~List~~by the submission of the Mining application to the Ministry of Mines.

~~Map 1: Gold Project Location Map, March 2013~~ 15

~~The~~No ~~following~~field ~~map~~exploration iswas aundertaken ~~uranium~~during ~~project~~this ~~location~~reporting period ~~map~~on the Kinyambwiga (~~Map 2~~PL4653/2007). ~~The~~A ~~“red”~~trial istest ~~the~~pit ~~outline~~was ofdug ~~all~~by ~~of our individual Prospecting Licenses~~excavator ~~(PLs~~at orthe ~~PLRs)~~proposed ~~that~~Kanunga ~~are~~Mine ~~combined~~site toon ~~make~~the aKinyambwiga ~~project.~~Project ~~Our~~in ~~projects~~February ~~are~~2013 ~~outlined in~~to ~~“grey”.~~evaluate ~~For~~the aupper ~~detailed~~saprolite ~~listing~~horizon ~~see~~for ~~Licenses~~geotechnical ~~– Uranium Projects and License List~~ studies.

15Exploration Strategy The Kinyambwiga License has been reduced from the original 30.90 square kilometers to 13.47 square kilometers as part of the required Government relinquishment of 50 percent of the ground holdings on License renewal. Part of the License area comprised of 39 PML’s which have subsequently been amalgamated into a Mining License. The Prospecting License area now includes a Mining License, and covers a total area 14.24 square kilometres. The southern part of the License area, was largely covered by dark gray to black, clay rich soil and is underlain by granitic rocks with no known artisanal workings, was relinquished. The Company maintained the northern part of the License which is host to the Kanunga 1, 2 and 3 artisanal or small scale mine sites. The relinquished area is currently under application on account of a soil anomaly in the NE corner of the License.

~~Map~~The relatively recent artisanal small scale mining site, located 1 kilometer along strike to the east of Kanunga 2:, ~~Uranium~~was ~~Location~~abandoned ~~Map~~by the artisanal miners. Furthermore, ~~March~~the ~~2013~~artisanal miners that were mining the surface quartz rubble at Kanunga 3 in the northern part of the license have ceased operations and have also left the site.

~~Gold~~Map ~~Projects~~2: Plan showing the outline of the 39 amalgamated PMLs (purple outline) which have subsequently been included within the Mining License (ML 520/2014 in red) that lie within the Kinyambwiga License PL4653/2007.

The ~~following~~Kanunga is1 aProspect ~~brief~~has ~~overview~~been ofearmarked ~~our~~for ~~portfolio~~commercial ofsmall ~~prospective~~scale ~~mineral~~mining ~~properties~~operations that are expected to proceed once necessary funding has been obtained. The ESIA report, completed by TANSHEQ a local Tanzanian consulting firm specializing in Environmental Management, was approved by the National ~~exploration~~Environmental ~~developments~~Management Council (NEMC) on ~~them~~the ~~where~~23rd December 2013 ~~applicable~~and the Environmental Certificate was issued to Lake Victoria Resources (T) Ltd on the 7 January 2014. An application for the Mining License, covering the amalgamated 39 PMLs, together with the required Environmental Certificate, was submitted to the Ministry of Energy and ~~some~~Minerals early in 2014. A slight revision of the ~~details~~proposed Mining License was requested by the Ministry of Mines in order to reduce the ~~historical~~amount ~~option~~of ~~agreements~~corner ~~for~~beacons ~~them.~~presented by the current PML ~~During~~layout and which has subsequently increased the ~~fiscal~~surface ~~year~~area ~~ended~~to ~~March~~5.12 ~~31,~~square kilometres ~~2013,~~(Map ~~our~~2). ~~exploration~~The ~~work~~Mining License ML520/2014 was ~~primarily~~offered by the ~~concentrated~~Ministry of Energy and Minerals of Tanzania (MEM) on ~~the~~April ~~Kinyambwiga~~1, ~~Kiabakari~~2014 ~~East~~ and officially ~~Uyowa~~received ~~gold~~on ~~projects~~June 2, 2014.

~~Musoma Bunda Murangi Gold Project~~ 16

~~The~~A ~~Musoma~~scoping ~~Bunda~~study ~~Murangi~~covering ~~Project~~metallurgical ~~comprises~~test work, mine planning, mine scheduling (details of 3which ~~Prospecting licences~~were ~~covering~~included ~~59.29~~in ~~square~~the ~~kilometers~~1st Quarter Report 2013) and 24preliminary ~~PMLs~~financial ~~totaling~~evaluations 2has ~~square~~been prepared. A capital ~~kilometers~~investment of US$3M is an estimated requirement for building the project.

~~Minor~~Mine ~~exploration~~Planning ~~has been undertaken on the Kinyambwiga licence (PL 4653/2007) during this period. However, no exploration was conducted on Suguti (PL PL3966/2006 ) and Murangi (PL4511/2007) projects.~~

~~Exploration~~The ~~Strategy~~Kanunga 1 Prospect consists of a small, conceptual gold target that is based on 40 meter spaced reverse circulation drill sections and trenches and may contain gold bearing mineralized material of between 600,000 and 1,000,000 tonnes. The estimated gold grades are between 1.50 and 2.00 g/t. The mineralized area which lies in three vein structures at Kanunga 1, is within the first 150 and 200 meters of surface. Continuity of the narrow quartz veins appears to extend along a strike length for about 500 meters.

The ~~Kinyambwiga~~potential ~~licence~~quantity ~~has~~and ~~been~~grade ~~reduced~~of ~~from~~these ~~30.90~~targets ~~square~~are ~~kilometers~~conceptual toin 15nature.45 ~~square~~There ~~kilometers~~has asbeen ~~part~~insufficient ofexploration ~~the~~to ~~required~~define ~~Government~~a ~~relinquishment~~mineral ofresource ~~50 percent of the ground holdings on licence renewal. The southern part of the licence area, largely covered by black cotton soil~~ and ~~underlain~~ bythat ~~granitic~~it ~~rocks~~is ~~with~~uncertain noif ~~known~~further ~~artisanal~~exploration ~~workings,~~will ~~has~~result ~~been~~in ~~relinquished. The northern part of~~ the ~~licence~~target isbeing ~~host~~delineated toas ~~the~~a ~~Kunanga~~mineral ~~1 to 3 artisanal mine sites~~resource. The ~~relinquished~~conceptual ~~area~~target ishas been ~~currently~~determined ~~under~~on ~~application~~the ~~on account~~results of atrenching, ~~soil~~mapping, ~~anomaly~~geophysics inand ~~the~~both NERC ~~corner~~and RAB ~~of the licence~~drilling.

~~The~~It ~~new~~is ~~artisanal~~currently ~~mining~~proposed ~~site,~~to ~~located~~mine 1the ~~kilometer~~mineralization ~~along~~by ~~strike~~open pit mining methods using an excavator and trucks to transport the ~~east~~ore ofto ~~Kunanga~~an 2,onsite processing ~~appears~~plant. A vertical test pit to ~~have~~a ~~been~~depth ~~abandoned~~of ~~with~~8 ~~the~~meters ~~artisanal~~was excavated in ~~miners~~granitic ~~moving~~saprolite to(host ~~Kanunga~~rock) 3at site using a Caterpillar 320 excavator in a relatively short time of 3 hours. The results of the ~~northern~~test ~~part~~pit proved good retaining rock wall strength, ease of excavation and the ~~licence.~~lack of ground water.

The ~~Kunanga~~proposed 1site ~~Prospect~~plan ~~has~~showing ~~been~~location ~~earmarked for small scale mining operations that will proceed once necessary funding and the issuing~~ of ~~a Mining Licence has been achieved. Currently~~pit, awaste ~~scoping~~dumps ~~study involving metallurgical test work, mine planning~~ and ~~scheduling together with financial~~ ~~evaluations~~processing ~~have~~plant ~~been~~is ~~undertaken~~shown onin ~~the~~Map ~~prospect~~3. ~~A total capital investment of US$3M has been targeted for the project.~~

16Map 3: Site plan map showing the proposed position of the rock waste dump, tailings dam and the mine open pit. Also shown is a 100 meter and a 200 meter buffer zone around the mine open pit which represents an area of non-inhabitation and limited farming activities, which are required by the Mining Act of Tanzania.

~~Metallurgical Test work~~ 17

~~Metallurgical~~Based ~~test~~on ~~work~~the ~~has~~results ~~been~~of ~~completed~~the bytest ~~Peacock~~pit, ~~and~~a pit slope of 55-60 ~~Simpson~~degrees was re-modeled for the open pit, ~~Zimbabawe~~using 10 meter and ~~later~~7 bymeter ~~Met-Solve~~benches (Map ~~Laboratories~~4 & Map 5). At this time, ~~Canada~~the deepest bench in ~~order~~the to40m deep pit ~~determine~~would ~~the~~be ~~percentages~~steeper ofdepending ~~gravity~~upon ~~recoverable~~the ~~gold~~reach ~~(free~~of ~~gold),~~the ~~flotation~~equipment and rock strength of ~~cyanide~~the ~~leachable~~pit ~~gold~~walls.

AThe ~~105~~rock ~~kilogram~~dump ~~sample~~and oftailings ~~the~~dam ~~quartz~~have ~~vein~~been atre-designed ~~Kunanga~~(Map ~~1 was~~6 ~~collected~~& ~~from 3 working artisanal shafts (Table 3~~7) ~~that varied from 14 meters~~ to 44accommodate ~~meters~~approximately ~~in depth~~1.5M ~~Samples~~tons ofand ~~quartz~~260,000 ~~with disseminated pyrite and~~tons ~~minor~~respectively; ~~visible~~this ~~gold~~is ~~were collected from~~ the ~~working~~estimated ~~face~~amount ~~and~~of ~~vary~~rock into ~~size~~be ~~from +10~~mined ~~centimeters~~ to ~~small~~a ~~chippings.~~depth ~~An equal portion~~ of ~~sample was collected~~40 ~~from each shaft, composited, split and then packed, of which 50 kilograms were shipped to Peacock and Simpson and the remaining 55 kilograms was later sent to Met-Solve Laboratories~~meters.

~~Table~~Map 34: ~~Location~~Plan ~~and~~view ~~depth~~ of ~~artisanal~~the ~~shafts~~open atpit on the ~~Kunanga~~ Kanunga 1 ~~Prospect~~showing the access ramp and benches

.Shaft ID	Easting	Northing	Elevation	Status	Depth(m)
KNSH001	581135	9776874	1191	Active	17.5
KNSH002	581147	9776878	1190	Active	15
KNSH003	581148	9776880	1190	Active	25
KNSH004	581158	9776884	1189	Active	31
KNSH005	581167	9776884	1188	Dormant	9.6
KNSH006	581177	9776884	1189	Dormant	8.6
KNSH007	581189	9776878	1190	Dormant	7.3
KNSH008	581197	9776892	1191	Dormant	8
KNSH009	581205	9776896	1191	Active	18.3
KNSH010	581246	9776914	1190	Dormant	5.1
KNSH011	581290	9776944	1193	Dormant	9.3
KNSH012	581320	9776922	1191	Active	17
KNSH013	581324	9776924	1191	Active	15.2
KNSH014	581339	9776938	1192	Active	3.2
KNSH015	581353	9776950	1190	Active	11
KNSH016	581355	9776948	1191	Active	22
KNSH017	581358	9776948	1192	Active	20
KNSH018	581364	9776958	1191	Active	12
KNSH019	581368	9776950	1192	Dormant	20
KNSH020	581377	9776954	1191	Active	44
KNSH021	581386	9776958	1191	Dormant	15.4
KNSH022	581390	9776958	1191	Active	17
KNSH023	581382	9776964	1192	Active	14.6
KNSH024	581382	9776968	1192	Dormant	15
KNSH025	581387	9776976	1192	Active	6

Map 5: Longitudinal and cross sections of the Kanunga 1 Pit

~~Sampled Shafts for Metallurgical test work~~ 18

~~The~~Map ~~following~~6: ~~basic~~Plan ~~tests~~and ~~were~~profile ~~applied:~~section of the rock waste dump

~~Determination~~Map 7: Plan and profile section of ~~gravity~~the ~~recoverable~~tailings ~~gold~~ dam

~~Determination~~The ofMining ~~gravity~~and ~~recoverable~~Mill ~~gold~~plan +is ~~flotation~~designed ~~using~~for 2processing ~~different~~300 tonnes ~~flotation~~per ~~reagents~~day (Chart 1).

~~Determination of gold from cyanide leach over time~~ 19

17Chart 1: Flow sheet diagram showing the conceptual processing plant

~~Slight~~Mining ~~differences in the methodology conducted by each of the Labs were reported but overall results are comparable.~~ License

~~Results~~The Environmental Impact Assessment (ESIA) report, completed by TANSHEQ, a local Tanzanian consulting firm specializing in Environmental Management, was submitted to the Tanzanian Government’s National Environmental Management Council (NEMC) on the 2nd August 2013 and was approved on the 23rd December 2013. The company received the approved report on January 7th, 2014 (see news release dated January 9th, 2014). The Company has been awarded the Environmental Certificate of approval, registration number EC/EIS/1106, issued under the Environmental Management Act No.20 of 2004 and signed by the Tanzanian Minister of Environment. The EIA Certificate is valid during the entire life cycle of the project based on the Company’s compliance with the General and Specific Conditions of its issuance.

1The Company has already completed the Mining and Processing License Application to cover not only the Kanunga Prospect but also the 39 amalgamated Primary Mining Licenses (PMLs) previously held by the Company’s Tanzanian subsidiary. The area, totalling 5.12 square kilometers also includes ~~Peacock~~the 2 other known gold occurrences at Kanunga 2 and ~~Simpson~~3. The Mining application was submitted to the Ministry of Energy and Minerals in January 2014 and a Mining License was granted in April 2014, and is valid for an initial period of 10 years.

~~The~~Future ~~bulk~~work rock sample, assaying 7.24 grams per tonne, was crushed to 100 percent passing minus 1.0 millimeter size and then transferred to a Knelson concentrator; this early stage liberation test yielded a 24.2 percent gold recovery.

~~Fine~~With ~~grinding~~the ofMining and Processing application approval and a Mining License being awarded by the ~~rock~~Ministry ~~material~~Energy toand Minerals, the Company will be in a ~~size~~position ofto 80proceed ~~percent~~with the proposed mine plan once the necessary ~~minus~~funding 0has been obtained.~~075~~ ~~millimeters~~Future exploration on the mining license will be primarily focused at Kunanga 1, 2 and ~~then~~3 ~~transferring~~with the ~~material~~focus toon adefining ~~Knelson~~additional ~~concentrator~~gold ~~yielded~~resources ato ~~54.5~~feed ~~percent~~the gold ~~recovery~~processing plant (Map 8).

~~Agitated leaching of the gravity tails for a 24 hour period resulted in a gold recovery of 84.1 percent.~~ 20

~~The~~Map ~~overall,~~8: ~~gold~~Exploration ~~recovery~~strategy ~~from~~proposed ~~Fine~~on ~~Grinding~~the ~~with Knelson~~Mining ~~Concentration and Agitated Leaching totalled 92.7 percent.~~ License

~~Additional~~A ~~flotation~~prospective ~~tests~~exploration ~~were~~area ~~also~~lies ~~carried~~to ~~out~~the ~~using:~~east of the Kanunga 1 Prospect and is referred to as the Kanunga School Anomaly. With the Mining License approval, the Company will be in the position to make application for the area in order to do follow-up investigations at this gold anomaly.

	i.	Gravity tails after impact crushing to minus 1millimeter having a head grade of 5.52g/t gold
	ii.	Gravity tails after milling to 80 percent passing 75 microns having a head grade of 3.37g/t gold

An anomalous stone layer, as encountered from previous RAB (rotary air blast) drilling during 2009 as well as the soil anomaly over the school zone, requires further investigation. A number of auger drill traverses are planned to test the strike towards the SW where a number of anomalous soil samples are present (Map 9). Since this area was previously relinquished as part of the government’s requirement to reduce the PL area by 50 percent, an application to renew the area of “shed-off” was filed with the Ministry of Mines.

A single stage flotation test was undertaken using a Denver D12 Laboratory flotation machine under the flowing conditions of CuSO4, SIBX (Sodium isobutyl Xanthate) and Dowfroth conditioning. Results indicate: 21

	i.	Gold recovery of 18.7 percent of float feed (minus 1 millimeter)
	ii.	Gold recovery of 58.3 percent of float feed (80 percent passing 76 microns)

Map 9: Kanunga 1 East and School soil anomalies

AThe influx ~~2nd~~of ~~flotation~~+500 ~~test~~artisanal miners at the Kanunga 3 Prospect, situated approximately 1 kilometer to the north of Kanunga 1 (Map 10), was ~~carried~~short ~~out~~lived. onAfter ~~gravity tails~~processing some of ~~which~~the 80surface quartz ~~percent~~gravels, ~~passing~~the 75miners ~~micron~~migrated ~~assaying~~elsewhere 3and off the license.~~30g/t~~ ~~gold~~The ~~under different~~prospect consists ~~chemical~~of ~~conditions~~abundant quartz float covering an area of ~~CuSO4,~~200 ~~PAX~~meters ~~(Potassium amyl~~x ~~Xanthate)~~200 meters which has been the site for periodic artisanal activity over the years. Trenching and ~~Dowfroth~~reverse ~~conditioning~~circulation drilling intersected a number of narrow discontinuous quartz veins (Map 11).

~~Results indicate an improved gold recovery of 64.4 percent of the float feed.~~ 22

~~Total~~Map ~~recoveries~~10: Map showing positions of Kunanga 1, ~~including~~2 and ~~gravity~~3 ~~recoverable~~prospects as well as the Kunanga School gold-in-soil ~~is summarised:~~anomaly in the eastern part of the Kinyambwiga licenses.

~~Gravity~~Map +11: ~~CIL~~Kanunga ~~(leaching)~~3 =prospect ~~92.7~~showing ~~percent~~results ~~recovery~~of trenching and drilling undertaken across the area.

~~Gravity + SIBX flotation = 81.0 percent recovery~~ 23

~~Gravity~~Singida +Gold ~~PAX~~Project ~~flotation = 83.8 percent recovery~~

ANo ~~Bond~~exploration ~~Index~~work ~~(BWi)~~has ofbeen ~~19.48~~undertaken ~~was~~since ~~established~~31st March ~~for the sample~~2013.

~~2. Met-Solve~~Future ~~Laboratories~~exploration

~~The~~An ~~bulk~~evaluation ~~rock~~of ~~sample,~~the ~~assaying~~Reverse ~~9.80~~Circulation ~~grams~~drill ~~per~~results ~~tonne,~~for ~~was~~both ~~crushed~~Phase 1 and 2 programs undertaken during 2010 and 2011 has shown that gold mineralization at the Singida-Londoni project consists of narrow, medium to ~~100~~low grade ~~percent~~and ~~passing~~often ~~minus~~discontinuous 0lenses.~~071~~ ~~millimeter~~The shear structures hosting the gold-rich zones typically “pinch and swell” along strike, which in places, has resulted in larger pods of limited size as at Sambaru 3 and ~~then~~Sambaru ~~processed~~4 which indicates that ~~through~~the gold deposits have limited potential to be developed into a major ore resource contrary to the ~~Falcon~~Company’s ~~L40~~vision ~~concentrator~~of 3discovering ~~times~~substantially larger and ~~yielded~~economically aviable gold ~~recovery~~deposits in the short term. In this regard, the Company believes that the nature and extent of 60the mineralization revealed thus far may lend itself towards a small-scale commercial mining operation.6 The ~~percent~~Company intends to explore the possibilities of undertaking a small scale mining operation on a number of PMLs once a scoping study has been completed.

~~Two~~Although ~~flotation tests were carried out on~~ the ~~gravity~~Company ~~tails~~completed ~~using Copper~~a ~~sulphate~~Technical +report ~~potassium~~in ~~amyl Xanthate (PAX) and Methyl isobutyl Carbinol +~~compliance ~~sodium~~with ~~silicate~~Canadian ~~(MIBC).~~National ~~Gold~~Instrument ~~recoveries~~43-101 ofprior ~~59.5~~to ~~percent~~the ~~and~~September ~~61.5~~2010 ~~percent~~revised ~~respectively~~43-101 ~~were~~code, ~~obtained.~~the ~~The~~report ~~sodium~~was ~~silicate did~~ not ~~assist in improving gold recoveries~~submitted. ~~Overall~~Plans ~~gravity~~call +for ~~flotation~~the ~~returned~~report ~~recoveries~~to ofbe prepared ~~85.2~~under ~~percent~~the ~~and 85.6~~revised ~~percent~~43-101 ~~respectively~~guidelines.

~~The~~Buhemba ~~flotation concentrates as well as a sub-sample of the gravity tails were subjected to cyanide leach tests for 48 hours with aliquots being collected at 1, 6 and 24 hours.~~ Gold ~~recoveries~~Projects on the flotation concentrate were between 94.2 percent to 94.7 percent within 3 hours whereas only 88.5 percent was obtained from the gravity tails with most of the gold being recovered within a 24 hour period, This represents an overall recovery (gravity + flotation + leaching) of 84.0 percent and 84.2 percent respectively for each of the reagents used whereas the overall gravity + cyanide leach (by-passing the flotation ) achieved an overall gold recover of 95.6 percent. Results are summarised in Table 4.

18The Buhemba Gold projects initially comprised of the Kiabakari East (PL7142/2007) and the recently acquired Maji Moto (HQ-P23869) licenses. However, The Maji Moto license was revoked by theTanzanian Ministry of Mines during the year due to Company’s financial constraiints in fulfilling license payments.

~~Table~~No 4:exploration ~~Summary~~work ofhas ~~results~~been undertaken on the Kiabakari License since 31st March 2013,

		Peacock & Simpson		Met-solve (Head grade
		(Head grade 7.24 g/t Au)		9.80 g/t Au)
			Tail		Tail
		Gold	Grade	Gold	Grade
Test type	Head grade 9.80 g/t Au	Recover (%)	(G/t Au)	Recover (%)	(G/t Au)
Gravity (grind size-<1 millimetre)		24.2	5.51	-	-
Gravity (grind size -0.071 millimetres)		54.5	2.53	60.6	3.82
	Reagent 1: CuSO4 + Potassium amyl xanthate
Gravity + Flotation	(PAX)	83.8	1.17	85.2	1.41
	Reagent 2: CuSO4 + Sodium isobuty lXanthate
	(SIBX)	81	1.38	-	-
	Reagent 3: Methyl Isobutyl Carbinol (MIBC)	-	-	85.6	1.39
Gravity + CIL on gravity tails*		92.7	0.51	95.5	0.46
Gravity + Flotation + CIL on Float Cons (Reagent 1)		-	-	84	1.41
Gravity + Flotation + CIL on Float Cons (Reagent 3)		-	-	84.2	1.39
*Residence time 24 hours

Kiabakari East (PL7142/2011)

~~Mine~~The ~~Planning~~Kiabakari East Project is located approximately 55 kilometers southeast of Musoma town, in the Mara Region. The License PL7142/2011 covers 14.94 square kilometers and lies within the central part of the Musoma-Mara Greenstone Belt. The license was granted to Lake Victoria Resources by the Ministry of Mines in April 2011.

~~The~~Future ~~Kunanga~~exploration 1 Prospect comprises of a small gold target that has been estimated from 40 meter spaced reverse circulation drill sections and trenches to contain a conceptual taget of between 600,000 and 1,000,000 tonnes of economically significant mineralization at grades between 1.50 and 2.00 gpt in the three vein structures at Kanunga 1 on the Kinyambwiga property within the first 150 and 200 meters of surface. Continuity of the narrow quartz veins appears to extend for a strike length of some 500 meters.

ItMetallurgical istest ~~currently~~work ~~proposed~~is to ~~mine~~be undertaken on the ~~mineralization~~oxide byrock material taken from artisanal workings and from surface trenches as part of the scoping study. This tese work will help determine the viability of commencing an open pit /underground small scale mining ~~methods~~operation ~~using~~at anBIF ~~excavator~~Hill ~~and~~(Map ~~trucks~~12). Due to ~~transport~~the moderate to steep easterly plunge of the ~~ore~~gold zone, a follow-up reverse circulation drill program has limited potential other than to anevaluate ~~onsite~~a ~~processing~~near ~~plant~~surface resource and will be unable to test east plunging down-dip extensions of the gold ore shoot. A ~~vertical~~substantial ~~test~~diamond ~~pit~~drill program will be required to aevaluate ~~depth~~the ofeasterly 8down ~~meters~~plunging ~~was~~gold ~~excavated~~mineralization.In inorder ~~granitic~~to ~~saprolite~~obtain ~~(host~~short ~~rock)~~term atrevenue ~~site~~for ~~using~~the project, a ~~Caterpillar~~small ~~320~~scale ~~excavator~~open inpit amining ~~relatively~~operation ~~short~~could ~~time~~be ofpossible 3once ~~hours~~an RC drill program has defined a near surface gold resource. ~~The~~Alternatively, ~~results~~in order to get a better understanding of the geology ~~test~~and ~~pit~~gold ~~proved~~mineralization, ~~good~~the Company could consider developing a north ~~retaining~~trending ~~rock~~underground ~~wall~~adit ~~strength,~~from ~~ease~~the ofsouthern ~~excavation~~side ~~and~~at the ~~lack~~base of ~~ground water~~the hill.

Based on these results, a pit slope of 55 degrees was modeled for the open pit to a depth of 40 meters (Map 3). The proposed site plan showing location of pit, waste dumps and processing plant is shown in Map 4. 24

~~The~~Figure ~~Mining~~12: ~~and~~Location ~~Mill~~map ~~plan~~of isthe ~~designed~~Kibabakri ~~for~~East ~~processing~~License showing ~~300~~the ~~tonnes per~~position ~~day~~of ~~(Chart~~BIF 1Hill (insert). and the current status of exploration.

19Uyowa Gold Project

~~Map~~The 3:Uyowa ~~Oblique~~Gold ~~view~~project, located 120 kilometers northwest of Tabora ~~the~~town, ~~conceptual~~previously ~~open~~consisted ~~pit~~of onseven ~~the~~(7) Prospecting Licenses (PLs) that ~~Kunanga~~initially ~~conceptual~~covered ~~resource~~a ~~looking~~total ~~from~~area ~~the~~of SW729.73 ~~towards~~square kilometers in the NEwest-central area ~~along~~of ~~strike~~Tanzania. Due to increased Ministerial costs of annual renewals coupled with the ~~gold~~Company’s ~~enriched~~objective ~~quartz~~to ~~vein~~focus its exploration efforts on potentially more viable ground holding, the number of licenses was reduced to one PL amounting to 29.17 square kilometers which was relingusihed during the last fiscal year(Map 13).

~~Map4:SitePlan~~Four PMLs on PL5153/2008 were optioned to the Company but have subsequently been returned to their respective owners. No exploration work was undertaken on the License during the year. All licenses under Uyowa gold project were relinquished.

2025

~~Chart~~Map 113: ~~Flow~~Current ~~sheet~~license ~~diagram~~holding ~~showing~~of the ~~conceptual~~ ~~processing~~Uyowa ~~plant~~Poject

~~Environmental~~Handeni ~~Impact~~Gold ~~Study~~Project

InThe ~~order~~Handeni toProject, ~~apply~~comprising ~~for~~of the Mkulima East Prospect PL7148/2011 and covering a ~~Mining~~total ~~Licence~~area ~~over~~of ~~the~~12.03 24square ~~PMLs~~kilometers, ~~that~~is inlocated ~~part~~approximately ~~overlie~~240 ~~the~~kilometers ~~Kunanga~~by 1road ~~Prospect,~~north-west anof ~~Environmental~~Dar ~~Impact~~es ~~Assessment~~Salaam ~~(EIA) study~~and ~~must~~some ~~first~~30 kilometers besouth ~~carried~~of ~~out~~Handeni ~~and~~town anwithin ~~EIA~~the ~~Certificate~~Handeni ~~obtained~~District (Map 14).

~~TANSHEQ,~~The anlicense ~~established~~PL7148/2011 ~~and~~was ~~experienced~~relinquished ~~Tanzanian consulting firm specializing~~ in ~~Environmental~~April ~~Management, has been awarded the contract to complete the Environmental Impact Assessment study for the Kanunga 1 Prospect~~2015. Field studies were undertaken at the end of 2012 and a draft report including a Scoping report, a baseline study and the EIA report, has been submitted to the National Environment Management Council (NEMC), which is the Government body responsible for issuing the EIA certificate by the Minister responsible for Environment. A site visit by a team of NEMC officials is expected to be undertaken during May 2013 and once this site visit has taken place, the final EIA report will be prepared by TANSHEQ and then the report will be submitted for approval by the Ministry of Environment.

In the meantime, the Company has embarked on an awareness campaign with the Ministry of Mines, Environment, Lands and Water affairs as well as with the local inhabitants of the area who would be affected by the planned mining activities. To date many meetings have been held with local District representatives together with the village council and village inhabitants; all are in favour of the planned project. 26

~~Concurrently,~~Map an14: ~~application~~Location tomap ~~acquire an additional 15 PMLs, adjoining and covering the area immediately to the south and north~~ of the ~~current~~ ~~PML~~Handeni ~~boundary~~Project ~~has been submitted. An application to amalgamate all 39~~showing ~~PMLs~~PL7148/2011 ~~into~~in ~~one mining licence is part of the current process (Map 5)~~Red.

21Exploration

~~Map~~No 5:exploration ~~Plan~~has ~~showing~~been ~~the~~undertaken 24on ~~PMLs~~the ~~plus~~Handeni 15Project ~~additional PMLs~~since ~~to be amalgamated into a single licence~~2013.

~~Future~~Previous ~~work~~exploration involving stream sediment sampling and soil sampling programs outlined four, northwest trending low threshold gold-in-soil anomalies. These gold anomalies have an overall strike length of 1.5 kilometers, and lie on both sides of the NNW trending Mkulima Hill (Map 15).

~~The~~Map ~~completion~~15: ofSoil ~~the~~sampling ~~EIA~~across ~~report~~Mukulima ~~and~~Hill ~~awarding of the Mining~~outlining ~~Licence~~potential issoil ofanomalies ~~top priority. Only once this licence has been obtained, can the Company finalize its decision on whether to proceed with the current or a revised mine plan.~~

~~The prospective area to the east of the Kunanga 1 Prospect Exploration and referred to as the Kunanga School Anomaly requires follow-up investigation.~~ 27

~~The~~ITEM ~~anomalous stone layer as encountered from previous RAB drilling during 2009 as well as the soil anomaly over the school requires further investigation~~3. ALEGAL ~~number of auger drill traverses are planned to test the strike towards the SW where a number of anomalous soil samples have been indicated (Map 6)~~PROCEEDINGS. Since this area was previously relinquished as part of the Government requirement to reduce the PL area by 50 percent,, an application to renew the area of “shed-off” is pending approval by the Ministry of Mines.

22On May 8, 2015, we served with notice of legal claim of a civil case in Tanzania by the Board of Trustees of National Social Security Fund in the amount of $18,463 (34,835,560 Tanzanian Schillings) plus 5% interest for statutory contributions. We are currently in negotiations regarding settlement of the claim. The amount claimed is included in the amounts accrued for contributions payable.

~~Map~~ITEM 6:4. ~~Kanunga~~MINE 1SAFETY ~~East and School soil anomalies~~ DISCLOSURES.

~~Suguti~~Not ~~(PL3966/2006)No exploration work has been undertaken on the Suguti licence during the course of the year~~Applicable.

~~Future~~PART ~~Exploration~~II

~~Since~~ITEM the northern part of the Suguti Licence has been relinquished as part of the Government requirement to reduce the PL by 50 percent, the area of “shed-off” must first be re-instated prior to commencing any further exploration5. ~~Should~~MARKET ~~the~~FOR ~~area~~THE be awarded to the Company, further exploration will be focused mainly at Targets 1 and 3 across the known soil anomalies (Map 7). Infill soil sampling, including Auger drilling over mbuga covered areas, has been undertaken along 200 meter N-REGISTRANT’S ~~traverse~~COMMON ~~lines on 10 meter sample intervals in order to define the present soil anomalies. To date 157 samples including 84 auger drill samples~~EQUITY, ~~have~~RELATED ~~been~~STOCKHOLDER ~~collected~~MATTERS ~~and~~AND ~~are pending~~ISSUER ~~submission~~PURCHASES toOF ~~SGS~~EQUITY ~~laboratories Mwanza~~SECURITIES. ~~Results will determine whether a trenching programme is warranted across the targets.~~

~~Additional~~Market ~~auger~~for ~~drill~~Securities ~~sampling is planned to be undertaken on the 200 ppb gold anomaly as well as the strike extensions of Zones 1,2 and 3 of Target 1 where no sampling has yet been undertaken (Map 7).~~

23Our Company’s common stock is traded on the FINRA OTC Pink Sheets under the symbol “LVCA”. Set forth below are the range of high and low bid quotations for the periods indicated as reported by the FINRA. The market quotations reflect inter-dealer prices, without retail mark-up, mark-down or commissions and may not necessarily represent actual transactions.

Map 7: Current state of exploration on the Suguti Licence showing present coverage of Auger drill and soil sampling across 3 target areas.

Quarter Ending	High	Low
March 31, 2015	$0.05	$0.05
December 31, 2014	$0.01	$0.01
September 30, 2014	$0.03	$0.02
June 30, 2014	$0.03	$0.03
March 31, 2014	$0.03	$0.03
December 31, 2013	$0.02	$0.01
September 30, 2013	$0.02	$0.02
June 30, 2013	$0.02	$0.02

~~Murangi(PL4511/2007)~~Our transfer agent is Pacific Stock Transfer Company, of 4045 South Spencer Street, Suite 403, Las Vegas, NV 89119; telephone number: 702.361.3033; facsimile: 702.433.1979.

~~The~~Holders ~~southern part~~ of ~~the~~our ~~Murangi~~Common ~~Licence~~Stock ~~has been relinquished as part of the Government requirement to reduce the PL by 50 percent; the area of “shed-off” (Map 8). No exploration has been undertaken during the year.~~

~~Future~~As ~~Exploration~~of June 29, 2015, there are approximately 213 registered stockholders holding 152,329,067 shares of our issued and outstanding common stock.

~~Should~~Dividend ~~the~~Policy licence be retained, exploration will be focused primarily on 5 ground magnetic targets (Map 8) in which the following work is to be undertaken: i. Mapping of the target areas on 1:2000 scale ii. Gradient IP survey across the entire license iii Auger drilling, with the Company’s recently purchased Auger Rig, across each of the Ground magnetic and IP Targets to soil sample beneath the “mbuga” cover.

24There are no restrictions in our articles of incorporation or bylaws that prevent us from declaring dividends. The Nevada Revised Statutes, however, do prohibit us from declaring dividends where, after giving effect to the distribution of the dividend:

Map 8: Target generation map of the northern part of the Murangi PL4511/2007 based on ground magnetic interpretation. The Block, outlined in purple and representing 50 percent of the original licence, has been relinquished.

	1.	We would not be able to pay our debts as they become due in the usual course of business; or

	2.	Our total assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights of shareholders who have preferential rights superior to those receiving the distribution.

~~Singida~~We ~~Gold~~have ~~Project~~not declared any dividends and we do not plan to declare any dividends in the foreseeable future.

Company personnel first visited the Singida project area during March, 2009 and became aware of the high level of artisanal (small scale) gold mining that was being conducted along an estimated five (5) kilometer mineralized zone. Subsequently, on May 15, 2009, the Company signed a Mineral Financing Agreement with one director of the Company authorizing him, on behalf of the Company, to acquire Primary Mining Licenses (“PMLs”) in the Singida area. As of February 7, 2011, this director has entered into Mineral Properties Sales and Purchase agreements and addendums with various PML owners to acquire PMLs in the Singida area. As of March 31, 2013, the Company has 100% acquired 23 PMLs and 20 PMLs with net smelter production royalty payments. These PMLs have been 100 percent acquired by this director on behalf of the Company. As of March 31, 2013, under the terms of the mineral properties sales and purchase agreements we have completed option payments in the amount of $2,058,322. On February 8, 2013, we issued a notice of the final buyout payment of 20 PMLs to the Singida PMLs owners. The payment will be made in a form of a 2% Net Smelter Production royalty. The Company also agreed to increase the royalty by 1% to 3% if commercial production is delayed beyond March 2015. 28

WeRecent ~~commenced~~Sales ~~a Phase 2 Reverse Circulation drilling program in March 2011, centered at the Sambaru 2, 3, 4 and 5 Prospects as well as exploring a number~~ of ~~exploration~~Unregistered ~~targets~~Securities within the Singida-Londoni northwest trending shear zone at Sambaru 5 and between Sambaru 3 and Sambaru 4 in which 92 boreholes, totaling 9,023 meters have been drilled. All boreholes, collared along northeast trending drill fences, are inclined at -50 degrees to -65 degrees either to the northeast or to the southwest. Total meters drilled in both Phase 1 (August 2010) and Phase 2 drill programmes amounts to 15,536 meters (Map 9).

NoOn ~~exploration~~March ~~has~~20, ~~been~~2015, ~~undertaken~~we ~~between~~completed ~~March~~a ~~2012~~private placement of 2,375,000 units at $0.04 per unit for total consideration of $95,000. We issued these shares to five subscribers who represented that the subscriber was an accredited investor pursuant to Rule 506 of Regulation D and/or Section 4(a)(2) ~~31st~~of ~~March~~the ~~2013~~Securities Act of 1933.

25On February 23, 2015, we completed a private placement of 10,000,000 units at $0.015 per unit for total consideration of $150,000. We issued an aggregate of 3,000,000 units to one subscriber who represented that the subscriber was not a US person (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction pursuant to Regulation S and/or Section 4(a)(2) of the Securities Act of 1933 and an additional 9,000,000 units to one accredited investors, who represented that they were each a "US Person" as defined in Regulation S, pursuant to Rule 506 of Regulation D and/or Section 4(a)(2) of the Securities Act of 1933.

~~Map~~On 9:February ~~Plan~~23, 2015, we signed debt settlement and subscription agreement with a consultant to settle a consulting fee of $55,000 for business consulting services provided. On February 23, 2015, the ~~Sambaru~~Company issued ~~Prospects~~1,000,000 ~~showing~~restricted ~~main~~shares ~~gold~~of common stock at a fair value of $0.055 per ~~intersections~~share to settle the outstanding balance. The shares were valued at $55,000 representing their fair value on the date of the agreement. We issued these shares to the subscriber who represented that the subscriber was an accredited investor pursuant to Rule 506 of Regulation D and/or Section 4(a)(2) of the Securities Act of 1933.

~~Future~~On ~~exploration~~December 19, 2014, we completed a private placement of 24,400,000 units at $0.025 per unit for gross consideration of $610,000. The shares are accompanied by a gold bonus distribution of a total of 244 ounces of 0.999 percent gold during the first 480 days of commercial gold production. The gold bonus distribution plan contains a feature where the Company retains the option to convert the gold bonus into common shares of the Company at a rate of $0.025 per share based on the spot price per ounce of gold on the payment date. We issued an aggregate of 9,000,000 units to 3 subscribers that each represented that he, she or it was not a US person (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction pursuant to Regulation S and/or Section 4(a)(2) of the Securities Act of 1933 and an additional 15,400,000 units to 10 accredited investors, who represented that they were each a "US Person" as defined in Regulation S, pursuant to Rule 506 of Regulation D and/or Section 4(a)(2) of the Securities Act of 1933.

AnPurchases ~~evaluation~~ of ~~the~~Equity ~~Reverse~~Securities ~~Circulation~~by ~~drill results for both Phase 1 and 2 programs undertaken during 2010 and 2011 has shown that gold mineralization at~~ the ~~Singida-Londoni~~Issuer ~~project consists of narrow, medium to low grade~~ and ~~often discontinuous lenses. The shear structures hosting the gold-rich~~Affiliated ~~zones~~Purchasers typically “pinch and swell” along strike, which in places, has resulted in larger pods of limited size as at Sambaru 3 and Sambaru 4 which indicates that the gold deposits have limited potential to be developed into a major ore resource contrary to the Company’s vision of discovering substantially larger and economically viable gold deposits in the short term. In this regard, the Company believes that the nature and extent of the mineralization revealed thus far may lend itself towards a small-scale commercial mining operation. The Company intends to explore the possibilities of undertaking a small scale mining operation on a number of PMLs once a scoping study has been completed.

~~Although~~We ~~the~~did ~~Company~~not ~~completed~~purchase aany ~~Technical~~of ~~report~~our inshares ~~compliance with~~of ~~Canadian~~common ~~National~~stock ~~Instrument~~or ~~43-101~~other securities ~~prior~~during toour ~~the~~fiscal ~~June~~year ~~2010~~ended ~~revised~~March ~~code~~31, ~~it was not submitted~~2015. ~~The report is to be prepared under the revised guidelines.~~

~~Buhemba~~ITEM ~~Gold~~6. ~~Projects~~SELECTED FINANCIAL DATA.

~~The~~Not ~~Buhemba Gold projects comprise of the Kiabakari East (PL7142/2007) and the recently acquired Maji Moto (HQ-P23869) licenses~~Applicable.

~~Kiabakari~~ITEM ~~East~~7. ~~(PL7142/2011)~~MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The ~~Kiabakari~~following ~~East~~discussion ~~Project~~should isbe ~~located~~read ~~approximately~~in ~~55 kilometers~~conjunction ~~southeast~~with ofour audited ~~Musoma~~financial ~~town,~~statements inand the ~~Mara~~related ~~Region~~notes that appear elsewhere in this annual report. The PLfollowing discussion contains forward-looking statements that reflect our plans, ~~covering~~estimates 14and beliefs.94 Our actual results could differ ~~square~~materially ~~kilometers~~from ~~and~~those ~~lying~~discussed ~~within~~in the ~~central~~forward ~~part~~looking ofstatements. ~~the~~Factors ~~Musoma-Mara~~that ~~Greenstone~~could ~~Belt,~~cause ~~was~~or ~~granted~~contribute to ~~Lake~~such ~~Victoria~~differences ~~Resources~~include bythose ~~the~~discussed ~~Ministry~~below ~~of Mines~~and elsewhere in ~~April~~this ~~2011.~~annual report.

26Our audited consolidated financial statements are stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles.

~~The~~Plan ~~PL was previously investigated by Randgold Resources who excavated a number~~ of ~~N-S~~Operation trenches across a small hill, rising some 50 meters above the landscape, comprised of Banded Iron Formation (BIF Hill) rocks in the central to southern part of the PL. They also undertook 3 N-S drill fences, totaling 24 reverse circulation drill holes, along strike to the east of the BIF hill. No information is currently available. Minor artisanal mining activities are present on the BIF hill. The eastern part of the license at the Kyarano Prospect was invaded by + 500 artisanal miners during 2011 who exposed a NNE-SSW trending gold bearing structure hosted by a quartz porphyry dyke within a metasedimentary rock sequence. Mining activities have subsequently been reduced due to ground water problems and underground cave-ins.

~~Exploration~~As ~~Strategy~~of March 31, 2015, we had working deficit of approximately $1,683,000. We plan to spend approximately $400,000 for our property acquisitions and $2,000,000 for development and production of small scale mining in Kinyambwiga project and exploration activities on other projects. We will need to raise additional funds to finance the activities on our projects. There is no assurance that such financing will be available at this time.

~~The~~In ~~following~~September ~~exploration~~2012, ~~work~~the ~~has~~Company ~~been~~offered ~~completed~~a ~~across~~total of up to 120 royalty units to raise a gross amount of $3,000,000 for a small scale mining operation on the Kinyambwiga property. Each unit will entitle investors to ~~Kiabakari~~receive ~~East~~½ ~~License:~~of 1 percent (1%) of the net proceeds of production from the small scale mining operation at Kinyambwiga. Up to 60% of the net proceeds of gold production are offered to investors. As of March 31, 2015 the Company received subscription payments of $1,125,000 for 45 units.

~~Landsat~~During ~~Imagery~~the ~~for~~years ~~the~~ended ~~license~~March ~~area~~31, 2015 and ~~surrounding~~2014, ~~environs~~the Company entered into forward gold sales agreements to sell a total of 112.37 oz of gold from the future gold production from the Kinyambwiga project. Under these agreements, the Company committed to deliver the specified quantities of gold with delivery dates ranging from December 2014 through November 2015.

~~Detailed mapping~~ 29

~~Trenching~~The ~~(342.7~~forward ~~meters)~~gold ~~including~~sales ~~the~~agreements ~~re-opening~~for 31.94 oz of ~~existing~~gold ~~trenches~~with delivery asdates ranging from December 2014 through April 2015 have a clause in ~~well~~the asagreements ~~new~~whereby ~~trenches~~the ~~were~~Company’s ~~mapped~~failure to meet the minimum monthly production and ~~sampled~~monthly ~~across~~gold ~~BIF~~distribution ~~Hill.~~schedules ~~Notable~~specified ~~results~~in the agreements ~~include~~results ~~but~~in ~~are~~a ~~not~~penalty ~~limited~~premium equal to ~~1.87g/t~~the ~~gold~~US ~~over~~Bond 33Interest Rate per annum of the remaining balance of the distributable gold.69 ~~meters~~As asat ~~shown~~March 31, 2015, the Company accrued $Nil in ~~Table~~penalty 5premium payable under these agreements as the amount of penalties payable was minimal. The remaining forward gold sales agreements entered into subsequent to March 31, 2014 and accounting for 80.43 oz do not have the clauses of the interest penalty and the mandatory conversion into common shares of the Company.

~~Regional~~In ~~geological~~addition, ~~mapping~~if the minimum production and gold distribution schedules are not met for 6 months out of 9 consecutive months, the Company is required to convert the remaining gold deliverable to common shares based on the 30-day weighted average market price of the Company’s stock. As at June 29, 2015, the Company was not yet required to convert any gold deliverables into common shares.

~~In-house~~Our ~~ground~~estimated ~~magnetic~~expenses ~~surveying~~over ~~along~~the ~~200~~next ~~meter~~twelve ~~spaced~~months ~~N-S~~are ~~traverse~~as ~~lines~~ follows:

~~In-house~~Cash ~~Gradient~~Requirements IPduring ~~Survey was undertaken along~~ the ~~same~~Next ~~grid~~Twelve asMonths ~~used for the ground magnetic survey~~

Regional rock sampling of specific localities on the PL

Expense		($)
Property acquisition and holding costs		400,000
Mine development and production costs		3,00,000
Professional fees		100,000
General and administration fee		500,000
Total		4,000,000

~~Termite~~There ~~mound~~is ~~sampling~~no historical financial information about us upon which to base an evaluation of our performance. We are an exploration stage corporation and have not generated any revenues from operations. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, possible delays in the exploration of our properties, possible cost overruns due to price and cost increases for services and economic conditions. Because we do not currently derive any production revenue from operations, our ability to conduct exploration and development on properties is largely based upon our ability to raise capital by equity funding.

~~Soil~~Our ~~sampling~~exploration –objective ~~regional~~is to find an economic mineral body containing gold. Our success depends upon finding mineralized material. This includes a determination by our contracted consultants and professional staff whether the property contains resources and/or reserves. Mineralized material is a mineralized body, which has been delineated by appropriately spaced drilling or underground sampling onto ~~200~~support ~~meter~~sufficient xtonnage 50and ~~meter~~average ~~centers~~percentage ~~utilizing~~grade of metals to justify removal. If we don’t find mineralized material or we cannot remove mineralized material, either because we do not have the ~~geophysics~~money ~~grid~~to do so or because it is not economically feasible to do so, we will cease operations or seek other properties.

~~Schlumberger~~In ~~Survey-~~addition, ~~Schlumberger~~we ~~VES~~may onnot ~~N-S~~have ~~and~~enough ~~E-W~~capital ~~profiles~~to ~~were~~complete ~~undertaken~~exploration ~~across~~of ~~BIF~~our ~~Hill~~properties. ~~and~~If ~~the~~we ~~artisanal~~have ~~workings~~not atraised ~~the~~sufficient ~~Kyarano~~funds ~~Prospect~~to ~~respectively~~complete ~~(Table~~our 6exploration program, ~~Map~~we ~~10)~~will try to raise additional funds from another equity or debt offering or rely on loans from shareholders. If we require additional funds and are unable to raise the required amounts, we will have to suspend or cease operations until we succeed in raising the additional funds.

~~Four~~RESULTS ~~inclined~~OF diamond drill holes, amounting to 648.72 meters, were collared on the southern side of BIF Hill on 40 meter spaced N-S drill fences and drilled to the north at declinations of 50 and 55 degrees to test and define the geometry of the BIF hosted gold mineralization (Table 7). All boreholes intersected wide zones of anomalous gold mineralization including1.03 g/t gold over 37.50 meters and 0.58g/t Au over 43.35 meters, inclusive of higher grade intersections of 1.75 g/t gold over 6.13 meters and 2.05 g/t over 3.00 meters (Table 8) OPERATIONS

~~Table~~The 5:following ~~Summary~~summary of ~~trench~~our results of operations should be read in conjunction with our audited financial statements for the financial years ended March 31, 2015 and 2014 which are included herein.

Trench ID	Interval (m)	Au g/t
KT003	11.90	1.31
KT004	33.69	1.87
Including	4.03	6.96
KT005	2.10	1.31
KT008	28.35	1.22
KT009	22.70	1.54
KT010a	6.00	1.09

Our operating results for the years ended March 31, 2015 and 2014 are summarized as follows:

Table 6: Schlumberger VES profiles across BIF Hill and the Kyarano Prospect

		Years Ended
		March 31,
		2015		2014
Revenue	$	-	$	-
Operating Expenses		1,555,019		1,169,186
Other Income (Expenses)		65,547		224,468
Net Loss	$	1,489,472	$	944,718

BIF HILL	FROM	TO
EASTING	NORTHINGS		LENGTH (m)
597200E	9799450	9799750	300
597400E	9799400	9799700	300
*597560E	9799700	9799500	200
*597580E	9799400	9799625	225
*597600E	9799400	9799700	300
*597620E	9799400	9799700	300
597800E	9799300	9799600	300

27Revenue

598000E	9799300	9799600	300
598200E	9799280	9799540	260
598400E	9799200	9799500	300
598600E	9799400	9799700	300
KYARANO PROSPECT
NORTHING	EASTINGS
9799850S	599000	599120	120
9799700S	599000	599400	400
9799650S	599000	599400	400
9799500S	599000	599400	400
9799300S	599000	599400	400
9799100S	599000	599400	400
9798900S	599000	599400	400
9798700S	599000	599400	400
9798500S	599000	599400	400
Uncompleted

We had no operating revenues for the fiscal years ended March 31, 2015 and 2014. We do not anticipate earning any revenue from our operations until such time as we have entered into commercial production at one or more of our mineral projects or we sell one or more of our mineral properties. We are currently in the exploration stage of our business and we can provide no assurance that we will discover a reserve on our properties or, if we do discover a reserve that we will be able to enter into commercial production.

*SignificantOperating IPCosts ~~anomalies~~and Expenses

~~Inconsistent~~The IPmajor ~~results~~components ~~were~~of ~~noted~~our ~~from~~expenses for the ~~surveys~~years ~~undertaken~~ended March ~~across~~31, ~~the~~2015 ~~Kyarano~~and ~~workings~~2014 ~~which~~are ~~failed~~outlined toin ~~distinguish~~ the ~~pyritized~~table ~~quartz porphyry rock.~~below:

A distinct chargeability with low resistivity, situated some 100 meters north of the interpolated strike extensions of the mineralised BIF unit, was noted from a number of E-W Schlumberger profiles undertaken across BIF Hill (Table 6).

	For the Year Ended
	March 31,
	2015	2014
	$	$
EXPENSES
Amortization and depreciation	30,236	38,399
Exploration costs	122,592	190,398
General and administrative	159,788	221,576
Impairment of mineral property acquisition costs	251,250	90,000
Management and director fees	36,000	36,000
Professional fees	141,847	102,962
Salaries	443,820	464,393
Stock-based compensation	355,097	–
Travel and accommodation	14,389	25,458
Total Operating Expenses	1,555,019	1,169,186

28The decrease of $61,788 in our general and administrative expenses for the year ended March 31, 2015 as compared to the same period in fiscal 2014 was primarily due to decreases in mineral claim holding costs and decreased insurance and communication expenses all of which offset government increased filing fees.

~~Map~~Exploration ~~10:~~costs ~~Plan~~were ofdecreased ~~BIF~~by ~~Hill~~$67,806 ~~and~~to ~~Kyarano~~$122,592 ~~Prospects showing~~during ~~position~~the current period mainly because of ~~Schlumberger~~a ~~profiles~~decrease ~~and~~in ~~diamond~~licenses ~~drill~~holding ~~collars~~costs and in our geologist’s salary.

~~Diamond~~Professional ~~drilling~~fees for the twelve months ended March 31, 2015 increased to $141,847 compared to $102,962 for the same period of 2014. A main factor is the increased business consulting services during the last fiscal year.

AIn ~~total~~2011, ofwe 4paid ~~inclined diamond drill holes~~$251,250 ~~amounting~~ to ~~648.72 meters,~~acquire ~~was~~mineral ~~collared~~property oninterests at the ~~southern~~Handeni ~~side~~Project. As of ~~BIF~~March ~~Hill~~31, on2015, 40we ~~meter~~assessed ~~spaced~~our ~~N-S drill~~mineral ~~fences~~ properties and ~~drilled~~recognized toan ~~the~~impairment ~~north~~loss aton ~~declinations~~acquisition costs of 50$251,250 ~~and~~compared ~~55 degrees~~ to ~~test~~impairment ~~and~~loss ~~define the geometry~~ of ~~the BIF hosted gold mineralization~~$90,000 ~~comprising of~~recognized ~~chert,~~in ~~siltstone and greywackes (Table 7)~~2014.

~~Table~~Liquidity 7:and ~~Diamond~~Capital ~~Drill~~Resources ~~Programme~~

BHID	Prospect	Section	Easting	Northing	Elevation	Az	Dip	Length	Comments
KED001	BIF Hill	597580E	597580	9799434	1280.4	0	-50	157.03	Completed
KED002	BIF Hill	597540E	597540	9799438	1278.8	0	-50	154.48	Completed
KED003	BIF Hill	597620E	597620	9799430	1287.2	0	-50	130.48	Completed
KED004	BIF Hill	597620E	597620	9799380	1279.8	0	-55	206.73	Completed
Total								648.72
KED007	Kyarano	9799700N	599153	9799700	1242.7	90	-50	120	Proposed
KED008	Kyarano	9799460N	599100	9799460	1255.1	90	-50	120	Proposed

Working Capital

Each borehole was drilled across the BIF package of rocks comprising of cyclic sequences of siltstone and banded cherts having an overall width of 80 meters, until the footwall pebble conglomerate unit was encountered on the northern side of the hill. The BIF unit dips steeply to the south. Occasional intraformational sedimentary slump breccias are stratigraphically present. The unit has been complexly folded. A possible NNE trending fault is present which appears to have displaced the eastern part of the ore shoot some 40 meters to the north as well as being responsible for down-throwing the BIF unit to the east (Map 11).

							Percentage
		As at			As at		Increase /
		March 31, 2015			March 31, 2014		(Decrease)
Current Assets	$	161,878		$	48,620		233%
Current Liabilities	$	1,844,582		$	1,788,436		3%
Working Capital (Deficiency)	$	(1,682,704	)	$	(1,739,816	)	(3%	)

2931

~~Map~~Cash ~~11: Plan of BIF Hill showing results of trench and drill holes and interpolated position of NNE fault.~~ Flows

Massive sulphides, consisting of syngenetic magnetite and pyrrhotite-rich bands occur throughout the BIF unit. Crackle brecciation and fracturing is more common in the brittle chert beds which are often infilled with later pyrrhotite and/or pyrite mineralization. Gold is associated with the sulphide filled fractures as well as within zones of massive pyrite and, to a lesser extent, massive pyrrhotite mineralization.

							Percentage
		Year Ended			Year Ended		Increase /
		March 31, 2015			March 31, 2014		(Decrease)
Cash used by Operating Activities	$	(586,432	)	$	(326,680	)	79%
Cash provided (used) by Investing Activities	$	(-)		$	(1,709	)	100%
Cash provided by Financing Activities	$	702,940		$	154,687		354%
Net Increase (Decrease) in Cash	$	116,508		$	(173,702	)	167%

~~All~~We ~~the~~had ~~core~~a ~~was~~cash ~~cut~~balance inof ~~half~~$150,530 byand aworking ~~rock~~deficit ~~saw~~of 1,682,704 ~~with~~as ~~the~~of ~~half~~March ~~core (or~~31, ~~quarter~~2015 ~~core~~compared ifto ~~over~~cash ~~wider intervals~~ of >1$34,022 ~~meter)~~and ~~being~~working ~~sampled according~~deficit toof ~~the~~$1,739,816 ~~intervals~~ as ~~per~~of ~~geologic~~March ~~log~~31, 2014. ~~Strict~~We ~~quality~~anticipate ~~control~~that ~~has~~we ~~been~~will ~~maintained~~incur inapproximately ~~which~~$3,000,000 5for ~~percent~~operating ~~of the sample batch~~expenses, ~~comprising~~including ~~20 samples~~professional, ~~contained a~~legal ~~blank,~~and aaccounting ~~Commercial~~expenses ~~Standard~~associated ~~and~~with aour ~~duplicate.~~reporting ~~The~~requirements ~~samples~~under ~~batches were submitted~~the toExchange ~~SGS~~Act ~~Laboratory~~during ~~Mwanza~~the ~~for~~next ~~50gm~~twelve ~~Fire assay~~months.

~~Results~~On March 20, 2015, the Company completed a private placement of 2,375,000 units at $0.04 per unit for total consideration of $95,000.

~~The~~On ~~limited~~February ~~drill~~23, ~~programme~~2015, ofthe ~~648.72~~Company ~~meters~~completed ~~intersected~~a ~~wide zones~~private placement of ~~anomalous~~10,000,000 ~~gold~~units ~~mineralization~~at ~~throughout all four boreholes drilled including 1.03 g/t gold over 37.50 meters and~~ $0.~~58g/t~~015 ~~Au over~~per ~~43.35~~unit ~~meters,~~for ~~inclusive~~total ofconsideration ~~higher grade intersections~~ of 1$150,000.~~75 g/t gold over 6.13 meters and 2.05 g/t over 3.00 meters. Mineralized intercepts are summarized in Table 8 below.~~

30On February 12, 2015, the Company signed debt settlement and subscription agreement with a consultant to settle a consulting fee of $55,000 for business consulting services provided. On February 23, 2015, the Company issued 1,000,000 restricted shares of common stock at a fair value of $0.055 per share to settle the outstanding balance. The shares were valued at $55,000 representing their fair value on the date of the agreement.

~~Table~~On 8:December ~~Summary~~19, 2014, the Company completed a private placement of ~~Diamond~~24,400,000 ~~drill~~units ~~intercepts~~at $0.025 per unit for gross consideration of $610,000. The shares are accompanied by a gold bonus distribution of a total of 244 ounces of 0.999 percent gold during the first 480 days of commercial gold production. The gold bonus distribution plan contains a feature where the Company retains the option to convert the gold bonus into common shares of the Company at a rate of $0.025 per share based on the spot price per ounce of gold on the payment date. At March 31, 2015, the fair value of the gold bonus was estimated to be $Nil.

Hole No.	Total Depth (m)	Section	Azimuth (deg)	Decline (deg)	From (m)	To (m)	Interval (m)	Au (g/t)
KED001	157.03	597580E	0	-50	60.00	109.30	49.30	0.27
Including					60.00	63.00	3.00	2.05
KED002	154.48	597540E	0	-50	48.00	85.50	37.50	1.03
Including					52.20	56.00	3.80	3.31
					71.90	76.60	4.70	1.98
KED003	130.48	597620E	0	-50	57.55	64.70	7.15	0.42
and					87.50	118.00	30.50	0.32
KED004	206.73	597620E	0	-55	76.05	83.00	6.95	0.44
and					107.24	112.60	5.36	0.89
and					145.40	188.75	43.35	0.58
Including					145.40	151.53	6.13	1.75
and					181.20	182.03	0.83	1.21
and					185.40	186.97	1.57	1.17

Going Concern

The ~~gold~~audited ~~mineralization,~~financial ~~having~~statements ~~been~~accompanying ~~offset~~our byannual report on Form 10-K for the ~~NNE~~year ~~fault~~ended March 31, 2015 have been prepared on a going ~~plunges~~concern ~~steeply~~basis, which implies that our company will continue to realize its assets and discharge its liabilities and commitments in the ~~east~~normal course of business. ~~Anomalous~~Our ~~gold~~company ~~mineralization~~has ofnot ~~greater~~generated ~~than~~revenues ~~250~~since inception and has never ~~ppb~~paid ~~gold~~any ~~was~~dividends ~~encountered~~and ~~over~~is ~~substantial~~unlikely ~~widths~~to pay dividends or generate earnings in ~~each~~the immediate future. The continuation of ~~the~~our ~~boreholes~~company ~~with~~as a going concern is ~~improved~~dependent ~~grades~~upon ~~being~~the ~~intersected~~continued infinancial support from our shareholders, the ability ~~deeper~~of ~~hole~~our ~~(KED004)~~company ~~drilled~~to obtain necessary equity financing to ~~the~~achieve our ~~east~~operating objectives, and the attainment of profitable operations. ~~Mineralization~~As isof ~~open~~March 31, ~~down~~2015, ~~dip~~we had cash of $150,530 and ~~along~~we ~~strike~~estimate ~~both~~that towe will require approximately $500,000 for general and administration costs and professional fees, and $400,000 for property acquisition holding and exploration costs associated with our plan of operation over the ~~west~~next twelve months. We do not have sufficient funds for general and ~~down~~administration activities and we do not ~~plunge~~have sufficient funds for planned mineral property acquisition and exploration activities. Therefore we will be required to raise additional funds. No assurance can be given that additional financing will be available, or that it can be obtained on terms acceptable to the ~~east~~Company ~~(Map~~and ~~12)~~its shareholders.

~~Map~~The ~~12:~~advancement ~~Longitudinal~~of ~~Section~~our ~~across~~business ~~BIF~~is ~~Hill~~dependent ~~showing~~upon us raising ~~interpolated~~additional ~~plunge~~financial support. The issuance of ~~the~~additional ~~gold-rich~~equity ~~sulphide~~securities ~~zone~~by ~~shown~~us could asresult in a ~~bar~~significant ~~graph~~dilution ~~along~~ in the ~~edge~~equity interests of ~~the~~our ~~drill~~current stockholders. ~~hole~~Obtaining ~~trace~~commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.

31Future Financings

~~Kyarano~~We ~~Prospect~~had a cash balance of $150,530 and working deficit of $1,682,704 as of March 31, 2015 compared to cash of $34,022 and working capital of $1,739,816 as of March 31, 2014 and we estimate that we will require approximately $3,700,000 for costs associated with our plan of operation over the next twelve months. Accordingly, we do not have sufficient funds for planned operations and we will be required to raise additional funds for operations. We intend to raise additional funds from another equity offering or loans. If we need additional funds and are unable to raise them, we will have to suspend or cease operations until we succeed in raising additional funds.

The Kyarano Prospect, located on the eastern side of the Kiabakari East Permit, is a recent artisanal site in which, at one time, up to +500 illegal miners have been active. Shafts, aligned along a NNE trend were sunk into a quartz porphyry/felsite “dyke” rock for a strike distance of some 400 meters. Mining activities decreased as flooding of the shafts occurred from 15-20 meters below ground. A number of the shafts were sampled and assayed for gold by 50 gm fire assay, results of which are shown in Table 9 and Map 10. 32

~~Table~~Outstanding 9:shares ~~Results~~and ofoptions ~~shaft sampling at the Kyarano Prospect~~

Prospect	Pit_ID	East (Arc60)	North (Arc60)	SANO	Au ppm	Description
Kyarano	KP023	599210	9799682	A22984	0.47	Qtz vein - 7m depth
Kyarano	KP0024	599212	9799646	A22985	0.06	Light grey felsite/qtz porphyry -10m depth
Kyarano	KP0025	599255	9799608	A22986	0.11	Light grey felsite/qtz porphory-9m depth
Kyarano	KP0026	599176	9799566	A22987	0.01	Light grey felsite/qtz porphory-8m depth
Kyarano	KP0027	599162	9799500	A22988	1.74	Light grey felsite/qtz pophory-7m depth
Kyarano	KP0028	599164	9799454	A22989	0.93	Light grey felsite/qtz porphory-5m depth
Kyarano	KP0029	599260	9799470	A22990	19.8	Light grey felsite/qtz porphory-5m depth

On December 7, 2010, our shareholders approved a resolution to amend the articles of incorporation to increase the number of authorized shares of our common stock from 100,000,000 shares to 250,000,000 shares. As of March 31, 2015, we have 152,329,067 shares of common stock outstanding and 10,000,000 stock options outstanding.

~~Diamond~~Off-Balance ~~drilling~~Sheet Arrangements

AWe ~~short~~have ~~drilling~~no ~~programme~~off-balance ~~was~~sheet ~~initially~~arrangements ~~planned~~that tohave ~~test~~or ~~the~~are ~~NNE~~reasonably ~~trending~~likely ~~pyritic~~to ~~quartz~~have ~~felsite~~a ~~porphyry~~current ator ~~the~~future ~~Kyarano~~effect ~~Prospect located~~ on ~~the~~ ~~eastern~~our ~~side~~financial ~~of the project area some1.5 kilometers east of BIF Hill. Two boreholes~~condition, ~~collared 240 meters apart on E-W drill fences (Table 7)~~ ~~were~~changes ~~to test the area 80 meters beneath the active artisanal workings~~ in ~~order~~financial tocondition, ~~examine~~revenues ~~the~~or ~~hosting~~expenses, ~~lithologies~~results ~~and~~of ~~alteration associated with this~~operations, ~~known gold mineralisation. However~~liquidity, ~~due~~capital toexpenditures ~~budget~~or ~~constraints,~~capital ~~the~~resources ~~two~~that ~~diamond drill~~are ~~holes~~material ~~were not drilled~~to stockholders.

NWCritical ~~Prospect~~Accounting Policies

AThe ~~number~~following are the accounting policies that we consider to be critical accounting policies. Critical accounting policies are those that are both important to the portrayal of ~~old~~our ~~trenches~~financial ~~were~~condition ~~discovered~~and inresults and those that require the ~~northwestern~~most difficult, subjective, or complex judgments, often as ~~corner~~results of the ~~licence~~need ~~immediately~~to ~~south~~make ofestimates about the ~~granite~~effect –of ~~greenstone~~matters ~~contact~~that are ~~(Map~~subject ~~13)~~to a degree of uncertainty.

~~Map~~Business ~~13:~~Combinations ~~Aerial photograph of the trench excavations undertaken by Rand Gold in the NW part of the Kibakari East Licence (after Google Earth).~~

32We follow the guidance in ASC 805, Business Combinations, and ASC 810, Consolidation. The non-controlling interest recognized at March 31, 2010 was previously the minority interest held by certain passive shareholders at the consolidated financial statement level of Kilimanjaro, and whose interests were eliminated for accounting purposes by the August 7, 2009 share exchange agreement. We, after August 7, 2009, have had no further non-controlling interests.

~~The~~As ~~area is underlain by BIF rocks comprising~~ of ~~chert~~March ~~and siltstone~~31, ~~rocks.~~2015, ~~It is cut by~~ a ~~N-S~~cumulative ~~trending~~loss ~~quartz~~of ~~diorite~~$8,719,455 ~~dyke.~~had ~~Two areas of~~been ~~artisanal~~attributed ~~mining~~to ~~have exposed highly oxidized and leached sulphidic zones within~~ the ~~BIF~~non-controlling ~~rocks.~~interest ~~A number~~ of ~~grab~~the ~~samples~~Company’s ~~were collected and Fire assayed for gold~~controlled ~~by SGS Laboratories Mwanza (Table 10)~~subsidiary.

~~Table~~Basic ~~10:~~and ~~Results~~Diluted ofNet ~~rock~~Income ~~samples~~(Loss) ~~taken~~Per ~~from~~Share ~~artisanal workings in highly oxidized and leached BIF~~

Sample No	Easting	Northing	Au (g/t)	Comments
283694	596490	9800764	0.02	Silicified shear zone, intensely leached
283695	596490	9800764	0.03	As above
283696	596505	9800800	0.02	Silicified, intensely leached + Sulphur
283697	596506	9800802	0.01	Silicified BIF

We compute net income (loss) per share in accordance with ASC 260, Earnings per Share, which requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive. As of March 31, 2015, we had 10,000,000 potentially dilutive securities outstanding.

~~Future~~Cash ~~exploration~~and Cash Equivalents

~~Metallurgical~~The ~~test~~Company ~~work~~considers isall tohighly beliquid ~~undertaken~~instruments onwith ~~the oxide rock~~a ~~material~~maturity ~~taken from artisanal working and trenches on surface as part~~ of ~~the scoping~~three ~~study~~months toor ~~determine~~less ~~the viability of commencing and open pit/underground small scale mining operation~~ at ~~BIF~~the ~~Hill.~~time ~~In order to get a better understanding~~ of ~~the~~issuance ~~geology~~or ~~and~~may ~~gold~~be ~~mineralisation, the Company is considering developing a~~redeemed ~~north~~without ~~trending~~significant ~~adit~~penalties ~~form~~to ~~the~~be ~~southern~~cash ~~side at the base of the hill at a later date~~equivalents.

~~Maji~~As ~~Moto~~of ~~Gold~~March ~~Project~~31, ~~(HQ-P23869)~~2015 and 2014, the Company has approximately $1,400 and $1,900, respectively, deposited at FDIC insured banks in the United States. FDIC deposit insurance covers the balance of each depositor’s account up to $250,000 per insured bank.

AAs ~~recent~~of ~~acquisition~~March to31, ~~the~~2015 ~~North~~and ~~Mara~~2014, ~~group~~the ofCompany ~~licences~~has ~~is the~~approximately ~~Maji~~$131,000 ~~Moto~~and ~~licence~~$26,000, ~~that~~respectively, ~~was~~deposited ~~awarded~~in tobanks ~~the~~in ~~Company~~Canada. byCDIC deposit insurance covers the ~~Ministry~~balance of ~~Mines through~~each ~~application~~depositor’s ~~and~~account ~~tender~~up into ~~April~~$100,000 ~~2012~~per insured bank. ~~The~~These ~~licence~~deposits isinclude ~~situated~~$5,457 in(CAD$6,900) ~~the~~and $6,237 (CAD$ 6,900), ~~North~~respectively, ~~Mara~~of ~~Greenstone~~guaranteed ~~Belt~~investment ~~(Eastern~~certificates ~~Musoma~~bearing ~~Goldfields)~~variable ~~approximately~~interest ~~28 kilometers~~at toprime ~~the~~rate less SW1.90% ofwhich ~~African~~is ~~Barrick’s~~restricted ~~North~~in ~~Mara~~use ~~Gold~~for ~~Mine~~corporation ~~(Map~~credit ~~14)~~cards.

~~Map 14: Location map of Maji Moto HQ-P23869~~ 33

~~Note:~~As ~~HQ-O23869~~of isMarch 31, 2015, the ~~Application~~Company ~~number~~has Tanzania shillings of 7,000,000 (approximately $3,700) and $13,700 deposited in Tanzania. The ~~licence~~Deposit Insurance ~~has~~Board ~~yet~~ in Tanzania insures up to be1,500,000 ~~allocated~~Tanzanian aShillings (approximately PL$800 ~~number~~as byof March 31, 2015) per customer per bank. Any amount beyond the ~~Ministry~~basic insurance amount may expose the Company to loss.

33Mineral Property Costs

~~Artisanal~~Under ~~workings:~~US GAAP mineral property acquisition costs are ordinarily capitalized when incurred using FASB ASC Topic 805-20-55-37, Whether Mineral Rights are Tangible or Intangible Assets. The carrying costs are assessed for impairment under ASC Topic 360-36-10-35-20, Accounting for Impairment or Disposal of Long-Lived Assets, whenever events or changes in circumstances indicate that the carrying costs may not be recoverable. The Company expenses as incurred all property maintenance and exploration costs.

~~Three~~The ~~artisanal~~Company ~~sites~~also ~~are~~evaluates ~~present~~the carrying value of acquired mineral property rights in ~~the~~accordance ~~northern~~with ~~part~~ASC ofTopic 930-360-35-1, Mining Assets: Impairment and Business Combinations, using the Value Beyond Proven and ~~licence~~Probable (~~Map 15~~VBPP): method. The fair value of a mining asset generally includes both VBPP and an estimate of the future market price of the minerals.

1.When ~~Located~~the atCompany ~~Kitarahota~~has ~~Hill,~~capitalized ~~some~~mineral 2property ~~kilometres~~costs, ~~east~~these properties ofwill ~~Maji~~be ~~Moto~~periodically ~~village~~assessed isfor ~~actively~~impairment ~~being~~of ~~mined~~value. byOnce a property ~~relatively~~reaches ~~small~~the ~~group~~production ~~of artisanal miners. The site~~stage, ~~located on~~ the ~~lower~~related ~~slope~~capitalized ofcosts ~~the~~will ~~Kitarahota Hill~~be amortized, ~~consists~~using ~~mostly~~the units of ~~surface~~production ~~workings~~method. 2.The ~~Nyamarubiti~~Company ~~Hill,~~records ~~located~~its interests in ~~the~~mining ~~north-eastern~~properties ~~arm~~and areas of ~~the~~geological ~~licence~~interest ~~was~~at ancost. ~~active~~The Company ~~artisanal~~has ~~site~~capitalized inmineral ~~1980s~~properties ~~and~~costs isof ~~only~~$250,150 ~~being~~and ~~worked~~$501,400 ~~sporadically~~as byat March a31, ~~handful~~2015 ofand ~~artisanal~~2014, ~~miners~~respectively. 3.The ~~Kebosi~~Company ~~Hill,~~has ~~situated~~recognized onimpairment charges ~~the NW arm~~ of ~~the~~$251,250 PL and ~~east~~$90,000 offor the ~~much~~years ~~larger~~ended ~~Kitengara~~at ~~Hill.~~March ~~This~~31, ~~site~~2015 ~~does~~and ~~not~~2014, respectively, ~~appear~~which towere bedetermined asnot ~~extensively~~be ~~mined~~recoverable asand ~~site~~therefore, 2were written ~~and~~down isto ~~currently~~their ~~not~~estimated ~~being~~fair ~~mined~~values byof ~~artisanal miners~~$Nil.

~~Map~~Long-Lived ~~15:~~Assets ~~Geology of HQ-P23869~~

~~Other~~In ~~than~~accordance with ASC 360, Property Plant and Equipment we tests long-lived assets or asset groups for recoverability when events or changes in circumstances indicate that their carrying amount may not be recoverable. Circumstances which could trigger a ~~reconnaissance~~review ~~visit~~include, but are not limited to: significant decreases in the ~~licence~~market price of the asset; significant adverse changes in the business climate or legal factors; accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and current expectation that the asset will more likely than not be sold or disposed significantly before the end of its estimated useful life. Recoverability is assessed based on the carrying amount of the asset and the sum of the undiscounted cash flows expected to result from the use and the eventual disposal of the asset, ~~exploration~~as well as specific appraisal in certain ~~has~~instances. An impairment loss is recognized when the carrying amount is not recoverable ~~yet~~and ~~commenced~~exceeds fair value.

~~The~~Asset ~~following~~Retirement ~~exploration~~Obligations ~~strategy (Phase 1) will be followed as soon as a field camp is established on site:~~

~~Regional~~We ~~ground~~account ~~Magnetic~~for ~~survey~~asset retirement obligations in accordance with the provisions of ASC 440, Asset Retirement and Environmental Obligations which requires we to record the fair value of an asset retirement obligation as a liability in the period in which it incurs a legal obligation associated with the retirement of tangible long-lived assets that result from the acquisition, construction, development and/or normal use of the assets. We did not have any asset retirement obligations as of March 31, 2015 and 2014.

~~Regional~~Foreign ~~mapping~~Currency ofTranslation ~~the licence~~

~~Regional~~Our ~~soil~~functional ~~sampling~~and reporting currency is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated to United States dollars in accordance with ASC 740, Foreign Currency Translation Matters, using the exchange rate prevailing at the balance sheet date. Gains and losses arising on ~~200~~translation ~~meter~~or xsettlement 50of ~~meter~~foreign ~~sample~~currency denominated ~~grid~~transactions or balances are included in the determination of income.

~~Detailed mapping and soil/rock sampling at and around the artisanal sites~~ 34

~~Schlumberger~~To ~~profiles~~the ~~across~~extent that we incur transactions that are not denominated in our functional currency, they are undertaken in Canadian dollars and in Tanzanian Schillings. A portion of business transactions in Tanzania and mineral option purchase agreements are denominated in Tanzanian Schillings. We have not, to the ~~known~~date ~~artisanal~~of ~~sites~~these financials statements, entered into derivative instruments to offset the impact of foreign currency fluctuations.

~~Phase~~Segment 2Information ~~will be dependant on the results achieved from the Phase 1 exploration programme.~~

~~Uyowa~~At ~~Gold~~March ~~Project~~31, 2015, approximately $18,000 of property and equipment (2014 - $44,000) is located in Tanzania and $4,000 (2014 - $8,000) in Canada. Mineral properties totaling $250,150 (2014 - $501,400) are located in Tanzania. Although Tanzania is considered economically stable, it is always possible that unanticipated events in foreign countries could disrupt the Company’s operations.

~~The~~Comprehensive ~~Uyowa~~Loss Gold project, located 120 kilometers northwest of Tabora town, previously consisted of seven (7) Prospecting Licenses (PLs) that initially covered a total area of 729.73 square kilometers in the west-central area of Tanzania. Due to increased Ministerial costs of annual renewals coupled with the Company’s objective to focus its exploration efforts on more potentially viable ground holding, the number of licenses has been reduced to 4 PLs amounting to 328.47 square kilometers (Table 1, Map 16).

34ASC 220, Comprehensive Income, establishes standards for the reporting and display of comprehensive loss and its components in the consolidated financial statements. As of March 31, 2015 and 2014, we have had no items that represent an other comprehensive loss, and therefore have not included a schedule of comprehensive loss in the consolidated financial statements.

~~Map~~Income ~~16:~~Taxes ~~Current licence holdings of the Uyowa Project~~

~~Exploration~~We account for income taxes using the asset and liability method in accordance with ASC 740, Income Taxes. The asset and liability method provides that deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities and for operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. We record a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized.

~~Exploration~~Stock-Based ~~has~~Compensation been primarily focused in the northern license blocks PL 3425/2007 (since relinquished) and PL5153/2008 of Target 3. PL5153/2008 was previously investigated by Ashanti Gold in 2003, in which they undertook 999 meters of Reverse Circulation drilling. The area is now an active artisanal mining site. The following work has been undertaken on PL 5153/2007 (Map 17) since exploration commenced from March 2011 through to 31st March 2013.

PLWe ~~5153/2007~~record stock-based compensation in accordance with ASC 718, Compensation – Stock Based Compensation and ASC 505, Equity Based Payments to Non-Employees, which requires the measurement and recognition of compensation expense based on estimated fair values for all share-based awards made to employees and directors, including stock options.

~~Regional~~ASC ~~Mag~~718 ~~survey~~requires companies to estimate the fair value of share-based awards on ~~200~~the ~~meter~~date ~~spaced~~of Ngrant using an option-Spricing ~~lines~~model. ~~covering~~We use the Black-Scholes option-pricing model as its method of determining fair value. This model is affected by our stock price as well as assumptions regarding a number 12of ~~kilometers~~subjective variables. These subjective variables include, but are not xlimited 6to ~~kilometers~~our ~~grid~~expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviors. The value of the portion of the award that is ultimately expected to vest is recognized as an expense in the statement of operations over the requisite service period.

~~Gradient~~All ~~array~~transactions ~~survey~~in onwhich ~~400~~goods ~~meter~~or ~~spaced~~services ~~N-S~~are ~~lines~~the consideration ~~across~~received for the ~~optioned PML~~issuance ~~and~~of ~~extending~~equity ~~out~~instruments ~~along~~are ~~strike~~accounted ~~across~~for based aon ~~grid~~the fair value of 10the ~~kilometers~~consideration xreceived 4or the fair value of the ~~kilometers~~ equity instrument issued, whichever is more reliably measurable.

~~Soil~~Recent ~~sampling~~Accounting onPronouncements ~~200 meters x 50 meter grid across a grid area of 2.25 kilometers x 10 kilometers (excluding the artisanal site~~

~~Schlumberger~~The ~~profiles~~ Company has implemented all new accounting pronouncements that are in effect and that may impact its consolidated financial statements.

~~Regolith~~In ~~mapping~~ July 2013, ASC guidance was issued related to the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss or a tax credit carryforward exists. The updated guidance requires an entity to net its unrecognized tax benefits against the deferred tax assets for all same jurisdiction net operating loss carryforward, a similar tax loss, or tax credit carryforwards. A gross presentation will be required only if such carryforwards are not available or would not be used by the entity to settle any additional income taxes resulting from disallowance of the uncertain tax position. The update is effective prospectively for the Company’s fiscal year beginning April 1, 2014. The adoption of the pronouncement did not have a material effect on the Company’s consolidated financial statements.

~~Detailed~~ ~~mapping~~ In March 2013, the FASB issued ASU No. 2013-05, Foreign Currency Matters (Topic 830) to clarify the treatment of cumulative translation adjustments when a parent sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a business within a foreign entity. The updated guidance also resolves the diversity in practice for the treatment of business combinations achieved in stages in a foreign entity. The update is effective prospectively for the Company’s fiscal year beginning April 1, 2014. The adoption of the pronouncement did not have a material effect on the Company’s consolidated financial statements.

~~Termite~~ ~~mound~~In ~~sampling~~ April 2014, the FASB issued ASU No. 2014-08, Discontinued Operations (Topic 205 and 360) which changed the criteria for determining which disposals can be presented as discontinued operations and modified related disclosure requirements. The updated guidance requires an entity to only classify discontinued operations due to a major strategic shift or a major effect on an entity’s operations in the financial statements. The updated guidance will also require additional disclosures relating to discontinued operations. The Company early adopted this guidance prospectively at the beginning of fiscal year April 1, 2014. The adoption of the pronouncement did not have a material effect on the Company’s consolidated financial statements.

Soil and termite mound sampling - on 200 meter x 50 meter grid totaling 2616 samples. All the anomalous gold values occur as single point values along the known E-W zone of gold mineralization. A single maximum value of 400 ppb gold occurs on the far eastern side of the trend (Map 18). 35

~~Shaft~~ ~~sampling~~ In June 2014, ASU guidance was issued to resolve the diversity of practice relating to the accounting for stock based performance awards for which the performance target could be achieved after the employee completes the required service period. The update is effective prospectively or retrospectively for annual reporting periods beginning December 15, 2015. The adoption of the pronouncement is not expected to have a material effect on the Company’s consolidated financial statements.

A ~~total~~In ofMay ~~29 reverse circulation drill holes~~2014, ~~amounting~~ASU toguidance ~~2,486 meters,~~ was ~~drilled~~issued related to ~~test~~revenue ~~the~~from ~~down-dip~~contracts ~~continuity~~with ofcustomers. ~~thickness~~The ~~and~~new ~~grade~~standard asprovides ~~well~~a ~~as exploring~~five-step ~~the~~approach ~~strike~~to ~~extensions~~be ofapplied ~~the~~to 4all ~~main~~contracts ~~mineralized~~with ~~zones~~customers ~~across~~and ~~the PMLs,~~also ~~was~~requires ~~completed~~expanded indisclosures ~~September~~about ~~2011~~revenue ~~(Map 19)~~recognition. ~~Notable~~The ~~results~~ASU tois ~~date include:~~effective ~~17.6~~for ~~g/t~~annual ~~over~~reporting 6periods ~~meters,~~beginning ~~7.95~~after ~~g/t~~December Au15, ~~over~~2016, 9including ~~meters,~~interim ~~4.1~~periods ~~g/t over~~and 10is ~~meters~~to ~~and~~be 10retrospectively applied.41 ~~g/t~~Early ~~over~~adoption 3is ~~meters~~not ~~inclusive~~permitted. ofAccordingly, athe ~~number~~adoption of ~~significant~~ 1this ~~meter~~ASU ~~intervals~~is ofnot ~~103~~expected ~~g/t~~to ~~Au,~~have 33any ~~g/t~~impact Auon ~~and~~the 24Company’s ~~g/t~~consolidated ~~Au respectively.~~financial statements.

35In June 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. This ASU does the following among other things: a) eliminates the requirement to present inception-to-date information on the statements of income, cash flows, and shareholders’ equity, b) eliminates the need to label the financial statements as those of a development stage entity, c) eliminates the need to disclose a description of the development stage activities in which the entity is engaged, and d) amends FASB ASC 275, Risks and Uncertainties, to clarify that information on risks and uncertainties for entities that have not commenced planned principal operations is required. The amendments in ASU No. 2014-10 related to the elimination of Topic 915 disclosures and the additional disclosure for Topic 275 are effective for public companies for annual and interim reporting periods beginning after December 15, 2014. Early adoption is permitted. The Company early adopted this ASU as of April 1, 2014.

AIn ~~total~~August of2014, 11the ~~diamond~~FASB ~~drill~~issued ~~holes,~~ASU ~~amounting~~No. to2014-15, ~~1459~~“Presentation ~~meters,~~of ~~aimed~~Financial ~~at defining~~Statements ~~and~~- ~~understanding~~Going ~~the~~Concern ~~structural~~(Subtopic ~~controls~~205-40). Disclosure of ~~the~~Uncertainties 4about ~~gold~~an ~~veins~~Entity’s ~~across 300~~Ability ~~meters~~to ofContinue ~~strike~~as ~~length~~a ~~within~~Going ~~the~~Concern” ~~central~~(“ASU 2014-15”). ASU 2014-15 is intended to ~~western~~define ~~parts~~management’s ofresponsibility ~~the~~to ~~1700 meter~~evaluate ~~long~~whether ~~E-W~~there ~~shear~~is ~~zone,~~substantial ~~was~~doubt ~~undertaken~~about ~~from~~an ~~March~~organization’s ability to ~~May~~continue ~~2012~~as ~~(Map 20)~~a going concern and to provide related footnote disclosure. ~~Gold~~This ~~mineralization~~ASU ~~was~~provides ~~traced~~guidance to aan ~~vertical~~organization’s ~~depth~~management, with principles and definitions that are intended to reduce diversity in the timing and content of ~~some~~disclosures ~~150 meters.~~that ~~Notable~~are ~~results~~commonly ~~include:~~provided ~~27.3~~by ~~g/t~~organizations Autoday ~~over~~in 0the financial statement footnotes.40 ~~meters~~The amendments are effective for annual periods ending after December 15, ~~16.3g/t~~ ~~over~~2016, ~~0.35~~and ~~meters~~interim periods within annual periods beginning after December 15, 32016.~~05g/t~~ AuEarly ~~over~~adoption 4is ~~meters~~permitted ~~and~~for 2annual or interim reporting periods for which the financial statements have not previously been issued.21 ~~g/t~~The ~~Au over~~Company 6is ~~meters~~evaluating the impact the revised guidance will have on its consolidated financial statements.

~~Map~~ITEM ~~17:~~7A. ~~Grid~~QUANTITATIVE ~~layouts~~AND ofQUALITATIVE ~~exploration~~DISCLOSURES ~~surveys undertaken~~ABOUT ~~across~~MARKET ~~the artisanal workings and environs on PL 5153/2008~~ RISK.

36Not Applicable.

~~Map~~ITEM ~~18:~~8. ~~Soil~~FINANCIAL ~~geochemistry~~STATEMENTS ~~map~~AND ~~showing~~SUPPLEMENTARY ~~main anomalous gold trends~~DATA.

~~Map~~Lake ~~19:~~Victoria ~~Reverse~~Mining ~~Circulation~~Company, ~~borehole~~Inc. ~~collar plan showing gold intercepts along the mineralised zone~~

37March 31, 2015

Map 20: Distribution and location of shear hosted gold structures as defined by RC and by diamond drilling.

	Index
Report of Independent Registered Public Accounting Firm	F–2

Consolidated Balance Sheets	F–3

Consolidated Statements of Comprehensive Loss	F–4

Consolidated Statements of Cash Flows	F–5

Consolidated Statements of Stockholders' Deficit	F–6

Notes to the Consolidated Financial Statements	F–10

~~Diamond~~F-1 ~~drilling~~

~~The~~Report ~~1459 meter diamond drill program, primarily aimed at defining and understanding the structural controls~~ of ~~the~~Independent 4Registered ~~gold~~Public ~~veins~~Accounting ~~across~~Firm 300 meters of strike length within the central to western parts of the1700 meter long E-W shear zone, was undertaken from March to May 2012. The 11 hole program, planned on 40 meter spaced N-S sections, also tested the down-dip extensions of mineralization to a vertical depth of some 150 meters. A total of 1459 meters was drilled in 11 boreholes (Table 11, Map 21 ).

~~Table~~To ~~11:~~the ~~Diamond~~Board ~~drill~~of ~~programme~~Directors and Stockholders of Lake Victoria Mining Company, Inc.

		Easting (Arc	Northing (Arc	Az	Dip	Length
BHID	Section	60)	60)	(o)	(o)	(m)	Elevation
UDD001	389960E	389960	9506197	180	-65	165.18	1108
UDD002	389920E	389920	9506182	180	-60	139.84	1108.4
UDD003	390000E	390000	9506206	180	-60	155.24	1109.3
UDD004*	390040E	390040	9506160	180	-65	79.98	1110.6
UDD005	390040E	390040	9506218	180	-60	140.52	1110.9
UDD008	390200E	390205	9506242	180	-65	134.88	1112.6
UDD009	390320E	390318	9506254	180	-65	114.96	1113.8
UDD010	389720E	389717	9506158	180	-60	132.98	1110
UDD011	390840E	390840	9506315	180	-64	116.78	1112
UDD06	390080E	390080	9506216	180	-60	145.83	1110.4
UDD07	390120E	390120	9506211	180	-65	130	1105.8
* "Twin" hole to URC014

We have audited the accompanying consolidated balance sheets of Lake Victoria Mining Company, Inc. as of March 31, 2015 and 2014, and the related consolidated statements of comprehensive loss, cash flows and stockholders’ deficit for the years then ended. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

38We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of internal control over financial reporting. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

~~Map~~In ~~21:~~our ~~Diamond~~opinion, ~~drill~~based ~~collar~~on ~~plan~~our audits, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Lake Victoria Mining Company, Inc. as of March 31, 2015 and 2014, and the results of its operations, cash flows and stockholders’ deficit for the years then ended in conformity with accounting principles generally accepted in the United States.

~~Drilling~~The ~~has~~accompanying ~~revealed~~consolidated ~~that~~financial statements have been prepared assuming the ~~gold~~Company ~~mineralization~~will iscontinue ~~hosted~~as by a ~~number~~going ofconcern. ~~semi-continuous~~As ~~ductile~~discussed ~~shears~~in Note ~~zones~~1 ofto upthe toconsolidated 7financial ~~meters~~statements, ~~wide~~the Company has a working capital deficit, has accumulated losses since inception and has no revenue. ~~containing~~These ~~disseminated~~factors ~~pyrite~~raise ~~mineralization,~~substantial ~~dipping~~doubt ~~between~~about 55the Company’s ability to 70continue ~~degrees~~as toa ~~the~~going ~~north~~concern. InManagement’s ~~all~~plans ~~sections,~~in ~~the~~regard ~~mineralized~~to ~~gold~~these ~~zones~~matters ~~have~~are ~~been~~also discussed ~~traced~~in toNote 1. The consolidated financial statements do not include any ~~vertical~~adjustments ~~depths~~that ofmight ~~100~~result ~~meters~~from ~~and~~the ~~are~~outcome ~~open~~of atthis ~~depth~~uncertainty.

A/s/ ~~“twin”~~Manning ~~hole~~Elliott ~~was~~LLP ~~drilled to compare the gold grades and widths in order to increase gold grade confidence of the previous RC drilling results and to work towards establishing a gold resource.~~

ACHARTERED ~~single~~PROFESSIONAL ~~diamond~~ACCOUNTANTS ~~drill~~Vancouver, ~~hole was drilled at either end of the~~Canada ~~known~~ June ~~mineralized zone~~29, ~~confirming~~2015 ~~the presence of the mineralized shear zone continuing out along strike both to the east and to the west.~~

~~All~~F-2 borehole samples across the mineralized zones were split, sampled and analysed using 50 gm Fire assay by SGS Laboratories Mwanza. Strict quality control was maintained throughout the sampling procedure with 5 percent of each of the sample batches having a blank, duplicate and commercial standard inserted as part of the sample stream.

~~Results~~Lake Victoria Mining Company, Inc.Consolidated Balance Sheets (Expressed in US dollars)

Notable results including 27.3 g/t Au over 0.40 meters, 16.3g/t over 0.35 meters, 3.05g/t Au over 4 meters and 2.21 g/t Au over 6 meters, are shown in Table 12.

	March 31,		March 31,
	2015		2014
	$		$
ASSETS
Current Assets
Cash and cash equivalents	150,530		34,022
Prepaid expenses and other	11,348		14,598
Total Current Assets	161,878		48,620
Property and Equipment (Note 4)	22,262		52,499
Mineral Properties (Note 8)	250,150		501,400
Total Assets	434,290		602,519

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts payable	890,014		1,038,461
Accounts payable to related party (Note 3)	504,228		329,402
Accrued expenses and other payables (Note 5)	317,616		233,183
Deferred revenue (Note 6)	–		31,383
Forward gold sale liability (Note 6)	128,777		–
Note payable (Note 7)	3,947		6,007
Loans payable (Note 9)	–		150,000
Total Liabilities	1,844,582		1,788,436

Stockholders’ Deficit
Preferred Stock, 100,000,000 shares authorized, $0.00001 par value;
No shares issued and outstanding (Note 9)	–		–

Common Stock, 250,000,000 shares authorized, $0.00001 par value;
152,329,067 shares issued and outstanding (2014 – 114,554,067)(Note 9)	1,524		1,146
Additional Paid-in Capital	18,793,273		17,528,554
Deficit	(20,205,089	)	(18,715,617	)
Total Stockholders’ Deficit	(1,410,292	)	(1,185,917	)
Total Liabilities and Stockholders’ Deficit	434,290		602,519

~~Table~~Nature ~~12:~~of ~~Summary~~Operations ofand ~~Diamond~~Going ~~Drill~~Concern ~~intercepts~~(Note 1) Commitments (Note 8 and 13) Subsequent Event (Note 14)

Hole No.	Total Depth (m)	Section	Azimuth (deg)	Decline (deg)	From (m)	To (m)	Interval (m)	Au g/t
UDD001	165.18	389960E	180	-65	104.00	108.00	4.00	3.05
UDD002	139.84	389920E	180	-60	96.00	102.00	6.00	2.21
including					98.50	98.80	0.30	11.4
UDD003	155.24	390000E	180	-60	47.65	48.45	0.80	1.61
and					104.00	107.00	3.00	1.44
UDD004	79.98	390040E	180	-65	45.00	48.00	3.00	5.6

The accompanying notes are an integral part of these consolidated financial statements

39F-3

including					46.60	47.00	0.40	27.3
UDD005	140.52	390040E	180	-60	115.00	116.30	1.30	2.01
and					119.30	119.70	0.40	1.75
UDD006	145.83	390080E	180	-60	90.35	96.00	5.65	0.9
UDD007	130	390120E	180	-65	81.00	85.00	4.00	2.67
and					98.00	105.80	7.80	1.27
including					100.50	101.00	0.50	6.97
UDD008	134.88	390200E	180	-65	79.90	80.20	0.30	1.48
UDD009	114.96	390320E	180	-65	91.50	91.85	0.35	16.3
UDD010	132.98	389720E	180	-60	95.85	96.30	0.45	1.1
UDD011	116.78	390840E	180	-64	6.40	7.90	1.50	1.07
and					100.30	100.90	0.60	1.36

Lake Victoria Mining Company, Inc.
Consolidated Statements of Comprehensive Loss
(Expressed in US dollars)

Drilling successfully intersected the mineralized lenses as identified from the RC drill program of August 2011. Diamond drilling has further defined the geometry of the mineralized zones comprised of 2 gold lenses, situated approximately 25 meters apart, dipping moderately to the north at 65 degrees. The dip of the 2 lenses steepens to 75 degrees further along strike to the east (Map 20). The southern lens is the more dominant of the two gold structures in having both a higher gold grade and a more continuous strike length. Gold mineralization is hosted by pyrite within narrow ductile shear zones having a maximum intersected width of 7.8 meters.

	For the		For the
	Year Ended		Year Ended
	March 31,		March 31,
	2015		2014
	$		$

Revenue	–		–

Expenses
Depreciation	30,236		38,399
Exploration costs (Note 8)	122,592		190,398
General and administrative	159,788		221,576
Impairment of mineral property acquisition costs (Note 8)	251,250		90,000
Director fees (Note 3)	36,000		36,000
Professional and consulting fees	141,847		102,962
Salaries (Note 3)	443,820		464,393
Stock-based compensation (Note 10)	355,097		–
Travel and accommodation	14,389		25,458

Total Expenses	1,555,019		1,169,186

Loss Before Other Items	(1,555,019	)	(1,169,186	)

Other Income (Expenses)
Fair value adjustment to forward gold sale liability (Note 6)	(25,508	)	–
Foreign exchange gain	92,631		25,246
Interest income	68		62
Interest expense	(1,644	)	(840	)
Proceeds from sale of royalty interests (Note 8 (a))	–		200,000

Total Other Income (Expenses)	65,547		224,468
Net Loss and Comprehensive Loss	(1,489,472	)	(944,718	)
Net Loss and Comprehensive Loss Attributable to Non-Controlling Interest	–		–

Net Loss and Comprehensive Loss Attributable to the Company	(1,489,472	)	(944,718	)

Net Loss Per Share – Basic and Diluted	(0.01	)	(0.01	)
Weighted Average Shares Outstanding	122,529,204		114,554,067

The ~~distribution~~accompanying ofnotes ~~gold in Lens 2 suggests that there~~ are ~~3, equally~~an ~~spaced~~integral ~~gold~~part ~~“shoots”~~ of ~~approximately 80 meters broad plunging at 30~~these ~~degrees~~consolidated tofinancial ~~the~~statements west which are open at depth (Map 22). A left lateral fault on the western side of the main drilling target has offset the strike of the lenses by some 100 meters. Some of the highest grade gold intercepts, which have been reported from drilling, occur in the western shoot. The central and eastern ore shoots appear to have lower overall gold grades and narrower intercepts.

~~Map~~F-4 ~~22: Longitudinal section showing gold distribution plot along strike of mineralized zone.~~

40Lake Victoria Mining Company, Inc. Consolidated Statements of Cash Flows (Expressed in US dollars)

Future exploration

	For the		For the
	Year Ended		Year Ended
	March 31,		March 31,
	2015		2014
	$		$
Operating Activities
Net Loss	(1,489,472	)	(944,718	)
Adjustments for non-cash expenses:
Depreciation	30,236		38,399
Fair value adjustment to forward gold sales liability	25,508
Impairment of mineral property acquisition costs	251,250		90,000
Stock-based compensation	355,097		–
Changes in operating assets and liabilities:
Decrease (Increase) in prepaid expenses and other	3,250		37,049
Increase (Decrease) in amounts due to/from related parties	174,826		185,028
Increase (Decrease) in accounts payable	(93,446	)	415,270
Increase (Decrease) in accrued expenses and other payables	84,433		(179,091	)
Increase (Decrease) in deferred revenue	–		31,383
Increase (Decrease) in forward gold sales liability	71,886		–
Net Cash Used In Operating Activities	(586,432	)	(326,680	)
Investing Activities
Acquisition of property and equipment	–		(1,709	)
Net Cash Used In Investing Activities	–		(1,709	)
Financing Activities
Proceeds from note payable	20,147		15,085
Repayment of note payable	(22,207	)	(10,398	)
Proceeds from issuance of stock, net	705,000		–
Proceeds from loans payable	–		150,000
Net Cash Provided By Financing Activities	702,940		154,687
Net Increase (Decrease) In Cash and Cash Equivalents	116,508		(173,702	)
Cash and Cash Equivalents at Beginning of Year	34,022		207,724
Cash and Cash Equivalents at End of Year	150,530		34,022

~~Interpretation~~Supplemental ofCash ~~the~~Flow ~~ground~~Information ~~magnetic~~(Note ~~survey~~12) suggests the presence of a graben structure that coincides with the last of the artisanal workings on the western side of known mineralized zone. The area, unlike the artisanal site where laterite is often exposed on surface, is overlain by sand cover for some 500 meters to the west before lateritic soils are again present suggesting possible continuation of the mineralized trend further to the west. Landsat imagery clearly shows areas of laterite and lateritic soil over the area. Based on the recent soil geochemistry results, follow up specific soil sampling is planned across the interpolated trend of gold mineralization to both the west and east of the artisanal workings covering a total strike length of 3.5 kilometers as shown in Map 23.

~~Conventional~~The ~~soil~~accompanying ~~sampling~~notes isare planned across areas of lateritic soil cover. Initially a RAB program is recommended to test the intervening areas covered by black cotton soil (“mbuga’). However, prior to embarking on such a program, an ~~orientation~~integral ~~survey~~part ~~using enzyme geochemistry is recommended as a trial study over a portion~~ of ~~the area to be sampled. Should results be positive~~these ~~further~~consolidated ~~sampling~~financial ~~incorporating~~statements ~~this geochemical method will continue to be used to outline the gold anomaly.~~

~~Follow~~F-up5 ~~investigation using possibly both methods of soil sampling will be undertaken across a number of ground magnetic targets (Map 24) in order to prioritize targets for later testing by RAB drilling.~~

~~Reverse~~Lake ~~Circulation~~Victoria ~~infill~~Mining ~~drilling~~Company, isInc. ~~recommended~~Consolidated ~~on 40 meter~~Statements ~~spaced~~of ~~N-S~~Stockholders’ ~~sections~~Deficit ~~across~~(Expressed ~~the artisanal site~~ in ~~order~~US todollars) ~~undertake a resource calculation. Furthermore, part of the program will also focus on testing the soil anomaly along strike.~~

	Common Stock		Additional			Stockholders’
	Shares	Amount	Paid-in Capital	Deficit		Deficit
		$	$	$		$
Balance, at March 31, 2013	114,554,067	1,146	17,528,554	(17,770,899	)	(241,199	)
Net loss for the year	–	–	–	(944,718	)	(944,718	)
Balance, March 31, 2014	114,554,067	1,146	17,528,554	(18,715,617	)	(1,185,917	)
Common stock and warrants issued in December 2014 for cash at
$0.025 per share	24,400,000	244	609,756	–		610,000
Common stock issued in February 2015 for loans payable at $0.015
per share	10,000,000	100	149,900	–		150,000
Common stock issued in March 2015 for cash at $0.04 per share	2,375,000	24	94,976	–		95,000
Common stock issued for debt settlement in February 2015 at $0.055
per share	1,000,000	10	54,990	–		55,000
Stock options granted to directors, officers and consultants	–	–	355,097	–		355,097
Net loss for the year	–	–	–	(1,489,472	)	(1,489,472	)
Balance, at March 31, 2015	152,329,067	1,524	18,793,273	(20,205,089	)	(1,410,292	)

~~Map~~The ~~23:~~accompanying ~~Soil~~notes ~~sampling~~are ~~plan~~an tointegral ~~trace~~part ~~the strike extensions~~ of these ~~the~~consolidated ~~mineralized~~financial ~~gold~~statements ~~structure across PL5152/2008.~~

~~Map~~F-6 ~~24: TMI map over the artisanal area and environs~~

42Lake Victoria Mining Company, Inc. Notes to the Consolidated Financial Statements Years Ended March 31, 2015 and 2014 (Expressed in US dollars)

Handeni Gold Project

1.	Nature of Operations and Going Concern

	Lake Victoria Mining Company, Inc. (the “Company”) was incorporated on December 11, 2006 under the laws of the State of Nevada. The Company’s administrative office is located in Vancouver, Canada.

	The Company’s principal business activity is the acquisition of, and the exploration for valuable minerals. The Company primarily conducts exploration activities for gold on properties located in Tanzania, East Africa. Assuming funding is available, the Company plans to identify, build and run one or more small-scale gold mines on mineral properties within the Company’s Tanzanian mining licenses. The Company has been in the exploration stage since inception and has not yet realized any revenues from its planned operations.

	As of March 31, 2015, none of the Company’s mineral property interests had proven or probable reserves as determined under the requirements of SEC Industry Guide No. 7. The ability of the Company to emerge from the exploration stage with respect to any planned principal business activity is dependent upon its successful efforts to raise additional debt or equity financing and/or attain profitable mining operations. As shown in the accompanying financial statements, the Company has a working capital deficit of $1,682,704 and an accumulated deficit of $20,205,089 as at March 31, 2015. The Company also has no revenues. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management intends to seek additional capital from new equity securities offerings to provide funds needed to continue the exploration for gold. No assurance can be given that additional financing will be available, or that it can be obtained on terms acceptable to the Company and its shareholders. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue as a going concern.

2.	Summary of Significant Accounting Policies

~~The~~a) ~~Handeni~~Basis ~~Project~~of Presentation These consolidated financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, ~~initially~~and ~~comprised~~are expressed in U.S. dollars. These consolidated financial statements include the accounts of ~~three~~the Company and its wholly-owned subsidiaries, Kilimanjaro Mining Company, Inc. (3“Kilimanjaro”) ~~Prospecting~~, ~~Licenses~~Lake Victoria Resources Company, (T) Ltd., Jin 179 Company Tanzania Ltd. and ~~covering~~Chrysos a197 ~~total~~Company ~~area~~Tanzania ofLtd. ~~200~~Significant intercompany accounts and transactions have been eliminated.59 ~~square~~The ~~kilometers (Table~~Company’s 13fiscal year-end is March 31. b) Use of Estimates The preparation of financial statements in accordance with United States generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses in the reporting period. The Company regularly evaluates estimates and assumptions related to valuation of long-lived assets, ismineral ~~located~~property ~~approximately~~costs, ~~240~~asset ~~kilometers~~retirement byobligations, ~~road~~forward ~~north~~gold sale liability, stock-~~west~~based compensation, and deferred income tax assets. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of ~~Dar~~ eswhich ~~Salaam~~form the basis for making judgments about the carrying values of assets and ~~some~~liabilities 30and ~~kilometers~~the ~~south~~accrual of ~~Handeni~~costs ~~town~~and ~~within~~expenses that are not readily apparent from other sources. The actual results experienced by the ~~Handeni District~~Company ~~(Map~~may ~~25)~~differ materially and adversely from the Company’s estimates. ~~Subsequent~~To ~~exploration~~the ~~has~~extent ~~resulted~~there inare ~~both~~material differences between the ~~Amani (PL7002/2011)~~estimates and the ~~Mkulima~~actual ~~East~~results, ~~(PL7148/2011~~future results of operations will be affected. c) ~~licenses~~Business ~~being~~Combinations ~~relinquished~~The Company follows the guidance in ASC 805, Business Combinations, and ASC 810, Consolidation. The net loss attributable to non-controlling interest recognized during the ~~properties~~period ~~have~~from ~~been~~December ~~returned~~11, 2006 (date of inception) to ~~their~~March ~~prospective~~31, ~~owners~~2015 was previously the minority interest held by certain passive shareholders at the consolidated financial statement level of Kilimanjaro, and whose interests were eliminated for accounting purposes by the August 7, 2009 share exchange agreement. The Company, ~~has retained~~after ~~100%~~August 7, 2009, had no further non-controlling interests. As of March 31, 2015, a cumulative loss of $8,719,455 had been attributed to the ~~mineral~~non-controlling ~~rights~~interest of the ~~remaining~~Company’s ~~PL4816/2007~~subsidiary.

~~Table~~F-7 ~~13: Details of Handeni Region Prospecting Licenses~~

License ID	Area	Area (km2)
7002/2011	Amani	172.36
7148/2011	Mkulima East	12.00
4816/2007	Mkulima	16.23
Total		200.59

Lake Victoria Mining Company, Inc.
Notes to the Consolidated Financial Statements
March 31, 2015
(Expressed in US dollars)

~~Map~~2. ~~25:~~Summary ~~Location map~~ of ~~the~~Significant ~~Handeni~~Accounting ~~Project~~Policies ~~showing the PLs in red.~~ (continued)

~~Exploration~~d) Basic and Diluted Net Income (Loss) Per Share The Company computes net income (loss) per share in accordance with ASC 260, Earnings per Share, which requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive. As of March 31, 2015, the Company had 10,000,000 potentially dilutive securities outstanding. e) Cash and Cash Equivalents The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance or may be redeemed without significant penalties to be cash equivalents. As of March 31, 2015 and 2014, the Company has approximately $1,400 and $1,900, respectively, deposited at FDIC insured banks in the United States. FDIC deposit insurance covers the balance of each depositor’s account up to $250,000 per insured bank. As of March 31, 2015 and 2014, the Company has approximately $131,000 and $26,000, respectively, deposited in banks in Canada. CDIC deposit insurance covers the balance of each depositor’s account up to $100,000 per insured bank. These deposits include $5,457 (CAD$6,900) and $6,237 (CAD$6,900), respectively, of guaranteed investment certificates bearing variable interest at prime rate less 1.90% which is restricted in use for corporation credit cards. As of March 31, 2015, the Company has Tanzania shillings of 7,000,000 (approximately $3,700) and $13,700 deposited in Tanzania. The Deposit Insurance Board in Tanzania insures up to 1,500,000 Tanzanian Shillings (approximately $800 as of March 31, 2015) per customer per bank. Any amount beyond the basic insurance amount may expose the Company to loss. f) Property and Equipment Property and equipment consists of mining tools and equipment, furniture and equipment and computers and software which are depreciated on a straight-line basis over their expected lives of five years. g) Mineral Property Costs Under US GAAP mineral property acquisition costs are ordinarily capitalized when incurred using ASC 805- 20-55-37, whether Mineral Rights are Tangible or Intangible Assets. The carrying costs are assessed for impairment under ASC 360-10-35-21, Accounting for Impairment or Disposal of Long-Lived Assets, whenever events or changes in circumstances indicate that the carrying costs may not be recoverable. The Company expenses as incurred all property maintenance and exploration costs. The Company also evaluates the carrying value of acquired mineral property rights in accordance with ASC 930-360-35-1, Mining Assets: Impairment and Business Combinations, using the Value Beyond Proven and Probable (VBPP) method. The fair value of a mining asset generally includes both VBPP and an estimate of the future market price of the minerals. When the Company has capitalized mineral property development costs, these properties will be assessed for impairment whenever events or changes in circumstances indicate that the carrying costs may not be recoverable. Once a property reaches the production stage, the related capitalized costs will be amortized, using the units of production method. The Company records its interests in mining properties and areas of geological interest at cost.

NoF-8 ~~exploration was undertaken on the Handeni Project during the year. A brief summary of the status of proposed future exploration PL4816/2007 is given:~~

43Lake Victoria Mining Company, Inc. Notes to the Consolidated Financial Statements March 31, 2015 (Expressed in US dollars)

~~Future~~2. ~~exploration~~Summary of Significant Accounting Principles (continued)

Anh) ~~infill~~Long-Lived ~~soil~~Assets ~~sampling~~In ~~programme~~accordance with ASC 360, Property Plant and Equipment the Company tests long-lived assets or asset groups for recoverability when events or changes in circumstances indicate that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset; significant adverse changes in the business climate or legal factors; accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and current expectation that the asset will more likely than not be sold or disposed significantly before the end of its estimated useful life. Recoverability is assessed based on ~~100~~the ~~meter~~carrying xamount 25of ~~meter~~the ~~grid~~ asset and the sum of the undiscounted cash flows expected to result from the use and the eventual disposal of the asset, as well as specific appraisal in certain instances. An impairment loss is ~~recommended~~recognized ~~across~~when the ~~Mkulima~~carrying ~~Hill~~amount ~~(188~~is ~~samples~~not recoverable and exceeds fair value. i) Asset Retirement Obligations The Company accounts for asset retirement obligations in ~~order~~accordance with the provisions of ASC 440, Asset Retirement and Environmental Obligations which requires the Company to ~~better~~record ~~define~~ the ~~apparent~~fair ~~gold~~value ~~anomalies~~of ~~prior~~an toasset ~~planning~~retirement obligation as a ~~trenching~~liability ~~programme~~in ~~across~~the period in which it incurs a legal obligation associated with the ~~main~~ ~~anomalous~~retirement ~~zones~~of ~~(Map~~tangible 26long-lived assets that result from the acquisition, construction, development and/or normal use of the assets. The Company did not have any asset retirement obligations as of March 31, 2015. j) Financial Instruments ASC 825, Financial Instruments requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ~~Should~~ASC 825 establishes a ~~trenching~~fair ~~programme~~value behierarchy ~~warranted~~based on the level of independent, ~~further~~ ~~soil~~objective ~~sampling~~evidence onsurrounding ~~100~~the ~~meter~~inputs xused 50to ~~meter~~measure ~~grid~~fair value. A financial instrument’s categorization within the fair value hierarchy is ~~proposed~~based ~~around~~upon the ~~hill on~~lowest ~~200~~level ~~meter~~of xinput 50that ~~meter~~is ~~grid~~significant to the fair value measurement. ASC 825 prioritizes the inputs into three levels that may be used to measure fair value: Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (~~623~~less ~~samples~~active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to ~~increase~~assets or liabilities for which there are unobservable inputs to the ~~area~~valuation methodology that are significant to the measurement of ~~investigation and~~the ~~strike~~fair ~~extend~~value of the assets or liabilities. The Company’s financial instruments consist principally of cash and cash equivalents, accounts payable, accounts payable to related party, other payables, note payable, loans payable and forward gold ~~anomalies~~sale ~~(Table~~liability. 14Pursuant to ASC 825, ~~Map~~the ~~26)~~fair value of cash and cash equivalents are determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. The Company has classified its forward gold sales liability as a derivative liability. The fair value of the derivative liability is determined based on “Level 2” inputs. The initial forward sale of gold is recorded at the fair value of consideration received. The forward gold sale liability is revalued to fair value at each subsequent reporting period end based on quoted gold prices at re-valuation dates with any increase or decrease in the fair value of the liability being recognized through comprehensive income or loss. The Company believes that the recorded values of accounts payable, accounts payable to related party, other payables, note payable and loans payable approximate their current fair values because of their nature and respective relatively short maturity dates or durations.

~~Map~~F-9 ~~26: Soil sampling grids across Mukulima East outlining potential soil anomalies~~

~~Table~~Lake ~~14:~~Victoria ~~Planned~~Mining ~~soil~~Company, ~~grid~~Inc. ~~across~~Notes to the ~~Mkulima~~Consolidated ~~East~~Financial ~~Licence~~Statements March 31, 2015 (Expressed in US dollars)

	From		To	Length	50
Section	East (Arc 60 37S)	North (Arc 60 37S)	East (Arc 60 37S)	(m)	Sample Number
9358900E	407400	9358900	410250	2850	58
9358500E	407400	9358500	410250	2850	58
9358100E	407400	9358100	410250	2850	58
9357700E	407400	9357700	410250	2850	58
9357700E	407500	9357700	410200	2700	55
9357300E	407600	9357300	410150	2550	52
9357100E	407650	9357100	408300	650	14
	408325	9357100	408450	125	6
9357000E	407700	9357000	410100	2400	49
9356900E	408200	9356900	409150	950	39
9356800E	407650	9356800	408250	600	13
	409250	9356800	410050	800	17
9356700E	408300		409450	1150	47

2.	Summary of Significant Accounting Policies (continued)

44j) Financial Instruments (continued)

9356600E	407750	9356600	408450	700	15
	409250	9356600	409500	250	6
9356500E	409450	9356500	409650	200	5
9356400E	407800	9356400	408550	750	16
9356325E	408900	9356325	409600	700	29
9356250E	408100	9356250	409200	1100	23
	409000	9356250	409750	750	31
9356150E	409200	9356150	409600	400	17
9356050E	409200	9356050	409600	400	9
	409200	9356050	409650	450	19
	409700	9356050	409850	150	4
9355850E	408150	9355850	409800	1650	34
9355850E	408250	9355850	410200	1950	40
9355450E	408350	9355450	410250	1900	39
Total samples					811

Assets and liabilities measured at fair value on a recurring basis were presented on the Company’s balance sheet as of March 31, 2015 as follows:

25m centres

(Total samples 188)

PHASE 1

Fair Value Measurements Using

50m centres

(Total samples 623)

PHASE 2

Quoted Prices in

Significant

Active Markets

Other

Significant

For Identical

Observable

Unobservable

Balance

Instruments

Inputs

March 31,

(Level 1)

(Level 2)

(Level 3)

2015

Assets:

Cash and cash equivalents

150,530

–

150,530

Liabilities:

Forward gold sales liability

–

128,777

–

128,777

~~Kahama~~k) ~~Project~~Foreign Currency Translation The Company’s functional and reporting currency is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated to United States dollars in accordance with ASC 740, Foreign Currency Matters, using the exchange rate prevailing at the balance sheet date. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in the determination of income. To the extent that the Company incurs transactions that are not denominated in its functional currency, they are undertaken in Canadian dollars and the Tanzanian Schillings. A portion of business transactions in Tanzania and mineral option purchase agreements are denominated in Tanzanian Schillings. The Company has not, to the date of these financials statements, entered into derivative instruments to offset the impact of foreign currency fluctuations. l) Segment Information At March 31, 2015, approximately $18,000 of property and equipment (2014 - $44,000) is located in Tanzania and $4,000 (2014 - $8,000) in Canada. Mineral properties totaling $250,150 (2014 - $501,400) are located in Tanzania. Although Tanzania is considered economically stable, it is always possible that unanticipated events in foreign countries could disrupt the Company’s operations. m) Comprehensive Loss ASC 220, Comprehensive Income, establishes standards for the reporting and display of other comprehensive loss and its components in the consolidated financial statements. As at March 31, 2015 and 2014, the Company had no items that represent other comprehensive loss, and therefore has not included a schedule of comprehensive loss in the consolidated financial statements. n) Income Taxes The Company accounts for income taxes using the asset and liability method in accordance with ASC 740, Income Taxes. The asset and liability method provides that deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized.

~~Kahama~~F-10 ~~South (PL6437/2011)~~

~~The~~Lake ~~Kahama~~Victoria ~~South~~Mining ~~Project~~Company, ~~area~~Inc. isNotes ~~situated~~to ~~approximately 35 kilometres south of~~ the ~~town~~Consolidated ofFinancial ~~Kahama~~Statements inMarch ~~the~~31, ~~central part of Tanzania. It~~2015 ~~covers~~(Expressed anin ~~area~~US ofdollars) ~~183.05 square kilometres within the Kahama Greenstone Belt.~~

~~Exploration~~2. Summary of Significant Accounting Policies (continued)

Regional exploration has been conducted across the licence, together with the adjoining licence (PL6341/2010) to the north that has since been relinquished (Map 27), and includes:

	o)	Stock-Based Compensation

		The Company records stock-based compensation in accordance with ASC 718, Compensation – Stock Based Compensation and ASC 505, Equity Based Payments to Non-Employees, which requires the measurement and recognition of compensation expense based on estimated fair values for all share-based awards made to employees and directors, including stock options.

		ASC 718 requires companies to estimate the fair value of share-based awards on the date of grant using an option-pricing model. The Company uses the Black-Scholes option-pricing model as its method of determining fair value. This model is affected by the Company’s stock price as well as assumptions regarding a number of subjective variables. These subjective variables include, but are not limited to the Company’s expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviours. The value of the portion of the award that is ultimately expected to vest is recognized as an expense in the statement of operations over the requisite service period.

		All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable.

Regional mapping

	p)	Recent Accounting Pronouncements

		The Company has implemented all new accounting pronouncements that are in effect and that may impact its consolidated financial statements.

		In July 2013, ASC guidance was issued related to the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss or a tax credit carryforward exists. The updated guidance requires an entity to net its unrecognized tax benefits against the deferred tax assets for all same jurisdiction net operating loss carryforward, a similar tax loss, or tax credit carryforwards. A gross presentation will be required only if such carryforwards are not available or would not be used by the entity to settle any additional income taxes resulting from disallowance of the uncertain tax position. The update is effective prospectively for the Company’s fiscal year beginning April 1, 2014. The adoption of the pronouncement did not have a material effect on the Company’s consolidated financial statements.

		In March 2013, the FASB issued ASU No. 2013-05, Foreign Currency Matters (Topic 830) to clarify the treatment of cumulative translation adjustments when a parent sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a business within a foreign entity. The updated guidance also resolves the diversity in practice for the treatment of business combinations achieved in stages in a foreign entity. The update is effective prospectively for the Company’s fiscal year beginning April 1, 2014. The adoption of the pronouncement did not have a material effect on the Company’s consolidated financial statements.

		In April 2014, the FASB issued ASU No. 2014-08, Discontinued Operations (Topic 205 and 360) which changed the criteria for determining which disposals can be presented as discontinued operations and modified related disclosure requirements. The updated guidance requires an entity to only classify discontinued operations due to a major strategic shift or a major effect on an entity’s operations in the financial statements. The updated guidance will also require additional disclosures relating to discontinued operations. The Company early adopted this guidance prospectively at the beginning of fiscal year April 1, 2014. The adoption of the pronouncement did not have a material effect on the Company’s consolidated financial statements.

		In June 2014, ASU guidance was issued to resolve the diversity of practice relating to the accounting for stock based performance awards for which the performance target could be achieved after the employee completes the required service period. The update is effective prospectively or retrospectively for annual reporting periods beginning December 15, 2015. The adoption of the pronouncement is not expected to have a material effect on the Company’s consolidated financial statements.

		In May 2014, ASU guidance was issued related to revenue from contracts with customers. The new standard provides a five-step approach to be applied to all contracts with customers and also requires expanded disclosures about revenue recognition. The ASU is effective for annual reporting periods beginning after December 15, 2016, including interim periods and is to be retrospectively applied. Early adoption is not permitted. Accordingly, the adoption of this ASU is not expected to have any impact on the Company’s consolidated financial statements.

~~Ground~~F-11 ~~Magnetic survey~~

45Lake Victoria Mining Company, Inc. Notes to the Consolidated Financial Statements March 31, 2015 (Expressed in US dollars)

~~Map~~2. ~~27:~~Summary ~~Location and geology map~~ of ~~the~~Significant ~~Kahama~~Accounting ~~South~~Policies ~~Project~~ (continued)

The Ground Magnetic survey was undertaken along 400 meter-spaced north-south traverse lines and covered a total of 615 line kilometers (Map 28).

	p)	Recent Accounting Pronouncements (continued)

		In June 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. This ASU does the following among other things: a) eliminates the requirement to present inception-to-date information on the statements of income, cash flows, and shareholders’ equity, b) eliminates the need to label the financial statements as those of a development stage entity, c) eliminates the need to disclose a description of the development stage activities in which the entity is engaged, and d) amends FASB ASC 275, Risks and Uncertainties, to clarify that information on risks and uncertainties for entities that have not commenced planned principal operations is required. The amendments in ASU No. 2014-10 related to the elimination of Topic 915 disclosures and the additional disclosure for Topic 275 are effective for public companies for annual and interim reporting periods beginning after December 15, 2014. Early adoption is permitted. The Company early adopted this ASU as of April 1, 2014.

		In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 205-40). Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”). ASU 2014-15 is intended to define management’s responsibility to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern and to provide related footnote disclosure. This ASU provides guidance to an organization’s management, with principles and definitions that are intended to reduce diversity in the timing and content of disclosures that are commonly provided by organizations today in the financial statement footnotes. The amendments are effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016. Early adoption is permitted for annual or interim reporting periods for which the financial statements have not previously been issued. The Company is evaluating the impact the revised guidance will have on its consolidated financial statements.

Map 28: Ground Magnetic survey coverage of the Kahama South Licence

3.	Related Party Transactions and Balances

	As at March 31, 2015, the Company owed $504,228 (March 31, 2014 - $403,524) to five directors and officers of the Company. The amounts are unsecured, non-interest bearing and have no fixed terms of repayment. During the year ended March 31, 2015, the Company incurred $36,000 (2014 - $36,000) of directors fees, $Nil (2014 – $1,000) of agreement signing fees to a director, and $413,150 (2014 - $426,955) of salaries to directors and officers. The transactions were recorded at their exchange amounts, being the amounts agreed upon by the related parties.

4.	Property and Equipment

	Property and equipment consists of the following:

		As at March 31, 2015		As at March 31, 2014
		Accumulated	Net Book		Accumulated	Net Book
	Cost	Depreciation	Value	Cost	Depreciation	Value
	$	$	$	$	$	$
Mining tools and equipment	143,271	129,538	13,733	143,271	108,162	35,109
Vehicle	12,800	9,813	2,987	12,800	7,253	5,547
Furniture and equipment	12,127	10,433	1,694	12,127	8,620	3,507
Computer and software	37,403	33,555	3,848	37,403	29,067	8,336
	205,601	183,339	22,262	205,601	153,102	52,499

~~Results~~F-12

~~Interpretation~~Lake ofVictoria ~~the~~Mining ~~Ground~~Company, ~~Magnetic survey is shown in Map 29~~Inc. ~~The~~Notes ~~eastern part of prospect comprises of a high magnetic north-south trending “horst block” comprising of biotite-rich granite. Similar north-south grabens are interpolated~~ to ~~be present on~~ the ~~western~~Consolidated ~~side~~Financial ofStatements ~~the~~March ~~licence.~~31, ~~These~~2015 ~~major~~(Expressed ~~structures~~in ~~appear~~US todollars) ~~have been later displaced by NW-SE as well as NE-SW faults that cut across the licence.~~

~~Reconnaissance~~5. ~~mapping~~Accrued Expenses and Other Payables

~~The~~Accrued ~~area~~expenses isand ~~largely~~other ~~covered by black cotton soil (“mbuga”~~payables ~~clay).~~comprise ~~Outcrop,~~the ~~when~~following: ~~present consists entirely of granitoid rocks, partly magnetized, with minor pegmatite development in places (Map 30).~~

No recent or past artisanal mining activities were found within the prospect. However, a small area of artisanal mining is being carried on some 100 meters to 200 meters from the SW corner of the licence along a SE-SW trending ridge. The geology of the ridge, unlike that found over the licence, is dominated by surface laterite, BIF, metasediments and metavolcanic rocks. And is similar to the geology of Nyang’ombe hills located some 2 kilometres from the western boundary licence.

	March 31,	March 31,
	2015	2014
	$	$
(a) Accrued payroll deductions in Canada	164,365	118,986
(b) Payroll deductions payable in Tanzania	150,083	114,197
(c) Corporation credit cards payable	3,168	–
	317,616	233,183

Map 29 Total Magentic Field map and structural interpretation of the Kahama South Licence

	(a)	Accrued Payroll Deductions in Canada

		At March 31, 2015, the Company accrued for payroll deductions on unpaid salaries in Canada in the amount of $164,365 (March 31, 2014 - $118,986). The accrued amounts will be transferred to accounts payable once the salaries are paid.

	(b)	Payroll Deductions Payable in Tanzania

		As of March 31, 2015 and 2014, the Company withheld Tanzanian payroll tax deductions of $150,083 and $114,197, respectively, which remain payable under the local tax law.

6.	Deferred Revenue and Forward Gold Sales Liability

	On January 23, 2014, the Company agreed to forward sell a portion of its future gold production from the Kinyambwiga project (see Note 8(a)) to finance the capital costs of establishing a gold mine. As of March 31, 2014, an aggregate amount of $31,383 was received by the Company and recorded as deferred revenue as in management’s judgment, it was probable at the inception of the related contracts that the Company would physically settle the commitment with gold and therefore meet the normal sales and normal purchases exception for derivative accounting.

	During the year ended March 31, 2015, it was established that the Company would not be able to meet the physical delivery terms for the existing forward gold sales contracts in the foreseeable future (see Note 13(c)). As of March 31, 2015, an aggregate amount of $103,269 received by the Company during the years ended March 31, 2015 and 2014 was reclassified from deferred revenue to forward gold sales liability and accounted for as a derivative liability.

~~Map~~A ~~30:~~reconciliation ~~Outcrop~~of ~~map~~the ofchanges in the forward ~~Kahama~~gold ~~South~~sales ~~Licence~~liability during the year is as follows:

Kahama Shinyanga (PL3439/2005).

		March 31,
		2015
Balance, beginning of the year	$	-
Reclassification from deferred revenues during the year		103,269
Fair value adjustment		25,508

Balance, end of the year	$	128,777

The ~~Kahama~~investments ~~Shinyanga~~of ~~project~~subscribers ~~(PL~~for ~~3539/2005)~~the forward isgold ~~located~~sales contracts are secured by in-ground gold assets. The Company ~~central~~also committed to ~~northern~~allocate ~~Tanzania,~~a isminimum ~~about~~of ~~130~~twenty-five ~~kilometers~~percent ~~north~~(25%) of the initial gold production from the ~~Kahama~~Kunanga medium scale gold mining project and deliver ~~South~~such ~~Project~~gold to the subscribers for the forward gold sales contracts. In addition,~~110~~ the ~~kilometers~~Company ~~northwest~~has ofsecured the ~~town~~contracts ofby ~~Shinyanga~~issuing ~~and~~a 50pro rate security chattel ~~kilometers~~agreement ~~southeast~~over ~~from~~the ~~Bulyanhulu~~mining ~~Mine~~license area granted to the Company for the Kinyambwiga project. The ~~licence~~pro ~~area~~rata ~~covers~~portion 48securing ~~square~~the purchaser will be based ~~kilometers.~~on the percentage of five million dollars that the purchaser’s aggregate forward gold purchase in dollars represents of the total.

~~A brief period of exploration involving ground magnetic surveys and regional mapping was conducted before the licence was relinquished in June 2012~~7. Note Payable

~~Exploration~~On July 26, 2014, the Company signed a finance agreement for $12,140 at an annual rate of 15.95% for an eleven-month period, payable in monthly installments of $1,104 for general liability insurance. On October 20, 2014, the Company amended the agreement and financed an additional $10,875 for directors and officers liability insurance. Total monthly installment payments increased to $2,546. As at March 31, 2015, the balance owing under the note payable was $3,947 (2014 – $6,007).

~~The area is typically flat lying area and is largely covered by "mbuga". A ground magnetic survey was undertaken along 200 meter~~F-~~spaced~~13 ~~N-S traverse lines concurrently with field mapping in which a total of 233 traverse line kilometers were surveyed (Map 31).~~

48Lake Victoria Mining Company, Inc. Notes to the Consolidated Financial Statements March 31, 2015 (Expressed in US dollars)

Map 31: Ground Magnetic survey coverage across the Kahama Shinyanga PL.

8.	Mineral Property Acquisition and Exploration Costs

	On May 4, 2009, Kilimanjaro completed a Property Acquisition Agreement (the “Geo Can Agreement”) with Geo Can. Under the terms of the agreement Kilimanjaro acquired a 100% interest in the mineral property assets, which included 33 gold prospecting licenses and 13 uranium licenses. Included in this agreement were the Kalemela project’s licenses, Geita project’s license, Uyowa Project’s licenses and Kinyambwiga project’s license and other projects’ licenses. Geo Can had entered into property option agreements, regarding some of these resource properties, with Lake Victoria before the share exchange agreement between Lake Victoria and Kilimanjaro on August 7, 2009, and as a consequence Geo Can no longer has any interest in those prior property agreements.

	All of the Company’s mineral property interests are located in Tanzania. Geo Can holds resource properties in trust for the Company. Most of the resource property interests are still formally registered to Geo Can to defer registration fees. When the annual filing for each property comes due then the formal registration of each property will be transferred to Kilimanjaro or as directed by Kilimanjaro.

	The following is a continuity of mineral property acquisition costs incurred during the years ended March 31, 2015 and 2014:

A prominent magnetic anomaly is present in the SW corner of the permit which was found to be the result of a unit of Banded Iron Formation striking NE across the licence. This has been cut by a NNW trending dyke. Similar north-trending dykes are shown in the western part of the licence (Map 32).

	Singida	Uyowa				Buhemba
	Project	Project		Handeni Project		Project	Total

	$	$		$		$	$

March 31, 2013	-	90,000		251,250		250,150	591,400
Impairment	-	(90,000	)	-		-	(90,000	)
March 31, 2014	-	-		251,250		250,150	501,400
Impairment	-	-		(251,250	)	-	(251,250	)
March 31, 2015	-	-		-		250,150	250,150

~~Map~~The ~~32:~~following ~~Total~~details ~~Horizontal~~mineral ~~Gradient~~property exploration costs incurred and expensed during the years ended March 31, 2015 and 2014:

The geology of the Kahama Shinyanga project is underlain by Archaean rocks of the Kahama Greenstone belt and comprise of granites, meta-volcanics and sedimentary rocks including BIF which crops out on Kalunde hill in the SE part of the licence. Laterites, partially cementing the BIF are present on the lower slopes of Kalunde Hill. No active artisanal mining is present on the licence although previous pitting has been noted in the BIF on Kalunde Hill. Active mining is being carried out approximately 200 meters south of the licence boundary at Mahiga and at Namba Tano (Map 33) in the western part of the area.

						Other
	Kinyambwiga	Singida	Uyowa	Handeni	Buhemba	Projects	Total

	$	$	$	$	$	$	$
Year Ended March 31, 2014:
Camp, Field Supplies and Travel	11,171	2,514	1,132	-	-	-	14,817
Geological Consulting and Wages	120,822	-	-	-	-	-	120,822
Study and Report	1,315	-	-	-	-	-	1,315
Vehicle and Fuel expenses	4,878	-	-	-	-	-	4,878
License Payments	10,179	-	10,121	-	-	28,266	48,566
	148,365	2,514	11,253	-	-	28,266	190,398
Year Ended March 31, 2015:
Camp, Field Supplies and Travel	7,586	2,871	1,472	-	-	-	11,929
Geological Consulting and Wages	109,937	-	-	-	-	-	109,937
Study and Report	-	-	-	-	-	-	-
Vehicle and Fuel expenses	234	492	-	-	-	-	726
License Payments	-	-	-	-	-	-	-
	117,757	3,363	1,472	-	-	-	122,592

49F-14

~~Map~~Lake ~~33:~~Victoria ~~Geology~~Mining ~~map~~Company, ofInc. Notes to the ~~Kahama~~Consolidated ~~Shinyanga~~Financial ~~Licence~~Statements March 31, 2015 (Expressed in US dollars)

~~Future~~8. ~~exploration~~Mineral Property Acquisition and Exploration Costs (continued)

~~With~~a) ~~little~~Musoma toBunda no- ~~artisanal~~Kinyambwiga ~~gold~~Project: The Musoma Bunda Gold Project comprises of three prospecting licenses that are located on the eastern side of Lake Victoria. The Kinyambwiga project is part of the Musoma Bunda Gold Project. As a part of the Geo Can Agreement, the Company owns 100% interest of the Kinyambwiga project’s one prospecting license and 24 primary mining ~~being~~licenses(PMLs). ~~undertaken~~The Kinyambwiga Gold Project is about 208 kilometers northeast of the city of Mwanza in northern Tanzania. A director of the Company entered into Mineral Purchase agreements on behalf of the ~~licence~~ Company for 24 Primary Mining Licenses (PMLs) which are part of the Kinyambwiga Project and which are recorded in his name. During the ~~apparent~~year ~~lack~~ended March 31, 2014, the Company submitted an application to convert the 24 PMLs into a single mining license and to transfer it over to the Company. On April 1, 2014, the Company was granted a single mining license for 10 years. On August 3, 2012, the Company announced that it intends to offer up to 120 units of ~~prominent~~royalty ~~shear~~at ~~zones~~$25,000 ~~cutting~~per unit to raise up to $3,000,000 from participants by selling up to 60% of the net proceeds of gold production of the Company’s Kinyambwiga gold project through royalty purchase agreements. Each unit will entitle the ~~BIF,~~ holder to receive ½ of 1 percent (1/2%) of the ~~prospectivity~~net production proceeds from small scale mining operations up to 60% of the ~~licence~~net proceeds of gold production. As of March 31, 2015, the Company has received subscription payments totaling $1,125,000 for 45 units which is ~~considered~~recognized ~~low~~in other income. ~~When~~During the ~~licence~~years ~~expired~~ended March 31, 2015 and ~~came~~ up2014, the Company agreed to forward sell a portion of its future gold production from Kinyambwiga project to finance the capital costs of establishing the Kunanaga Medium Scale Gold Mine. As of March 31, 2015, the Company has forward sold 112.36 oz of gold for ~~renewal~~the total consideration of $103,269 it(see ~~was~~Note ~~decided~~6). b) Singida Project On May 15, 2009, the Company signed a Mineral Financing Agreement with one director of the Company authorizing him, on behalf of the Company, to ~~relinquish~~acquire itPrimary Mining Licenses (“PMLs”) in the Singida area. As of February 7, 2011, this director has entered into Mineral Properties Sales and ~~return~~Purchase itagreements ~~back~~and addendums with various PML owners to acquire PMLs in the ~~Ministry~~ Singida area. As of ~~Mines~~March 31, 2015, the Company has acquired a 100% interest in ~~June~~23 PMLs and 20 PMLs with the 2% net smelter production royalty payments. The Company also agreed to increase the royalty by 1% to 3% if commercial production is delayed beyond March 2015. c) Uyowa Project As a part of the Geo Can Agreement the Company had owned 100% interest in the Uyowa project’s prospecting licenses. On July 19, 2011, Guardian Investment Ltd, a related party, on behalf of the Company, entered into a mineral properties option agreement to acquire four primary mining licenses within the northern most prospecting license of the seven comprising the Uyowa Gold project. In 2014, the Company terminated the option agreement and the related capitalized acquisition costs of $90,000 were determined to be impaired. d) Handeni Project On March 7, 2012, the Company was granted one license on Handeni project for a total consideration of $4,800, of which $2,400 was paid on March 7, 2012 and $2,400 was due on August 14, 2012. The license was returned and capitalized acquisition costs of $2,400 were determined to be impaired. During the year ended March 31, 2015, the Company relinquished the license and capitalized acquisition costs of $251,250 were determined to be impaired.

~~North~~F-15 ~~Mara Gold Projects~~

~~The~~Lake ~~North~~Victoria ~~Mara~~Mining ~~Gold Project~~Company, ~~now comprising of 4 Prospecting licences and covering 274~~Inc.83 ~~square~~Notes kilometers (Table 1 & Map 1), has been divided into 2 blocks, namely the Tarime-Utegi and the Kubiasi Kiserya project which includes the Kiagata Project. Six of the 10 licences previously held by the Company have been relinquished after reconnaissance exploration indicated poor potential to ~~discover an economic resource within~~ the ~~near future.~~Consolidated ~~Minor,~~Financial orStatements ~~lack~~March ~~thereof~~31, of2015 (Expressed ~~artisanal~~in ~~activity~~US isdollars) ~~evident on these licences.~~

No8. ~~exploration~~Mineral ~~activities~~Property ~~were~~Acquisition ~~undertaken~~and onExploration ~~any~~Costs ~~of the licences during the last fiscal year.~~ (continued)

~~Tarime~~e) &Buhemba ~~Utegi~~Project Buhemba Project consists of one prospecting license that is a part of the Geo Can Agreement. The total consideration paid for the license was $112,150, of which $89,650 was paid on April 29, 2011 and $22,500 was paid on July 14, 2011. On June 14 and June 20, 2011 the Company paid a finder’s fee of $30,000 in cash and issued 400,000 common shares with a fair value of $108,000.

The remaining Tarime PL4882/2005, Utegi PL4873/2007 and Kiagata PL4225/2007 licences, from a previous 6 PLs are located on the western side of the North Mara Greenstone Belt. Since much of the area is overlain by “mbuga” soils, target generation was undertaken by detailed structural analysis of both Magnetic and IP data. The detailed aeromagnetic survey data, undertaken by the Finnish Geological Survey (2003), was purchased from the Government and processed. A number of magnetically interpreted structural targets have been delineated for field investigation. Both licences are considered of low priority.

9.	Capital Stock

	Preferred Stock

	The Company is authorized to issue 100,000,000 shares of preferred stock with a par value of $0.00001. As of March 31, 2015, the Company has not issued any preferred stock.

	Common Stock

	The Company is authorized to issue 250,000,000 shares of common stock. All shares have equal voting rights, are non-assessable and have one vote per share. Voting rights are not cumulative and, therefore, the holders of more than 50% of the common stock could, if they choose to do so, elect all of the directors of the Company.

	A summary of transactions during fiscal 2015 and 2014:

~~Kiagata~~a) On March 20, 2015, the Company completed a private placement of 2,375,000 common shares at $0.04 per share for total consideration of $95,000. b) On February 23, 2015, the Company completed a private placement of 10,000,000 common shares at $0.015 per share for total consideration of $150,000. c) On February 23, 2015, the Company signed debt settlement and subscription agreement with a consultant to settle a consulting fee of $55,000 for business consulting services provided. The Company issued 1,000,000 restricted shares of common stock with an estimated fair value of $0.055 per share to settle the outstanding balance, measured on the date of the settlement agreement. d) On December 19, 2014, the Company completed a private placement of 24,400,000 units at $0.025 per unit for gross consideration of $610,000. The shares are accompanied by a gold bonus distribution of a total of 244 ounces of 0.999 percent gold during the first 480 days of commercial gold production. The gold bonus distribution plan contains a feature where the Company retains the option to convert the gold bonus into common shares of the Company at a rate of $0.025 per share based on the spot price per ounce of gold on the payment date. At March 31, 2015, the fair value of the gold bonus was estimated to be $Nil. During the year ended March 31, 2014, the Company had received $150,000 in subscription proceeds for this private placement which were classified as interest-free loans at March 31, 2014 until the time the shares were issued to subscribers in the year ended March 31, 2015, at which time the amounts were transferred to common stock and additional paid-in capital.

~~The~~F-16 Kiagata project (PL4225/2007), located within the North Mara Greenstone belt, is situated in the Musoma District and is about 30 kilometers from Musoma Town, the main commercial hub in the area. The project is located immediately south of the Mara River and west of the Serengeti National Park. A reconnaissance survey involving mapping, termite mound sampling, and selected soil and rock sampling were carried out but results suggest that no gold mineralization is present on the property. The licence is underlain by barren granitic rocks. The licence is to be relinquished.

50Lake Victoria Mining Company, Inc. Notes to the Consolidated Financial Statements March 31, 2015 (Expressed in US dollars)

Future Exploration

10.	Stock Options and Warrants

	On October 7, 2010, the Company adopted the 2010 Stock Option Plan under which the Company is authorized to grant stock options to acquire up to a total of 10,000,000 shares of common stock.

	On February 13, 2015, the Company granted 3,780,000 stock options to seven directors and officers, and 1,300,000 stock options to geological consultants at an exercise price of $0.06 per share which will expire on February 13, 2018. All stock options are non-qualified and vested immediately. The weighted average grant date fair value of stock options granted during the year ended March 31, 2015 was $0.07 per share. During the year ended March 31, 2015, the Company recorded stock-based compensation of $355,097 for these stock options.

	The weighted average assumptions used in the Black-Scholes valuation model were as follows:

Previous interpretation of the aero-magnetic data revealed a number of targets defined by deep-seated cross-cutting structures. However no artisanal workings, indicative of gold are present on the licence. Much of the area is overlain by “mbuga” clay. The potential to discover a gold resource in the immediate future is considered low. On account of austerity measures and the need to focus on a number of key projects within the Company’s portfolio, these licences are expected to be relinquished as soon as the rental term expires. No further work is to be undertaken on the licences.

		Year Ended
	March 31,	March 31,
	2015	2014
Expected dividend yield	-	-
Risk-free interest rate	1.03%	-
Expected volatility	365%	-
Expected option life (in years)	3	-

~~Uranium~~The ~~Projects~~total intrinsic value of stock options exercised during the years ended March 31, 2015, and 2014 was $nil. The following table summarizes the continuity of the Company’s stock options:

The Company currently holds 6 Prospecting licences for Uranium, located in the SW part of Tanzania and covering 803 square kilometers (Table 2 & Map 2). Due to the economic downturn on Uranium exploration coupled with the Company’s intention to stream line its gold portfolio, these licences will be relinquished once their rental term expires.

			Weighted	Weighted-Average
			Average	Remaining	Aggregate
	Number of		Exercise	Contractual Life	Intrinsic
	Options		Price	(years)	Value
			$	$	$
Outstanding, March 31, 2013 and
2014	9,520,000		0.12		–
Expired	(4,600,000	)	0.15		–
Granted	5,080,000		0.06		–
Outstanding, March 31, 2015	10,000,000		0.07	1.50	–

~~ITEM~~At 3.March ~~LEGAL~~31, ~~PROCEEDINGS~~2015 and 2014, the Company did not have any unvested options. The following table summarizes the continuity of the Company’s warrants:

We are not a party to any litigation.

Number of

Weighted-

Weighted

Average

Issuable

Average

Remaining

Aggregate

Upon

Exercise

Contractual

Intrinsic

Exercise

Price

Life (years)

Value

Outstanding, March 31, 2013

26,649,734

0.26

0.84

–

Expired

(9,581,400

)

0.50

Outstanding, March 31, 2014

17,068,334

0.12

0.10

–

Expired

(17,068,334

)

0.12

Outstanding, March 31, 2015

–

~~ITEM~~F-17 ~~4. MINE SAFETY DISCLOSURES.~~

~~Not~~Lake ~~Applicable~~Victoria Mining Company, Inc. Notes to the Consolidated Financial Statements March 31, 2015 (Expressed in US dollars)

~~PART~~11. IIIncome Taxes

~~ITEM~~The 5.components ~~MARKET~~of ~~FOR~~the ~~THE~~net ~~REGISTRANT’S~~deferred ~~COMMON~~tax asset ~~EQUITY~~at March 31, ~~RELATED~~2015 ~~STOCKHOLDER~~and ~~MATTERS~~2014, ~~AND~~the ~~ISSUER~~statutory ~~PURCHASES~~tax OFrate, ~~EQUITY~~the ~~SECURITIES.~~effective tax rate, and the amount of the valuation allowance are indicated below:

Market for Securities

	March 31,		March 31,
	2015		2014
	$		$

Net loss before taxes	(1,489,472	)	(944,718	)
Statutory rate	34%		34%

Computed expected tax (recovery)	(506,420	)	(321,204	)
Difference in foreign tax rates	149,867		142,812
Permanent differences	89,730		(8,584	)
Other	(24,845	)	(40,803	)
Change in valuation allowance	291,668		227,779

Income taxes	–		–

Our Company’s common stock is traded on the FINRA OTC Bulletin Board under the symbol “LVCA”. Set forth below are the range of high and low bid quotations for the periods indicated as reported by the FINRA. The market quotations reflect inter-dealer prices, without retail mark-up, mark-down or commissions and may not necessarily represent actual transactions.

	March 31,		March 31,
	2015		2014
	$		$

Net operating loss carryforwards	3,702,076		3,249,779
Mineral property acquisition and exploration	5,019,833		5,180,462
Deferred tax assets	8,721,909		8,430,241
Valuation allowance	(8,721,909	)	(8,430,241	)
Net deferred tax assets	–		–

Quarter Ending	High	Low
March 31, 2013	$0.08	$0.08
December 31, 2012	$0.04	$0.02
September 30, 2012	$0.08	$0.08
June 30, 2012	$0.08	$0.08
March 31, 2012	$0.20	$0.04
December 31, 2011	$0.16	$0.01
September 30, 2011	$0.30	$0.08
June 30, 2011	$0.37	$0.22

The Company U.S. tax losses of approximately $8,211,291 which, if unutilized, will expire beginning in 2027 through to 2035 and Tanzanian tax losses of approximately $3,034,125 which carry forward indefinitely. Future tax benefits, which may arise as a result of these losses, have not been recognized in these consolidated financial statements, and have been offset by a valuation allowance. The following table lists the fiscal years in which loss carryforwards expire:

Our transfer agent is Pacific Stock Transfer Company, of 4045 South Spencer Street, Suite 403, Las Vegas, NV 89119; telephone number: 702.361.3033; facsimile: 702.433.1979.

				Expiration
		Loss		Date
		$

		722,397		2027
		554,471		2028
		1,258,790		2029
		2,344,312		2030
		987,895		2031
		410,801		2032
		932,689		2033
		340,950		2034
		658,985		2035
		3,034,125		Indefinitely
		11,245,415

~~Holders~~F-18 ~~of our Common Stock~~

AsLake ofVictoria ~~July~~Mining 01Company, ~~2013,~~Inc. ~~there~~Notes ~~are~~to ~~211~~the ~~registered~~Consolidated ~~stockholders holding~~Financial ~~114,554,067~~Statements ~~shares~~March of31, ~~our~~2015 (Expressed ~~issued~~in ~~and~~US ~~outstanding~~dollars) ~~common stock.~~

~~Dividend~~12. ~~Policy~~Supplemental Cash Flow Information

There are no restrictions in our articles of incorporation or bylaws that prevent us from declaring dividends. The Nevada Revised Statutes, however, do prohibit us from declaring dividends where, after giving effect to the distribution of the dividend:

	For the	For the
	Year Ended	Year Ended
	March 31,	March 31,
	2015	2014
	$	$
Non-cash Investing and Financing Activities
Stock issued for loans payable	150,000	–
Stock issued to settle debt	55,000	–
Supplemental Disclosures
Interest paid	1,644	840
Income tax paid	–	–

5113. Commitments

	1.	We would not be able to pay our debts as they become due in the usual course of business; or
	2.	Our total assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights of shareholders who have preferential rights superior to those receiving the distribution.

On May 11, 2010, the Company entered into an agreement with a consultant to provide services as a Senior Geological Consultant. The Company’s original agreement was amended on October 21, 2010 and on December 23, 2012. Under the amended agreement, the Company is committed to:

We have not declared any dividends and we do not plan to declare any dividends in the foreseeable future.

	i.	a monthly payment from $20,000 to $6,000 commencing July 1, 2012 and until the mechanical completion of the first small scale gold mining operation;

	ii.	issuing 300,000 stock options to the Consultant on November 1, 2012 and 2013. The Company will only grant the Consultant the additional stock options when the Company achieves a positive operating cash flow and upon the approval by the board of directors.

Recent Sales of Unregistered Securities

	b)	On October 1, 2013, the Company entered into a consulting agreement with Misac Noubar Nabighian (the “Consultant”) to provide geophysical data processing and interpretation services to the Company in consideration for 0.5% of the net proceeds from the sale of any mining properties and granting the Consultant (a) a royalty on producing properties of $1.00 per ounce of gold produced or 0.25% of net smelter returns for all commercial production, whichever is greater, and (b) 0.25% of net smelter returns for all other commercial production.The agreement is for a term of 36 months and may be renewed at the option of the Company upon 30 days written notice.

	c)	During the years ended March 31, 2015 and 2014, the Company entered into forward gold sales agreements to sell a total of 112.37 oz of gold from the future gold production from the Kinyambwiga project (see Note 6). Under these agreements, the Company committed to deliver the specified quantities of gold with delivery dates ranging from December 2014 through November 2015.

		The forward gold sales agreements for 31.94 oz of gold with delivery dates ranging from December 2014 through April 2015 have a clause in the agreements whereby the Company’s failure to meet the minimum monthly production and monthly gold distribution schedules specified in the agreements results in a penalty premium equal to the US Bond Interest Rate per annum of the remaining balance of the distributable gold. As at March 31, 2015, the Company accrued $Nil in penalty premium payable under these agreements as the amount of penalties payable was minimal. The remaining forward gold sales agreements entered into subsequent to March 31, 2014 and accounting for 80.43 oz do not have the clauses of the interest penalty and the mandatory conversion into common shares of the Company.

		In addition, if the minimum production and gold distribution schedules are not met for 6 months out of 9 consecutive months, the Company is required to convert the remaining gold deliverable to common shares based on the 30-day weighted average market price of the Company’s stock. As at March 31, 2015 and June 29, 2015, the Company was not yet required to convert any gold deliverables into common shares.

~~In April, 2012 we completed a first closing of a private placement of~~ 14~~,285,000 shares at a price of $0~~.06 ~~per~~Subsequent share for gross proceeds of $857,100. We issued an aggregate of 2,000,000 shares to one subscriber who represented that it was not a US person (as that term is defined in Regulation S of the Securities Act of 1933) in an offshore transaction pursuant to Regulation S and/or Section 4(2) of the Securities Act of 1933 and an additional 12,285,000 shares to eight accredited investors, who represented that they were each a “US Person” as defined in Regulation S, pursuant to Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933. Proceeds of the private placement are intended to be applied to the Company’s ongoing work program on its mining projects, continued exploration for new projects and general working capital.Events

In August, 2012, we completed a second closing of a private placement of 2,783,334 shares at a price of $0.06 per share for gross proceeds of $167,000. We issued an aggregate of 2,783,334 shares to three accredited investors, who represented that they were each a “US Person” as defined in Regulation S, pursuant to Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933. Proceeds of the private placement are intended to be applied to the Company’s ongoing work program on its mining projects, continued exploration for new projects and general working capital.

	a)	Subsequent to March 31, 2015, the Company made offers to the parties who forward purchased gold without any penalty interest or common share convertibility clause (see Notes 6 and 13) to either extend the delivery date under the contract, or settle an obligation in common shares of the Company. Out of 112.38 oz of gold deliverable, one contract for 33.29 oz has been extended for 12 months.

	b)	On May 8, 2015 the Company was served with notice of legal claim of a civil case in Tanzania by the Board of Trustees of National Social Security Fund in the amount of $18,463 (34,835,560 Tanzanian Schillings) plus 5% interest for statutory contributions. The Company is currently in negotiations regarding settlement of the claim. The amount claimed is included in the amounts that the Company has accrued for contributions payable, no additional amount have been accrued.

~~Purchases~~F-19 ~~of Equity Securities by the Issuer and Affiliated Purchasers~~

WeLake ~~did~~Victoria ~~not~~Mining ~~purchase~~Company, ~~any~~Inc. ofNotes ~~our~~to ~~shares~~the ofConsolidated ~~common~~Financial ~~stock~~Statements ~~or other securities during our fiscal year ended~~ March 31, ~~2013.~~2015 (Expressed in US dollars)

~~ITEM 6~~14. ~~SELECTED~~Subsequent ~~FINANCIAL~~Event ~~DATA.~~(Continued)

~~Not~~c) ~~Applicable~~On June 24, 2015 the Company granted in aggregate 4,320,000 stock options to directors and officers of the Company. The stock options have been granted pursuant to he terms of the Company’s 2010 Stock Option Plan. The options are exercisable at a price of $0.051 for a term 3 years, and vest immediately upon issuance.

~~ITEM~~F-20 ~~7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.~~

The following discussion should be read in conjunction with our audited financial statements and the related notes that appear elsewhere in this annual report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward looking statements. Factors that could cause or contribute to such differences include those discussed below and elsewhere in this annual report.36

~~Our~~ITEM ~~audited~~9. ~~consolidated~~CHANGES ~~financial~~IN ~~statements~~AND ~~are~~DISAGREEMENTS ~~stated~~WITH ~~in United~~ACCOUNTANTS ~~States~~ON ~~dollars~~ACCOUNTING ~~and~~AND ~~are~~FINANCIAL ~~prepared in accordance with United States generally accepted accounting principles~~DISCLOSURE.

~~Plan~~None. ~~of Operation~~

AsITEM ~~of March 31, 2013, we had working deficit of approximately $921,787~~9A. WeCONTROLS ~~plan~~AND ~~to spend approximately $400,000 for our property acquisitions and $2,000,000 for development and production of small scale mining in Kinyambwiga project and exploration activities on other projects~~PROCEDURES. ~~We will need to raise additional funds to finance the activities on our projects. There is no assurance that such financing would be available at this time.~~

InDisclosure ~~September~~Controls ~~2012,~~and the Company offered a total of up to 120 royalty units to raise a gross amount of $3,000,000 for a small scale mining operation on the Kinyambwiga property. Each unit will entitle investors to receive ½ of 1 percent (1%) of the net proceeds of production from the small scale mining operation at Kinyambwiga. Up to 60% of the net proceeds of gold production are offered to investors. As of March 31, 2013 the Company received subscription payments of $925,000 for 37 units.Procedures

~~Our~~As ~~estimated~~required ~~expenses~~by ~~over~~paragraph (b) of Rules 13a-15 or 15d-15 under the ~~next~~Exchange ~~twelve~~Act, ~~months~~our principal executive officer and our principal financial officer evaluated our company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered by this annual report on Form 10-K. Based on this evaluation, these officers concluded that as of the end of the period covered by this annual report on Form 10-K, these disclosure controls and procedures were not effective. Disclosure controls and procedures are controls and other procedures that are designed to ensure that the information required to be disclosed by our company in reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities Exchange Commission and include controls and procedures designed to ensure that such information is accumulated and communicated to our company’s management, including our company’s principal executive officer and our principal financial officer, to allow timely decisions regarding required disclosure. The conclusion that our disclosure controls and procedures were not effective was due to the presence of material weaknesses in internal control over financial reporting as identified below under the heading ~~follows:~~“Management’s Report on Internal Control over Financial Reporting.” Management anticipates that such disclosure controls and procedures will not be effective until the material weaknesses are remediated. Our company intends to remediate the material weaknesses as set out below.

52Management’s Report on Internal Control over Financial Reporting

~~Cash~~Our ~~Requirements~~company’s ~~during~~management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the ~~Next~~Exchange ~~Twelve~~Act) ~~Months~~for our company. Our company’s internal control over financial reporting are designed to provide reasonable assurance, not absolute assurance, regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles in the United States of America. Internal control over financial reporting includes those policies and procedures that: (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our company’s assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles in the United States of America, and that our company’s receipts and expenditures are being made only in accordance with authorizations of our management and directors; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.

Expense		($)
Property acquisition and holding costs		400,000
Mine development and production costs		2,000,000
Professional fee		100,000
General and administration fee		500,000
Total		3,000,000

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

~~There~~Our ismanagement, noincluding ~~historical~~our ~~financial~~principal ~~information~~executive ~~about~~officer ~~us upon~~and ~~which~~our toprincipal ~~base~~financial officer, conducted an evaluation of the design and operation of our ~~performance.~~internal Wecontrol ~~are~~over anfinancial ~~exploration~~reporting ~~stage~~as of March 31, 2015 ~~corporation~~based ~~and~~on ~~have~~the ~~not~~criteria ~~generated~~set ~~any~~forth ~~revenues~~in ~~from~~Internal ~~operations.~~Control We– ~~cannot~~Integrated Framework ~~guarantee~~issued weby ~~will~~the beCommittee ~~successful~~of inSponsoring ~~our~~Organizations ~~business~~of ~~operations~~the Treadway Commission. This ~~Our~~evaluation ~~business~~included isreview of the documentation of controls, evaluation of ~~subject~~the todesign ~~risks~~effectiveness ~~inherent~~of incontrols, testing of the ~~establishment~~operating effectiveness of controls and a ~~new~~conclusion ~~business~~on ~~enterprise~~this evaluation. Based on this evaluation, our ~~including~~management ~~limited~~concluded ~~capital~~our ~~resources,~~internal ~~possible~~control ~~delays~~over infinancial ~~the~~reporting ~~exploration~~were not effective as of ~~our properties~~March 31, ~~possible~~2015. ~~cost~~The ~~overruns~~ineffectiveness of our internal control over financial reporting was due to ~~price~~the ~~and~~following ~~cost~~material ~~increases~~weaknesses ~~for~~which ~~services~~are ~~and~~indicative ~~economic~~of ~~conditions.~~many ~~Because~~small wecompanies dowith ~~not~~small ~~currently~~staff: ~~derive~~(i) ~~any~~inadequate ~~production~~segregation ~~revenue~~of ~~from~~duties ~~operations,~~and ~~its~~effective ~~ability~~risk toassessment; ~~conduct~~and ~~exploration~~(ii) ~~and~~insufficient ~~development~~written onpolicies ~~properties~~and isprocedures ~~largely~~for ~~based~~accounting ~~upon~~and ~~its~~financial ~~ability~~reporting with respect to ~~raise~~the requirements ~~capital~~and byapplication ~~equity funding~~of both US GAAP and SEC guidelines.

Our exploration objective is to find an economic mineral body containing gold. Our success depends upon finding mineralized material. This includes a determination by our contracted consultants and professional staff whether the property contains resources and/or reserves. Mineralized material is a mineralized body, which has been delineated by appropriately spaced drilling or underground sampling to support sufficient tonnage and average percentage grade of metals to justify removal. If we don’t find mineralized material or we cannot remove mineralized material, either because we do not have the money to do so or because it is not economically feasible to do so, we will cease operations or seek other properties. 37

InOur ~~addition,~~company weplans ~~may~~to ~~not~~take ~~have~~steps ~~enough~~to ~~capital~~enhance toand ~~complete~~improve the ~~exploration~~design of our ~~properties~~internal control over financial reporting. IfDuring the period covered by this annual report on Form 10-K, we have not ~~raised~~been ~~sufficient~~able ~~funds~~ to remediate ~~complete~~the ~~our~~material ~~exploration~~weaknesses ~~program~~identified above. To remediate such weaknesses, we ~~will~~plan to ~~try~~implement tothe ~~raise~~following changes during our fiscal year ending March 31, 2015: (i) appoint additional ~~funds~~qualified ~~from~~personnel to address inadequate segregation of ~~another~~duties ~~equity~~and orineffective ~~debt~~risk ~~offering~~management; orand ~~rely~~(ii) onadopt ~~loans~~sufficient ~~from~~written policies ~~shareholders~~and procedures for accounting and financial reporting. IfThe weremediation ~~require~~efforts ~~additional~~set ~~funds~~out ~~and~~in ~~are~~(i) ~~unable~~is largely dependent upon our company securing additional financing to ~~raise~~cover the costs of implementing the changes required. ~~amounts,~~If we ~~will~~are ~~have~~unsuccessful toin ~~suspend~~securing orsuch ~~cease~~funds, ~~operations~~remediation ~~until~~efforts wemay ~~succeed~~be adversely effected in ~~raising~~a ~~the~~material ~~additional funds~~manner.

~~RESULTS~~Because OFof ~~OPERATIONS~~the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues, if any, within our company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple errors or mistakes.

~~The~~Changes ~~following summary of our results of operations should be read~~ in ~~conjunction~~Internal ~~with~~Control ~~our~~over ~~audited~~Financial ~~financial statements for the financial years ended March 31, 2013 and 2012 which are included herein~~Reporting.

~~Our~~There ~~operating~~were ~~results~~no ~~for~~changes in our company’s internal control over financial reporting during the ~~years~~year ended March 31, ~~2013~~2015 ~~and~~that have materially ~~2012~~affected, or are ~~summarized~~reasonably aslikely ~~follows:~~to materially affect, our company’s internal control over financial reporting.

		Years Ended
		March 31,
		2013		2012
Revenue	$	-	$	-
Operating Expenses		2,861,304		3,043,395
Other Income (Expenses)		918,058		658,702
Net Loss	$	1,943,246	$	2,384,693

ITEM 9B.

OTHER INFORMATION

~~Revenue~~None.

WePART ~~had~~III no operating revenues for the fiscal years ended March 31, 2013 and 2012. We do not anticipate earning any revenue from our operations until such time as we have entered into commercial production at one or more of our mineral projects or we sell one or more of our mineral properties. We are currently in the exploration stage of our business and we can provide no assurance that we will discover a reserve on our properties or, if we do discover a reserve that we will be able to enter into commercial production.

~~Operating~~ITEM ~~Costs~~10. ~~and~~DIRECTORS, ~~Expenses~~EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

~~The~~Directors ~~major components of our expenses for the years ended March 31, 2013~~ and ~~2012~~Executive ~~are~~Officers ~~outlined in the table below:~~

53Our directors and executive officers, their ages, positions held, and duration of such, are as follows:

		For the Year Ended
Name	Position Held with the Company	Age	Date First Elected or Appointed
		March 31,
David Kalenuik	President, Chief Executive Officer and Director	57	October 7, 2010
		2013		2012
Ming Zhu	Chief Financial Officer	43	October 7, 2010
		$		$
Heidi Kalenuik	Secretary, Treasurer and Director	48	June 28, 2008
EXPENSES
Roger A. Newell	Director	72	June 28, 2008
Amortization and depreciation		40,391		36,210
Ahmed A. Magoma	Director	48	June 28, 2008
Exploration costs		1,259,431		1,084,929
John Sutherland	Director, Chair of Audit Committee	65	April 10, 2015
General and administrative		301,915		329,603
Impairment of mineral property acquisition costs		15,350		441,612
Management and director fees		36,000		32,000
Professional fees		281,152		275,130
Salaries		509,659		563,101
Stock-based compensation		362,336		213,825
Travel and accommodation		55,070		66,985
Total Operating Expenses		2,861,304		3,043,395

~~The~~Business ~~decrease~~Experience of $27,688 in our general and administrative expenses for the year ended March 31, 2013 as compared to the same period in fiscal 2012 was primarily due to a decrease in office rent, communication expenses, bank charges and filing fees all of which offset the increased insurance expenses and promotion and shareholdes relationship costs.

~~Exploration~~The ~~costs~~following ~~were~~is ~~increased~~a bybrief ~~$174,502~~account toof ~~$1,259,431 during~~ the ~~current~~education ~~period~~and ~~mainly~~business experience ~~because the increase~~ of ~~the~~each ~~licenses~~director ~~holding cost~~and ~~after~~executive ~~the~~officer ~~new~~during ~~rate~~at ~~imposed~~least bythe ~~Tanzania~~past ~~governmentthe~~five years, inindicating ~~last~~each ~~fiscal~~person’s ~~year. In~~principal ~~addition,~~occupation ~~Company~~during ~~received~~the ~~reimbursement around $623~~period,~~000~~ ~~from~~and ~~jonint venture~~the ~~parterners~~name inand ~~2012~~principal ~~which~~business ~~reduced~~of the ~~exploration~~organization ~~cost~~by inwhich ~~2012.~~he was employed.

~~Professional~~David ~~fees for the twelve months ended March 31~~Kalenuik, ~~2013 increased to $281~~President,~~152~~ ~~compared~~Chief toExecutive ~~$275~~Officer,~~130~~ ~~for the same period of 2012. A main factor for this increase is a higher level of advice the Company required for geological consulting which offsets the decreased legal~~ and ~~accounting services~~ ~~during~~Director ~~the last fiscal year.~~

InMr. ~~2013,~~Kalenuik webecame ~~paid~~a ~~$50,000~~director toand ~~acquire~~was ~~mineral~~appointed ~~property~~President ~~interests~~and atChief ~~the~~Executive ~~Uyowa~~Officer ~~Project~~on inOctober ~~comparison~~7, to2010. Mr. Kalenuik has spent the ~~property~~last ~~option~~35 years ~~payment~~primarily as founder and owner of ~~$998,362~~his own businesses. These businesses have ranged from product or service oriented to investor relations for ~~the~~publicly traded ~~Geita~~companies. Since December 2006, ~~Singida~~David has been actively involved with Kilimanjaro Mining Company Inc. and Lake Victoria Mining Company, ~~Uyowa~~Inc. in the identification, ~~Handeni~~negotiation and ~~Buhemba~~acquisitions ~~projects~~of mineral resource properties in Tanzania, ~~2012~~East Africa. AsDavid ofas ~~March~~an International Businessman has extensive 31experience in start up operations, ~~2013~~business development, westrategic ~~assessed~~planning ~~our~~and management ~~mineral~~of ~~properties~~both private and ~~recognized~~public ancompanies. ~~impairment~~To ~~loss~~date, he has been directly onand ~~acquisition~~indirectly ~~costs~~responsible for the financing of ~~$15~~each of the companies that he has been involved with. His previous experience includes being the President and Co-Founder of Larrearx,~~350~~ ~~compared~~Inc./Larrea toBiosciences ~~impairment~~Inc., ~~loss~~a patented nutritional and health care supplements company, and, the President and Founder of ~~$441~~Mitropolis Solutions Inc.,~~612~~ a Vancouver based investor relations/investment banking firm ~~recognized~~that insuccessfully ~~2012~~financed and created public awareness programs for numerous public companies.

		2013		2012
Geita Project		–		6,150
Singida Project		–		350,512
Uyowa Project		50,000		40,000
Handeni Project		–		344,750
Buhemba Project		–		256,950
	$	50,000	$	998,362

~~Since~~We ~~November,~~believe ~~2009 we have used our wholly owned subsidiary Lake Victoria Resources (T) Limited to perform all exploration and contracting within Tanzania~~Mr. ~~Geo~~Kalenuik ~~Can,~~is aqualified ~~Tanzania corporation, was initially founded by three common directors of the Company~~ to ~~identify~~serve ~~prospective~~on ~~mineral~~our ~~properties~~board ~~in Tanzania. Through time Geo Can had acquired a portfolio~~ of ~~prospective licenses.~~ Ondirectors ~~May~~because ~~4, 2009, Kilimanjaro completed a Property Purchase Agreement with Geo Can. Under the terms~~ of ~~the~~his ~~agreement~~knowledge ~~Kilimanjaro acquired a 100 percent interest in the mineral property assets~~ of ~~Geo~~our ~~Can,~~current ~~which included 33 gold prospecting licenses and 13 uranium licenses. Prior to the closing of the Property Purchase Agreement between Geo Can and Kilimanjaro~~operations, Geo Can had entered into Option to Purchase Property agreements, regarding some of its resource properties, with Lake Victoria. As of the execution of the Property Purchase Agreement, on May 5, 2009, Geo Can no longer has any interest in ~~those~~addition prior property agreements with Lake Victoria. As of the date of this annual report, Geo Can holds property titles in trust for Kilimanjaro as the sole Beneficiary, in accordance with the terms of the Statutory Declaration, Declaration of Trust and Release dated July 23, 2009. Geo Can will act on the direction of Kilimanjaro as the Beneficiary to ~~transfer the title or interest to the~~his ~~Beneficiary~~business orexperiences asdescribed ~~otherwise directed by the Beneficiary~~above.

54Ming Zhu, Chief Financial Officer

~~Liquidity~~Ming Zhu (B.Comm. MA) has worked along side the management team since 2006. Ming attained a Bachelor's Degree in Accounting and ~~Capital~~Finance ~~Resources~~in 1995. He has more than 10 years’ experience specializing in corporate finance and accounting. His portfolio includes working for multinational companies as their finance manager in New York and China. He worked as a financial controller for an international trading firm for 2 years before graduating from the University of Newcastle in the UK with his Master's Degree in 2003 where he majored in Financial Analysis. He worked with a Canadian CA accounting firm prior to joining our management team as the Financial Controller and a Director in Kilimanjaro Mining Company Inc., a gold and uranium exploration company that is now a wholly owned subsidiary. From August 2009, he has been served as the Financial Controller for us and on October 7, 2010 he became our Chief Financial Officer for us.

Working Capital
						Percentage
		As at			As at	Increase /
		March 31, 2013			March 31, 2012	(Decrease)
Current Assets	$	259,371		$	586,592	(81%)
Current Liabilities	$	1,181,158		$	219,879	(437%)
Working Capital (Deficiency)	$	(921,787	)	$	366,713	(351%)

Heidi Kalenuik, Secretary, Treasurer and a Director

Cash Flows
							Percentage
		Year Ended			Year Ended		Increase /
		March 31, 2013			March 31, 2012		(Decrease)
Cash used by Operating Activities	$	(553,670	)	$	(2,390,112	)	(77%)
Cash provided (used) by Investing Activities	$	(50,331	)	$	(106,485	)	(53%)
Cash provided by Financing Activities	$	288,320		$	737,100		(61%)
Net Increase (Decrease) in Cash	$	(315,681	)	$	(1,759,497	)	(82%)

Heidi Kalenuik, originally from South Africa, was the founder and President of Kilimanjaro Mining Company Inc., in December, 2006, a private company concentrating on resource property acquisitions, exploration and joint ventures in the United Republic of Tanzania. Ms. Kalenuik has been extensively involved in the precious mineral industry and has worked with over 150 private and public companies in British Columbia, Canada.

WeHeidi ~~had~~Kalenuik awas ~~cash~~appointed ~~balance~~as ofan ~~$207,724~~Officer and ~~working~~Director ~~deficit~~ of Lake ~~921,787~~Victoria asMining ofCompany ~~March~~in ~~31,~~June ~~2013~~2008 ~~compared~~due to ~~cash~~her ofknowledge ~~$523,405~~ and working ~~capital of~~experience ~~$366,713~~in asAfrica ofand ~~March~~her ~~31,~~interest ~~2012.~~in Weour ~~anticipate~~activities ~~that~~having webeen ~~will~~the ~~incur~~President ~~approximately~~of $3Kilimanjaro Mining Company,~~000,000~~ ~~for~~now ~~operating~~a ~~expenses,~~wholly ~~including~~owned ~~professional,~~subsidiary. ~~legal~~We ~~and~~believe ~~accounting~~Ms. ~~expenses~~Kalenuik ~~associated~~is ~~with~~qualified ~~our~~to ~~reporting~~serve ~~requirements~~on ~~under~~our ~~the~~board ~~Exchange~~of ~~Act during~~directors for the ~~next~~same ~~twelve months~~reasons.

~~Effective~~Roger ~~April 17~~Newell, ~~2012,~~Director we issued 14,285,000 units at a price of $0.06 per unit for gross proceeds of $857,100. Each unit consisted of one share of common stock and one share purchase warrant entitling the warrant holder to purchase an additional share of common stock at a price of $0.12 per share for a period of six months from closing. We issued an aggregate of 2,000,000 units to one subscriber in an offshore transaction pursuant to Regulation S and/or Section 4(2) of the Securities Act of 1933. We issued an additional 12,285,000 units to eight subscribers, who represented that they were accredited investors as that term is defined in Rule 501 of Regulation D.

InRoger ~~August,~~Newell ~~2012,~~has webeen ~~completed~~ a ~~second~~director ~~closing~~ of aour ~~private~~company since June 2008 ~~placement~~and ofwas 2our President,~~783,334~~ ~~shares~~Principal atExecutive aOfficer ~~price~~from ofJune ~~$0.06~~2008 ~~per~~to ~~share~~October ~~for~~7, 2010. ~~gross~~In ~~proceeds of~~December ~~$167,000~~2009 Dr. WeNewell ~~issued~~was appointed an ~~aggregate~~Independent Director of Midway ~~2,783,334~~Gold ~~shares~~Corporation toa ~~three~~Canadian ~~accredited~~public corporation that trades on both the ~~investors,~~Toronto ~~who~~TSX-V ~~represented~~Exchange ~~that~~with ~~they~~symbol ~~were~~MDW ~~each~~and athe “US ~~Person”~~NYSE-AMEX asalso ~~defined~~with insymbol ~~Regulation~~MDW; S,he ~~pursuant~~retired tofrom ~~Rule~~Midway’s ~~506~~Board of ~~Regulation~~Directors Don August 18th, 2014 but remains a Board Advsor. Midway Gold is a mineral exploration and~~/or~~ ~~Section~~development company ~~4(2)~~with ofproperties in the ~~Securities~~ ~~Act~~western ofUnited ~~1933~~States.

~~Going~~In ~~Concern~~October 2007, Dr. Newell joined the management team as Executive Vice President and Director of Kilimanjaro Mining Company Inc. a private company involved in the acquisition and exploration of highly prospective mineral resource properties in Tanzania, East Africa. In June 2008 Dr. Newell was appointed President and Director of Lake Victoria Mining Company (OTCBB; LVCA) in consideration of his history in gold exploration and mining. We believe Dr. Newell is qualified to serve on our board of directors for the same reasons. He holds an MSc in Geology from the Colorado School of Mines and a PhD in Mineral Exploration from Stanford University. He is a Registered Professional Geologist.

~~The~~Dr. ~~audited~~Newell ~~financial~~served ~~statements~~as ~~accompanying~~Vice ~~our annual report on Form 10~~President-KDevelopment ~~for~~and ~~the year ended March 31, 2013 have been prepared on~~ a ~~going~~Board ~~concern~~Member ~~basis,~~of ~~which~~Capital ~~implies~~Gold ~~that our company will continue to realize its assets and discharge its liabilities and commitments in the normal course of business~~Corp. ~~Our~~(NYSE-AMEX;CGC ~~company has not generated revenues since inception~~ and ~~has~~Toronto ~~never paid~~TSX;CGC) ~~any dividends and is unlikely to pay dividends or generate earnings in the immediate future. The continuation of our company as a going concern is dependent upon the continued financial support~~ from ~~our~~2000 ~~shareholders, the ability of our company~~ to ~~obtain necessary equity financing to achieve our~~ ~~operating~~September ~~objectives, and the attainment of profitable operations~~2007. As ofsuch ~~March 31,~~he ~~2013,~~was weresponsible ~~had~~for ~~cash~~much of ~~$207,724~~Capital ~~and we estimate that we will require~~Gold’s ~~approximately~~engineering ~~$500,000 for general~~ and ~~administration~~business ~~costs~~development ~~and~~at ~~professional fees,~~El ~~and~~Chanate ~~$400~~Gold,~~000~~ ~~for~~Mexico ~~property acquisition holding~~ and ~~exploration~~continued ~~costs~~to ~~associated~~serve ~~with~~on ~~our~~Capital ~~plan~~Gold ofCorp’s ~~operation~~Board ~~over~~of ~~the~~Directors ~~next~~until ~~twelve~~November ~~months~~2009. WeHe ~~do not~~also ~~have~~served ~~sufficient~~as ~~funds~~President ~~for~~(2000 ~~general and administration activities and we do not have sufficient funds for planned mineral property acquisition and exploration activities. Therefore we will be required~~ to ~~raise~~2006) ~~additional~~of ~~funds.~~Capital ~~No assurance~~Gold’s ~~can~~Mexican ~~be given that additional financing will be available~~subsidiary, ~~or that it~~Minera ~~can~~Santa ~~be obtained on terms acceptable to the Company and its shareholders~~Rita.

The advancement of our business is dependent upon us raising additional financial support. The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments. 39

~~Future~~Prior ~~Financings~~to this time at Capital Gold, he served as Exploration Manager/Senior Geologist for the Newmont Mining Company; Exploration Manager for Gold Fields Mining Company; and Vice President-Development, for Western Exploration Company.

WeAhmed ~~had a cash balance of $207~~Magoma,~~724~~ ~~and~~Director working deficit of $921,787 as of March 31, 2013 compared to cash of $523,405 and working capital of $366,713 as of March 31, 2012 and we estimate that we will require approximately $3,000,000 for costs associated with our plan of operation over the next twelve months. Accordingly, we do not have sufficient funds for planned operations and we will be required to raise additional funds for operations. We intend to raise additional funds from another equity offering or loans. If we need additional funds and are unable to raise them, we will have to suspend or cease operations until we succeed in raising additional funds.

55Ahmed Magoma has a B.Sc. in geology from the University of Dar es Salaam (1992) and 16 years of experience in the mining industry, wherein he has held progressively more responsible management and supervisory roles. Mr. Magoma joined Kilimanjaro Mining Company Inc., in March of 2007, a private company involved in the acquisition and exploration of highly prospective resource properties in Tanzania, East Africa. Mr. Magoma has been a director of Geo Can Resources Company Ltd., a private company, from April 2007 to present. In addition to being a director with Kilimanjaro, Mr. Magoma is responsible for all resource property acquisitions, negotiations with property owners and government relations within Tanzania. His experience encompasses gold projects from grassroots through to mining production. His field experience includes working with Tanex, a subsidiary of DeBeers and other South African companies as a field geologist. Mr. Magoma worked with the Ministry of Energy and Minerals in Tanzania for a period to learn, through study, the techniques of small-scale miners to enhance their production. Mr. Magoma has worked with major gold companies Barrick and Randgold as a project geologist and then as senior project geologist with Tanzanite Africa. From 2005 to December 2007, Mr. Magoma was the Senior Project Geologist for Tanzanite Africa Ltd., a private African company.

~~Outstanding~~Mr. ~~shares~~Magoma was appointed as a Director in Lake Victoria Mining Company in June 2008. He was considered for this position because of his familiarity with our projects and ~~options~~operations in Tanzania. His position as a Director, and his experience with the Mining Law along with his Tanzanian activities are very important and valuable to our programs. We believe Mr. Magoma is qualified to serve on our board of directors for the same reasons.

OnJohn ~~December~~J 7Surtherland, ~~2010~~Director, ~~our~~Chair ~~shareholders approved a resolution to amend the articles~~ of ~~incorporation~~Audit ~~to increase the number of authorized shares~~Committee of our common stock from 100,000,000 shares to 250,000,000 shares. As of June 27, 2013, we have 114,554,067 shares of common stock outstanding, 9,520,000 stock options outstanding and 26,649,734 warrants outstanding.

~~Off~~Mr. Sutherland, CPA, CGA, was the CFO of Grande West Transportation (BUS:TSX-~~Balance~~V), ~~Sheet~~a ~~Arrangements~~mid-size transit bus manufacturer from April, 2013 to May 2015. Previously, he was Vice President and CFO of Goldgroup Mining for five years. He was previously Vice President, Finance of Arequipa Resources Ltd. leading up to its acquisition by Barrick Gold. Previous board positions by Mr. Sutherland include eight years with Aquiline Resources Inc. until its acquisition by Pan American Silver Corp. Mr. Sutherland was also formerly the Site General Manager at the Sonora Gold project of Sonora Gold Corp. and Co-Founder, Vice-President and CFO of Tekion, Inc., a micro fuel cell developer, and was a key partner in its growth. Prior to Tekion, he was President and CEO of ASC AVCAN Systems Inc., a technology company.

We ~~have~~believe noMr. ~~off-balance~~Surtherland ~~sheet~~is ~~arrangements~~qualified ~~that have or are reasonably likely~~ to ~~have~~serve ~~a current or future effect~~ on our ~~financial condition,~~board ~~changes~~of indirectors ~~financial~~because ~~condition,~~of ~~revenues~~his orknowledge ~~expenses,~~of ~~results~~our ofcurrent operations, ~~liquidity,~~ ~~capital~~in ~~expenditures~~addition orto his ~~capital~~business ~~resources~~experiences ~~that~~described ~~are material to stockholders~~above.

~~Critical~~Term ~~Accounting~~of ~~Policies~~Office

~~The~~Our ~~following~~directors are ~~the~~appointed ~~accounting~~for ~~policies~~a ~~that~~one-year weterm ~~consider~~ to be ~~critical~~hold ~~accounting policies. Critical accounting policies are those that are~~office ~~both~~until ~~important~~the tonext ~~the~~annual ~~portrayal~~general meeting of our ~~financial~~shareholders ~~condition~~or ~~and~~until ~~results~~removed ~~and those~~from ~~that~~office ~~require~~in ~~the~~accordance ~~most~~with ~~difficult,~~our ~~subjective,~~bylaws. orOur ~~complex~~officers ~~judgments,~~are ~~often~~appointed ~~as results~~by ofour ~~the~~board ~~need to make estimates about the effect~~ of directors ~~matters~~and ~~that~~hold ~~are subject~~office tountil aremoved ~~degree~~by ofthe ~~uncertainty~~board.

~~Business~~Family ~~Combinations~~Relationships

WeThere ~~follow~~are ~~the~~no ~~guidance~~family inrelationships ~~ASC~~among ~~805,~~our ~~Business~~directors ~~Combinations, and~~or ~~ASC 810~~officers, ~~Consolidation.~~other ~~The~~than ~~non-controlling~~David ~~interest~~Kalenuik ~~recognized~~and atHeidi ~~March~~Kalenuik ~~31, 2010~~who ~~was~~are ~~previously~~husband ~~the minority interest held by certain passive shareholders at the consolidated financial statement level of Kilimanjaro,~~ and ~~whose interests were eliminated for accounting purposes by the August 7, 2009 share exchange agreement~~wife. ~~We, after August 7, 2009, have had no further~~ ~~non-controlling interests.~~

AsInvolvement ofin ~~March~~Certain ~~31,~~Legal ~~2013, a cumulative loss of $8,719,455 had been attributed to the non-controlling interest of the Company’s controlled subsidiary.~~ Proceedings

56Our directors and executive officers have not been involved in any of the following events during the past ten years:

Basic and Diluted Net Income (Loss) Per Share

	1.	any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time;

	2.	any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);

We compute net income (loss) per share in accordance with ASC 260, Earnings per Share, which requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive. As of March 31, 2013, we had 36,169,734 potentially dilutive securities outstanding. 40

~~Cash~~3. being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities; 4. being found by a court of competent jurisdiction (in a civil action), the Securities and ~~Cash~~Exchange ~~Equivalents~~Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated; 5. being the subject of, or a party to, any federal or state judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of: (i) any federal or state securities or commodities law or regulation; or (ii) any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease- and-desist order, or removal or prohibition order; or (iii) any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or 6. being the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Securities Exchange Act of 1934), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

WeCode ~~considers all highly liquid instruments with a maturity~~ of ~~three~~ ~~months~~Ethics ~~or less at the time of issuance or may be redeemed without significant penalties to be cash equivalents.~~

AsWe ofadopted ~~March~~a ~~31,~~Code ~~2013~~of ~~and~~Ethics ~~2012,~~applicable weto ~~have~~all ~~approximately~~of ~~$2,500~~our ~~and~~directors, ~~$40~~officers,~~000,~~ ~~respectively~~employees and consultants, ~~deposited~~which atis ~~FDIC~~a ~~insured~~“code ~~banks~~of inethics” ~~the~~as ~~United~~defined ~~States.~~by ~~FDIC~~applicable ~~deposit~~rules ~~insurance~~of ~~covers~~ the ~~balance~~SEC. Our Code of ~~each~~Ethics ~~depositor’s~~was ~~account~~attached upas an exhibit to ~~$250,000~~our ~~per~~annual ~~insured~~report ~~bank~~filed on Form 10-K with the SEC on June 26, 2008.

AsSection of March 31, 2013 and 2012, we have approximately $180,000 and $365,000, respectively, deposited in banks in Canada. CDIC deposit insurance covers the balance of each depositor’s account up to $100,000 per insured bank. These deposits include $6,778 16(~~CAD$6,900~~a) ~~and~~Beneficial ~~$34,594~~Ownership ~~(CAD$~~Reporting ~~34,500),~~Compliance ~~respectively, of guaranteed investment certificates bearing variable interest at prime rate less 2.05% which is restricted in use for corporation credit cards.~~

AsSection 16(a) of ~~March~~the ~~31,~~Exchange ~~2013,~~Act werequires ~~have~~our ~~Tanzania~~executive officers ~~shillings~~and directors and persons who own more than 10% of ~~8,380,000~~a registered class ~~(approximately~~of ~~$5,000)~~our ~~and~~equity ~~$25~~securities to file with the SEC initial statements of beneficial ownership,~~000~~ ~~deposited~~reports of changes in ~~Tanzania.~~ownership ~~The~~and ~~Deposit~~annual ~~Insurance~~reports concerning their ~~Board~~ownership inof ~~Tanzania~~our ~~insures~~common upstock toand 1other equity securities,~~500,000~~ ~~Tanzanian~~on ~~Shillings~~Forms ~~(approximately $900~~3, as4 ofand ~~March~~5 respectively. 31Executive officers, ~~2013)~~directors ~~per~~and ~~customer~~greater ~~per~~than ~~bank.~~10% ~~Any~~shareholders are ~~amount~~required ~~beyond~~by the ~~basic insurance~~SEC ~~amount~~regulations ~~may~~to ~~expose~~furnish us towith ~~loss~~copies of all Section 16(a) reports that they file.

~~Mineral~~Based ~~Property~~solely ~~Costs~~on our review of the copies of such forms received by us, or written representations from certain reporting persons, we believe that all filing requirements applicable to our officers, directors and greater than ten percent beneficial owners were complied with.

~~Under~~ITEM ~~US GAAP mineral property acquisition costs are ordinarily capitalized when incurred using FASB ASC Topic 805-20-55-37, Whether Mineral Rights are Tangible or Intangible Assets~~11. ~~The~~EXECUTIVE carrying costs are assessed for impairment under ASC Topic 360-36-10-35-20, Accounting for Impairment or Disposal of Long-Lived Assets, whenever events or changes in circumstances indicate that the carrying costs may not be recoverableCOMPENSATION. ~~The Company expenses as incurred all property maintenance and exploration costs.~~

The ~~Company~~particulars ~~also evaluates the carrying value~~ of ~~acquired mineral~~compensation ~~property~~paid ~~rights~~to ~~in accordance with ASC Topic 930-360-35-1, Mining Assets: Impairment and Business Combinations, using~~ the ~~Value~~following ~~Beyond Proven and~~persons: ~~Probable (VBPP) method. The fair value of a mining asset generally includes both VBPP and an estimate of the future market price of the minerals.~~

~~When~~(a) ~~the~~our ~~Company~~principal ~~has~~executive ~~capitalized~~officers ~~mineral~~during ~~property costs, these properties will be periodically assessed for impairment of value. Once a property reaches~~ the ~~production~~year ~~stage,~~ended ~~the~~March ~~related capitalized costs will be amortized~~31, ~~using~~2015; ~~the~~(b) ~~units~~each of ~~production~~our ~~method.~~two ~~The~~most ~~Company~~highly ~~records~~compensated ~~its interests~~executive inofficers ~~mining~~other ~~properties~~than ~~and~~our ~~areas~~principal ofexecutive ~~geological~~officers ~~interest~~who atwere ~~cost.~~serving ~~The Company~~as ~~has~~executive ~~capitalized~~officers ~~mineral properties costs of $591,400 and $556,750 as~~ at March 31, ~~2013~~2015; and ~~2012,~~(c) ~~respectively.~~up ~~The~~to ~~Company~~two ~~has~~additional ~~recognized~~individuals ~~impairment charges~~for ofwhom ~~$15,350~~disclosure ~~and~~would ~~$441,612~~have ~~for~~been ~~the~~provided ~~years~~under ~~ended~~(b) atbut ~~March~~for ~~31,~~the ~~2013~~fact ~~and~~that ~~2012, respectively,~~the ~~which~~individual ~~were~~was ~~determined~~ not beserving ~~recoverable~~as ~~and~~our ~~therefore,~~executive ~~were written~~officer ~~down~~at toMarch ~~their~~31, ~~estimated fair values of $Nil.~~ 2015,

~~Long-Lived~~whom ~~Assets~~we collectively refer to as the “named executive officers”, for the fiscal years ended March 31, 2015 and 2014, are set out in the following summary compensation table:

In accordance with ASC 360, Property Plant and Equipment we tests long-lived assets or asset groups for recoverability when events or changes in circumstances indicate that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset; significant adverse changes in the business climate or legal factors; accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and current expectation that the asset will more likely than not be sold or disposed significantly before the end of its estimated useful life. Recoverability is assessed based on the carrying amount of the asset and the sum of the undiscounted cash flows expected to result from the use and the eventual disposal of the asset, as well as specific appraisal in certain instances. An impairment loss is recognized when the carrying amount is not recoverable and exceeds fair value. 41

SUMMARY COMPENSATION TABLE
Name and Principal Position	Year	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non- Equity Incentive Plan Compensa - tion ($)	Nonqualified Deferred Compensatio n Earnings ($)	All Other Compens a -tion ($)	Total ($)
David Kalenuik⁽¹⁾ President and Chief Executive Officer	2015 2014	167,827⁽²⁾ 172,209 ⁽²⁾⁾	Nil Nil	Nil Nil	40,543⁽⁶⁾ Nil	Nil Nil	Nil Nil	Nil Nil	208,370 172,209
Ming Zhu⁽³⁾ Chief Financial Officer	2015 2014	78,926⁽⁴⁾ 84,683 ⁽⁴⁾	Nil Nil	Nil Nil	48,931⁽⁶⁾ Nil	Nil Nil	Nil Nil	Nil Nil	127,857 84,683
Heidi Kalenuik Secretary and Treasurer	2015 2014	89,446⁽⁵⁾ 96,449 ⁽⁵⁾	Nil Nil⁽⁵⁾	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil	89,446 96,449

~~Asset~~Notes ~~Retirement Obligations~~

We account for asset retirement obligations in accordance with the provisions of ASC 440, Asset Retirement and Environmental Obligations which requires we to record the fair value of an asset retirement obligation as a liability in the period in which it incurs a legal obligation associated with the retirement of tangible long-lived assets that result from the acquisition, construction, development and/or normal use of the assets. We did not have any asset retirement obligations as of March 31, 2013 and 2012.

	(1)	David Kalenuik was appointed our President and Chief Executive Officer on October 7, 2010.

	(2)	During the fiscal year ended March 31, 2015, David Kalenuik received consulting fees of $110,719 in cash and deferred compensation of $57,108 to be paid for his services rendered. During the fiscal year ended March 31, 2014, David Kalenuik received consulting fees of $78,736 in cash and deferred compensation of $93,473 to be paid for his services rendered.

	(3)	Ming Zhu was appointed our Chief Financial Officer on October 7, 2010.

	(4)	During the fiscal year ended March 31, 2015, Ming Zhu received salary of $50,540 in cash and deferred compensation of $28,385. During the fiscal year ended March 31, 2014, Ming Zhu received salary of $45,643 in cash and deferred compensation of $39,040.

	(5)	During the fiscal year ended March 31, 2015, Heidi Kalenuik received salary of $50,152 in cash and deferred compensation of $39,294. During the fiscal year ended March 31, 2014, Heidi Kalenuik received salary of $43,734 in cash and deferred compensation of $52,715.

	(6)	On February 13, 2015, the Company granted 3,780,000 stock options to five directors and officers at an exercise price of $0.06 per share which expired on February 13, 2018. David Kalenuik was granted 580,000 options with a fair value of $40,543 and Ming Zhu was granted 700,000 options with a fair value of $48,931¹.

~~Foreign~~________________________________1 ~~Currency~~The ~~Translation~~fair value of the options was estimated using the Black-Scholes pricing model based on the following assumptions: dividend yield of 0%; risk-free interest rate of 1.02%; expected life of three years; and volatility of 365%

Our functional and reporting currency is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated to United States dollars in accordance with ASC 740, Foreign Currency Translation Matters, using the exchange rate prevailing at the balance sheet date. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in the determination of income.42

ToEmployment the extent that we incur transactions that are not denominated in our functional currency, they are undertaken in Canadian dollars and in Tanzanian Schillings. A portion of business transactions in Tanzania and mineral option purchase agreements are denominated in Tanzanian Schillings. We have not, to the date of these financials statements, entered into derivative instruments to offset the impact of foreign currency fluctuations. Contracts

~~Segment~~On ~~Information~~April 26, 2011, we entered into an employment letter agreement with Heidi Kalenuik, pursuant to which we employed Mrs. Kalenuik to, among other things: carry out the duties and responsibilities of the position of Secretary, Treasurer and Supervisor of Operations of the Company. As consideration for the performance of her duties under the employment letter agreement, we agreed to pay Mrs. Kalenuik CDN$102,000 (approximately US$107,017) per year commencing April 1, 2011. Mrs. Kalenuik is also entitled to receive a one-time bonus in the amount of CDN$1,000 (approximately US$1,049).

AtOn ~~March~~April 3126, ~~2013~~2011, ~~approximately~~we ~~$78,000~~entered ofinto ~~property~~a ~~and~~consulting agreement with ~~equipment~~David isKalenuik. ~~located~~As inconsideration ~~Tanzania~~for ~~and~~the ~~$11~~performance of his consulting services under the agreement,~~000~~ inwe ~~Canada.~~agreed ~~Mineral~~to ~~properties~~pay ~~totaling~~Mr. Kalenuik CDN$~~591~~10,~~400~~000 (~~2012 -~~ approximately US$~~556~~10,~~750~~492) ~~are~~per ~~located~~month incommencing ~~Tanzania.~~April ~~Although~~1, ~~Tanzania~~2011, ~~is considered~~plus ~~economically~~applicable ~~stable,~~taxes. itThe consulting agreement is ~~always~~for ~~possible~~a ~~that~~term ~~unanticipated~~of ~~events in~~two ~~foreign~~years ~~countries~~and ~~could~~the ~~disrupt~~management renewed the consulting ~~Company’s operations~~agreement.

~~Comprehensive~~Effective ~~Loss~~April 26, 2011, we entered into an employment letter agreement with Ming Zhu, pursuant to which we employed Mr. Zhu to, among other things: carry out the duties and responsibilities of the position of Chief Financial Officer. As consideration for the performance of his duties under the employment letter agreement, we agreed to pay Mr. Zhu CDN$90,000 (approximately US$94,427) per year commencing April 1, 2011. Mr. Zhu is also entitled to receive a one-time bonus in the amount of CDN$1,000 (approximately US$1,049).

~~ASC~~On ~~220~~April 26, ~~Comprehensive Income~~2011, ~~establishes~~we ~~standards~~entered ~~for~~into ~~the~~a consulting agreement with ~~reporting~~Roger ~~and~~Newell. ~~display~~As ofconsideration ~~comprehensive~~for ~~loss~~the ~~and~~performance ~~its~~of ~~components~~his inconsulting ~~the~~services ~~consolidated~~under ~~financial~~the ~~statements.~~agreement, Aswe ofagreed ~~March~~to ~~31,~~pay ~~2013~~Mr. ~~and~~Newell ~~2012~~USD$3,500 weper ~~have~~month ~~had no~~commencing ~~items~~April ~~that~~1, ~~represent~~2011, aplus ~~comprehensive~~applicable ~~loss,~~taxes. ~~and~~The ~~therefore~~consulting ~~have~~agreement ~~not~~is ~~included~~for a ~~schedule~~ term of two ~~comprehensive~~years ~~loss~~and in the ~~consolidated~~agreement ~~financial~~expired ~~statements~~in April 2013.

~~Income~~Retirement ~~Taxes~~or Similar Benefit Plans

WeThere ~~account~~are ~~for~~no ~~income~~arrangements ~~taxes~~or ~~using~~plans ~~the asset and liability method~~ in ~~accordance~~which ~~with~~we ~~ASC~~provide ~~740~~pension, ~~Income Taxes. The asset and liability method~~ ~~provides~~retirement ~~that~~or ~~deferred~~similar ~~tax~~benefits ~~assets~~for ~~and~~directors ~~liabilities~~or ~~are~~executive ~~recognized~~officers. ~~for the~~Our ~~expected~~directors ~~future~~and ~~tax~~executive ~~consequences~~officers ofmay ~~temporary~~receive ~~differences~~stock ~~between~~options at the ~~financial~~discretion of ~~reporting~~our ~~and~~board ~~tax bases~~ of ~~assets~~directors ~~and~~in ~~liabilities~~the ~~and for operating loss and tax credit carry forwards~~future. ~~Deferred~~We ~~tax~~do ~~assets~~not ~~and~~have ~~liabilities~~any ~~are~~material ~~measured~~bonus ~~using~~or ~~the~~profit ~~currently~~sharing ~~enacted~~plans ~~tax~~pursuant ~~rates~~to ~~and~~which ~~laws~~cash ~~that~~or ~~will~~non-cash becompensation inis ~~effect~~or ~~when the~~may ~~differences~~be ~~are~~paid ~~expected~~ to ~~reverse.~~our Wedirectors ~~record~~or aexecutive ~~valuation~~officers, ~~allowance~~except tothat ~~reduce deferred~~stock ~~tax~~options ~~assets~~may tobe granted at the ~~amount~~discretion ~~that~~of isour ~~believed~~board ~~more~~of ~~likely~~directors ~~than~~from ~~not~~time to ~~be realized~~time.

~~Stock-Based~~Resignation, ~~Compensation~~Retirement, Other Termination, or Change in Control Arrangements

We ~~record~~have ~~stock-based~~no ~~compensation~~plans inor ~~accordance~~arrangements ~~with~~in ~~ASC~~respect ~~718,~~of remuneration ~~Compensation~~received –or ~~Stock~~that ~~Based~~may ~~Compensation~~be ~~and~~received ~~ASC~~by ~~505,~~our ~~Equity~~directors ~~Based~~or ~~Payments~~executive officers to ~~Non-Employees,~~compensate ~~which~~such ~~requires~~directors or officers in the ~~measurement~~event ~~and~~of ~~recognition~~termination of ~~compensation~~employment ~~expense~~(as ~~based~~a onresult ~~estimated~~of ~~fair~~resignation, ~~values~~retirement, ~~for~~change ~~all~~of ~~share-based~~control) ~~awards~~or ~~made~~a tochange of ~~employees~~responsibilities ~~and~~following ~~directors,~~a ~~including~~change ~~stock~~of ~~options~~control.

ASC 718 requires companies to estimate the fair value of share-based awards on the date of grant using an option-pricing model. We use the Black-Scholes option-pricing model as its method of determining fair value. This model is affected by our stock price as well as assumptions regarding a number of subjective variables. These subjective variables include, but are not limited to our expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviors. The value of the portion of the award that is ultimately expected to vest is recognized as an expense in the statement of operations over the requisite service period. 43

~~All~~Outstanding ~~transactions~~Equity inAwards ~~which~~at ~~goods~~Fiscal orYear-End services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable.

58The following table sets forth for each executive officer certain information concerning the outstanding equity awards as of March 31, 2015.

Recent Accounting Pronouncements

	OPTION AWARDS					STOCK AWARDS
Name	Number of Securities Underlying Unexercise d Options (#) Exercisable	Number of Securities Underlying Unexercised Options (#) Unexercisable	Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)	Option Exercise Price ($)	Option Expiration Date	Number of Shares or Units of Stock That Have Not Vested (#)	Market Value of Shares or Units of Stock That Have Not Vested ($)	Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)	Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested (#)
David Kalenuik⁽¹⁾ President and Chief Executive Officer	580,000	Nil	Nil	$0.06	February 13, 2018	Nil	Nil	Nil	Nil
Ming Zhu⁽²⁾ Chief Financial Officer	700,000	Nil	Nil	$0.06	February 13, 2018	Nil	Nil	Nil	Nil
Heidi Kalenuik Secretary and Treasurer	Nil	Nil	Nil	Nil		Nil	Nil	Nil	Nil

Fair Value Accounting

(1)	David Kalenuik was appointed our President and Chief Executive Officer on October 7, 2010.

(2)	Ming Zhu was appointed our Chief Financial Officer on October 7, 2010.

InAggregated ~~May~~Options ~~2011,~~Exercised ~~ASC~~in ~~guidance was issued related to disclosures around fair value accounting. The updated guidance clarifies different components of fair value accounting including~~ the ~~application~~Year ofEnded ~~the~~March ~~highest and best use and valuation premise concepts~~31, ~~measuring the fair value of an~~ ~~instrument~~2015 ~~classified in a reporting entity’s shareholders’ equity~~ and ~~disclosing~~ ~~quantitative~~Year ~~information~~End ~~about~~Option ~~the~~Values ~~unobservable~~There ~~inputs~~were ~~used~~no instock ~~fair value~~options ~~measurements~~exercised ~~that are categorized in Level 3 of the fair value hierarchy.~~during ~~The Company’s April 1, 2012 adoption of~~ the ~~updated~~year ~~guidance~~ended ~~had~~March ~~no impact on the Company’s consolidated financial position~~31, ~~results of operations or cash flows~~2015.

~~Comprehensive~~Repricing ~~Income~~of Options/SARS

InWe ~~June~~did 2011, the ASC guidance was issued related to comprehensive income. Under the updated guidance, an entity will have the option to present the total of comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. In addition, the update required certain disclosure requirements when reporting other comprehensive income. The update does not ~~change~~reprice ~~the~~any ~~items~~options ~~reported~~previously ~~in other~~granted ~~comprehensive~~during ~~income or when an item of other comprehensive income must be reclassified to income. The Company adopted~~ the ~~new guidance and its deferral~~ ~~and opted to present the total of comprehensive income in a single continuous statement of comprehensive income for its fiscal~~ year ~~beginning~~ended ~~April~~March ~~1 2011. The early adoption had no impact on the Company’s consolidated financial position~~31, ~~results of operations or cash flows~~2015.

~~Reporting of Amounts reclassified out of Accumulated Other Comprehensive Income~~44

InDirector ~~February~~Compensation 2013, ASC guidance was issued related to items reclassified from Accumulated Other Comprehensive Income. The new standard requires either in a single note or parenthetically on the face of the financial statements:(i) the effect of significant amounts reclassified from each component of accumulated other comprehensive income based on its source and (ii) the income statement line items affected by the reclassification. The update is effective for the Company’s fiscal year beginning April 1, 2013 with early adoption permitted. The Company does not expect the updated guidance to have a significant impact on the consolidated financial position, results of operations or cash flows.

~~Disclosures~~The ~~about~~following ~~Offsetting~~table ~~Assets~~sets ~~and~~forth ~~Liabilities~~the compensation for each director who is not a named executive officer for the fiscal year ended March 31, 2015.

In November 2011, ASC guidance was issued related to disclosures about offsetting assets and liabilities. The new standard requires disclosures to allow investors to better compare financial statements prepared under U.S. GAAP with financial statements prepared under IFRS. The update is effective for the Company’s fiscal year beginning April 1, 2013, and interim periods within those annual periods. Retrospective application is required.

DIRECTOR COMPENSATION
Name	Fees earned or paid in cash ($)	Stock awards ($)	Option awards ($)	Non-equity incentive plan compensation ($)	Nonqualified deferred compensation earnings ($)	All other compensation ($)	Total ($)
Ahmed A. Magoma	36,000 ⁽¹⁾	Nil	52,500	Nil	Nil	Nil	88,500
John J Surtherland⁽²⁾	Nil	Nil	Nil	Nil	Nil	Nil	Nil
David Ralph Webb⁽³⁾	Nil	Nil	Nil	Nil	Nil	Nil	Nil
Roger Newell⁽⁴⁾	Nil	Nil	52,500	Nil	Nil	Nil	52,500

In January 2013, ASC guidance was issued to clarify that the disclosure requirements are limited to derivatives, repurchase agreements, and securities lending transactions to the extent that they are (i) offset in the financial statements or (ii) subject to an enforceable master netting arrangement or similar agreement. The Company does not expect the updated guidance to have an impact on the consolidated financial position, results of operations or cash flows.

	(1)	Mr. Ahmed Magoma is a director of the Company and a director of its two subsidiaries, Kilimanjaro Mining Company Inc. and Lake Victoria Resources (T) Limited and he is an employee of Lake Victoria Resources (T) Limited. During the fiscal year ended March 31, 2015, he received total director’s fee of $50,500 in cash. During the fiscal year ended March 31, 2015, Ahmed was earned deferred compensation of $60,133 from Lake Victoria Resources (T) Limited; his monthly gross pay was approximately $5,011.

	(2)	Mr. John J. Surtherland was appointed as a director on April 10, 2015.

	(3)	Mr. David Ralph Webb was appointed as a director on March 1, 2013 and resigned on April 10, 2015.

	(4)	Roger Newell resigned as our President, Chief Executive Officer and Chief Financial Officer on October 7, 2010.

~~ITEM~~We 7Ahave no formal plan for compensating our directors for their services in their capacity as directors. ~~QUANTITATIVE~~Our ~~AND~~directors ~~QUALITATIVE~~are ~~DISCLOSURES~~entitled ~~ABOUT~~to reimbursement ~~MARKET~~for ~~RISK~~reasonable travel and other out-of-pocket expenses incurred in connection with attendance at meetings of our board of directors. Our board of directors may award special remuneration to any director undertaking any special services on our behalf other than services ordinarily required of a director

~~Not~~ITEM ~~Applicable~~12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

~~ITEM~~As 8of June 29, 2015, there were 152,329,067 shares of our common stock outstanding and 10,000,000 shares to be issued. ~~FINANCIAL~~The ~~STATEMENTS~~following ~~AND~~table sets ~~SUPPLEMENTARY~~forth ~~DATA~~certain information known to us with respect to the beneficial ownership of our common stock as of that date by (i) each of our directors, (ii) each of our executive officers, and (iii) all of our directors and executive officers as a group. Except as set forth in the table below, there is no person known to us who beneficially owns more than 5% of our common stock.

~~Lake Victoria Mining Company, Inc. (An Exploration Stage Company)~~ 45

March 31, 2013

Title of Class	Name and Address	Number of Shares	Percentage of Class
Directors and Officers:	of Beneficial Owner	Beneficially Owned (1)	(1),(2)

Common Stock	David Kalenuik	17,501,000⁽³⁾	11.45%
	Suite 810 – 675 West
	Hastings Street
	Vancouver, BC V6B 1N2

Common Stock	Heidi Kalenuik	17,501,000⁽⁴⁾	11.45%
	Suite 810 – 675 West
	Hastings Street
	Vancouver, BC V6B 1N2

Common Stock	Ming Zhu	1,040,000⁽⁵⁾	0.68%
	Suite 810 – 675 West
	Hastings Street
	Vancouver, BC V6B 1N2

Common Stock	Roger Newell	1, 940,833⁽⁶⁾	1.27%
	Suite 810 – 675 West
	Hastings Street
	Vancouver, BC V6B 1N2

Common Stock	Ahmed Magoma	1,423,750⁽⁷⁾	0.93%
	Suite 810 – 675 West
	Hastings Street
	Vancouver, BC V6B 1N2

Common Stock	John J Sutherland	250,000⁽⁸⁾	0.16%
	Suite 810 – 675 West
	Hastings Street
	Vancouver, BC V6B 1N2

Common Stock	Directors and Officers as	22,155,583⁽⁹⁾	14.49%
	a group (6)

	5% Stockholders

Common Stock	David Kalenuik	17,501,000⁽³⁾	11.45%
	Suite 810 – 675 West
	Hastings Street
	Vancouver, BC V6B 1N2

Common Stock	Heidi Kalenuik	17,501,000⁽⁴⁾	11.45%
	Suite 810 – 675 West
	Hastings Street
	Vancouver, BC V6B 1N2

	Index
(1)	Under Rule 13d-3, a beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includes the power to dispose or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by a person if the person has the right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided. In computing the percentage ownership of any person, the amount of shares outstanding is deemed to include the amount of shares beneficially owned by such person (and only such person) by reason of these acquisition rights.
Report of Independent Registered Public Accounting Firm	F–2
(2)	The percentage of class is based on 152,329,067 shares of common stock issued and outstanding and as of June 29, 2015.
Consolidated Balance Sheets	F–3
(3)	Includes 720,000 shares held directly, 16,186,000 shares held by Heidi Kalenuik, the spouse of David Kalenuik and 15,000 shares held by their children. Also includes 750,000 shares acquirable on exercise of options held directly on exercises of options within 60 days of the date hereof.
Consolidated Statements of Comprehensive Loss	F–4
(4)	Includes 16,186,000 shares held directly, 720,000 shares held by David Kalenuik, the spouse of Heidi Kalenuik and 15,000 shares held by their children. Also includes 750,000 shares acquirable on exercise of options held indirectly by David Kalenuik within 60 days of the date hereof.
Consolidated Statements of Cash Flows	F–5
Consolidated Statements of Stockholders' Equity	F–6
Notes to the Consolidated Financial Statements	F–10

~~F-1~~ 46

Report of Independent Registered Public Accounting Firm

(5)	Includes 700,000 shares acquirable on exercise of options within 60 days of the date hereof.

(6)	Includes 750,000 shares acquirable on exercise of options within 60 days of the date hereof.

(7)	Includes 750,000 shares acquirable on exercise of options within 60 days of the date hereof.

(8)	Includes 250,000 shares acquirable on exercise of options within 60 days of the date hereof.

(9)	Includes 3,030,000 shares acquirable on exercise of options within 60 days of the date hereof.

ToChanges ~~the~~in ~~Board~~Control ~~of Directors and Stockholders ofLake Victoria Mining Company, Inc. (An Exploration Stage Company)~~

We have audited the accompanying consolidated balance sheets of Lake Victoria Mining Company, Inc. (An Exploration Stage Company) as of March 31, 2013 and 2012, and the related consolidated statements of comprehensive loss, cash flows and stockholders’ equity for the years then ended, and for the period from December 11, 2006 (Date of Inception) to March 31, 2013. These consolidated financial statements are ~~the~~unaware ~~responsibility~~ of ~~the~~any ~~Company's management.~~contract ~~Our~~or ~~responsibility~~other isarrangement ~~to express an opinion on these consolidated financial statements based on our audits. The consolidated financial statements as of March 31, 2010, and for~~ the ~~period from December 11, 2006 (Date of~~ ~~Inception)~~operation ~~to March 31, 2010, were audited by another firm~~ of ~~independent accountants,~~ which ~~expressed~~may anat ~~unqualified~~a ~~audit~~subsequent ~~opinion~~date onresult ~~those financial statements~~ in ~~its~~a ~~report~~change ~~dated July 13, 2010. Our opinion on the consolidated statements~~ of ~~comprehensive~~control ~~loss, cash flows and stockholders’ equity for the period from December 11, 2006 (Date~~ of ~~Inception) to March 31, 2013, insofar as~~our ~~it relates to the amounts for prior periods through March 31, 2010, is based on the reports of the other auditors~~company. ~~The predecessor auditor has not reissued its reports because the firm has ceased its operations.~~

WeSecurities ~~conducted~~Authorized our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. An audit includes consideration of internal control over financial reporting as a basis for ~~designing~~Issuance ~~audit~~under ~~procedures~~Equity ~~that are appropriate in the~~Compensation ~~circumstances,~~Plans but not for the purpose of expressing an opinion on the effectiveness of internal control over financial reporting. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

InEffective ~~our~~October ~~opinion~~7, ~~based~~2010, onwe adopted our ~~audits~~2010 ~~and~~Stock ~~the~~Option Plan. ~~report~~The purpose of ~~other auditors,~~our ~~the~~2010 ~~consolidated~~Stock ~~financial~~Option ~~statements~~Plan ~~referred~~is to ~~above~~retain ~~present~~the services of ~~fairly~~directors, inofficers, ~~all~~valued ~~material~~key ~~respects,~~employees ~~the~~and ~~financial~~consultants ~~position~~and ofsuch ~~Lake~~other ~~Victoria Mining~~persons ~~Company~~as the plan administrator selects, ~~Inc.~~and ~~(An~~to ~~Exploration~~encourage ~~Stage~~such ~~Company)~~persons asto ofacquire ~~March~~a greater ~~31,~~proprietary ~~2013~~interest ~~and~~in ~~2012~~our company, ~~and the~~thereby ~~results~~strengthening oftheir incentive ~~its~~to ~~operations,~~achieve ~~cash~~the ~~flows~~objectives’ stockholders, and ~~stockholders’~~to ~~equity~~serve ~~for~~as ~~the~~an ~~years~~aid and ~~then~~inducement ~~ended~~in ~~and~~the ~~accumulated~~hiring ~~for~~of ~~the~~new ~~period~~employees. ~~from~~Under ~~December~~the 11plan, ~~2006~~the ~~(Date of~~plan ~~Inception)~~administrator is authorized to ~~March~~grant ~~31,~~stock ~~2013~~options into ~~conformity~~acquire ~~with~~up ~~accounting~~to ~~principles~~a ~~generally~~total of ~~accepted~~10,000,000 inshares ~~the~~of ~~United~~our ~~States.~~common stock.

The ~~accompanying~~following ~~consolidated~~table ~~financial~~provides ~~statements~~a ~~have~~summary ~~been prepared~~of ~~assuming~~ the ~~Company~~number ~~will~~of ~~continue as a going concern. As discussed in~~stock ~~Note~~options 1granted tounder the ~~consolidated~~2010 ~~financial~~Stock ~~statements~~Option Plan, the ~~Company~~weighted ~~has~~average ~~accumulated~~exercise ~~losses~~price ~~since inception~~ and ~~has no revenue. These factors raise substantial doubt about~~ the ~~Company’s~~number ~~ability~~of tostock ~~continue~~options asremaining aavailable ~~going~~for ~~concern.~~issuance ~~Management’s~~under ~~plans~~our inoption ~~regard~~plan toas ~~these~~at ~~matters~~March ~~are~~31, ~~also~~2015: ~~discussed in Note 1. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.~~

/s/ “Manning Elliott LLP”

Equity Compensation Plan Information
Plan category	Number of securities to be issued upon exercise of outstanding options, warrants and rights (a)	Weighted-Average exercise price of outstanding options, warrants and rights (b)	Number of securities remaining available for future issuance under equity compensation plan (excluding securities reflected in column (a))
Equity compensation plans not approved by security holders (2010 Stock Option Plan)	10,000,000	$0.07	10,000,000

~~CHARTERED ACCOUNTANTS Vancouver, Canada June 27, 2013~~ 47

~~F-2~~On June 24, 2015 the Company granted in aggregate 4,320,000 to directors and officers of the Company. The stock options have been granted pursuant to he terms of the company's 2010 Stock Option Plan. The options are exercisable at a price of $0.051 for a term 3 years, the options vest immediately upon issuance.

~~Lake~~ITEM ~~Victoria Mining Company, Inc~~13.~~(An~~ ~~Exploration~~CERTAIN ~~Stage Company)~~RELATIONSHIPS ~~Consolidated~~AND ~~Balance~~RELATED ~~Sheets~~TRANSACTIONS, ~~(Expressed~~AND inDIRECTOR ~~US dollars)~~ INDEPENDENCE.

	March 31,		March 31,
	2013		2012
	$		$
ASSETS
Current Assets
Cash and cash equivalents	207,724		523,405
Prepaid expenses and other (Note 3(b))	51,647		63,187
Total Current Assets	259,371		586,592
Property and Equipment (Note 4)	89,188		129,248
Mineral Properties (Note 7)	591,400		556,750
Total Assets	939,959		1,272,590
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Accounts payable	623,190		168,655
Accounts payable to related party (Note 3(a))	144,374		500
Accrued expenses	308,554		47,094
Other payables (Note 5)	103,720		3,630
Note payable (Note 6)	1,320		–
Total Liabilities	1,181,158		219,879
Nature of Operations and Going Concern (Note 1)
Commitments (Notes 7 and 12)
Subsequent Event (Note 13)
Stockholders’ Equity (Deficit)
Preferred Stock, 100,000,000 shares authorized, $0.00001 par value; No shares issued and outstanding (Note 8)	–		–
Common Stock, 250,000,000 shares authorized, $0.00001 par value; 114,554,067 shares issued and outstanding (2012 - 97,485,733) (Note 8)	1,146		975
Additional Paid-in Capital	17,528,554		16,142,289
Common Stock and Warrants Issuable	–		737,100
Deficit Accumulated During the Exploration Stage	(17,770,899	)	(15,827,653	)
Total Stockholders’ Equity (Deficit)	(241,199	)	1,052,711
Total Liabilities and Stockholders’ Equity (Deficit)	939,959		1,272,590

Except as noted below, none of the following parties have, since commencement of our fiscal year ended March 31, 2014, had any material interest, direct or indirect, in any transaction with us or in any presently proposed transaction that has or will materially affect us, in which our company is a participant and the amount involved exceeds the lesser of $120,000 or 1% of the average of our company’s total assets for the last two completed financial years:

The accompanying notes are an integral part of these consolidated financial statements

	(i)	Any of our directors or officers;

	(ii)	Any person proposed as a nominee for election as a director;

	(iii)	Any person who beneficially owns, directly or indirectly, shares carrying more than 5% of the voting
		rights attached to our outstanding shares of common stock;

	(iv)	Any of our promoters; and

	(v)	Any member of the immediate family (including spouse, parents, children, siblings and in- laws) of any
		of the foregoing persons.

Related Party Transactions and Balances:

	a)	As at March 31, 2015, the Company owed $504,228 (March 31, 2014 - $403,524) to five directors and officers of the Company. The amounts are unsecured, non-interest bearing and have no fixed terms of repayment. During the year ended March 31, 2015, the Company incurred $36,000 (2014 - $36,000) of directors fees, $Nil (2014 – $1,000) of agreement signing fees to a director, and $413,150 (2014 - $426,955) of salaries to directors and officers. The transactions were recorded at their exchange amounts, being the amounts agreed upon by the related parties.

~~F-3~~Director Independence

~~Lake~~Our ~~Victoria~~common ~~Mining~~stock ~~Company~~is quoted on the OTC Pink marketplace, ~~Inc~~which does not have director independence requirements. Under NASDAQ rule 5605(Ana) ~~Exploration~~(2), ~~Stage~~a director is not considered to be independent if he or ~~Company)~~she ~~Consolidated~~is ~~Statements~~also an executive officer or employee of ~~Comprehensive~~the ~~Loss~~corporation. ~~(Expressed~~David inKaleniuk as USour president and chief executive officer, Heidi Kalenuik as our secretary ~~dollars)~~and treasurer and Ahmed Magoma as an employee of a subsidiary company are therefore are not considered independent. Messrs. Sutherland and Newell are considered to be independent as they are not officers or employees of our company.

					Accumulated From
	For the		For the		December 11, 2006
	Year Ended		Year Ended		(Date of Inception) to
	March 31,		March 31,		March 31,
	2013		2012		2013
	$		$		$
Revenue	–		–		–
Expenses
Depreciation	40,391		36,210		114,703
Exploration costs (Notes 7)	1,259,431		1,084,929		5,357,272
General and administrative	301,915		329,603		2,588,817
Impairment of mineral property acquisition costs (Note 7)	15,350		441,612		11,600,053
Management and director fees (Note 3 (c))	36,000		32,000		592,017
Professional and consulting fees	281,152		275,130		3,851,901
Salaries (Note 3 (c))	509,659		563,101		1,216,442
Stock-based compensation (Note 9)	362,336		213,825		2,170,150
Travel and accommodation	55,070		66,985		454,686
Total Operating Expenses	2,861,304		3,043,395		27,946,041
Operating Loss	(2,861,304	)	(3,043,395	)	(27,946,041	)
Other Income (Expenses)
Loss on sales of investments	–		(757,489	)	(752,489	)
Foreign exchange loss	(5,995	)	(73,669	)	(165,427	)
Interest income	305		2,437		11,329
Interest expense	(1,252	)	–		(2,297	)
Loss on debt settlement	–		–		(63,752	)
Other income	–		–		15,900
Proceeds from sale of royalty interests (Note 7 (c))	925,000		–		925,000
Income from options granted on mineral properties	–		1,487,423		1,487,423
Total Other Income (Expenses)	918,058		658,702		1,455,687
Net Loss and Comprehensive Loss	(1,943,246	)	(2,384,693	)	(26,490,354	)
Net Loss and Comprehensive Loss Attributable to Non-
Controlling Interest	–		–		8,719,455
Net Loss and Comprehensive Loss Attributable to the Company	(1,943,246	)	(2,384,693	)	(17,770,899	)
Net Loss Per Share – Basic and Diluted	(0.02	)	(0.02	)
Weighted Average Shares Outstanding	112,844,035		97,233,696

Audit Committee and Charter

Our audit committee consists of two directors. One of them, John Surtherland is independent and he is the designated Chair of the Committee when it is constituted. The ~~accompanying~~second ~~notes~~member ~~are~~of anthe ~~integral~~audit ~~part~~committee Roger Newell is also independent. Our audit committee is responsible for: (1) selection and oversight of ~~these~~our independent accountant; (2) establishing procedures for the ~~consolidated~~receipt, ~~financial~~retention ~~statements~~and treatment of complaints regarding accounting, internal controls and auditing matters; (3) establishing procedures for the confidential, anonymous submission by our employees of concerns regarding accounting and auditing matters; (4) engaging outside advisors; and, (5) funding for the outside auditory and any outside advisors engagement by the audit committee. A copy of our audit committee charter was filed with the Securities and Exchange Commission on June 26, 2008 with our Form 10-K.

~~F-4~~ 48

~~Lake~~Audit ~~Victoria~~Committee ~~Mining~~Financial ~~Company,~~Expert ~~Inc. (An Exploration Stage Company) Consolidated Statements of Cash Flows (Expressed in US dollars)~~

	For the		For the		Accumulated From
	Year Ended		Year Ended		December 11, 2006
	March 31,		March 31,		(Date of Inception)
	2013		2012		to March 31, 2013
	$		$		$
Operating Activities
Net Loss	(1,943,246	)	(2,384,693	)	(17,770,899	)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation	40,391		36,210		114,703
Directors' compensation share payments	–		–		35,000
Impairment of mineral property acquisition cost	15,350		441,612		11,600,053
Loss on debt settlement	–		–		63,752
Loss on sales of investments	–		757,489		752,489
Loss in subsidiary attributed to non-controlling interest	–		–		(8,719,455	)
Restructuring charges	–		–		(110,019	)
Share payment for consulting services	–		48,900		2,746,501
Share payments received for options granted on mineral properties	–		(990,000	)	(990,000	)
Cash received from options granted on mineral properties	–		(497,423	)	(497,423	)
Stock-based compensation	362,336		213,825		2,170,150
Changes in operating assets and liabilities:
Decrease (Increase) in prepaid expenses and other	9,117		(30,502	)	(4,559	)
Decrease (Increase) in amounts receivable	2,423		256,968		(47,088	)
Increase (Decrease) in amounts due to/from related parties	143,874		(125,230	)	144,374
Increase (Decrease) in accounts payable	454,535		(44,066	)	623,190
Increase (Decrease) in accrued expenses	261,460		(72,446	)	308,554
Increase (Decrease) in other payables	100,090		(756	)	103,720
Net Cash Provided By (Used In) Operating Activities	(553,670	)	(2,390,112	)	(9,476,957	)
Investing Activities
Acquisition of property, plant and equipment	(331	)	(62,157	)	(203,891	)
Cash payment for acquisition of mineral properties	(50,000	)	(774,262	)	(4,287,053	)
Cash received from options granted on mineral properties	–		497,423		497,423
Proceeds of subsidiary stock issuances	–		–		1,600,300
Purchase of investment	–		–		(5,000	)
Proceeds from sale of investments	–		232,511		242,511
Net Cash Used In Investing Activities	(50,331	)	(106,485	)	(2,155,710	)
Financing Activities
Proceeds from note payable	13,725		–		26,475
Repayment of note payable	(12,405	)	–		(25,155	)
Proceeds from issuance of stock, net	287,000		737,100		11,853,071
Payment for cancellation of stock	–		–		(14,000	)
Net Cash Provided By Financing Activities	288,320		737,100		11,840,391
Net (Decrease) Increase In Cash and Cash Equivalents	(315,681	)	(1,759,497	)	207,724
Cash and Cash Equivalents at Beginning of Year	523,405		2,282,902		–
Cash and Cash Equivalents at End of Year	207,724		523,405		207,724

The Board has determined that the Chairman of the Audit Committee is John Surtherland. Mr. Surtherland is an independent director and he meets the additional criteria for independence of Audit Committee members set forth in Rule 10A-3(b)(l) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

~~Supplemental~~Disclosure ~~Cash~~Committee ~~Flow~~and ~~Information~~Charter ~~(Note 11)~~

We have a disclosure committee and disclosure committee charter. Our disclosure committee is comprised of all of our officers and directors. The ~~accompanying~~purpose ~~notes~~of ~~are~~the ancommittee ~~integral~~is ~~part~~to provide assistance to the Chief Executive Officer and the Chief Financial Officer in fulfilling their responsibilities regarding the identification and disclosure of ~~these~~material ~~consolidated~~information about us and the accuracy, completeness and timeliness of our financial ~~statements~~reports. A copy of the disclosure committee charter was filed with the Securities and Exchange Commission on June 26, 2008 within our Form 10-K.

~~F-5~~National Instrument 58-101

~~Lake~~We ~~Victoria~~are ~~Mining~~a ~~Company,~~reporting ~~Inc.~~issuer ~~(An~~in ~~Exploration~~the ~~Stage~~Province of British Columbia. ~~Company)~~National ~~Consolidated~~Instrument ~~Statements~~58-101 of ~~Stockholders’~~the ~~Equity(Expressed~~Canadian Securities Administrators requires our company to disclose annually in USour annual report certain information ~~dollars)~~concerning corporate governance disclosure.

							Deficit
							Accumulated		Total
						Common	During		Stockholders'		Non-
	Common Stock		Additional	Subscription		Stock	Exploration		Equity		Controlling
	Shares	Amount	Paid-in Capital	Receivable		Issuable	Stage		(Deficit)		Interest
		$	$	$		$	$		$		$
Balance, at December 11, 2006	–	–	–	–		–	–		–		–
Common stock issued in December for cash at $0.001 per share	14,730,000	147	12,128	(9,775	)	–	–		2,500		–
Common stock issued in February for consulting service provided at $0.10 per share	2,370,000	24	197,476	–		–	–		197,500		–
Subsidiary equity interest purchased in March by non-controlling interests	–	–	–	–		–	–		–		10
Net loss for period	–	–	–	–		–	(294,102	)	(294,102	)	(7,441	)
Balance, at March 31, 2007	17,100,000	171	209,604	(9,775	)	–	(294,102	)	(94,102	)	(7,431	)
Common stock issued in April for cash at $0.10 per share	5,172,000	52	430,948	(3,500	)	–	–		427,500		–
Common stock issued in October for cash at $0.75 per share	2,201,923	22	1,375,748	–		–	–		1,375,770		–
Common stock issued in November for cash at $0.75 per share	48,000	–	30,000	–		–	–		30,000		–
As of October, Subsidiary equity interest purchased by non- controlling interests	–	–	–	–		–	–		–		100,300
Miscellaneous adjustments to Equity	–	–	–	(5	)	–	–		(5	)	–
Common stock issued in February for cash at $0.75 per share	60,720	1	37,949	–		–	–		37,950		–
Net loss for year	–	–	–	–		–	(619,622	)	(619,622	)	(8,705	)
Balance, March 31, 2008	24,582,643	246	2,084,249	(13,280	)	–	(913,724	)	1,157,491		84,164
Common stock issued in April for cash at $0.75 per share	208,000	2	129,998	–		–	–		130,000		–
Common stock issued in December for cash at $0.50 per share	1,765,765	18	735,667	–		–	–		735,684		–
As of May, Subsidiary equity interest purchased by non-controlling interests	–	–	–	–		–	–		–		250,000

Board of Directors

~~The~~Our ~~accompanying~~board ~~notes~~of directors currently consists of Roger A Newell, David Kalenuik, Heidi Kalenuik, John J. Surtherland and Ahmed A. Magoma. We have determined that Mr. Kalenuik, Mrs. Kalenuik and Mr. Magoma are annot ~~integral~~independent as ~~part~~that term is defined in National Instrument 52-110 due to the fact that they are current or former executive officers or employees of ~~these~~our company. Messrs. ~~consolidated~~Newell ~~financial~~and ~~statements~~Surtherland are independent.

~~F-6~~Our board of directors facilitates its exercise of independent supervision over management by endorsing the guidelines for responsibilities of the board as set out by regulatory authorities on corporate governance in Canada and the United States. Our board’s primary responsibilities are to supervise the management of our company, to establish an appropriate corporate governance system, and to set a tone of high professional and ethical standards. The board is also responsible for:

~~Lake~~• ~~Victoria~~selecting ~~Mining~~and ~~Company~~assessing members of the board; • choosing, ~~Inc.~~assessing ~~(An~~and ~~Exploration~~compensating ~~Stage Company)~~the ~~Consolidated~~chief ~~Statements~~executive officer of ~~Stockholders~~our company, approving the compensation of all executive officers and ensuring that an orderly management succession plan exists; • reviewing and approving our company’s ~~Equity(Expressed~~strategic plan, operating plan, capital budget and financial goals, and reviewing its performance against those plans; • adopting a code of conduct and a disclosure policy for our company, and monitoring performance against those policies; • ensuring the integrity of our company’s internal control and management information systems; • approving any major changes to our company’s capital structure, including significant investments or financing arrangements; and • reviewing and approving any other issues which, in ~~US dollars)~~the view of the board or management, may require board scrutiny.

Deficit

Accumulated

Total

Common

During

Stockholders'

Non-

Common Stock

Additional

Subscription

Stock

Exploration

Equity

Controlling

Amount

Paid-in Capital

Receivable

Issuable

Stage

(Deficit)

Interest

As of November, Subsidiary equity interest purchased by non- controlling interests

–

250,000

As of November, Subsidiary equity interest purchased by non- controlling interests

–

1,000,000

Subsidiary equity interest issued in December for mineral properties acquisition

–

2,350,300

Common stock cancelled for refund at $0.50 per share

(33,600

)

–

(14,000

)

–

(14,000

)

–

Subsidiary equity interest issued in January for mineral properties acquisition

–

1,690,000

Subsidiary equity interest issued in January for mineral properties acquisition

–

1,840,000

Net loss for year

–

(1,401,282

)

(1,401,282

)

(6,776,084

)

Balance, March 31, 2009

26,522,808

266

2,935,914

(13,280

)

–

(2,315,006

)

607,894

688,380

Subsidiary equity interest issued in April for directors compensation

–

35,000

Common stock issued in May for mineral properties acquisition

6,211,500

2,588,063

–

2,588,125

–

Common stock issued in June for cash at $0.25 per share

1,747,200

363,983

–

364,000

–

Common stock issued in June for consulting service provided

186,000

38,748

–

38,750

–

Common stock issued in June for consulting service provided

1,186,200

322,113

–

322,125

–

Common stock issued in June for consulting service provided

1,620,720

337,634

–

337,650

–

Common stock issued in June for consulting service provided

179,122

59,705

–

59,706

–

Subsidiary equity interest issued in June for mineral properties acquisition

–

1,800,000

As of August, loss attributable to non-controlling interest

–

(1,927,226

)

As of August, Reverse acquisition restructuring of the non-controlling interest and investment held by parent company

18,198,000

182

(2,102,180

)

–

(2,101,993

)

(596,154

)

~~The~~Directorships ~~accompanying notes are an integral part of these consolidated financial statements~~

~~F-7~~The following directors are also directors of other reporting issuers (or the equivalent in a foreign jurisdiction), as identified next to their name:

~~Lake~~Director ~~Victoria~~Reporting ~~Mining~~Issuers ~~Company,~~or ~~Inc.~~Equivalent ~~(An~~in ~~Exploration~~a ~~Stage Company)~~Foreign ~~Consolidated~~Jurisdiction ~~Statements~~David ofKalenuik ~~Stockholders’~~N/A ~~Equity~~Heidi ~~(Expressed~~Kalenuik ~~in US~~N/A ~~dollars)~~Roger Newell N/A Ahmed A. Magoma N/A John J. Sutherland Digital Shelf Space Corp

Deficit

Accumulated

Total

Common

During

Stockholders'

Non-

Common Stock

Additional

Subscription

Stock

Exploration

Equity

Controlling

Amount

Paid-in Capital

Receivable

Issuable

Stage

(Deficit)

Interest

Common stock attached with warrants issued in September for cash at $0.60 per share

200,000

119,998

–

120,000

–

Common stock issued in November for consulting service provided

255,000

152,997

–

153,000

–

Common stock issued in November for consulting service provided

201,250

120,748

–

120,750

–

Common stock issued in November for consulting service provided

1,450,000

1,217,986

–

1,218,000

–

Common stock issued in December for consulting service provided

68,775

42,639

–

42,640

–

Common stock attached with warrants issued

2,501,001

1,454,679

–

1,454,704

–

Received subscription payment

–

13,275

–

13,275

–

Common stock attached with warrants issuable for private placement at $0.20 per share

7,343,650

1,457,157

(20,000

)

–

1,437,230

–

Net loss for year

–

(6,107,243

)

(6,107,243

)

–

Balance, at March 31, 2010

67,871,225

679

9,110,183

(20,000

)

–

(8,422,249

)

668,613

–

Common stock attached with warrants issued in May for cash at $0.20 per share

3,129,350

625,839

–

625,870

–

Common stock issued in April to settle debt

153,525

58,338

–

58,340

–

Common stock issued in April to settle debt

85,000

34,849

–

34,850

–

Common stock attached with warrants issued in May for cash at $0.20 per share

–

20,000

–

20,000

–

Common stock attached with warrants issued in August for cash at $0.225 per share, net of cost of $23,416

4,790,700

1,054,442

–

1,054,490

–

Common stock issued in October to settle debt

217,100

102,036

–

102,038

–

Stock options granted to directors and officers and consultant

1,593,989

–

1,593,989

–

Common stock issued in November for consulting services

100,000

40,999

–

41,000

–

Common stock issuable in February to settle debt

–

35,000

–

35,000

–

Orientation and Continuing Education

~~The~~We ~~accompanying~~have ~~notes~~an ~~are~~informal process to orient and educate new members to the board regarding their role on the board, our committees and our directors, as well as the nature and operations of our business. This process provides for an ~~integral~~orientation ~~part~~with key members of ~~these~~the management staff, and ~~consolidated~~further provides access to materials necessary to inform them of the information required to carry out their responsibilities as a board member. This information includes the most recent board approved budget, the most recent annual report, the audited financial statements and copies of the interim quarterly financial statements.

~~F-8~~The board does not provide continuing education for its directors. Each director is responsible to maintain the skills and knowledge necessary to meet his or her obligations as directors.

~~Lake~~Nomination ~~Victoria Mining Company, Inc. (An Exploration Stage Company) Consolidated Statements~~ of ~~Stockholders’~~Directors ~~Equity(Expressed in US dollars)~~

							Deficit
							Accumulated		Total
					Common		During		Stockholders'		Non-
	Common Stock		Additional	Subscription	Stock		Exploration		Equity		Controlling
	Shares	Amount	Paid-in Capital	Receivable	Issuable		Stage		(Deficit)		Interest
		$	$	$	$		$		$		$
Common stock attached with warrants issued in March for cash at $0.15 per share	20,000,000	200	2,999,800	–	–		–		3,000,000		–
Net loss for year	–	–	–	–	–		(5,020,711	)	(5,020,711	)	–
Balance, at March 31, 2011	96,346,900	964	15,620,475	–	35,000		(13,442,960	)	2,213,479		–
Common stock issued in February to settle debt	145,833	1	34,999	–	(35,000	)	–		–		–
Common stock issued in July to settle debt	163,000	2	48,898	–	–		–		48,900		–
Common stock issued in July for mineral property acquisition	830,000	8	224,092	–	–		–		224,100		–
Stock option re-pricing and issued in November	–	–	213,825	–	–		–		213,825		–
Common stock and warrants issuable	–	–	–	–	737,100		–		737,100		–
Net loss for year	–	–	–	–	–		(2,384,693	)	(2,384,693	)	–
Balance, at March 31, 2012	97,485,733	975	16,142,289	–	737,100		(15,827,653	)	1,052,711		–
Common stock attached with warrants issued in April for cash at $0.06 per share	14,285,000	143	856,957	–	(737,100	)	–		120,000		–
Stock options granted to directors and officers and consultant	–	–	362,336	–	–		–		362,336		–
Common stock attached with warrants issued in August for cash at $0.06 per share	2,783,334	28	166,972	–	–		–		167,000		–
Net loss for year	–	–	–	–	–		(1,943,246	)	(1,943,246	)	–
Balance, at March 31, 2013	114,554,067	1,146	17,528,554	–	–		(17,770,899	)	(241,199	)	–

The board is responsible for identifying new director nominees. In identifying candidates for membership on the board, the board takes into account all factors it considers appropriate, which may include strength of character, mature judgment, career specialization, relevant technical skills, diversity and the extent to which the candidate would fill a present need on the board. As part of the process, the board, together with management, is responsible for conducting background searches, and is empowered to retain search firms to assist in the nominations process. Once candidates have gone through a screening process and met with a number of the existing directors, they are formally put forward as nominees for approval by the board.

~~The~~Assessments ~~accompanying notes are an integral part of these consolidated financial statements~~

~~F-9~~The board intends that individual director assessments be conducted by other directors, taking into account each director’s contributions at board meetings, service on committees, experience base, and their general ability to contribute to one or more of our company’s major needs. However, due to our stage of development and our need to deal with other urgent priorities, the board has not yet implemented such a process of assessment.

~~Lake~~ITEM ~~Victoria Mining Company, Inc~~14. ~~(An~~PRINCIPAL ~~Exploration~~ACCOUNTANT ~~Stage Company)~~FEES ~~Notes~~AND ~~to the Consolidated Financial Statements March 31, 2013 (Expressed in US dollars)~~ SERVICES.

1.	Nature of Operations and Going Concern
	Lake Victoria Mining Company, Inc. (the “Company”) was incorporated on December 11, 2006 under the laws of the State of Nevada. The Company’s administrative office is located in Vancouver, Canada. The Company is an Exploration Stage Company, as defined by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 915, Development Stage Entities. The Company has been in the exploration stage since inception and has not yet realized any revenues from its planned operations.
	The Company’s principal business activity is the acquisition and exploration mineral properties. The Company is primarily conducting exploration activities on gold properties located in Tanzania. The Company is planning to run a small-scale gold mine on mineral properties under the Company’s primary mining licenses.
	As of March 31, 2013, none of the Company’s mineral property interests had proven or probable reserves as determined under the requirements of SEC Industry Guide No. 7. The ability of the Company to emerge from the exploration stage with respect to any planned principal business activity is dependent upon its successful efforts to raise additional debt or equity financing and/or attain profitable mining operations. As shown in the accompanying financial statements, the Company has a working capital deficit of $921,787 and an accumulated deficit of $17,770,899 incurred through March 31, 2013. The Company also has no revenues. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management intends to seek additional capital from new equity securities offerings that will provide funds needed to continue the exploration for gold and uranium. No assurance can be given that additional financing will be available, or that it can be obtained on terms acceptable to the Company and its shareholders. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue as a going concern.
2.	Summary of Significant Accounting Policies
	a)	Basis of Presentation
		These consolidated financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in U.S. dollars. These consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Kilimanjaro Mining Company, Inc. (“Kilimanjaro”), Lake Victoria Resources Company, (T) Ltd., Jin 179 Company Tanzania Ltd. and Chrysos 197 Company Tanzania Ltd. Significant intercompany accounts and transactions have been eliminated. The Company’s fiscal year-end is March 31.
	b)	Use of Estimates
		The preparation of financial statements in accordance with United States generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses in the reporting period. The Company regularly evaluates estimates and assumptions related to long-lived assets, mineral property costs, asset retirement obligations, stock-based compensation, financial instrument valuations and deferred income tax asset valuations. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.
	c)	Business Combinations
		The Company follows the guidance in ASC 805, Business Combinations, and ASC 810, Consolidation. The net loss attributable to non-controlling interest recognized during the period from December 11, 2006 (date of inception) to March 31, 2013 was previously the minority interest held by certain passive shareholders at the consolidated financial statement level of Kilimanjaro, and whose interests were eliminated for accounting purposes by the August 7, 2009 share exchange agreement. The Company, after August 7, 2009, had no further non-controlling interests. As of March 31, 2013, a cumulative loss of $8,719,455 had been attributed to the non-controlling interest of the Company’s subsidiary.

The aggregate fees billed for the completed fiscal years ended March 31, 2015 and 2014 for professional services rendered by Manning Elliott LLP for the audit of our annual financial statements, quarterly reviews of our interim financial statements and services normally provided by the independent accountant in connection with statutory and regulatory filings or engagements for these fiscal periods were as follows:

~~F-10~~ 50

Lake Victoria Mining Company, Inc. (An Exploration Stage Company) Notes to the Consolidated Financial Statements March 31, 2013 (Expressed in US dollars)

	Year Ended March 31, 2015	Year Ended March 31, 2014
Audit Fees and Audit Related Fees	$49,527	$55,163
Tax Fees	$6,336	$4,417
All Other Fees	$Nil	$Nil
Total	$55,863	$59,580

2.	Summary of Significant Accounting Policies (continued)
	d)	Basic and Diluted Net Income (Loss) Per Share
		The Company computes net income (loss) per share in accordance with ASC 260, Earnings per Share, which requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive. As of March 31, 2013, the Company had 36,169,734 potentially dilutive securities outstanding.
	e)	Cash and Cash Equivalents
		The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance or may be redeemed without significant penalties to be cash equivalents.
		As of March 31, 2013 and 2012, the Company has approximately $2,500 and $40,000, respectively, deposited at FDIC insured banks in the United States. FDIC deposit insurance covers the balance of each depositor’s account up to $250,000 per insured bank.
		As of March 31, 2013 and 2012, the Company has approximately $180,000 and $365,000, respectively, deposited in banks in Canada. CDIC deposit insurance covers the balance of each depositor’s account up to $100,000 per insured bank. These deposits include $6,778 (CAD$6,900) and $34,594 (CAD$ 34,500), respectively, of guaranteed investment certificates bearing variable interest at prime rate less 2.05% which is restricted in use for corporation credit cards.
		As of March 31, 2013, the Company has Tanzania shillings of 8,380,000 (approximately $5,000) and $25,000 deposited in Tanzania. The Deposit Insurance Board in Tanzania insures up to 1,500,000 Tanzanian Shillings (approximately $900 as of March 31, 2013) per customer per bank. Any amount beyond the basic insurance amount may expose the Company to loss.
	f)	Property and Equipment
		Property and equipment consists of mining tools and equipment, furniture and equipment and computers and software which are depreciated on a straight-line basis over their expected lives of five years.
	g)	Mineral Property Costs
		Under US GAAP mineral property acquisition costs are ordinarily capitalized when incurred using ASC 805- 20-55-37, whether Mineral Rights are Tangible or Intangible Assets. The carrying costs are assessed for impairment under ASC 360-10-35-21, Accounting for Impairment or Disposal of Long-Lived Assets, whenever events or changes in circumstances indicate that the carrying costs may not be recoverable. The Company expenses as incurred all property maintenance and exploration costs.
		The Company also evaluates the carrying value of acquired mineral property rights in accordance with ASC 930-360-35-1, Mining Assets: Impairment and Business Combinations, using the Value Beyond Proven and Probable (VBPP) method. The fair value of a mining asset generally includes both VBPP and an estimate of the future market price of the minerals.
		When the Company has capitalized mineral property costs, these properties will be periodically assessed for impairment of value. Once a property reaches the production stage, the related capitalized costs will be amortized, using the units of production method. The Company records its interests in mining properties and areas of geological interest at cost.

In the above tables, “audit fees” are fees billed by our company’s external auditors for services provided in auditing our company’s annual financial statements for the subject year. “Audit-related fees” are fees not included in audit fees that are billed by the auditors for assurance and related services that are reasonably related to the performance of the audit review of our company’s financial statements. “Tax fees” are fees billed by the auditors for professional services rendered for tax compliance, tax advice and tax planning. “All other fees” are fees billed by the auditors for products and services not included in the foregoing categories.

FPolicy on Pre-11Approval by Audit Committee of Services Performed by Independent Auditors

~~Lake~~The ~~Victoria~~board ~~Mining~~of ~~Company,~~directors ~~Inc.~~pre-approves ~~(An~~all ~~Exploration~~services ~~Stage~~provided by ~~Company)~~our ~~Notes~~independent toauditors. All of the ~~Consolidated~~above ~~Financial~~services ~~Statements~~and ~~March~~fees ~~31,~~were ~~2013~~reviewed and ~~(Expressed~~approved inby USthe ~~dollars)~~board of directors before the respective services were rendered.

2.	Summary of Significant Accounting Principles (continued)
	h)	Long-Lived Assets
		In accordance with ASC 360, Property Plant and Equipment the Company tests long-lived assets or asset groups for recoverability when events or changes in circumstances indicate that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset; significant adverse changes in the business climate or legal factors; accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and current expectation that the asset will more likely than not be sold or disposed significantly before the end of its estimated useful life. Recoverability is assessed based on the carrying amount of the asset and the sum of the undiscounted cash flows expected to result from the use and the eventual disposal of the asset, as well as specific appraisal in certain instances. An impairment loss is recognized when the carrying amount is not recoverable and exceeds fair value.
	i)	Asset Retirement Obligations
		The Company accounts for asset retirement obligations in accordance with the provisions of ASC 440, Asset Retirement and Environmental Obligations which requires the Company to record the fair value of an asset retirement obligation as a liability in the period in which it incurs a legal obligation associated with the retirement of tangible long-lived assets that result from the acquisition, construction, development and/or normal use of the assets. The Company did not have any asset retirement obligations as of March 31, 2013.
	j)	Financial Instruments
		ASC 825, Financial Instruments requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 825 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 825 prioritizes the inputs into three levels that may be used to measure fair value:
		Level 1
		Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.
		Level 2
		Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.
		Level 3
		Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.
		The Company’s financial instruments consist principally of cash and cash equivalents, accounts payable, accounts payable to related party, other payables and notes payable.
		Pursuant to ASC 825, the fair value of cash and cash equivalents are determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. The Company believes that the recorded values of accounts payable, accounts payable to related party, other payables and notes payable approximate their current fair values because of their nature and respective relatively short maturity dates or durations.

The board of directors has considered the nature and amount of fees billed by Manning Elliott LLP and believes that the provision of services for activities unrelated to the audit is compatible with maintaining their respective independence.

~~F-12~~PART IV. OTHER INFORMATION

~~Lake~~ITEM ~~Victoria Mining Company, Inc~~15. ~~(An~~EXHIBITS ~~Exploration~~AND ~~Stage Company)~~FINANCIAL ~~Notes~~STATEMENT ~~to the Consolidated Financial Statements March 31, 2013 (Expressed in US dollars)~~ SCHEDULES.

2.	Summary of Significant Accounting Policies (continued)
Exhibit
	j)	Financial Instruments (continued)
Number	Description
		Assets measured at fair value on a recurring basis were presented on the Company’s balance sheet as of March 31, 2013 as follows:
3.1	Articles of Incorporation (incorporated by reference from our Registration Statement on Form SB-2, filed on June 6, 2007)
3.2	Certificate of Amendment dated December 7, 2010 (incorporated by reference from our Current Report on Form 8-K dated December 10, 2010)
3.3	Amended and Restated Bylaws (incorporated by reference from our Current Report on Form 8-K filed on June 7, 2011)
4.1	Specimen Stock Certificate (incorporated by reference from our Registration Statement on Form SB-2 filed on June 6, 2007)
4.2	Form of Warrant Certificate for Offering Completed September 7, 2010 (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)
10.1	Option Agreement with Geo Can Resources Company Limited (incorporated by reference from our Annual Report on Form 10-K filed on July 14, 2009)
10.2	Binding Letter Agreement with Kilimanjaro Mining Company Inc. (incorporated by reference from our Annual Report on Form 10-K filed on July 14, 2009)
10.3	Consulting Services Agreement with Stocks That Move (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2009)
10.4	Consulting Agreement with Robert Lupo (incorporated by reference from our Quarterly Report on Form 10-Q filed on February 22, 2010)
10.5	Addendum to the Consulting Agreement with Robert Lupo (incorporated by reference from our Quarterly Report on Form 10-Q filed on February 22, 2010)
10.6	Finder’s Fee Agreement with Robert A. Young and the RAYA Group (incorporated by reference from our Annual Report on Form 10-K filed on July 14, 2019)
10.7	Termination of the Consulting Agreement with Robert Lupo (incorporated by reference from our Annual Report on Form 10-K filed on July 14, 2010)
10.8	Consulting Agreement with Clive Howard Matthew King (incorporated by reference from our Annual Report on Form 10-K filed on July 14, 2010)
10.9	Consulting Agreement dated October 7, 2010 between we and Misac Noubar Nabighian (incorporated by reference from our Current Report on Form 8-K filed on October 13, 2010)
10.10	2010 Stock Option Plan (incorporated by reference from our Current Report on Form 8-K filed on October 13, 2010)
10.11	Stock Exchange Agreement with Kilimanjaro Mining Company, Inc. and their selling shareholders (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2009)
10.12	Form of Subscription Agreement for Offering Completed September 7, 2010 (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)
10.13	Amendment No. 1 to Consulting Agreement between we and Clive King dated effective November 11, 2010.(incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)
10.14	Form of Mineral Property Sales Agreement dated May 15, 2009, July 29, 2009, August 28, 2009 and November 19, 2009 between a director and the landowners listed below (collectively the “Landowners”) (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010):
	No	Owners Name
	S01	Pius Joackim Game in Parenership with Mustafa Kaombwe and Msua Mkumbo
	S03	Mohamed Suleimani and Partners Plus Chombo, Alfred Joakim and Heri S. Mhula
	S04	Maswi Marwa In Partnership with Robert Malando, Andrew Julius Marando and Mathew Melania

Fair Value Measurements Using

Exhibit

Quoted Prices in

Significant

Number

Description

Active Markets

Other

Significant

S05

John Bina Wambura in Partnership with Fabiano Lango

For Identical

Observable

Unobservable

Balance

S06

Elizabeth Shango

Instruments

Inputs

March 31,

S07

Athuman Chiboni in Partnership with Maswi Marwa and Robert Malando

(Level 1)

(Level 2)

(Level 3)

2013

S08

Malando Maywili in Partnership with Charles Mchembe

S09

Robert Malando

Assets:

S10

Raymond Athumani Munyawi

Cash and cash equivalents

207,724

–

207,724

S11

Jeremia K. Lulu in Partnership with Agnes Musa, Juma Shashu, Neema Safari, Neema Tungaraza, Safari Neema Tungaraza, Safari Meema and Simon Gidazada

S12

Heri S. Mhula and partners Samweli Sumbuka, Plus Gam and Shambulingole

S13

Limbu Magambo Nyoda and Partners Saba Joseph, Bakari Kahinda

S14

Shambuli Sumbuka in Partnership with Limbu Gambo

S15

Salama Mselemu

S16

John Bina Wambura in Partnership with Bosco Sevelin Chaila; Plus Game; Saimon Jonga

S17

John Bina Wambura in Partnership with Jumanne Mtemi; Anton Gidion; Bosco Sevelin Chaila; Plus Game; Saimon Jonga

S18

Limbu Magambo in Partnership with Pous GamI and Shambuli Sumbuka

S19

Lukas Mmary in Partnership with Henry Pajero, John Bina, Massanja Game, Mwajuma Joseph, Mwita Magita and Plus Game

S20

Maswi Marwa In Partnership with Shagida malando; Marwa Marwa; Benidict Mitti and Fred Mgongo

S21

Mustafa IDD Kaombwe

S22

Mustafa IDD Kaombwe in Partnership with Mahega Malugoyi; Julias Kamana; Ramadhani Lyanga and Abas Mustafa

S23

Ramadhani Mohamed Lyanga In partnership With Mustafa Kaombwe and Bethod Njega

S24

Ales David Kajoro in partnership with Henry Ignas; Daud Peter and Julias Charles Rugiga

S25

Joel Mazemle in Partnership with Christina Mazemle, Plus Chombo and Limbu Magambo Nyoda

S26

Idd Ismail in Partnership with Bakari Abdi, Elizabeth U. Yohana, Emanuel Marco, Hamisi Ramadhan, Husein Hasan, Mnaya Hosea, and Sanane Msigalali

10.15

Form of Addendum No. 1 to Mineral Property Sales Agreement dated September 18, 2009 between a director and the Landowners (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)

10.16

Form of Addendum No. 2 to Mineral Property Sales Agreement dated January 18, 2010 between a director and the Landowners (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)

10.17

Form of Addendum No. 3 to Mineral Property Sales Agreement dated July 27, 2010 between a director and the Landowners (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)

10.18

Mineral Financing Agreement between we and Ahmed Magoma dated October 19, 2009 (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)

10.19

Property Purchase Agreement between Geo Can Resources Company Limited and Kilimanjaro Mining Company, Inc dated May 5, 2009(incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)

10.20

Amendment to Mineral Financing Agreement between we and Ahmed Magoma dated October 27, 2009 (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)

10.21

Declaration of Trust of Geo Can Resources Company Limited dated July 23, 2009 (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)

10.22

Form of Subscription Agreement for non US Subscribers (incorporated by reference from our Current Report on Form 8-K filed on March 11, 2011)

10.23

Form of Subscription Agreement for US Subscribers (incorporated by reference from our Current Report on Form 8-K filed on March 11, 2011)

10.24

Consulting Agreement dated April 26, 2011 between David Kalenuik and we (incorporated by reference from our Current Report on Form 8-K filed on May 2, 2011)

10.25

Consulting Agreement dated April 26, 2011 between Roger Newell and we (incorporated by reference from our Current Report on Form 8-K filed on May 2, 2011)

k) Foreign Currency Translation The Company’s functional and reporting currency is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated to United States dollars in accordance with ASC 740, Foreign Currency Matters, using the exchange rate prevailing at the balance sheet date. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in the determination of income. To the extent that the Company incurs transactions that are not denominated in its functional currency, they are undertaken in Canadian dollars and the Tanzanian Schilling. A portion of business transactions in Tanzania and mineral option purchase agreements are denominated in Tanzanian Schilling. The Company has not, to the date of these financials statements, entered into derivative instruments to offset the impact of foreign currency fluctuations. l) Segment Information At March 31, 2013, approximately $78,000 of property and equipment (2012 - $112,091) is located in Tanzania and $11,000 (2012 - $17,157) in Canada. Mineral properties totaling $591,400 (2012 - $556,750) are located in Tanzania. Although Tanzania is considered economically stable, it is always possible that unanticipated events in foreign countries could disrupt the Company’s operations. m) Comprehensive Loss ASC 220, Comprehensive Income, establishes standards for the reporting and display of other comprehensive loss and its components in the consolidated financial statements. As at March 31, 2013 and 2012, the Company had no items that represent other comprehensive loss, and therefore has not included a schedule of comprehensive loss in the consolidated financial statements. n) Income Taxes The Company accounts for income taxes using the asset and liability method in accordance with ASC 740, Income Taxes. The asset and liability method provides that deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized.

Exhibit
Number	Description
10.26	Employment Agreement dated April 26, 2011 between Heidi Kalenuik and we (incorporated by reference from our Current Report on Form 8-K filed on May 2, 2011)

10.27	Employment Agreement dated April 26, 2011 between Ming Zhu and we (incorporated by reference from our Current Report on Form 8-K filed on May 2, 2011)

10.28	Geita Option Agreement dated May 6, 2011 between Otterburn Ventures Inc. and we (incorporated by reference from our Current Report on Form 8-K filed on May 12, 2011)

10.29	Kalemela Option Agreement dated May 6, 2011 between Otterburn Ventures Inc. and we (incorporated by reference from our Current Report on Form 8-K filed on May 12, 2011)

10.30	North Mara Option Agreement dated May 6, 2011 between Otterburn Ventures Inc. and we (incorporated by reference from our Current Report on Form 8-K filed on May 12, 2011)

10.31	Singida Option Agreement dated May 6, 2011 among Otterburn Ventures Inc., we and Ahmed Abubakar Magoma (incorporated by reference from our Current Report on Form 8-K filed on May 12, 2011)

10.32	Form of Royalty Purchase Agreement (incorporated by reference from our Current Report on Form 8-K filed on September 13, 2012)

10.33	Finder’s Fee Agreement with Berkshire Investment Ltd (incorporated by reference from our Quarterly Report on Form 10-Q filed on February 14, 2013)

10.34	Option Agreement with Ahmed Magoma dated December 11, 2012 (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 14, 2013)

10.35	Strategic Partner Advisory Fee Agreement with Sattva Capital Corporation dated August 14, 2013(incorporated by reference from our Quarterly Report on Form 10-Q filed on November 14, 2013)

10.36	Amendment to option agreement with Ahmed Magoma dated August 1, 2013 (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 14, 2013)

10.37	Consulting Agreement with Misac Noubar Nabighian dated October 1, 2013 (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 14, 2013)

10.38	Financial advisory agreement with Stope Capital Advisors dated October 25, 2013 (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 14, 2013)

10.39	Form of Forward Gold sale agreement (incorporated by reference from our Quarterly Report on Form 10-Q filed on February 14, 2014)

10.40	Amended Form of Forward Gold sale agreement (incorporated by reference from our Annual Report on Form 10-K filed on June 30, 2014)

14.1	Code of Ethics (incorporated by reference from our Annual Report on Form 10-K filed on June 26, 2008)

21.1*	List of Subsidiaries

31.1*	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2*	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1*	Certification of Chief Executive Officer pursuant Section 906 Certifications under Sarbanes-Oxley Act of 2002

32.2*	Certification of Chief Financial Officer pursuant Section 906 Certifications under Sarbanes-Oxley Act of 2002

99.2	Audit Committee Charter (incorporated by reference from our Annual Report on Form 10-K filed on June 26, 2008)

99.3	Disclosure Committee Charter (incorporated by reference from our Annual Report on Form 10-K filed on June 26, 2008)

101.INS*	XBRL Instance Document
101.SCH*	XBRL Taxonomy Extension Schema
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase
101.DEF*	XBRL Taxonomy Extension Definition Linkbase
101.LAB*	XBRL Taxonomy Extension Label Linkbase
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase
* Filed herewith.

~~F-13~~SIGNATURES

~~Lake~~Pursuant ~~Victoria~~to ~~Mining~~the ~~Company,~~requirements ~~Inc.~~of Section 13 or 15(And) ~~Exploration~~of ~~Stage~~the ~~Company)~~Securities ~~Notes~~Exchange toAct of 1934, the ~~Consolidated~~registrant ~~Financial~~has ~~Statements~~duly ~~March~~caused ~~31,~~this ~~2013~~report to ~~(Expressed~~be insigned USon ~~dollars)~~its behalf by the undersigned, thereunto duly authorized.

2.	Summary of Significant Accounting Policies (continued)
LAKE VICTORIA MINING COMPANY, INC.
	o)	Stock-Based Compensation
BY:	/s/ David Kalenuik
		The Company records stock-based compensation in accordance with ASC 718, Compensation – Stock Based Compensation and ASC 505, Equity Based Payments to Non-Employees, which requires the measurement and recognition of compensation expense based on estimated fair values for all share-based awards made to employees and directors, including stock options.
	David Kalenuik
		ASC 718 requires companies to estimate the fair value of share-based awards on the date of grant using an option-pricing model. The Company uses the Black-Scholes option-pricing model as its method of determining fair value. This model is affected by the Company’s stock price as well as assumptions regarding a number of subjective variables. These subjective variables include, but are not limited to the Company’s expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviours. The value of the portion of the award that is ultimately expected to vest is recognized as an expense in the statement of operations over the requisite service period.
	President and Chief Executive Officer
		All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable.
	(Principal Executive Office)
	p)	Recently Adopted Accounting Pronouncements
Date:	June 29, 2015
	i)	Fair Value Accounting
		In May 2011, ASC guidance was issued related to disclosures around fair value accounting. The updated guidance clarifies different components of fair value accounting including the application of the highest and best use and valuation premise concepts, measuring the fair value of an instrument classified in a reporting entity’s shareholders’ equity and disclosing quantitative information about the unobservable inputs used in fair value measurements that are categorized in Level 3 of the fair value hierarchy. The Company’s April 1, 2012 adoption of the updated guidance had no impact on the Company’s consolidated financial position, results of operations or cash flows.
	ii)	Comprehensive Income
		In June 2011, the ASC guidance was issued related to comprehensive income. Under the updated guidance, an entity will have the option to present the total of comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. In addition, the update required certain disclosure requirements when reporting other comprehensive income. The update does not change the items reported in other comprehensive income or when an item of other comprehensive income must be reclassified to income. The Company adopted the new guidance and its deferral and opted to present the total of comprehensive income in a single continuous statement of comprehensive income for its fiscal year beginning April 1 2011. The early adoption had no impact on the Company’s consolidated financial position, results of operations or cash flows.
	q)	Recently Issued Accounting Pronouncements
	i)	Reporting of Amounts reclassified out of Accumulated Other Comprehensive Income
		In February 2013, ASC guidance was issued related to items reclassified from Accumulated Other Comprehensive Income. The new standard requires either in a single note or parenthetically on the face of the financial statements:(i) the effect of significant amounts reclassified from each component of accumulated other comprehensive income based on its source and (ii) the income statement line items affected by the reclassification. The update is effective for the Company’s fiscal year beginning April 1, 2013 with early adoption permitted. The Company does not expect the updated guidance to have a significant impact on the consolidated financial position, results of operations or cash flows.
	ii)	Disclosures about Offsetting Assets and Liabilities
		In November 2011, ASC guidance was issued related to disclosures about offsetting assets and liabilities. The new standard requires disclosures to allow investors to better compare financial statements prepared under U.S. GAAP with financial statements prepared under IFRS. The update is effective for the Company’s fiscal year beginning April 1, 2013, and interim periods within those annual periods. Retrospective application is required.
		In January 2013, ASC guidance was issued to clarify that the disclosure requirements are limited to derivatives, repurchase agreements, and securities lending transactions to the extent that they are (i) offset in the financial statements or (ii) subject to an enforceable master netting arrangement or similar agreement. The Company does not expect the updated guidance to have an impact on the consolidated financial position, results of operations or cash flows.

~~F-14~~Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

~~Lake~~By ~~Victoria~~/s/ ~~Mining~~David ~~Company~~Kalenuik David Kalenuik President, ~~Inc.~~Chief Executive Officer and Director (AnPrincipal ~~Exploration~~Executive ~~Stage Company~~Officer) ~~Notes~~Date: toJune ~~the~~29, ~~Consolidated~~2015 ~~Financial~~By ~~Statements~~/s/ ~~March~~Ming ~~31,~~Zhu ~~2013~~ Ming Zhu Chief Financial Officer (~~Expressed~~Principal inAccounting USOfficer ~~dollars~~and Principal Financial Officer) Date: June 29, 2015 By /s/ Heidi Kalenuik Heidi Kalenuik Director June 29, 2015 By /s/ Roger A. Newell Roger A. Newell Director June 29, 2015 By /s/ Ahmed A. Magoma Ahmed A. Magoma Director June 29, 2015 By /s/ John J. Surtherland John J. Surtherland Director June 29, 2015

3.	Related Party Transactions and Balances
	a)	As at March 31, 2013, the Company owed $144,374 (March 31, 2012 - $Nil) to five directors and officers of the Company. During the year ended March 31, 2013, the Company incurred $36,000 (2012 - $32,000) of directors fees and $72,080 (2012 - $73,459) of salary to a director, $42,000 (2012 - $42,000) of geologist consulting fees to a director, $384,256 (2012 - $311,745) of salaries to three directors and officers.
	b)	As at March 31, 2013, the Company held $41,966 in trust with a company sharing a common director, which has been included in prepaid expenses and other (2012 - $27,750).
	c)	At March 31, 2013, the Company owed $Nil (2012 - $500) of accounting fees to an individual related to an officer of the Company which has been included in accounts payable. During the year ended March 31, 2013, the Company incurred $2,000 (2012 - $6,000) of accounting fees to the individual.
4.	Property and Equipment
	Property and equipment consists of the following:

	As at March 31, 2013			As at March 31, 2012
		Accumulated	Net Book		Accumulated	Net Book
	Cost	Depreciation	Value	Cost	Depreciation	Value
	$	$	$	$	$	$
Mining tools and equipment	143,271	79,508	63,763	143,272	50,853	92,419
Vehicle	12,800	4,693	8,107	12,800	2,133	10,667
Furniture and equipment	12,127	6,194	5,933	12,127	3,769	8,358
Computer and software	35,693	24,308	11,385	35,361	17,557	17,804
	203,891	114,703	89,188	203,560	74,312	129,248

5. Other Payables As of March 31, 2013 and 2012, the Company withheld tax deductions of $103,720 and $3,111, respectively, to conform to local tax law. 6. Note Payable On July 26, 2012, the Company signed a finance agreement for $13,275 at an annual rate of 18.15% for an eleven month period, payable in monthly installments of $1,364 for general liability insurance. 7. Mineral Property Acquisition and Exploration Costs On May 4, 2009, Kilimanjaro completed a Property Acquisition Agreement (the “Geo Can Agreement”) with Geo Can (a related party, see Note 3). Under the terms of the agreement Kilimanjaro acquired a 100% interest in the mineral property assets, which included 33 gold prospecting licenses and 13 uranium licenses. Included in this agreement were the Kalemela project’s licenses, Geita project’s license, Uyowa Project’s licenses and Kinyambwiga project’s license and other projects’ licenses. Geo Can had entered into property option agreements, regarding some of these resource properties, with Lake Victoria before the share exchange agreement between Lake Victoria and Kilimanjaro on August 7, 2009, as a consequence Geo Can no longer has any interest in those prior property agreements. All of the Company’s mineral property interests are located in Tanzania. Geo Can holds resource properties in trust for the Company. Most of the resource property interests are still formally registered to Geo Can to save on registration fees. When the annual filing for each property comes due then the formal registration of each property will be transferred to Kilimanjaro or as directed by Kilimanjaro.

F-15

Lake Victoria Mining Company, Inc. (An Exploration Stage Company) Notes to the Consolidated Financial Statements March 31, 2013 (Expressed in US dollars)

7. Mineral Property Acquisition and Exploration Costs (continued) The following is a continuity of mineral property acquisition costs incurred during the years ended March 31, 2013 and 2012:

	Geita		Singida		Uyowa	Handeni		Buhemba
	Project		Project		Project	Project		Project		Total
	$		$		$	$		$		$
March 31, 2011	-		-		-	-		-		-
Cash consideration	6,150		350,512		40,000	228,650		148,950		774,262
Shares issued	-		-		-	116,100		108,000		224,100
Impairment	-		(350,512	)	-	(91,100	)	-		(441,612	)
March 31, 2012	6,150		-		40,000	253,650		256,950		556,750
Cash consideration	-		-		50,000	-		-		50,000
Impairment	(6,150	)	-		-	(2,400	)	(6,800	)	(15,350	)
March 31, 2013	-		-		90,000	251,250		250,150		591,400

The following is a continuity of mineral property exploration costs incurred and expensed during the years ended March 31, 2013 and 2012:

	Kalemela	Geita	Kinyambwiga	Suguti	Singida		Uyowa	North Mara	Handeni	Buhemba	Other Projects	Total
	$	$	$	$	$		$	$	$	$	$	$
Balance, March 31, 2011	640,404	415,789	494,861	51,640	1,319,884		36,287	31,744	-	-	22,303	3,012,912
Exploration Expenditures:
Camp, Field Supplies and Travel	-	5	20,109	15,324	34,632		51,730	4,698	19,335	18,772	6,296	170,901
Geological Consulting and Wages	-	-	-	-	364,159		258,674	-	-	2,694	-	625,527
Geophysical and Geochemical	288	2,045	58,304	19,939	123,502		199,670	29,792	69,138	55,707	23,926	582,311
Parts and Equipment	-	-	4,196	11,605	56,853		55,188	5,393	28,292	13,679	-	175,206
Project Administration Fee	-	-	6,027	2,747	1,802		17,238	133	2,393	1,191	146	31,677
Vehicle and Fuel expenses	-	-	14,475	16,482	15,119		32,600	6,181	17,715	13,798	6,227	122,597
Expense Reimbursements	-	-	-	-	(623,290	)	-	-	-		-	(623,290	)
	288	2,050	103,111	66,097	(27,223	)	615,100	46,197	136,873	105,841	36,595	1,084,929
Balance, March 31, 2012	640,692	417,839	597,972	117,737	1,292,661		651,387	77,941	136,873	105,841	58,898	4,097,841
Exploration Expenditures:
Camp, Field Supplies and Travel	-	-	11,969	2,314	8,177		14,025	-	-	14,015	-	50,500
Drilling Cost	-	-	-	-	-		441,819	-	-	50,484	-	492,303
Geological Consulting and Wages	-	-	145,832	6,996	15,344		99,251	-	-	30,080	721	298,224
Geophysical and Geochemical	-	-	5,723	291	-		13,007	-	-	9,999	1,684	30,704
Parts and Equipment	-	-	1,779	74	998		2,105	-	-	599	-	5,555
Study and Report	-	-	48,575	-	-		-	-	-	-	-	48,575
Vehicle and Fuel expenses	-	-	6,384	3,096	1,674		11,585	-	-	12,056	-	34,795
License Payments	-	-	-	-	-		-	-	-	-	298,775	298,775
	-	-	220,262	12,771	26,193		581,792	-	-	117,233	301,180	1,259,431
	-
Balance, March 31, 2013	640,692	417,839	818,234	130,508	1,318,854		1,233,179	77,941	136,873	223,074	360,078	5,357,272

F-16

Lake Victoria Mining Company, Inc. (An Exploration Stage Company) Notes to the Consolidated Financial Statements March 31, 2013 (Expressed in US dollars)

7.	Mineral Property Acquisition and Exploration Costs (continued)
	a)	Kalemela Gold Project
		The Kalemela Gold Project is located within the Southeastern Lake Victoria Goldfields in Northern Tanzania in Magu District, Mwanza Region.
		As a part of the Geo Can Agreement, the Company acquired three prospecting licenses in the Kalemela Gold Project. As of March 31, 2013, all licenses had expired.
	b)	Geita Project
		The Geita Gold Project is located in Northern Tanzania within the Lake Victoria Goldfields in the Geita District, Mwanza Region.
		As a part of the Geo Can Agreement, the Company acquired prospecting license PL2806 which was divided into two prospecting licenses. The two licenses expired.
		On March 2, 2012, the Company was granted one license on Geita project for a total consideration of $12,300, of which $6,150 was paid on March 2, 2012 and $6,150 was due on July 30, 2012. The Company returned the license and the related capitalized acquisition costs of $6,150 were determined to be impaired as at March 31, 2013.
	c)	Musoma Bunda - Kinyambwiga Project:
		The Musoma Bunda Gold Project comprises of three prospecting licenses that are located on the eastern side of Lake Victoria.
		Kinyambwiga project is part of the Musoma Bunda Gold Project. As a part of the Geo Can Agreement, the Company owns 100% interest of Kinyambwiga project’s one prospecting license and 24 primary mining licenses. The Kinyambwiga Gold Project is about 208 kilometers northeast of the city of Mwanza in northern Tanzania.
		A director of the Company entered into Mineral Purchase agreements on behalf of the Company with 24 Primary Mining Licenses (PMLs) which are part of the Kinyambwiga Project and which are recorded in his name and are to be transferred over to the Company at a future date.
		On August 3, 2012, the Company announced that it intends to offer up to 120 units of royalty at $25,000 per unit to raise up to $3,000,000 from participants by selling up to 60% of the net proceeds of gold production of the Company’s Kinyambwiga gold project through royalty purchase agreements. Each unit will entitle the holder to receive ½ of 1 percent (1/2%) of the net proceeds of production from small scale mining operations up to 60% of the net proceeds of gold production. As of March 31, 2013, the Company has received subscription payments totaling $925,000 for 37 units which is recognized in other income.
	d)	Singida Project
		On May 15, 2009, the Company signed a Mineral Financing Agreement with one director of the Company authorizing him, on behalf of the Company, to acquire Primary Mining Licenses (“PMLs”) in the Singida area. As of February 7, 2011, this director has entered into Mineral Properties Sales and Purchase agreements and addendums with various PML owners to acquire PMLs in the Singida area. As of March 31, 2013, the Company has 100% acquired 23 PMLs and 20 PMLs with net smelter production royalty payments.
		In May 2011, the Company entered into joint venture agreement and service agreement with Otterburn. The Company received option payment of $300,770 in cash and 1,100,000 common shares of Otterburn which were sold to unrelated parties at a price of CAD$0.10 per share. The Company received exploration cost reimbursements from Otterburn of $1,137,226. In July, 2011, Otterburn terminated the agreements.
		As of March 31, 2013, under the terms of the mineral properties sales and purchase agreements the Company has completed option payments in the amount of $2,058,322. On February 8, 2013, the Company issued a notice of the final buyout payment of 20 PMLs to the Singida PMLs owners. The payment will be made in a form of a 2% Net Smelter Production royalty. The Company also agreed to increase the royalty by 1% to 3% if commercial production is delayed beyond March 2015.
		Pursuant to the Mineral Financing Agreement, the Company has made payments of $Nil in fiscal 2013 and $350,512 in fiscal 2012.

F-17

Lake Victoria Mining Company, Inc. (An Exploration Stage Company) Notes to the Consolidated Financial Statements March 31, 2013 (Expressed in US dollars)

7.	Mineral Property Acquisition and Exploration Costs (continued)
	e)	Uyowa Project
		As a part of the Geo Can Agreement the Company owns 100% interest in the Uyowa project’s prospecting licenses. As of March 31, 2013, the Uyowa Gold project consists of six prospecting licenses and a total of four legal PMLs.
		On July 19, 2011, Guardian Investment Ltd, a related party, on behalf of the Company, entered into a mineral properties option agreement to acquire four primary mining licenses within the northern most prospecting license of the seven comprising the Uyowa Gold project. Total consideration includes:
		1)	paying $20,000 within 7 days after execution date. The payment was made on July 21, 2011;
		2)	paying $20,000 on or before the earlier of location of a drilling rig on each PML in good working condition or January 16, 2012. The payment was made on September 6, 2011;
		3)	paying a total amount of $450,000, of which $25,000 due in July 2012 (paid), $25,000 due in 2013 January (paid), $360,000 due in 2013 July and $40,000 due in 2014 January;
		4)	a royalty of 1% of net profit interest may be purchased at any time after completing $400,000 of payments by paying $250,000 per PML.

	f)	Handeni Project
		On April 20, 2011, the Company signed a license purchase agreement to acquire one prospecting license. The total consideration was $113,250, of which $77,250 was paid on May 13, 2011 and $36,000 was paid on July 14, 2011. On June 14 and June 20, 2011 the Company paid a finder’s fee of $30,000 in cash and issued 400,000 common shares with a fair value of $108,000.
		On May 30, 2011, the Company signed a prospecting license purchase agreement to acquire a second prospecting license. The total consideration was $450,000 of which $10,000 paid on June 16, 2011. On June 14 and 20, 2011, the Company paid $3,000 in cash and issued 30,000 common shares with a fair value of $8,100. On September 20, 2011, the Company terminated this purchase agreement. Capitalized acquisition costs of $21,100 were determined to be impaired.
		On July 1, 2011, the Company signed a prospecting license purchase agreement to acquire a third prospecting license. The total consideration includes: 1) paying a total amount of $470,000 to earn up to 90% of interest, of which $20,000 paid on July 6, 2011 and $50,000 paid on September 21, 2011, $50,000 due in 2012, $100,000 due in 2013, $125,000 due in 2014 and $125,000 due in 2015; 2) paying $1,500,000 on or before September 21, 2015 to earn final 10% interest.

		On March 21, 2012, the Company terminated this agreement. Capitalized acquisition costs of $70,000 were determined to be impaired.
		On March 7, 2012, the Company was granted one license on Handeni project for a total consideration of $4,800, of which $2,400 was paid on March 7, 2012 and $2,400 was due on August 14, 2012. As at March 31, 2013, the Company returned the license and capitalized acquisition costs of $2,400 were determined to be impaired.
	g)	Buhemba Project
		Buhemba Project consists of two prospecting licenses. One prospecting license is a part of the Geo Can Agreement the Company owns 100% interest.
		On April 20, 2011, the Company signed license purchase agreement to acquire one prospecting license. The total consideration was $112,150, of which $89,650 was paid on April 29, 2011 and $22,500 was paid on July 14, 2011. On June 14 and June 20, 2011 the Company paid a finder’s fee of $30,000 in cash and issued 400,000 common shares with a fair value of $108,000.
		On March 7, 2012, the Company was granted one license on Buhemba project for a total consideration of $76,800, of which $6,800 was paid on March 7, 2012, $35,000 was due on September 3, 2012 and $35,000 was due on October 5, 2012. As at March 31, 2013, the Company has not paid outstanding payments and capitalized acquisition costs of $6,800 were determined to be impaired.

F-18

Lake Victoria Mining Company, Inc. (An Exploration Stage Company) Notes to the Consolidated Financial Statements March 31, 2013 (Expressed in US dollars)

8.	Capital Stock
	Preferred Stock
	The Company is authorized to issue 100,000,000 shares of preferred stock with a par value of $0.00001. As of March 31, 2013, the Company has not issued any preferred stock.
	Common Stock
	On December 7, 2010, the Company’s shareholders approved a resolution to amend the Company’s articles of incorporation to increase the number of authorized shares of common stock from 100,000,000 shares to 250,000,000 shares. All shares have equal voting rights, are non-assessable and have one vote per share. Voting rights are not cumulative and, therefore, the holders of more than 50% of the common stock could, if they choose to do so, elect all of the directors of the Company.
	a)	On August 16, 2012, the Company completed a second closing of a private placement of 2,783,334 units at $0.06 per unit for gross consideration of $167,000. Each unit consists of one share of common stock and one redeemable warrant. One redeemable warrant entitles the holder to purchase one additional share of common stock at $0.12 per share until August 16, 2014. The redeemable warrants are callable by the Company if the closing sales price of the common shares is equal to or greater than $0.18 per common share in 10 consecutive trading days.
	b)	On April 17, 2012, the Company completed a first closing of a private placement of 14,285,000 units at $0.06 per unit for gross consideration of $857,100. Each unit consists of one share of common stock and one redeemable warrant. One redeemable warrant entitles the holder to purchase one additional share of common stock at $0.12 per share until April 17, 2014. The redeemable warrants are callable by the Company if the closing sales price of the common shares is equal to or greater than $0.18 per common share in 10 consecutive trading days.
	c)	On April 20 and May 30, 2011, the Company entered into three prospecting licenses purchase agreements to acquire three prospecting licenses. As per the agreements, the Company agreed to pay a finder’s fee of 830,000 common shares. On June 20, 2011, the Company issued 830,000 common shares with a fair value of $224,100 as a finders’ fee.
	d)	On April 8, 2011, the Company signed a debt settlement agreement with a consultant to settle a consulting fee of $80,614 for geological and business development services provided. The Company agreed to pay $31,714 cash and 163,000 shares with a fair value of $0.30 per share to settle an outstanding balance of $48,900.
	e)	On February 24, 2011, the Company signed debt settlement and subscription agreement with a director to settle a consulting fee of $35,000 in exchange for 145,833 shares of common stock with a fair value of $0.24 per share. On June 20, 2011, the Company issued the shares to the director.
9.	Stock Options and Warrants
	On October 7, 2010, the Company adopted the 2010 Stock Option Plan under which the Company is authorized to grant stock options to acquire up to a total of 10,000,000 shares of common stock.
	On April 30, 2012, the Company granted 4,800,000 stock options to seven directors and officers, and 120,000 stock options to a senior geological consultant at an exercise price of $0.09 per share which will expire on April 30, 2015. All stock options are non-qualified and vested immediately. The weighted average grant date fair value of stock options granted during the year ended March 31, 2013 was $0.07. During the year ended March 31, 2013, the Company recorded stock-based compensation of $362,336 for these stock options.
	On November 4, 2011, the Company re-priced the exercise price of 120,000 stock options with an exercise price of $0.29 per share to $0.15 per share. The maturity date was also extended from October 7, 2013 to November 4, 2014. These stock options were granted on October 7, 2010. Modifications to the terms of an award are treated as an exchange of the original award for a new award. Incremental stock based compensation is measured as the excess, if any, of the fair value of the original award immediately before its terms are modified, measured based on the share price and other pertinent factors at that date. During the twelve months ended March 31, 2012, the Company recognized an incremental compensation cost of $3,510 for these modified stock options.
	On November 4, 2011, the Company re-priced the exercise price of 4,080,000 stock options with an exercise price of $0.45 per share to $0.15 per share. The maturity date was also extended from October 21, 2013 to November 4, 2014. These stock options were granted on October 21, 2010. Modifications to the terms of an award are treated as an exchange of the original award for a new award. Incremental stock based compensation is measured as the excess, if any, of the fair value of the original award immediately before its terms are modified, measured based on the share price and other pertinent factors at that date. During the twelve months ended March 31, 2012, the Company recognized an incremental compensation cost of $161,531 for these modified stock options.

F-19

Lake Victoria Mining Company, Inc. (An Exploration Stage Company) Notes to the Consolidated Financial Statements March 31, 2013 (Expressed in US dollars)

9.	Stock Options and Warrants (continued)
	On November 4, 2011, the Company granted 100,000 stock options to an officer and 300,000 stock options to a senior geological consultant at an exercise price of $0.15 per share which will expire on November 4, 2014. All stock options are non-qualified and vested immediately. The weighted average grant date fair value of stock options granted during the twelve months ended March 31, 2012 was $0.12. During the twelve months ended March 31, 2012, the Company recorded stock-based compensation of $48,784 for these stock options.
	The weighted average assumptions used in the Black-Scholes valuation model were as follows:

		Year Ended
	March 31,	March 31,
	2013	2012
Expected dividend yield	0%	0%
Risk-free interest rate	0.38%	0.37%
Expected volatility	158%	152%
Expected option life (in years)	3.00	3.00

The total intrinsic value of stock options exercised during the years ended March 31, 2013, and 2012 was $nil. The following table summarizes the continuity of the Company’s stock options:

Weighted-

Weighted

Average

Remaining

Aggregate

Number of

Exercise

Contractual

Intrinsic

Options

Price

Life (years)

Value

Outstanding, March 31, 2011(1)

4,200,000

0.15

Granted

400,000

0.15

Outstanding, March 31, 2012

4,600,000

0.15

–

Granted

4,920,000

0.09

–

Outstanding, March 31, 2013

9,520,000

0.12

–

Exercisable, March 31, 2013

9,520,000

0.12

1.85

–

At March 31, 2013 and 2012, the Company did not have any unvested options.

(1) March 31, 2011, weighted average exercise price was revised to the November 4, 2011 option amendment agreement.

The following table summarizes the continuity of the Company’s warrants:

	Number of			Weighted-
	Shares		Weighted	Average
	Issuable		Average	Remaining	Aggregate
	Upon		Exercise	Contractual	Intrinsic
	Exercise		Price	Life (years)	Value
			$		$
Outstanding, March 31, 2011	41,404,901		1.08
Expired	(20,000,000	)	0.30
Outstanding, March 31, 2012	21,404,901		0.91	1.05	–
Granted	17,068,334		0.12
Expired	(11,823,501	)	1.25
Outstanding, March 31, 2013	26,649,734		0.26	0.84	–

F-20

Lake Victoria Mining Company, Inc. (An Exploration Stage Company) Notes to the Consolidated Financial Statements March 31, 2013 (Expressed in US dollars)

9. Stock Options and Warrants (continued) The Company had the following warrants outstanding as of March 31, 2013:

	Exercise Price per
	Share	Shares Issuable
Expiration Date	$	Upon Exercise
August 13, 2013 (1)	0.40	4,790,700
August 13, 2013 (1)	0.60	4,790,700
April 17, 2014 (2)	0.12	14,285,000
August 16, 2014 (2)	0.12	2,783,334
		26,649,734

	(1) These redeemable warrants are callable by the Company upon 20 days written notice to the warrant holder. If the redeemable warrants are not exercised within 20 days of being called, they will terminate and may not be exercised thereafter.
	(2) These redeemable warrants are callable by the Company if the closing sales price of the common shares is equal to or greater than $0.18 per common share in 10 consecutive trading days.
10.	Income Taxes
	The Company has adopted the provisions of ASC 740, Income Taxes. Pursuant to ASC 740 the Company is required to compute tax asset benefits for net operating losses carried forward. The potential benefit of net operating losses have not been recognized in the consolidated financial statements because the Company cannot be assured that it is more likely than not that it will utilize the net operating losses carried forward in future years.
	The Company is subject to U.S. federal and statement income tax and has concluded substantially all U.S. federal and state income tax matters for tax years through March 31, 2009. The tax filings for years from 2010 to 2012 are subject to be audited by U.S. jurisdictions. The Company’s Tanzania subsidiaries are subject to Tanzania income tax, the tax filing for year 2012 is subjected to be audited by Tanzania jurisdictions.
	The components of the net deferred tax asset at March 31, 2013 and 2012, the statutory tax rate, the effective tax rate, and the amount of the valuation allowance are indicated below:

	March 31,		March 31,
	2013		2012
	$		$
Net loss before taxes	(1,943,246	)	(2,384,693	)
Statutory rate	34%		34%
Computed expected tax (recovery)	(660,704	)	(810,795	)
Permanent differences	123,195		72,700
Other	30,925		(105,480	)
Change in valuation allowance	506,584		843,575
Income taxes	–		–

	March 31,		March 31,
	2013		2012
	$		$
Net operating loss carryforwards	2,917,972		2,613,574
Mineral property acquisition and exploration	5,284,490		5,082,304
Deferred tax assets	8,202,462		7,695,878
Valuation allowance	(8,202,462	)	(7,695,878	)
Net deferred tax assets	–		–

The Company has incurred operating losses of approximately $8,765,061 which, if unutilized, will expire through to 2033 except for Tanzanian tax losses which carry forward indefinitely. Future tax benefits, which may arise as a result of these losses, have not been recognized in these consolidated financial statements, and have been offset by a valuation allowance. The following table lists the fiscal years in which loss carryforwards expire:

F-21

Lake Victoria Mining Company, Inc. (An Exploration Stage Company) Notes to the Consolidated Financial Statements March 31, 2013 (Expressed in US dollars)

10. Income Taxes (continued)

	Expiration
Loss	Date
$
722,397	2027
554,471	2028
1,258,790	2029
2,344,312	2030
987,895	2031
410,801	2032
932,689	2033
1,553,706	Indefinitely
8,765,061

11. Supplemental Cash Flow Information

	For the	For the	Accumulated From
	Year Ended	Year Ended	December 11, 2006
	March 31,	March 31,	(Date of Inception)
	2013	2012	to March 31, 2013
	$	$	$
Non-cash Investing and Financing Activities
Accounts receivable payable exchanged for long-term investment	–	–	460,019
Accounts receivable exchanged for mineral property acquisition	–	–	1,039,981
Investment acquired for amount payable	–	12,530	12,530
Receivable exchange for long-term investment	–	–	10,000
Share payments received for options granted on mineral properties	–	990,000	990,000
Stock issued for mineral interest acquisition costs	–	224,100	7,904,400
Stock issued for services	–	–	2,382,523
Stock issued for subscription receivable	–	–	33,275
Stock issued to settle debt	–	83,900	230,227
Supplemental Disclosures
Interest paid	1,252	–	2,297
Income tax paid	–	–	–

12.	Commitments
	a)	On May 11, 2010, the Company entered into an agreement with a consultant to provide services as a Senior Geological Consultant. The Company original agreement was amended on October 21, 2010 and December 23, 2012. Under the amended agreement, the Company is committed to:
		i.	monthly payments of $20,000 to $6,000 to the consultant commencing July 1, 2012 and until the mechanical completion of the first small scale gold mining operation;
		ii.	issuing 300,000 stock options to the Consultant on November 1, 2012 and 2013, the Company will only grant the Consultant the additional stock options when the Company achieves a positive operating cash flow and upon the approval by the board of directors.

	b)	On October 7, 2010, the Company entered into a consulting agreement with Misac Noubar Nabighian to provide geophysical data processing and geophysical data interpretation services to the Company in consideration for:
		i.	granting the Consultant an option to acquire 120,000 shares of common stock of the Company pursuant to the terms of the Company’s 2010 Stock Option Plan, at an exercise price of $0.29 per share, exercisable until October 7, 2013 and vesting immediately. On October 7, 2010, the Company granted 120,000 options to the Consultant;

F-22

Lake Victoria Mining Company, Inc. (An Exploration Stage Company) Notes to the Consolidated Financial Statements March 31, 2013 (Expressed in US dollars)

12. Commitments

	ii.	paying the Consultant 0.5% of the net proceeds from the sale of any mining properties;
	iii.	granting the Consultant a royalty on producing properties as follows: (a) $1.00 per ounce of gold produced or 0.25% of net smelter returns (as such term is defined in the Agreement), whichever is greater, and (b) 0.25% of net smelter returns for all other commercial production.

	The agreement is for a term of 36 months and may be renewed at the option of the Company upon 30 days written notice.
c)	On April 26, 2011, the Company entered into an agreement with a director to provide geologist consulting services commencing April 1, 2011 for a period of two years. The Company will pay the consultant $3,500 per month, and will grant 250,000 stock options annually at each anniversary of the agreement.
d)	On November 10, 2012, the Company entered into a finder’s fee agreement with Berkshire Investment Ltd. (“Berkshire). The Company agreed to pay Berkshire fees limited to the 10% of the gross proceeds received by the Company from the investors in royalty purchase agreements introduced to the Company by Berkshire. The agreement is valid for two years.
e)	On January 9, 2013, the Company entered into a mining project manager contracting agreement with Camlaren Mine Development (the “Consultant”). The agreement is valid for two years and may be renewed for another four years. The Company agreed to pay the Consultant a base compensation of $700 per day before the fulltime contract load and $15,000 per month upon reaching the fulltime contract load, and the incentive bonuses as follows:
	i)	$50,000 bonus based on Mechanical Completion of mine and recovery plant to be based on Mutually Accepted Mining Forecast (MAMF) and based on a minimum of 75 days of commercial production from start up date at a minimum average production of 90% of MAMF;
	ii)	a bonus of 0.5% of gross profit if production is 80% of MAMF or a bonus of 1.5% of the gross profit when production is 100% of MAMF;
	iii)	a bonus of 5% of the difference between MAMF gross profit and the gross profit achieved when production reaches or exceeds 115% of MAMF;
	iv)	in the event that the annualized income reaches and/or exceeds $400,000 per year, the Consultant and the Company will revisit and renegotiate the acceptable terms of compensation.

f) On January 4, 2010, the Company entered into a finder’s fee agreement with Robert A. Young, The RAYA Group (“Young”) wherein the Company agreed to pay Young fees limited to introductions that Young makes to the Company of investors who invest in the Company’s private placements or become involved with the Company through joint venture property agreements. No Finder’s fees will be paid in connection with any introduction to any existing contacts of the Company. The fee will be 10% of the first $10,000,000 and 5% of amounts in excess of $10,000,000. The term of the finder’s fee agreement is five years.

13. Subsequent Events The Company received subscription payments totalling $175,000 for seven units of the royalty purchase offering described in Note 7(c) in May and June 2013.

F-23

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

None.

ITEM 9A. CONTROLS AND PROCEDURES.

Disclosure Controls and Procedures

As required by paragraph (b) of Rules 13a-15 or 15d-15 under the Exchange Act, our principal executive officer and our principal financial officer evaluated our company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered by this annual report on Form 10-K. Based on this evaluation, these officers concluded that as of the end of the period covered by this annual report on Form 10-K, these disclosure controls and procedures were not effective. Disclosure controls and procedures are controls and other procedures that are designed to ensure that the information required to be disclosed by our company in reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities Exchange Commission and include controls and procedures designed to ensure that such information is accumulated and communicated to our company’s management, including our company’s principal executive officer and our principal financial officer, to allow timely decisions regarding required disclosure. The conclusion that our disclosure controls and procedures were not effective was due to the presence of material weaknesses in internal control over financial reporting as identified below under the heading “Management’s Report on Internal Control over Financial Reporting.” Management anticipates that such disclosure controls and procedures will not be effective until the material weaknesses are remediated. Our company intends to remediate the material weaknesses as set out below.

Management’s Report on Internal Control over Financial Reporting

Our company’s management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) for our company. Our company’s internal control over financial reporting are designed to provide reasonable assurance, not absolute assurance, regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles in the United States of America. Internal control over financial reporting includes those policies and procedures that: (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our company’s assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles in the United States of America, and that our company’s receipts and expenditures are being made only in accordance with authorizations of our management and directors; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.

Our management, including our principal executive officer and our principal financial officer, conducted an evaluation of the design and operation of our internal control over financial reporting as of March 31, 2013 based on the criteria set forth in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. This evaluation included review of the documentation of controls, evaluation of the design effectiveness of controls, testing of the operating effectiveness of controls and a conclusion on this evaluation. Based on this evaluation, our management concluded our internal control over financial reporting were not effective as of March 31, 2013. The ineffectiveness of our internal control over financial reporting was due to the following material weaknesses which are indicative of many small companies with small staff: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.

Our company plans to take steps to enhance and improve the design of our internal control over financial reporting. During the period covered by this annual report on Form 10-K, we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we plan to implement the following changes during our fiscal year ending March 31, 2014: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation efforts set out in (i) is largely dependent upon our company securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing such funds, remediation efforts may be adversely effected in a material manner.

Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues, if any, within our company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple errors or mistakes.

Changes in Internal Control over Financial Reporting.

There were no changes in our company’s internal control over financial reporting during the year ended March 31, 2013 that have materially affected, or are reasonably likely to materially affect, our company’s internal control over financial reporting.

ITEM 9B. OTHER INFORMATION

None.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE. Directors and Executive Officers Our directors and executive officers, their ages, positions held, and duration of such, are as follows:

Name	Position Held with the Company	Age	Date First Elected or Appointed
David Kalenuik	President, Chief Executive Officer and Director	55	October 7, 2010
Ming Zhu	Chief Financial Officer	41	October 7, 2010
Heidi Kalenuik	Secretary, Treasurer and Director	46	June 28, 2008
Roger A. Newell	Director	70	June 28, 2008
Ahmed A. Magoma	Director	46	June 28, 2008
Ian A. Shaw	Director, Chairman of Audit Committee	73	April 8, 2010
David Ralph Webb	Director	54	March 01, 2013

Business Experience

The following is a brief account of the education and business experience of each director and executive officer during at least the past five years, indicating each person’s principal occupation during the period, and the name and principal business of the organization by which he was employed.

David Kalenuik, President, Chief Executive Officer, and Director

Mr. Kalenuik became a director and was appointed President and Chief Executive Officer on October 7, 2010. Mr. Kalenuik has spent the last 35 years primarily as founder and owner of his own businesses. These businesses have ranged from product or service oriented to investor relations for publicly traded companies. Since December 2006, David has been actively involved with Kilimanjaro Mining Company Inc. and Lake Victoria Mining Company, Inc. in the identification, negotiation and acquisitions of mineral resource properties in Tanzania, East Africa. David as an International Businessman has extensive experience in start up operations, business development, strategic planning and management of both private and public companies. To date, he has been directly and indirectly responsible for the financing of each of the companies that he has been involved with. His previous experience includes being the President and Co-Founder of Larrearx, Inc./Larrea Biosciences Inc., a patented nutritional and health care supplements company, and, the President and Founder of Mitropolis Solutions Inc., a Vancouver based investor relations/investment banking firm that successfully financed and created public awareness programs for numerous public companies.

We believe Mr. Kalenuik is qualified to serve on our board of directors because of his knowledge of our current operations, in addition to his business experiences described above.

Ming Zhu, Chief Financial Officer

Ming Zhu (B.Comm. MA) has worked along side the management team since 2006. Ming attained a Bachelor's Degree in Accounting and Finance in 1995. He has more than 10 years’ experience specializing in corporate finance and accounting. His portfolio includes working for multinational companies as their finance manager in New York and China. He worked as a financial controller for an international trading firm for 2 years before graduating from the University of Newcastle in the UK with his Master's Degree in 2003 where he majored in Financial Analysis. He worked with a Canadian CA accounting firm prior to joining our management team as the Financial Controller and a Director in Kilimanjaro Mining Company Inc., a gold and uranium exploration company that is now a wholly owned subsidiary. From August 2009, he has been serving as the Financial Controller for us and on October 7, 2010 he became the Chief Financial Officer for us.

Heidi Kalenuik, Secretary, Treasurer and a Director

Heidi Kalenuik was appointed as an Officer and Director of Lake Victoria Mining Company in June 2008 due to her knowledge and working experience in Africa and her interest in our activities having been the President of Kilimanjaro Mining Company, now a wholly owned subsidiary. We believe Ms. Kalenuik is qualified to serve on our board of directors for the same reasons.

Roger Newell, Director

Roger Newell has been a director of our company since June 2008 and was our President, Principal Executive Officer from June 2008 to October 7, 2010. In December 2009 Dr. Newell was appointed an Independent Director of Midway Gold Corporation a Canadian public corporation that trades on both the Toronto TSX-V Exchange with symbol MDW and the US NYSE-AMEX also with symbol MDW. Midway Gold is a mineral exploration and development company with properties in the western United States.

In October 2007, Dr. Newell joined the management team as Executive Vice President and Director of Kilimanjaro Mining Company Inc. a private company involved in the acquisition and exploration of highly prospective mineral resource properties in Tanzania, East Africa. In June 2008 Dr. Newell was appointed President and Director of Lake Victoria Mining Company (OTCBB; LVCA) in consideration of his history in gold exploration and mining. We believe Dr. Newell is qualified to serve on our board of directors for the same reasons. He holds an MSc in Geology from the Colorado School of Mines and a PhD in Mineral Exploration from Stanford University. He is a Registered Professional Geologist.

Dr. Newell served as Vice President-Development and a Board Member of Capital Gold Corp. (NYSE-AMEX;CGC and Toronto TSX;CGC) from 2000 to September 2007. As such he was responsible for much of Capital Gold’s engineering and business development at El Chanate Gold, Mexico and continued to serve on Capital Gold Corp’s Board of Directors until November 2009. He also served as President (2000 to 2006) of Capital Gold’s Mexican subsidiary, Minera Santa Rita.

Prior to this time at Capital Gold, he served as Exploration Manager/Senior Geologist for the Newmont Mining Company; Exploration Manager for Gold Fields Mining Company; and Vice President-Development, for Western Exploration Company.

Ahmed Magoma, Director

Ahmed Magoma has a B.Sc. in geology from the University of Dar es Salaam (1992) and 16 years of experience in the mining industry, wherein he has held progressively more responsible management and supervisory roles. Mr. Magoma joined Kilimanjaro Mining Company Inc., in March of 2007, a private company involved in the acquisition and exploration of highly prospective resource properties in Tanzania, East Africa. Mr. Magoma has been a director of Geo Can Resources Company Ltd., a private company, from April 2007 to present. In addition to being a director with Kilimanjaro, Mr. Magoma is responsible for all resource property acquisitions, negotiations with property owners and government relations within Tanzania. His experience encompasses gold projects from grassroots through to mining production. His field experience included working with Tanex, a subsidiary of DeBeers and other South African companies as a field geologist. Mr. Magoma worked with the Ministry of Energy and Minerals in Tanzania for a period to learn, through study, the techniques of small-scale miners to enhance their production. Mr. Magoma has worked with major gold companies Barrick and Randgold as a project geologist and then as senior project geologist with Tanzanite Africa. From 2005 to December 2007, Mr. Magoma was the Senior Project Geologist for Tanzanite Africa Ltd., a private African company.

Mr. Magoma was appointed as a Director in Lake Victoria Mining Company in June 2008. He was considered for this position because of his familiarity with our projects and operations in Tanzania. His position as a Director, and his experience with the Mining Law along with his Tanzanian activities are very important and valuable to our programs. We believe Mr. Magoma is qualified to serve on our board of directors for the same reasons.

Ian A Shaw, Director and Chairman of the Audit Committee

Ian A. Shaw, B.Comm., C.A. - Mr. Shaw, is a graduate of Trinity College, University of Toronto (B.Comm., 1964) and obtained his Chartered Accountant designation in 1969 with Deloitte, Plender, Haskins & Sells, Toronto. In 1993, after a total of 18 years in financial positions with producing mining companies he established Shaw & Associates with the objective of providing corporate finance, regulatory reporting and compliance services to clients that are typically junior public companies in the mineral resource industry. In addition to his directorship with us he is currently a director of Pelangio Exploration Inc. and Chief Financial Officer of Olivut Resources Ltd., both of which are located in Canada and listed on the TSX Venture Exchange.

We believe Mr. Shaw is qualified to serve on our board of directors because of his knowledge of our current operations, in addition to his business experiences described above.

David Ralph Webb, Director

Dr. Webb became a director in Lake Victoria on March 1st, 2013. He is a registered Professional Geologist and has spent the past 25 years as president of DRW Geological Consultants Ltd. providing technical and operating services to companies in the mining exploration, development and production industry. In this capacity he has served as a director and president to three different mining companies and provided consulting services to dozens of other mid-tier and junior companies, most recently having been a director and president of Tyhee Gold Corp, leading it to the discovery and development of its multi-million ounce Yellowknife Gold Project, currently in phases of production permitting.

Dr. Webb graduated from the University of Toronto with a B.A.Sc. (engineering), winning scholarships and bursaries for the highest marks in third and fourth year field courses. He has a M.Sc. from Queens University and a Ph.D. from the University of Western Ontario in Geological Sciences. He was a board member for the NWT and the Nunavut Chamber of Mines, a member of the Education Committee for the Association for Mineral Exploration, a B.C., Blockwatch Captain in Surrey, B.C., and a member of NAPEGG, CIM, PDAC, AMEBC and SEG.

We believe Dr. Webb is qualified to serve on our board of directors because of his knowledge of our current operations, in addition to his business experiences described above.

Term of Office

Our directors are appointed for a one-year term to hold office until the next annual general meeting of our shareholders or until removed from office in accordance with our bylaws. Our officers are appointed by our board of directors and hold office until removed by the board.

Family Relationships

There are no family relationships among our directors or officers, other than David Kalenuik and Heidi Kalenuik who are husband and wife.

Involvement in Certain Legal Proceedings

Our directors and executive officers have not been involved in any of the following events during the past ten years:

1. any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time; 2. any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses); 3. being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities;

4. being found by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated; 5. being the subject of, or a party to, any federal or state judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of: (i) any federal or state securities or commodities law or regulation; or (ii) any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease- and-desist order, or removal or prohibition order; or (iii) any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or 6. being the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Securities Exchange Act of 1934), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

Code of Ethics

We adopted a Code of Ethics applicable to all of our directors, officers, employees and consultants, which is a “code of ethics” as defined by applicable rules of the SEC. Our Code of Ethics was attached as an exhibit to our annual report filed on Form 10-K with the SEC on June 26, 2008.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Exchange Act requires our executive officers and directors and persons who own more than 10% of a registered class of our equity securities to file with the SEC initial statements of beneficial ownership, reports of changes in ownership and annual reports concerning their ownership of our common stock and other equity securities, on Forms 3, 4 and 5 respectively. Executive officers, directors and greater than 10% shareholders are required by the SEC regulations to furnish us with copies of all Section 16(a) reports that they file.

Based solely on our review of the copies of such forms received by us, or written representations from certain reporting persons, we believe that other than as disclosed below, all filing requirements applicable to our officers, directors and greater than ten percent beneficial owners were complied with.

Name	Number of Late Reports	Number of Transactions Not Reported on a Timely Basis	Failure to File Requested Forms
David Kaleniuk	1(1)	1	Nil
Heidi Kalenuik	1(1)	2	Nil
Roger Newell	1(1)	1	Nil
Ian A. Shaw	1(1)	1	Nil
Ahmed Magoma	1(1)	1	Nil
Ming Zhu	1(1)	1	Nil
David Ralph Webb	1(2)	1	Nil

(1)	Filed a Form 4 – Statement of Changes in Beneficial Ownership late.
(2)	Filed a Form 3 – Initial Statement of Beneficial Ownership of Securities late.

ITEM 11. EXECUTIVE COMPENSATION.

The particulars of compensation paid to the following persons:

(a) our principal executive officers during the year ended March 31, 2013; (b) each of our two most highly compensated executive officers other than our principal executive officers who were serving as executive officers at March 31, 2013; and (c) up to two additional individuals for whom disclosure would have been provided under (b) but for the fact that the individual was not serving as our executive officer at March 31, 2013,

whom we collectively refer to as the “named executive officers”, for the fiscal years ended March 31, 2013 and 2012, are set out in the following summary compensation table:

SUMMARY COMPENSATION TABLE
Name and Principal Position	Year	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non- Equity Incentive Plan Compensa- tion ($)	Nonqualified Deferred Compensation Earnings ($)	All Other Compensa -tion ($)	Total ($)
David Kalenuik(1) President and Chief Executive Officer	2013 2012	182,233(2) 202,198(2)	Nil Nil	Nil Nil	17,500(6) 39,591(7)	Nil Nil	Nil Nil	Nil Nil	199,733 241,789
Ming Zhu(3) Chief Financial Officer	2013 2012	89,589(4) 90,605(4)	Nil 1,035(4)	Nil Nil	21,000(6) 20,114 (7)(8)	Nil Nil	Nil Nil	Nil Nil	110,589 111,754
Heidi Kalenuik Secretary and Treasurer	2013 2012	101,651(5) 102,604(5)	Nil 1,035(5)	Nil Nil	210,000(6) 33,256 (7)	Nil Nil	Nil Nil	Nil Nil	311,651 136,895

Notes

(1)	David Kalenuik was appointed our President and Chief Executive Officer on October 7, 2010.
(2)	During the fiscal year ended March 31, 2013, David Kalenuik received consulting fees of $106,215 in cash and deferred compensation of $76,018 to be paid for his services rendered. During the fiscal year ended March 31, 2012, David Kalenuik received consulting fees of $202,198 in Cash.
(3)	Ming Zhu was appointed our Chief Financial Officer on October 7, 2010.
(4)	During the fiscal year ended March 31, 2013, Ming Zhu received salary of $59,683 in cash and deferred compensation of $29,906. During the fiscal year ended March 31, 2012, Ming Zhu received salary of $90,605 and bonus of $1,035 in cash.
(5)	During the fiscal year ended March 31, 2013, Heidi Kalenuik received salary of $59,119 in cash and deferred compensation of $42,532. During the fiscal year ended March 31, 2012, Heidi Kalenuik received salary of $102,604 and bonus of $1,035 in Cash.

(6)	On April 30, 2012, the Company granted 4,800,000 stock options to seven directors and officers at an exercise price of $0.09 per share which expired on April 30, 2015. David Kalenuik was granted 500,000 options with a fair value of $35,000, Heidi Kalenuik was granted 3,000,000 options with a fair value of $210,000, Roger Newell was granted 250,000 options with a fair value of $17,500 and Ming Zhu was granted 300,000 options with a fair value of $21,0001.
(7)	On November 4, 2011, we re-priced the exercise price of 4,080,000 stock options with an exercise price of $0.29 per share to $0.15 per share. The maturity date was also extended from October 7, 2013 to November 4, 2014. These stock options were granted on October 21, 2010 and originally expire on October 21, 2013. During the twelve months ended March 31, 2012, the Company recognized an incremental compensation cost of $161,531 for these modified stock options.
	David Kalenuik received an incremental compensation cost of $39,591, Heidi Kalenuik received an incremental compensation cost of $33,256, Ming Zhu received an incremental compensation cost of $7,918, Roger Newell received an incremental compensation cost of $33,256.
(8)	On November 4, 2011, Ming Zhu received 100,000 stock options at an exercise price of $0.15 per share which will expire on November 4, 2014. All stock options are non-qualified and vested immediately. The fair value was estimated at $12,196.

Employment Contracts

On April 26, 2011, we entered into an employment letter agreement with Heidi Kalenuik, pursuant to which we employed Mrs. Kalenuik to, among other things: carry out the duties and responsibilities of the position of Secretary, Treasurer and Supervisor of Operations of the Company. As consideration for the performance of her duties under the employment letter agreement, we agreed to pay Mrs. Kalenuik CDN$102,000 (approximately US$107,017) per year commencing April 1, 2011. Mrs. Kalenuik is also entitled to receive a one-time bonus in the amount of CDN$1,000 (approximately US$1,049).

On April 26, 2011, we entered into a consulting agreement with David Kalenuik. As consideration for the performance of his consulting services under the agreement, we agreed to pay Mr. Kalenuik CDN$10,000 (approximately US$10,492) per month commencing April 1, 2011, plus applicable taxes. The consulting agreement is for a term of two years and the management renewed the consulting agreement.

Effective April 26, 2011, we entered into an employment letter agreement with Ming Zhu, pursuant to which we employed Mr. Zhu to, among other things: carry out the duties and responsibilities of the position of Chief Financial Officer. As consideration for the performance of his duties under the employment letter agreement, we agreed to pay Mr. Zhu CDN$90,000 (approximately US$94,427) per year commencing April 1, 2011. Mr. Zhu is also entitled to receive a one-time bonus in the amount of CDN$1,000 (approximately US$1,049).

On April 26, 2011, we entered into a consulting agreement with Roger Newell. As consideration for the performance of his consulting services under the agreement, we agreed to pay Mr. Newell USD$3,500 per month commencing April 1, 2011, plus applicable taxes. The consulting agreement is for a term of two years and the agreement expired in April 2013.

Retirement or Similar Benefit Plans

There are no arrangements or plans in which we provide pension, retirement or similar benefits for directors or executive officers. Our directors and executive officers may receive stock options at the discretion of our board of directors in the future. We do not have any material bonus or profit sharing plans pursuant to which cash or non-cash compensation is or may be paid to our directors or executive officers, except that stock options may be granted at the discretion of our board of directors from time to time.

Resignation, Retirement, Other Termination, or Change in Control Arrangements

We have no plans or arrangements in respect of remuneration received or that may be received by our directors or executive officers to compensate such directors or officers in the event of termination of employment (as a result of resignation, retirement, change of control) or a change of responsibilities following a change of control.

__________________________________________1 The fair value of the options was estimated using the Black-Scholes pricing model based on the following assumptions: dividend yield of 0%; risk-free interest rate of 0.38%; expected life of three years; and volatility of 158%

Outstanding Equity Awards at Fiscal Year-End

The following table sets forth for each executive officer certain information concerning the outstanding equity awards as of March 31, 2013.

	OPTION AWARDS					STOCK AWARDS
Name	Number of Securities Underlying Unexercised Options (#) Exercisable	Number of Securities Underlying Unexercised Options (#) Unexercisable	Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)	Option Exercise Price ($)	Option Expiration Date	Number of Shares or Units of Stock That Have Not Vested (#)	Market Value of Shares or Units of Stock That Have Not Vested ($)	Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)	Equity Incentive Plan Awards: Market orPayout Value of Unearned Shares, Units or Other Rights That Have Not Vested (#)
David Kalenuik(1) President and Chief Executive Officer	1,000,000 500,000	Nil	Nil	$0.15 $0.09	November 04, 2014, April 27, 2015	Nil	Nil	Nil	Nil
Ming Zhu(2) Chief Financial Officer	300,000 300,000	Nil	Nil	$0.15 $0.09	November 4, 2014, April 27, 2015	Nil	Nil	Nil	Nil
Heidi Kalenuik Secretary and Treasurer	840,000 3,000,000	Nil	Nil	$0.15 $0.09	November 4, 2014, April 27, 2015	Nil	Nil	Nil	Nil

(1)	David Kalenuik was appointed our President and Chief Executive Officer on October 7, 2010.
(2)	Ming Zhu was appointed our Chief Financial Officer on October 7, 2010.

Aggregated Options Exercised in the Year Ended March 31, 2013 and Year End Option Values

There were no stock options exercised during the year ended March 31, 2013.

Repricing of Options/SARS

We did not reprice any options previously granted during the year ended March 31, 2013.

Director Compensation

The following table sets forth the compensation for each director who is not a named executive officer for the fiscal year ended March 31, 2013.

DIRECTOR COMPENSATION
Name	Fees earned or paid in cash ($)	Stock awards ($)	Option awards ($)	Non-equity incentive plan compensation ($)	Nonqualified deferred compensation earnings ($)	All other compensation ($)	Total ($)
Ahmed A. Magoma	38,858 (1)	Nil	17,500(2)	Nil	Nil	Nil	56,358
Ian A. Shaw(3)	Nil	Nil	14,000(2)	Nil	Nil	Nil	14,000
David Ralph Webb(4)	Nil	Nil	Nil	Nil	Nil	Nil	Nil
Roger Newell	42,000(5)	Nil	17,500(2)	Nil	Nil	Nil	59,500
Lorne B. Anderson	Nil	Nil	21,000(2)	Nil	Nil	Nil	21,000

(1)	Mr. Ahmed Magoma is a director of the Company and a director of its two subsidiaries, Kilimanjaro Mining Company Inc. and Lake Victoria Resources (T) Limited and he is an employee of Lake Victoria Resources (T) Limited. During the fiscal year ended March 31, 2013, he received total director’s fee of $18,000 in cash and deferred compensation of $18,000. During the fiscal year ended March 31, 2013, Ahmed was paid salary of $20,858 in cash and deferred compensation of $62,733 from Lake Victoria Resources (T) Limited; his monthly gross pay was approximately $6,827.
(2)	On April 30, 2012, the Company granted 4,800,000 stock options to seven directors and officers at an exercise price of $0.09 per share which will expire on April 30, 2015. All stock options are non-qualified and vested immediately. The weighted average grant date fair value of stock options granted during the year ended March 31, 2013 was $0.07. During the twelve months ended March 31, 2012, the Company recognized a compensation cost of $362,336 for these stock options. Ahmed Magoma received a compensation cost of $17,750 and Ian Shaw received a compensation cost of $14,000.
(3)	Mr. Ian A. Shaw was appointed as a director on April 8, 2010.
(4)	Mr. David Ralph Webb was appointed as a director on March 1, 2013
(5)	Roger Newell resigned as our President, Chief Executive Officer and Chief Financial Officer on October 7, 2010. During the fiscal year ended March 31, 2013, Roger Newell received $7,000 in cash and deferred compensation of $35,000 for his geological professional service rendered. During the fiscal year ended March 31, 2012, Roger Newell received $42,000 in cash for his geological professional services rendered.

We have no formal plan for compensating our directors for their services in their capacity as directors. Our directors are entitled to reimbursement for reasonable travel and other out-of-pocket expenses incurred in connection with attendance at meetings of our board of directors. Our board of directors may award special remuneration to any director undertaking any special services on our behalf other than services ordinarily required of a director

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

As of July 01, 2013, there were 114,554,067 shares of our common stock outstanding. The following table sets forth certain information known to us with respect to the beneficial ownership of our common stock as of that date by (i) each of our directors, (ii) each of our executive officers, and (iii) all of our directors and executive officers as a group. Except as set forth in the table below, there is no person known to us who beneficially owns more than 5% of our common stock.

Title of Class Directors and Officers:	Name and Address of Beneficial Owner	Number of Shares Beneficially Owned (1)	Percentage of Class (1),(2)
Common Stock	David Kalenuik Suite 810 – 675 West Hastings Street Vancouver, BC V6B 1N2	22,261,000(3)	18.57%
Common Stock	Heidi Kalenuik Suite 810 – 675 West Hastings Street Vancouver, BC V6B 1N2	22,261,000(4)	18.57%
Common Stock	Ming Zhu Suite 810 – 675 West Hastings Street Vancouver, BC V6B 1N2	900,000(5)	0.78%
Common Stock	Roger Newell Suite 810 – 675 West Hastings Street Vancouver, BC V6B 1N2	2, 335,000(6)	2.02%
Common Stock	Ahmed Magoma Suite 810 – 675 West Hastings Street Vancouver, BC V6B 1N2	1,423,750(7)	1.23%
Common Stock	Ian A. Shaw 98 Crimson Millway Toronto, ON M2L 1T6	1,200,000(8)	1.04%
Common Stock	David Ralph Webb	Nil	Nil
Common Stock	Directors and Officers as a group (6)	28,119,750(9)	23.64%
5% Stockholders
Common Stock	David Kalenuik Suite 810 – 675 West Hastings Street Vancouver, BC V6B 1N2	22,261,000(3)	18.57%
Common Stock	Heidi Kalenuik Suite 810 – 675 West Hastings Street Vancouver, BC V6B 1N2	22,261,000(4)	18.57%

(1)	Under Rule 13d-3, a beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includes the power to dispose or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by a person if the person has the right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided. In computing the percentage ownership of any person, the amount of shares outstanding is deemed to include the amount of shares beneficially owned by such person (and only such person) by reason of these acquisition rights.
(2)	The percentage of class is based on 114,554,067 shares of common stock issued and outstanding and as of July 01, 2013.
(3)	Includes 720,000 shares held directly, 16,186,000 shares held by Heidi Kalenuik, the spouse of David Kalenuik and 15,000 shares held by their children. Also includes 1,500,000 shares acquirable on exercise of options held directly, 3,840,000 shares acquirable on exercise of options held indirectly by Heidi Kalenuik on exercises of options within 60 days of the date hereof.

(4)	Includes 16,186,000 shares held directly, 720,000 shares held by David Kalenuik, the spouse of Heidi Kalenuik and 15,000 shares held by their children. Also includes 3,840,000 shares acquirable on exercise of options held directly, 1,500,000 shares acquirable on exercise of options held indirectly by David Kalenuik on exercises of options within 60 days of the date hereof.
(5)	Includes 600,000 shares acquirable on exercise of options within 60 days of the date hereof.
(6)	Includes 1,090,000 shares acquirable on exercise of options and 200,000 shares acquirable on exercise of warrants within 60 days of the date hereof.
(7)	Includes 750,000 shares acquirable on exercise of options within 60 days of the date hereof.
(8)	Includes 400,000 shares acquirable on exercise of options and 400,000 shares acquirable on exercise of warrants within 60 days of the date hereof.
(9)	Includes 8,180,000 shares acquirable on exercise of options and 600,000 shares acquirable on exercise of warrants within 60 days of the date hereof.

Changes in Control

We are unaware of any contract or other arrangement the operation of which may at a subsequent date result in a change of control of our company.

Securities Authorized for Issuance under Equity Compensation Plans

Effective October 7, 2010, we adopted our 2010 Stock Option Plan. The purpose of our 2010 Stock Option Plan is to retain the services of directors, officers, valued key employees and consultants and such other persons as the plan administrator selects, and to encourage such persons to acquire a greater proprietary interest in our company, thereby strengthening their incentive to achieve the objectives’ stockholders, and to serve as an aid and inducement in the hiring of new employees. Under the plan, the plan administrator is authorized to grant stock options to acquire up to a total of 10,000,000 shares of our common stock.

The following table provides a summary of the number of stock options granted under the 2010 Stock Option Plan, the weighted average exercise price and the number of stock options remaining available for issuance under our option plan as at March 31, 2013:

Equity Compensation Plan Information
Plan category	Number of securities to be issued upon exercise of outstanding options, warrants and rights (a)	Weighted-Average exercise price of outstanding options, warrants and rights (b)	Number of securities remaining available for future issuance under equity compensation plan (excluding securities reflected in column (a))
Equity compensation plans not approved by security holders (2010 Stock Option Plan)	9,520,000	$0.12	480,000

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

Except as noted below, none of the following parties has, since commencement of our fiscal year ended March 31, 2012, had any material interest, direct or indirect, in any transaction with us or in any presently proposed transaction that has or will materially affect us, in which our company is a participant and the amount involved exceeds the lesser of $120,000 or 1% of the average of our company’s total assets for the last two completed financial years:

(i) Any of our directors or officers; (ii) Any person proposed as a nominee for election as a director; (iii) Any person who beneficially owns, directly or indirectly, shares carrying more than 5% of the voting rights attached to our outstanding shares of common stock; (iv) Any of our promoters; and (v) Any member of the immediate family (including spouse, parents, children, siblings and in- laws) of any of the foregoing persons.

Related Party Transactions and Balances:

a) As at March 31, 2013, the Company owed $144,374 (March 31, 2012 - $Nil) to five directors and officers of the Company. During the year ended March 31, 2013, the Company incurred $36,000 (2012 - $32,000) of directors fees to a director, $42,000 (2012 - $42,000) of geologist consulting fees to a director, $384,256 (2012 - $311,745) of salary to three directors and officers. b) As at March 31, 2012, the Company held $41,966 in trust with a company sharing a common director, which has been included in advances and deposits. c) At March 31, 2012, the Company owed $Nil (2012 - $500) of accounting fees to an individual related to an officer of the Company which has been included in accounts payable. During the year ended March 31, 2013, the Company incurred $2,000 (2012 - $6,000) of accounting fees to the individual.

Director Independence

Our common stock is quoted on the OTC bulletin board interdealer quotation system, which does not have director independence requirements. Under NASDAQ rule 5605(a) (2), a director is not considered to be independent if he or she is also an executive officer or employee of the corporation. David Kaleniuk as our president and chief executive officer, Heidi Kalenuik as our secretary and treasurer, Ahmed Magoma as an employee of a subsidiary company and Roger A. Newell as our consultant and former President, Chief Executive Officer and Chief Financial Officer are therefore are not considered independent. Messrs. Webb and Shaw are considered to be independent as they are not officers or employees of our company.

Audit Committee and Charter

Our audit committee consists of three directors. One of them, Ian Shaw is independent and Ian Shaw is the designated Chair of the Committee when it is constituted. Our audit committee is responsible for: (1) selection and oversight of our independent accountant; (2) establishing procedures for the receipt, retention and treatment of complaints regarding accounting, internal controls and auditing matters; (3) establishing procedures for the confidential, anonymous submission by our employees of concerns regarding accounting and auditing matters; (4) engaging outside advisors; and, (5) funding for the outside auditory and any outside advisors engagement by the audit committee. A copy of our audit committee charter was filed with the Securities and Exchange Commission on June 26, 2008 with our Form 10-K.

Audit Committee Financial Expert

The Board has determined that the Chairman of the Audit Committee is Ian A. Shaw. Mr. Shaw is an independent director and qualified as an “audit committee financial expert” as defined by the SEC and he also meets the additional criteria for independence of Audit Committee members set forth in Rule 10A-3(b)(l) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Disclosure Committee and Charter

We have a disclosure committee and disclosure committee charter. Our disclosure committee is comprised of all of our officers and directors. The purpose of the committee is to provide assistance to the Chief Executive Officer and the Chief Financial Officer in fulfilling their responsibilities regarding the identification and disclosure of material information about us and the accuracy, completeness and timeliness of our financial reports. A copy of the disclosure committee charter was filed with the Securities and Exchange Commission on June 26, 2008 within our Form 10-K.

National Instrument 58-101

We are a reporting issuer in the Province of British Columbia. National Instrument 58-101 of the Canadian Securities Administrators requires our company to disclose annually in our annual report certain information concerning corporate governance disclosure.

Board of Directors

Our board of directors currently consists of Roger A Newell, David Kalenuik, Heidi Kalenuik, Ian A. Shaw, David Ralph Webb and Ahmed A. Magoma. We have determined that Mr. Kalenuik, Mrs. Kalenuik, Mr. Newell and Mr. Magoma are not independent as that term is defined in National Instrument 52-110 due to the fact that they are current or former executive officers or employees of our company. Messrs. Shaw and Webb are independent.

Our board of directors facilitates its exercise of independent supervision over management by endorsing the guidelines for responsibilities of the board as set out by regulatory authorities on corporate governance in Canada and the United States. Our board’s primary responsibilities are to supervise the management of our company, to establish an appropriate corporate governance system, and to set a tone of high professional and ethical standards. The board is also responsible for:

selecting and assessing members of the board;

choosing, assessing and compensating the chief executive officer of our company, approving the compensation of all executive officers and ensuring that an orderly management succession plan exists;

reviewing and approving our company’s strategic plan, operating plan, capital budget and financial goals, and reviewing its performance against those plans;

adopting a code of conduct and a disclosure policy for our company, and monitoring performance against those policies;

ensuring the integrity of our company’s internal control and management information systems;

approving any major changes to our company’s capital structure, including significant investments or financing arrangements; and

reviewing and approving any other issues which, in the view of the board or management, may require board scrutiny.

Directorships

The following directors are also directors of other reporting issuers (or the equivalent in a foreign jurisdiction), as identified next to their name:

Director Reporting Issuers or Equivalent in a Foreign Jurisdiction David Kalenuik N/A Heidi Kalenuik N/A Roger Newell Midway Gold, Corp Ian A. Shaw Pelangio Exploration Inc. Ahmed A. Magoma N/A David Ralph Webb N/A

Orientation and Continuing Education

We have an informal process to orient and educate new members to the board regarding their role on the board, our committees and our directors, as well as the nature and operations of our business. This process provides for an orientation with key members of the management staff, and further provides access to materials necessary to inform them of the information required to carry out their responsibilities as a board member. This information includes the most recent board approved budget, the most recent annual report, the audited financial statements and copies of the interim quarterly financial statements.

The board does not provide continuing education for its directors. Each director is responsible to maintain the skills and knowledge necessary to meet his or her obligations as directors.

Nomination of Directors

Assessments

The board intends that individual director assessments be conducted by other directors, taking into account each director’s contributions at board meetings, service on committees, experience base, and their general ability to contribute to one or more of our company’s major needs. However, due to our stage of development and our need to deal with other urgent priorities, the board has not yet implemented such a process of assessment.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

The aggregate fees billed for the completed fiscal years ended March 31, 2013 and 2012 for professional services rendered by Manning Elliott LLP for the audit of our annual financial statements, quarterly reviews of our interim financial statements and services normally provided by the independent accountant in connection with statutory and regulatory filings or engagements for these fiscal periods were as follows:

	Year Ended March 31, 2013	Year Ended March 31, 2012
Audit Fees and Audit Related Fees	$64,245	$58,812
Tax Fees	$16,072	$Nil
All Other Fees	$Nil	$Nil
Total	$80,317	$58,812

Policy on Pre-Approval by Audit Committee of Services Performed by Independent Auditors

The board of directors pre-approves all services provided by our independent auditors. All of the above services and fees were reviewed and approved by the board of directors before the respective services were rendered.

PART IV. OTHER INFORMATION

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.

Exhibit
Number	Description
3.1	Articles of Incorporation (incorporated by reference from our Registration Statement on Form SB-2, filed on June 6, 2007)
3.2	Certificate of Amendment dated December 7, 2010 (incorporated by reference from our Current Report on Form 8-K dated December 10, 2010)
3.3	Amended and Restated Bylaws (incorporated by reference from our Current Report on Form 8-K filed on June 7, 2011)
4.1	Specimen Stock Certificate (incorporated by reference from our Registration Statement on Form SB-2 filed on June 6, 2007)
4.2	Form of Warrant Certificate for Offering Completed September 7, 2010 (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)
10.1	Option Agreement with Geo Can Resources Company Limited (incorporated by reference from our Annual Report on Form 10-K filed on July 14, 2009)
10.2	Binding Letter Agreement with Kilimanjaro Mining Company Inc. (incorporated by reference from our Annual Report on Form 10-K filed on July 14, 2009)
10.3	Consulting Services Agreement with Stocks That Move (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2009)
10.4	Consulting Agreement with Robert Lupo (incorporated by reference from our Quarterly Report on Form 10-Q filed on February 22, 2010)
10.5	Addendum to the Consulting Agreement with Robert Lupo (incorporated by reference from our Quarterly Report on Form 10-Q filed on February 22, 2010)
10.6	Finder’s Fee Agreement with Robert A. Young and the RAYA Group (incorporated by reference from our Annual Report on Form 10-K filed on July 14, 2019)
10.7	Termination of the Consulting Agreement with Robert Lupo (incorporated by reference from our Annual Report on Form 10-K filed on July 14, 2010)
10.8	Consulting Agreement with Clive Howard Matthew King (incorporated by reference from our Annual Report on Form 10-K filed on July 14, 2010)
10.9	Consulting Agreement dated October 7, 2010 between we and Misac Noubar Nabighian (incorporated by reference from our Current Report on Form 8-K filed on October 13, 2010)
10.10	2010 Stock Option Plan (incorporated by reference from our Current Report on Form 8-K filed on October 13, 2010)
10.11	Stock Exchange Agreement with Kilimanjaro Mining Company, Inc. and their selling shareholders (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2009)
10.12	Form of Subscription Agreement for Offering Completed September 7, 2010 (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)
10.13	Amendment No. 1 to Consulting Agreement between we and Clive King dated effective November 11, 2010.(incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)
10.14	Form of Mineral Property Sales Agreement dated May 15, 2009, July 29, 2009, August 28, 2009 and November 19, 2009 between a director and the landowners listed below (collectively the “Landowners”) (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010):
	No Owners Name
	S01 Pius Joackim Game in Parenership with Mustafa Kaombwe and Msua Mkumbo
	S03 Mohamed Suleimani and Partners Plus Chombo, Alfred Joakim and Heri S. Mhula
	S04 Maswi Marwa In Partnership with Robert Malando, Andrew Julius Marando and Mathew Melania
	S05 John Bina Wambura in Partnership with Fabiano Lango
	S06 Elizabeth Shango
	S07 Athuman Chiboni in Partnership with Maswi Marwa and Robert Malando
	S08 Malando Maywili in Partnership with Charles Mchembe

Exhibit
Number	Description
	S09 Robert Malando
	S10 Raymond Athumani Munyawi
	S11 Jeremia K. Lulu in Partnership with Agnes Musa, Juma Shashu, Neema Safari, Neema Tungaraza, Safari Neema Tungaraza, Safari Meema and Simon Gidazada
	S12 Heri S. Mhula and partners Samweli Sumbuka, Plus Gam and Shambulingole
	S13 Limbu Magambo Nyoda and Partners Saba Joseph, Bakari Kahinda
	S14 Shambuli Sumbuka in Partnership with Limbu Gambo
	S15 Salama Mselemu
	S16 John Bina Wambura in Partnership with Bosco Sevelin Chaila; Plus Game; Saimon Jonga
	S17 John Bina Wambura in Partnership with Jumanne Mtemi; Anton Gidion; Bosco Sevelin Chaila; Plus Game; Saimon Jonga
	S18 Limbu Magambo in Partnership with Pous GamI and Shambuli Sumbuka
	S19 Lukas Mmary in Partnership with Henry Pajero, John Bina, Massanja Game, Mwajuma Joseph, Mwita Magita and Plus Game
	S20 Maswi Marwa In Partnership with Shagida malando; Marwa Marwa; Benidict Mitti and Fred Mgongo
	S21 Mustafa IDD Kaombwe
	S22 Mustafa IDD Kaombwe in Partnership with Mahega Malugoyi; Julias Kamana; Ramadhani Lyanga and Abas Mustafa
	S23 Ramadhani Mohamed Lyanga In partnership With Mustafa Kaombwe and Bethod Njega
	S24 Ales David Kajoro in partnership with Henry Ignas; Daud Peter and Julias Charles Rugiga
	S25 Joel Mazemle in Partnership with Christina Mazemle, Plus Chombo and Limbu Magambo Nyoda
	S26 Idd Ismail in Partnership with Bakari Abdi, Elizabeth U. Yohana, Emanuel Marco, Hamisi Ramadhan, Husein Hasan, Mnaya Hosea, and Sanane Msigalali

10.15	Form of Addendum No. 1 to Mineral Property Sales Agreement dated September 18, 2009 between a director and the Landowners (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)
10.16	Form of Addendum No. 2 to Mineral Property Sales Agreement dated January 18, 2010 between a director and the Landowners (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)
10.17	Form of Addendum No. 3 to Mineral Property Sales Agreement dated July 27, 2010 between a director and the Landowners (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)
10.18	Mineral Financing Agreement between we and Ahmed Magoma dated October 19, 2009 (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)
10.19	Property Purchase Agreement between Geo Can Resources Company Limited and Kilimanjaro Mining Company, Inc dated May 5, 2009(incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)
10.20	Amendment to Mineral Financing Agreement between we and Ahmed Magoma dated October 27, 2009 (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)
10.21	Declaration of Trust of Geo Can Resources Company Limited dated July 23, 2009 (incorporated by reference from our Quarterly Report on Form 10-Q filed on November 23, 2010)
10.22	Form of Subscription Agreement for non US Subscribers (incorporated by reference from our Current Report on Form 8- K filed on March 11, 2011)
10.23	Form of Subscription Agreement for US Subscribers (incorporated by reference from our Current Report on Form 8-K filed on March 11, 2011)
10.24	Consulting Agreement dated April 26, 2011 between David Kalenuik and we (incorporated by reference from our Current Report on Form 8-K filed on May 2, 2011)
10.25	Consulting Agreement dated April 26, 2011 between Roger Newell and we (incorporated by reference from our Current Report on Form 8-K filed on May 2, 2011)

Exhibit
Number	Description
10.26	Employment Agreement dated April 26, 2011 between Heidi Kalenuik and we (incorporated by reference from our Current Report on Form 8-K filed on May 2, 2011)
10.27	Employment Agreement dated April 26, 2011 between Ming Zhu and we (incorporated by reference from our Current Report on Form 8-K filed on May 2, 2011)
10.28	Geita Option Agreement dated May 6, 2011 between Otterburn Ventures Inc. and we (incorporated by reference from our Current Report on Form 8-K filed on May 12, 2011)
10.29	Kalemela Option Agreement dated May 6, 2011 between Otterburn Ventures Inc. and we (incorporated by reference from our Current Report on Form 8-K filed on May 12, 2011)
10.30	North Mara Option Agreement dated May 6, 2011 between Otterburn Ventures Inc. and we (incorporated by reference from our Current Report on Form 8-K filed on May 12, 2011)
10.31	Singida Option Agreement dated May 6, 2011 among Otterburn Ventures Inc., we and Ahmed Abubakar Magoma (incorporated by reference from our Current Report on Form 8-K filed on May 12, 2011)
14.1	Code of Ethics (incorporated by reference from our Annual Report on Form 10-K filed on June 26, 2008)
21.1*	List of Subsidiaries
31.1*	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*	Certification of Chief Executive Officer pursuant Section 906 Certifications under Sarbanes-Oxley Act of 2002
32.2*	Certification of Chief Financial Officer pursuant Section 906 Certifications under Sarbanes-Oxley Act of 2002
99.2	Audit Committee Charter (incorporated by reference from our Annual Report on Form 10-K filed on June 26, 2008)
99.3	Disclosure Committee Charter (incorporated by reference from our Annual Report on Form 10-K filed on June 26, 2008)

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

LAKE VICTORIA MINING COMPANY, INC.

	BY:	/s/ David Kalenuik
		David Kalenuik
		President and Chief Executive Officer
		(Principal Executive Office)
	Date:	June 27, 2013

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By /s/ David KalenuikDavid KalenuikPresident, Chief Executive Officerand Director (Principal Executive Officer) Date: June 27, 2013

By /s/ Ming ZhuMing Zhu Chief Financial Officer (Principal Accounting Officer and Principal Financial Officer) Date: June 27, 2013

By /s/ Heidi Kalenuik Heidi Kalenuik Director June 27, 2013

By /s/ Roger A. Newell Roger A. Newell Director June 27, 2013

By /s/ Ahmed A. Magoma Ahmed A. Magoma Director June 27, 2013

By /s/ Ian A. Shaw Ian A. Shaw Director June 27, 2013

By /s/ David Ralph WebbDavid Ralph Webb Director June 27, 2013

Filing Compare · Lake Victoria Mining Company, Inc.