UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(mark one)

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

For the fiscal year ended December 31, ~~2019~~2020

[ ] 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: 000-53809

JOSHUA GOLD RESOURCES INC.

(Exact name of registrant as specified in its charter)


Nevada	27-0531073
(State or other jurisdiction	(I.R.S. Employer
of incorporation or organization)	Identification No.)

~~1321~~Unit ~~Dundas~~20 ~~Street,~~1033 Pattullo Avenue Woodstock, Ontario, Canada ~~N4S~~N4V ~~7V9~~1C8

(Address of Principal Executive Offices)(Zip Code)

(~~877~~226) ~~539~~888-~~6109~~5610

(Registrant’s telephone number, including area code)

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

None

Securities registered under Section 12(g) of the Exchange Act:

Common Stock, $0.0001 par value 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 Section 15(d) of the Act.

Yes ¨ No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed 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 days.

Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit post such files).

Yes x No ¨

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 of the Exchange Act.

Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer ¨x Smaller reporting company x Emerging Growth ~~companyx~~Company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant ishas filed a ~~shell~~report ~~company~~on ~~(as~~and ~~defined~~attestation into ~~Rule~~its ~~12b-2~~management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ¨

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 last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter. ~~The~~Based on an average bid and asked price of $0.11495 per share the aggregate market value of the registrant's voting and non-voting common stock held by non-affiliates of the registrant on June 30, ~~2019~~2020, ~~cannot~~was ~~be determined because the shares were not actively traded on any public market~~$12,677,498.

As of ~~February~~April 207, ~~2020~~2021, the registrant had ~~138~~145,~~084~~451,~~681~~342 shares of Common Stock, $0.0001 par value, issued and outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

A description of “Documents Incorporated by Reference’ is contained in Part IV, Item 15 of this Annual Report.

JOSHUA GOLD RESOURCES INC.

~~2019~~2020 FORM 10-K ANNUAL REPORT

TABLE OF CONTENTS

PART I		4
ITEM 1.	Business	4
ITEM 1A.	Risk Factors	7
ITEM 1B.	Unresolved Staff Comments	11
ITEM 2.	Properties	11
ITEM 3.	Legal Proceedings	3635
ITEM 4.	Mine Safety Disclosures	36
PART II		36
ITEM 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	36
ITEM 6.	Selected Financial Data	3837
ITEM 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	3837
ITEM 7A.	Quantitative and Qualitative Disclosures about Market Risk	39
ITEM 8.	Financial Statements and Supplementary Data	39
ITEM 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	5856
ITEM 9A.	Controls and Procedures	5856
ITEM 9B.	Other Information	5857
PART III		5857
ITEM 10.	Directors, Executive Officers and Corporate Governance	5857
ITEM 11.	Executive Compensation	6159
ITEM 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	6260
ITEM 13.	Certain Relationships and Related Transactions, and Director Independence	6462
ITEM 14.	Principal Accounting Fees and Services	6462
PART IV		6463
ITEM 15.	Exhibits, Financial Statement Schedules	6463
ITEM 16.	Form 10-K Summary	65

PART I

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This ~~2019~~2020 Annual Report on Form 10-K, including the sections entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business,” contains “forward-looking statements” that include information relating to future events, future financial performance, strategies, expectations, competitive environment, regulation and availability of resources. These forward-looking statements include, without limitation, statements regarding: proposed new products or services; our statements concerning litigation or other matters; statements concerning projections, predictions, expectations, estimates or forecasts for our business, financial and operating results and future economic performance; statements of management’s goals and objectives; trends affecting our financial condition, results of operations or future prospects; our financing plans or growth strategies; and other similar expressions concerning matters that are not historical facts. Words such as “may,” “will,” “should,” “could,” “would,” “predicts,” “potential,” “continue,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes” and “estimates,” and similar expressions, as well as statements in future tense, identify forward-looking statements.

Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by which, that performance or those results will be achieved. Forward-looking statements are based on information available at the time they are made and/or management’s good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause these differences include, but are not limited to:


	·	our inability to raise additional funds to support operations and capital expenditures;


	·	our inability to achieve greater and broader market acceptance of our products and services in existing and new market segments;


	·	our inability to successfully compete against existing and future competitors;


	·	our inability to manage and maintain the growth of our business;


	·	our inability to protect our intellectual property rights; and


	·	other factors discussed under the headings “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business.”

Forward-looking statements speak only as of the date they are made. You should not put undue reliance on any forward-looking statements. We assume no obligation to update forward-looking statements to reflect actual results, changes in assumptions or changes in other factors affecting forward-looking information, except to the extent required by applicable securities laws. If we do update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.

ITEM 1. BUSINESS

With respect to this discussion, the terms “we” “us” “our” and the “Company” refer to Joshua Gold Resources Inc., a Nevada corporation.

(a) Corporate History and Background.

We were incorporated in the State of Nevada on July 10, 2009 under the name “ABC Acquisition Corp 1501.” Prior to the Stock Purchase transaction described below, our business purpose was to seek the acquisition of or merger with, an existing private company. Accordingly, we were engaged in organizational efforts in order to put us in a position where we could seek to target and eventually acquire an existing private company.

On June 4, 2010, Ben Fuschino, our sole officer and director at that time, sold his 35,000,000 shares of the Company’s common stock, which shares represented 100% of our issued and outstanding common stock, to Luc Duchesne and Robert Cormier for a total purchase price of $7,000 (the “Stock Purchase”). Upon closing of the Stock Purchase, (i) Mr. Duchesne and Mr. Cormier held a controlling 100% ownership in the Company, (ii) we changed our business and became a start-up carbon measuring company and (iii) we changed our name to “Bio-Carbon Systems International Inc.” to better reflect our new business enterprise.

~~Immediately after the closing of the Stock Purchase, on June~~ 4, 2010, we entered into a license agreement (the “Cormier License”) with R&B Cormier Enterprises Inc. (“Cormier Enterprises”), an Ontario corporation and a license agreement (the “GSN License”) with GSN Dreamworks, Inc., an Ontario corporation (“GSN”). The Cormier License and GSN License (collectively, the “License Agreements”) granted the Company licensed intellectual property and technology

Immediately after the closing of the Stock Purchase, on June 4, 2010, we entered into a license agreement (the “Cormier License”) with R&B Cormier Enterprises Inc. (“Cormier Enterprises”), an Ontario corporation and a license agreement (the “GSN License”) with GSN Dreamworks, Inc., an Ontario corporation (“GSN”). The Cormier License and GSN License (collectively, the “License Agreements”) granted the Company licensed intellectual property and technology to conduct airborne and other surveys of forested lands in areas that are difficult to access. Those surveys would have been conducted in a statistically verifiable process designed for use in carbon trading programs to assess the potential value of the surveyed lands as carbon sequestration land parcels in carbon trading, carbon sequestration, and other greenhouse gas emission control, offset and reduction programs.

toAlso, ~~conduct~~on ~~airborne~~June ~~and~~4, ~~other~~2010, ~~surveys~~the ofCompany ~~forested~~entered ~~lands~~into inconsulting ~~areas~~agreements ~~that~~(collectively, ~~are~~the ~~difficult~~“Consulting toAgreements”) ~~access~~with Mr. ~~Those~~Duchesne ~~surveys~~and ~~would~~Mr. ~~have~~Cormier, ~~been~~pursuant ~~conducted~~to inwhich aMr. ~~statistically~~Duchesne ~~verifiable~~and ~~process~~Mr. ~~designed~~Cormier ~~for~~agreed ~~use in carbon trading programs~~ to ~~assess~~provide the ~~potential~~Company ~~value~~with ofmanagement ~~the~~and ~~surveyed~~advisory ~~lands~~services aswith ~~carbon~~respect ~~sequestration~~to ~~land~~the ~~parcels~~intellectual inproperty ~~carbon~~licensed ~~trading,~~to ~~carbon~~the ~~sequestration,~~Company ~~and~~under ~~other~~the ~~greenhouse~~Cormier ~~gas emission control, offset~~ and ~~reduction~~GSN ~~programs~~Licenses.

~~Also,~~On onDecember ~~June 4~~23, 2010, the Company ~~entered~~elected ~~into~~to ~~consulting~~terminate ~~agreements (collectively,~~ the ~~“Consulting~~License Agreements”) ~~with~~and ~~Mr.~~Consulting ~~Duchesne~~Agreements ~~and~~as ~~Mr.~~the ~~Cormier,~~Company ~~pursuant~~determined tothat ~~which~~conditions ~~Mr.~~were ~~Duchesne~~not ~~and~~in ~~Mr.~~place ~~Cormier~~for ~~agreed~~the tosuccessful ~~provide~~exploitation of the ~~Company~~technology ~~with~~covered ~~management~~by ~~and~~the ~~advisory~~License ~~services~~Agreements. The ~~with~~termination ~~respect~~did tonot ~~the~~given ~~intellectual~~rise ~~property~~to ~~licensed~~any topenalties against the Company ~~under~~as the ~~Cormier~~termination ~~and~~was ~~GSN~~concluded ~~Licenses~~through a mutual agreement of separation.

OnUpon ~~December~~termination ~~23,~~of ~~2010~~the aforementioned License and Consulting Agreements, the Company ~~elected~~abandoned tothe ~~terminate~~carbon measuring business and became a mineral exploration company located in Oakville, Ontario, Canada through the ~~License~~acquisition ~~Agreements~~of a mineral rights lease and ~~Consulting~~other ~~Agreements~~mineral properties, as ~~the~~described in further detail below. The Company’s ~~determined~~principal ~~that~~business ~~conditions~~activity ~~were~~now ~~not~~is inthe ~~place~~exploration ~~for~~of mineral property interests. The Company is considered to be in the ~~successful~~exploration ~~exploitation~~stage and substantially all of the ~~technology~~Company’s ~~covered~~efforts byare ~~the~~devoted ~~License~~to ~~Agreements. The~~exploring ~~termination~~mineral ~~did~~property ~~not~~interests. ~~given~~There ~~rise~~has tobeen ~~any~~no ~~penalties~~determination ~~against~~whether the Company’s asinterests ~~the~~in ~~termination~~unproven ~~was~~mineral ~~concluded~~properties ~~through~~contain amineral ~~mutual~~reserves ~~agreement~~which ofare ~~separation~~economically recoverable.

~~Upon~~On ~~termination~~February of1, ~~the aforementioned License and Consulting Agreements~~2016, the Company ~~abandoned~~registered ~~the~~articles ~~carbon measuring business and became a mineral exploration company located in Oakville, Ontario, Canada through the acquisition~~ of aamendment ~~mineral~~with ~~rights lease and other mineral properties, as described in further detail below. The Company’s principal business activity now is~~ the ~~exploration~~state of ~~mineral~~Nevada ~~property~~changing ~~interests. The Company is considered to be in~~ the ~~exploration~~name ~~stage and substantially all~~ of the Company’s ~~efforts~~from ~~are~~“Joshua ~~devoted~~Gold toResources ~~exploring mineral property interests~~Inc.” ~~There~~to ~~has~~“Enhanced ~~been~~Energy noSolutions ~~determination whether the Company’s interests in unproven mineral properties contain mineral reserves which are economically recoverable~~Corp. ”

On ~~February~~October 118, 2016, the Company registered articles of amendment with the state of Nevada changing the name of the Company from “~~Joshua~~Enhanced ~~Gold~~Energy ~~Resources~~Solutions ~~Inc~~Corp.” back to “~~Enhanced~~Joshua ~~Energy~~Gold ~~Solutions~~Resources ~~Corp~~Inc.”

OnThe ~~October~~Company 18does not have any current plans, ~~2016~~arrangements, ~~the~~discussions ~~Company~~or ~~registered~~intentions, ~~articles~~whether ofwritten ~~amendment~~or oral, to engage in a merger or acquisition with ~~the~~an ~~state~~identified ofor ~~Nevada~~unidentified ~~changing~~company ~~the~~or ~~name~~person ofto ~~the~~be ~~Company~~used ~~from~~as ~~“Enhanced~~a ~~Energy~~vehicle ~~Solutions~~for ~~Corp.”~~a ~~back~~private company to ~~“Joshua~~become ~~Gold~~a ~~Resources~~reporting ~~Inc~~company.”

~~The~~We ~~Company~~are ~~does~~a ~~not~~development ~~have~~stage ~~any~~company ~~current~~and ~~plans,~~currently ~~arrangements,~~have ~~discussions~~little orrevenue. At ~~intentions~~December 31, ~~whether written or oral~~2020, toour ~~engage~~total incurrent aassets ~~merger~~were $33,953 and orour ~~acquisition~~total ~~with~~current anliabilities ~~identified~~were $1,339,677. Our ~~or unidentified company or person to be used as a vehicle~~ net loss for athe ~~private~~year ~~company~~ended toDecember ~~become~~31, a2020, was ~~reporting company~~$860,557.

~~We are a development stage company and currently have no revenues.~~(b) AtBusiness ~~December~~of ~~31, 2019, our total current assets were $53,103 and our total current liabilities were $1,167,126~~Issuer. ~~Our net loss for the year ended December 31, 2019, was $2,027,604.~~

~~(b)~~ Business ~~of Issuer.~~Overview

~~Business~~We ~~Overview~~intend to devote substantially all of our efforts on establishing our business plan and continuing to grow our operations in the mineral exploration sector. We do not have sufficient capital to operate our business and will require additional funding to sustain operations through December 2021. There is no assurance that we will be able to achieve revenues sufficient to become profitable. Our internet address is www.joshuagoldresources.com.

We intend to devote substantially all of our efforts on establishing our business plan and continuing to grow our operations in the mineral exploration sector. We do not have sufficient capital to operate our business and will require additional funding to sustain operations through December 2020. There is no assurance that we will be able to achieve revenues sufficient to become profitable. Our internet address is www.joshuagoldresources.com.Employees

~~Employees~~As of February 28, 2021, we had no full-time employees and two part-time employees. We expect no significant changes in the number of our employees in the next twelve (12) months.

~~As of February 20, 2020, we had no full-time employees and two part-time employees. We expect no significant changes in the number of our employees in the next twelve (12) months.~~5

5Competition

~~Competition~~We are an exploration stage mineral resource exploration company that competes with other mineral resource exploration companies for financing and for the acquisition of mineral properties. Many of the mineral resource exploration companies with whom we compete have greater financial and technical resources than those available to us. Accordingly, these competitors may be able to spend greater amounts on acquisitions of mineral properties of merit, on exploration of their mineral properties and on development of their mineral properties. In addition, they may be able to afford more geological expertise in the targeting and exploration of mineral properties. This competition could result in competitors having mineral properties of greater quality and interest to prospective investors who may finance additional exploration and development. This competition could adversely impact our ability to achieve the financing necessary for us to acquire mineral property interests and conduct exploration activities.

We ~~are~~will analso ~~exploration~~compete ~~stage mineral resource exploration company that competes~~ with other mineral ~~resource~~ exploration companies for financing ~~and~~from ~~for~~a ~~the~~limited ~~acquisition~~number of ~~mineral~~investors ~~properties.~~that ~~Many~~are ofprepared ~~the~~to ~~mineral~~make ~~resource~~investments in mineral exploration companies. ~~with~~The ~~whom~~presence weof ~~compete~~competing ~~have~~mineral ~~greater~~exploration ~~financial~~companies ~~and~~may ~~technical~~adversely ~~resources~~impact ~~than~~on ~~those~~our ~~available~~ability to ~~us.~~raise ~~Accordingly,~~additional ~~these~~capital ~~competitors~~in ~~may~~order ~~be able~~ to ~~spend~~fund ~~greater~~our ~~amounts on acquisitions of mineral properties of merit, on~~ exploration ofprograms ~~their~~if ~~mineral~~investors ~~properties~~are ~~and on development~~ of ~~their~~the ~~mineral~~view ~~properties.~~that Ininvestments ~~addition,~~in ~~they~~competitors ~~may~~are ~~be able to afford~~ more ~~geological~~attractive ~~expertise~~based inon the ~~targeting~~merit ~~and exploration~~ of ~~mineral~~the ~~properties. This competition could result in competitors having~~ mineral properties ofunder ~~greater~~investigation ~~quality~~ and ~~interest~~the toprice ~~prospective~~of ~~investors who may finance additional exploration and development. This competition could adversely impact our ability to achieve~~ the ~~financing~~investment ~~necessary~~offered ~~for us~~ to ~~acquire mineral property interests and conduct exploration activities~~investors.

WeGovernment ~~will~~Regulation also compete with other mineral exploration companies for financing from a limited number of investors that are prepared to make investments in mineral exploration companies. The presence of competing mineral exploration companies may adversely impact on our ability to raise additional capital in order to fund our exploration programs if investors are of the view that investments in competitors are more attractive based on the merit of the mineral properties under investigation and ~~the price of the investment offered to investors.~~ Standards

~~Government~~There ~~Regulation~~are several governmental regulations that materially restrict the exploration for minerals and ~~Standards~~the extraction of minerals and any related mining activities in Canada and in the Northwest Territories. The Company will be subject to the mining laws and regulations in force in Canada and in the Northwest Territories (as well as any other jurisdiction wherein a future-acquired property is located). In order to comply with applicable regulations, the Company may be required to obtain work permits, post bonds and perform remediation work for any physical disturbance to land.

~~There~~Additionally, ~~are~~the ~~several~~Dodd–Frank ~~governmental~~Wall ~~regulations~~Street ~~that~~Reform ~~materially~~and ~~restrict~~Consumer ~~the~~Protection ~~exploration~~Act signed into law in July of 2010, includes a requirement for certain companies using “conflict minerals” ~~and~~in the ~~extraction~~manufacturing of, ~~minerals~~or ~~and~~contracting ~~any~~to ~~related~~manufacture, ~~mining~~products ~~activities~~to inpublicly ~~Canada~~disclose ~~and~~the insource of the ~~Northwest~~conflict ~~Territories~~mineral. The ~~Company~~conflict ~~will~~mineral belist ~~subject~~currently toincludes ~~the~~columbite-tantalite, ~~mining~~cassiterite, ~~laws~~wolframite, and ~~regulations~~gold mined in ~~force~~the inDemocratic ~~Canada~~Republic of Congo and inseveral ~~the~~surrounding ~~Northwest~~central ~~Territories~~African ~~(as~~countries. These ~~well~~companies asreporting ~~any~~obligations ~~other~~begin ~~jurisdiction~~with ~~wherein~~the a2013 ~~future-acquired~~calendar ~~property~~year, iswith ~~located)~~the initial reports due in May 2014. InThe ~~order~~Company currently has no business operations, nor intent to ~~comply~~engage ~~with~~in ~~applicable~~business ~~regulations~~development activity, within the covered region. The Company is currently focused on development of mineral properties primarily in Canada. However, the Company may beincur ~~required~~costs related to ~~obtain~~its ~~work~~future ~~permits~~customers’ compliance with the law, ~~post~~including, ~~bonds~~but not limited to: (i) assist future mineral purchase customers by creating and ~~perform~~maintaining ~~remediation~~adequate ~~work~~chain ~~for~~of ~~any~~custody ~~physical~~records ~~disturbance~~relating to ~~land~~minerals mined by the Company to establish that they are not conflict minerals, and (ii) provide information to customers for their own conflict mineral reports and audits.

~~Additionally,~~As ~~the Dodd–Frank Wall Street Reform and Consumer Protection Act signed into law in July of 2010, includes~~ a ~~requirement~~general ~~for certain companies using “conflict minerals” in the manufacturing of~~matter, ormanagement ~~contracting to manufacture, products to publicly disclose the source~~ of the conflict mineral. The conflict mineral list currently includes columbite-tantalite, cassiterite, wolframite, and gold mined in the Democratic Republic of Congo and several surrounding central African countries. These companies reporting obligations began with the 2013 calendar year, with the initial reports due in May 2014. The Company ~~currently~~will ~~has~~attempt ~~no business operations, nor intent~~ to ~~engage~~ensure in business development activity, within the covered region. The Company is currently focused on development of mineral properties primarily in Canada. However, the Company may incur costs related to its future customers’ compliance with the law, including, but not limited to: (i) assist future mineral purchase customers by creating and maintaining adequate chain of custody records relating to minerals mined by the Company to establish that ~~they~~all ~~are~~budgets ~~not~~for ~~conflict~~exploration ~~minerals,~~programs ~~and~~include ~~(ii)~~a ~~provide~~contingency ~~information to customers~~ for ~~their~~regulatory ~~own conflict mineral reports and audits~~compliance.

AsEmerging aGrowth ~~general matter, management of the~~ Company ~~will attempt to ensure that all budgets for exploration programs include a contingency for regulatory compliance.~~

~~Emerging~~We ~~Growth~~are ~~Company~~and we will remain an "emerging growth company" as defined under The Jumpstart Our Business Startups Act (the “JOBS Act”), until the earliest to occur of (i) the last day of the fiscal year during which our total annual revenues equal or exceed $1 billion (subject to adjustment for inflation), (ii) the last day of the fiscal year following the fifth anniversary of our initial public offering, (iii) the date on which we have, during the previous three-year period, issued more than $1 billion in non-convertible debt securities, or (iv) the date on which we are deemed a "large accelerated filer" (with at least $700 million in public float) under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”).

WeAs ~~are and we will remain~~ an "emerging growth company" ~~as defined under The Jumpstart Our Business Startups Act (the “JOBS Act”)~~, ~~until~~we ~~the~~may ~~earliest~~take toadvantage ~~occur~~ of ~~(i)~~specified ~~the~~reduced ~~last~~disclosure ~~day~~and ofother ~~the~~requirements ~~fiscal~~that ~~year~~are ~~during~~otherwise ~~which~~applicable ~~our~~generally ~~total annual revenues equal or exceed $1 billion (subject~~ to ~~adjustment for inflation), (ii) the last day of the fiscal year following the fifth anniversary of our initial~~ public ~~offering,~~companies. ~~(iii)~~These ~~the~~provisions date on which we have, during the previous three-year period, issued more than $1 billion in non-convertible debt securities, or (iv) the date on which we are deemed a "large accelerated filer" (with at least $700 million in public float) under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”). include:

~~As an "emerging growth company", we may take advantage of specified reduced disclosure and other requirements that are otherwise applicable generally to public companies. These provisions include:~~·

·only two years of audited financial statements in addition to any required unaudited interim financial statements with correspondingly reduced “Management’s Discussion and Analysis” disclosure;

~~only two years of audited financial statements in addition to any required unaudited interim financial statements with correspondingly reduced “Management’s Discussion and Analysis” disclosure;~~·

·reduced disclosure about our executive compensation arrangements;

~~reduced disclosure about our executive compensation arrangements;~~·

·no requirement that we hold non-binding advisory votes on executive compensation or golden parachute arrangements; and exemption from the auditor attestation requirement in the assessment of our internal control over financial reporting.

no requirement that we hold non-binding advisory votes on executive compensation or golden parachute arrangements; and exemption from the auditor attestation requirement in the assessment of our internal control over financial reporting.6

6We have taken advantage of some of these reduced burdens, and thus the information we provide stockholders may be different from what you might receive from other public companies in which you hold shares.

WeIn ~~have~~addition, ~~taken~~Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of ~~some~~the extended transition period provided in Section 7(a)(2)(B) of ~~these~~the ~~reduced~~Securities ~~burdens~~Act for complying with new or revised accounting standards. In other words, ~~and~~an ~~thus~~emerging growth company can delay the ~~information~~adoption of certain accounting standards until those standards would otherwise apply to private companies. However, we ~~provide~~are ~~stockholders~~choosing ~~may~~to be“opt ~~different~~out” ~~from~~of ~~what~~such ~~you~~extended ~~might~~transition ~~receive~~period, ~~from~~and ~~other~~as ~~public~~a ~~companies~~result, inwe will comply with new or revised accounting standards on the relevant dates on which ~~you~~adoption ~~hold~~of ~~shares~~such standards is required for non-emerging growth companies. Section 107 of the JOBS Act provides that our decision to opt out of the extended transition period for complying with new or revised accounting standards is irrevocable.

InNotwithstanding ~~addition~~the above, ~~Section~~we ~~107~~are ofalso ~~the~~currently ~~JOBS~~a ~~Act~~“smaller ~~also~~reporting ~~provides~~company”, meaning that anwe ~~emerging~~are ~~growth~~not an investment company, ~~can~~an ~~take~~asset-backed ~~advantage~~issuer, or a majority-owned subsidiary of ~~the~~a ~~extended~~parent ~~transition~~company ~~period~~that ~~provided~~is innot ~~Section~~a 7(smaller reporting company and have a~~)(2)(B)~~ public float of ~~the~~less ~~Securities~~than ~~Act~~$75 ~~for~~million ~~complying~~and ~~with~~annual ~~new~~revenues orof ~~revised~~less ~~accounting~~than ~~standards~~$50 million during the most recently completed fiscal year. In ~~other~~the ~~words~~event that we are still considered a “smaller reporting company”, at such time as we cease being an “emerging growth company”, ~~can~~the ~~delay~~disclosure ~~the~~we ~~adoption~~will ofbe ~~certain~~required ~~accounting~~to ~~standards~~provide ~~until~~in ~~those~~our ~~standards~~SEC ~~would~~filings ~~otherwise~~will ~~apply~~increase, tobut ~~private~~will ~~companies.~~still ~~However,~~be weless ~~are~~than ~~choosing~~it towould ~~“opt~~be ~~out”~~if ofwe ~~such~~were ~~extended~~not ~~transition~~considered ~~period,~~either ~~and~~an as“emerging growth company” or a ~~result~~“smaller reporting company”. Specifically, wesimilar ~~will~~to ~~comply~~“emerging ~~with~~growth ~~new~~companies”, or“smaller ~~revised~~reporting ~~accounting~~companies” ~~standards~~are onable ~~the~~to ~~relevant~~provide ~~dates~~simplified onexecutive ~~which~~compensation ~~adoption~~disclosures ofin ~~such~~their ~~standards~~filings; isare ~~required~~exempt ~~for~~from ~~non-emerging~~the ~~growth~~provisions ~~companies.~~of Section ~~107~~404(b) of the ~~JOBS~~Sarbanes-Oxley Act ~~provides~~(“SOX”) requiring that ~~our~~independent ~~decision~~registered topublic ~~opt~~accounting ~~out~~firms ofprovide an attestation report on the ~~extended~~effectiveness ~~transition~~of ~~period~~internal ~~for~~control ~~complying~~over ~~with~~financial ~~new~~reporting; orand ~~revised~~have ~~accounting~~certain ~~standards~~other isdecreased ~~irrevocable~~disclosure obligations in their SEC filings, including, among other things, only being required to provide two years of audited financial statements in annual reports.

~~Notwithstanding~~ITEM the above, we are also currently a “smaller reporting company”, meaning that we are not an investment company, an asset-backed issuer, or a majority-owned subsidiary of a parent company that is not a smaller reporting company and have a public float of less than $75 million and annual revenues of less than $50 million during the most recently completed fiscal year1A. InRISK the event that we are still considered a “smaller reporting company”, at such time as we cease being an “emerging growth company”, the disclosure we will be required to provide in our SEC filings will increase, but will still be less than it would be if we were not considered either an “emerging growth company” or a “smaller reporting company”. Specifically, similar to “emerging growth companies”, “smaller reporting companies” are able to provide simplified executive compensation disclosures in their filings; are exempt from the provisions of Section 404(b) of the Sarbanes-Oxley Act (“SOX”) requiring that independent registered public accounting firms provide an attestation report on the effectiveness of internal control over financial reporting; and have certain other decreased disclosure obligations in their SEC filings, including, among other things, only being required to provide two years of audited financial statements in annual reports.FACTORS

~~ITEM~~An 1Ainvestment in our common stock involves a number of very significant risks. ~~RISK~~You ~~FACTORS~~should carefully consider the following known material risks and uncertainties in addition to other information in this prospectus in evaluating our company and its business before purchasing shares of our company's common stock. You could lose all or part of your investment due to any of these risks.

AnRISKS ~~investment~~RELATING inTO ~~our~~OUR common stock involves a number of very significant risks. You should carefully consider the following known material risks and uncertainties in addition to other information in this prospectus in evaluating our company and its business before purchasing shares of our company's common stock. You could lose all or part of your investment due to any of these risks.COMPANY

~~RISKS~~Our ~~RELATING~~auditors TOhave ~~OUR~~expressed ~~COMPANY~~substantial doubt about our ability to continue as a going concern.

Our ~~auditors~~audited financial statements for the year ended December 31, 2020 were prepared assuming that we will continue our operations as a going concern. We were incorporated on July 10, 2009, and do not have a history of earnings. As a result, our independent accountants in their audit report have expressed substantial doubt about our ability to continue as a going concern. Continued operations are dependent on our ability to complete equity or debt financings or generate profitable operations. Such financings may not be available or may not be available on reasonable terms. Our financial statements do not include any adjustments that may result from the outcome of this uncertainty.

~~Our~~There ~~audited~~is ~~financial~~uncertainty ~~statements~~regarding ~~for the year ended December 31, 2019 were prepared assuming that we will continue~~ our operations as a going concern. We were incorporated on July 10, 2009, and do not have a history of earnings. As a result, our independent accountants in their audit report have expressed substantial doubt about our ability to continue as a going concern., ~~Continued~~indicating ~~operations~~the ~~are~~possibility ~~dependent~~that onwe ~~our~~may ~~ability~~be required to ~~complete~~curtail ~~equity~~ or ~~debt~~discontinue ~~financings~~our ~~or generate profitable~~ operations. ~~Such~~in ~~financings~~the ~~may not be available or may not be available on reasonable terms~~future. ~~Our~~If ~~financial~~we ~~statements~~discontinue doour ~~not~~operations, ~~include~~you ~~any adjustments that~~ may ~~result~~lose ~~from~~all ~~the outcome~~ of ~~this~~your ~~uncertainty~~investment.

~~There~~We ishave ~~uncertainty~~an ~~regarding~~accumulated deficit of $(14,888,149) from our ~~ability~~inception toon ~~continue~~July as10, a2009 ~~going~~to ~~concern~~December 31, ~~indicating~~2020 and have completed only the ~~possibility~~preliminary ~~that~~exploration westages ~~may~~of beour ~~required~~business plan. We anticipate incurring additional losses before realizing any revenues and will depend on additional financing in order to ~~curtail~~meet orour ~~discontinue~~continuing obligations and ultimately, to attain profitability. We anticipate that our ~~operations~~current incash assets will be extinguished by December 31, 2021. The financial statements do not include any adjustments that might result from the ~~future~~uncertainty about our ability to continue our business. If we are unable to obtain additional financing from outside sources and eventually produce enough revenues, we may be forced to sell our assets, or curtail or discontinue our operations. If this happens, you ~~may~~could lose all or part of your investment.

We ~~have~~are in an ~~accumulated~~early ~~deficit~~stage of ~~$(13,967,606) from our inception on July 10, 2009 to December 31, 2019 and have completed only the preliminary exploration stages of our business plan~~development. WeIf ~~anticipate~~we ~~incurring~~are additional losses before realizing any revenues and will depend on additional financing in order to meet our continuing obligations and ultimately, to attain profitability. We anticipate that our current cash assets will be extinguished by December 31, 2020. The financial statements do not ~~include~~able ~~any adjustments that might result from the uncertainty about our ability~~ to ~~continue~~develop ~~our~~out business. Ifas ~~we are unable to obtain additional financing from outside sources and eventually produce enough revenues~~anticipated, we may not be ~~forced~~able to ~~sell~~generate ~~our~~revenues ~~assets,~~ or ~~curtail~~achieve orprofitability ~~discontinue~~and ~~our operations. If this happens,~~ you ~~could~~may lose ~~all or part of~~ your investment.

We ~~are~~have inno anproduction, ~~early~~no ~~stage~~customers, and we have earned revenues on the sale of ~~development~~four mineral lease totaling $15,336 to date. IfOur webusiness prospects are ~~not~~difficult ~~able~~ to ~~develop~~predict ~~out~~because ~~business~~of asour ~~anticipated~~limited operating history, weearly ~~may~~stage ~~not~~of bedevelopment, ~~able~~and tounproven ~~generate~~business ~~revenues~~strategy. orOur ~~achieve~~primary ~~profitability~~business ~~and~~activities ~~you~~will ~~may~~be ~~lose~~focused ~~your~~on ~~investment.~~exploration of the mining

We have no production, no customers, and we have not earned any revenues to date. Our business prospects are difficult to predict because of our limited operating history, early stage of development, and unproven business strategy. Our primary business activities will be focused on exploration of the mining interests. Although we believe that our business 7

7interests. Although we believe that our business plan has significant profit potential, we may not attain profitable operations and our management may not succeed in realizing our business objectives. If we are not able to develop out business as anticipated, we may not be able to generate revenues or achieve profitability and you may lose your investment.

~~plan~~We ~~has~~expect ~~significant~~to ~~profit~~suffer ~~potential,~~losses ~~we may not attain profitable operations and our management may not succeed~~ in ~~realizing~~the ~~our~~immediate ~~business~~future ~~objectives.~~that ~~If we are not able to develop out business as anticipated, we~~ may ~~not~~cause beus ~~able~~ to ~~generate~~curtail ~~revenues~~ or ~~achieve~~discontinue ~~profitability~~our ~~and you may lose your investment~~operations.

We expect to ~~suffer~~incur operating losses in future periods. These losses will occur because we do not yet have any revenues to offset the ~~immediate~~expenses associated with the development of mining properties, and our business operations, generally. We cannot guarantee that we will ever be successful in generating revenues in the future. We recognize that ~~may~~if ~~cause~~we usare unable to ~~curtail~~generate revenues, we will not be able to earn profits or ~~discontinue~~continue ~~our~~operations. There is no history upon which to base any assumption as to the likelihood that we will prove successful, and we can provide investors with no assurance that we will generate any operating revenues or ever achieve profitable operations. If we are unsuccessful in addressing these risks, our business will almost certainly fail.

We ~~expect~~may ~~to incur operating losses in future periods. These losses will occur because we do~~ not ~~yet~~be ~~have~~able ~~any revenues~~ to ~~offset~~execute ~~the expenses associated with the development of mining properties, and~~ our business ~~operations,~~plan ~~generally. We cannot guarantee that we will ever be successful in generating revenues in the future. We recognize that if we are unable to generate revenues, we will not be able to earn profits~~ or ~~continue~~stay operations. There is no history upon which to base any assumption as to the likelihood that we will prove successful, and we can provide investors with no assurance that we will generate any operating revenues or ever achieve profitable operations. If we are unsuccessful in ~~addressing these risks, our~~ business ~~will~~without ~~almost~~additional ~~certainly fail~~funding.

Our ability to generate future operating revenues depends in part on whether we can obtain the financing necessary to implement our business plan. We will likely require additional financing through the issuance of debt and/or equity in order to establish profitable operations, and such financing may not be ~~able~~forthcoming. If such conditions and constraints continue or if there is no investor appetite to ~~execute~~finance our business, ~~plan~~we may not be able to acquire additional financing through credit markets or ~~stay~~equity inmarkets. ~~business~~Even ~~without~~if additional ~~funding~~financing is available, it may not be available on terms favorable to us. At this time, we have not identified or secured sources of additional financing. Our failure to secure additional financing when it becomes required will have an adverse effect on our ability to remain in business.

~~Our~~The ~~ability~~loss toof ~~generate future operating revenues depends in part on whether we can obtain~~ the ~~financing~~services ~~necessary to implement our business plan. We will likely require additional financing through the issuance~~ of ~~debt~~Benedetto ~~and/or equity in order to establish profitable operations~~Fuschino, ~~and~~our ~~such~~President ~~financing may not be forthcoming. If such conditions~~ and ~~constraints~~Chief ~~continue~~Executive ~~or if there is no investor appetite to finance our business~~Officer, weDino ~~may~~Micacchi ~~not~~Chief beFinancial ~~able to acquire additional financing through credit markets or equity markets. Even if additional financing is available~~Officer, ~~it may not be available on terms favorable to us. At this time, we have not identified~~ or ~~secured~~our ~~sources of additional financing. Our~~ failure to ~~secure~~timely ~~additional~~identify ~~financing~~and ~~when~~retain itcompetent ~~becomes~~personnel ~~required~~could ~~will~~negatively ~~have~~impact ~~an adverse effect on~~ our ability to ~~remain~~develop inour ~~business~~properties.

The development of our business will continue to place a significant strain on our limited personnel, management, and other resources. Our future success depends upon the continued services of our executive officers who are developing our business, and on our ability to identify and retain competent consultants and employees with the skills required to execute our business objectives. The loss of the services of Benedetto Fuschino, our President and Chief Executive Officer, Dino Micacchi, our Secretary-Treasurer and Chief Financial Officer, or our failure to timely identify and retain competent personnel could negatively impact our ability to develop our ~~properties~~website and sell our services, which could adversely affect our financial results and impair our growth.

~~The~~We ~~development~~are ~~of our business will continue to place~~ a ~~significant~~mineral ~~strain~~exploration onbusiness ~~our~~in ~~limited personnel, management, and other resources. Our future success depends upon~~ the ~~continued~~development ~~services of our executive officers who are developing our business~~stage, ~~and on our ability to identify and retain competent consultants and employees~~ with ~~the~~no ~~skills~~experience ~~required~~in ~~to execute our business objectives. The loss of~~ the ~~services of Benedetto Fuschino~~market, ~~our President~~ and ~~Chief Executive Officer, Dino Micacchi, our Secretary-Treasurer and Chief Financial Officer, or our~~ failure to ~~timely~~successfully ~~identify~~compensate ~~and~~for ~~retain~~this ~~competent~~inexperience ~~personnel~~may ~~could~~adversely ~~negatively~~ impact our ~~ability~~operations ~~to develop our website~~ and ~~sell our services, which could adversely affect our~~ financial ~~results and impair our growth~~position.

By industry standards, there are generally four types of mining companies. We are aconsidered ~~mineral~~an “exploration ~~business~~stage” incompany. ~~the~~Typically, ~~development~~an exploration stage mining company is focused on exploration to identify new, ~~with~~commercially noviable ~~experience~~gold indeposits. ~~the~~“junior ~~market~~mining companies” typically have proven and probable reserves of less than one million ounces of gold, generally produce less than 100,000 ounces of gold annually, and/or ~~failure~~are in the process of trying to ~~successfully~~raise ~~compensate~~enough ~~for~~capital ~~this~~to ~~inexperience~~fund ~~may~~the ~~adversely~~remainder ~~impact~~of ~~our~~the ~~operations~~steps required to move from a staked claim to production. “Mid-tier” and ~~financial~~large ~~position~~mining “senior” companies may have several projects in production plus several million ounces of gold in reserve.

ByAs ~~industry~~a ~~standards,~~mineral ~~there~~exploration ~~are~~business, ~~generally~~in ~~four~~a ~~types~~highly ofcompetitive ~~mining companies~~industry. We ~~are~~have ~~considered~~little anoperating ~~“exploration stage” company. Typically~~history, anfew ~~exploration~~substantial ~~stage~~tangible ~~mining company is focused on exploration to identify new~~assets, ~~commercially~~no ~~viable~~customer ~~gold~~base ~~deposits. “Junior mining companies” typically have proven~~ and ~~probable~~no ~~reserves~~revenue ofto ~~less~~date. ~~than~~This ~~one~~makes ~~million~~it ~~ounces~~difficult ofto ~~gold,~~evaluate ~~generally~~our ~~produce~~future ~~less~~performance ~~than~~and ~~100,000~~prospects. ~~ounces~~Our ofprospectus ~~gold~~must ~~annually,~~be ~~and/or~~considered ~~are~~ in ~~the~~light ~~process~~ of ~~trying to raise enough capital to fund~~ the ~~remainder~~risks, ofexpenses, ~~the~~delays ~~steps required to move from a staked claim to production. “Mid-tier”~~ and ~~large~~difficulties ~~mining~~frequently ~~“senior”~~encountered ~~companies~~in ~~may~~establishing ~~have~~a ~~several~~business ~~projects~~ in ~~production~~an ~~plus~~depressed ~~several~~industry ~~million~~characterized ~~ounces~~by ofintense ~~gold~~competition, ~~in reserve.~~including:

As· aour ~~mineral~~business ~~exploration~~model ~~business~~and instrategy aare ~~highly~~still ~~competitive~~evolving ~~industry,~~and are continually being reviewed and revised; · we ~~have~~may ~~little~~not ~~operating~~be ~~history,~~able ~~few~~to ~~substantial~~raise ~~tangible~~the ~~assets,~~capital norequired to develop our initial customer base and noreputation; ~~revenue~~· towe ~~date.~~may ~~This~~not ~~makes~~be itable ~~difficult~~ to ~~evaluate~~successfully implement our ~~future~~business ~~performance~~model and ~~prospects.~~strategy; ~~Our~~and ~~prospects~~· ~~must~~our bemanagement ~~considered~~consists inof ~~light~~two ofpeople: ~~the~~Benedetto ~~risks,~~Fuschino ~~expenses,~~who ~~delays~~serves ~~and~~as ~~difficulties~~our ~~frequently~~Chief ~~encountered~~Executive inOfficer, ~~establishing~~President aand ~~business~~Director, inand anDino ~~industry~~Micacchi ~~characterized~~who byserves ~~intense~~as ~~competition~~our Chief Financial Officer, ~~including:~~Secretary-Treasurer and Director.

·We ~~our~~cannot ~~business~~be ~~model~~sure ~~and~~that ~~strategy~~we ~~are~~will ~~still~~be ~~evolving~~successful ~~and~~in ~~are~~meeting ~~continually~~these ~~being~~challenges ~~reviewed~~ and ~~revised;~~addressing ·these werisks ~~may~~and ~~not~~uncertainties. beIf ~~able~~we toare ~~raise~~unable ~~the capital required~~ to ~~develop~~do so, our business ~~plan;~~will ~~· we may~~ not be ~~able~~successful ~~to successfully implement our business model~~ and ~~strategy;~~the ~~and~~value ~~· our management consists~~ of ~~two~~your ~~people:~~investment ~~Benedetto~~in ~~Fuschino who serves as~~ our ~~Chief~~company ~~Executive~~will ~~Officer, President and Director, and Dino Micacchi who serves as our Chief Financial Officer, Secretary-Treasurer and Director~~decline.

We cannot be sure that we will be successful in meeting these challenges and addressing these risks and uncertainties. If we are unable to do so, our business will not be successful and the value of your investment in our company will decline.8

8Our failure to protect our mineral property rights may significantly impair our competitive advantage.

Our ~~failure~~success and ability to ~~protect~~compete depend in large part upon protecting our mineral property rights. ~~may~~We ~~significantly~~rely ~~impair~~on a combination of fund-raising deferred financing to protect our ~~competitive~~property ~~advantage~~rights. The steps we have taken may not be sufficient to prevent the expiration of these rights.

~~Our~~We ~~success~~may ~~and~~face ~~ability~~costly toclaims ~~compete~~against ~~depend in large part upon protecting~~ our mineral property rights., Wethe ~~rely~~result ~~on a combination~~ of ~~fund~~which ~~raising~~would ~~deferred~~decrease ~~financing~~the toamount ~~protect~~of ~~our~~cash ~~property rights. The steps~~ we ~~have~~would ~~taken~~anticipate ~~may not be sufficient~~ to ~~prevent~~operate ~~the~~and ~~expiration~~complete ofour ~~these~~business ~~rights~~plan.

We ~~may~~anticipate ~~face~~that ~~costly~~from ~~claims~~time ~~against~~to ~~our~~time ~~mineral~~we could receive communications from third parties asserting that they have certain property rights. If anticipated claims arise, ~~the~~we will evaluate their merits. Any claims brought by third parties could result ofin protracted and costly litigation, which ~~would~~could ~~decrease~~result ~~the~~in ~~amount~~substantial cost to us and diversion of ~~cash~~our weresources, ~~would~~may ~~anticipate~~be necessary to ~~operate~~enforce ~~and~~our ~~complete~~property rights or to defend us against claims by others. Any litigation could have a material adverse effect on our business, ~~plan~~financial condition and results of operations.

We ~~anticipate~~incur ~~that~~costs ~~from~~associated ~~time~~with toSEC ~~time~~reporting ~~we could receive communications from third parties asserting that they have certain property rights. If anticipated claims arise~~compliance, ~~we will evaluate their merits. Any claims brought by third parties could result in protracted and costly litigation,~~ which ~~could result in substantial cost to us and diversion of our resources,~~ may besignificantly ~~necessary~~affect ~~to enforce~~ our ~~property rights or to defend us against claims by others. Any litigation could have a material adverse effect on our business,~~ financial condition ~~and results of operations~~.

The Company made the decision to become an SEC "reporting company" in order to comply with applicable laws and regulations. We incur certain costs ~~associated~~of compliance with applicable SEC reporting ~~compliance~~rules and regulations including, ~~which~~but ~~may~~not ~~significantly~~limited ~~affect~~to ~~our~~attorneys' fees, accounting and auditing fees, other professional fees, financial ~~condition~~printing costs and Sarbanes-Oxley compliance costs in an amount estimated at approximately $45,000 per year. On balance, the Company determined that the incurrence of such costs and expenses was preferable to the Company being in a position where it had very limited access to additional capital funding.

The ~~Company~~nature ~~made the decision to become an SEC "reporting company" in order to comply with applicable laws and regulations. We incur certain costs~~ of ~~compliance~~mineral ~~with~~exploration ~~applicable SEC reporting rules~~ and ~~regulations~~production ~~including,~~activities ~~but~~involves ~~not~~a ~~limited~~high todegree ~~attorneys'~~of risk ~~fees, accounting~~ and ~~auditing~~the ~~fees,~~possibility ~~other~~of ~~professional~~uninsured ~~fees,~~losses ~~financial printing costs and Sarbanes-Oxley compliance costs in an amount estimated at approximately $45,000 per year. On balance, the Company determined~~ that ~~the~~could ~~incurrence~~materially ~~of such costs~~ and ~~expenses~~adversely affect ~~was~~our ~~preferable to the Company being in a position where it had very limited access to additional capital funding~~operations.

~~The~~Exploration ~~nature~~for ofminerals ~~mineral~~is ~~exploration~~highly speculative and ~~production~~involves ~~activities~~greater ~~involves~~risk athan ~~high~~many ~~degree~~other businesses. Many exploration programs do not result in the discovery of ~~risk~~ mineralization and ~~the~~any ~~possibility~~mineralization discovered may not be of ~~uninsured~~sufficient ~~losses~~quantity or quality to be profitably mined. Few properties that ~~could~~are ~~materially~~explored ~~and~~are ~~adversely affect~~ultimately ~~our~~advanced ~~operations~~to the stage of producing mines. Our future exploration efforts will be subject to all of the operating hazards and risks normally incident to exploring for and developing mineral properties, including, but not limited to:

~~Exploration~~· ~~for~~Economically ~~minerals~~insufficient ismineralized ~~highly~~material; ~~speculative~~· ~~and~~Fluctuations ~~involves~~in ~~greater~~production ~~risk~~costs ~~than~~that ~~many~~may ~~other~~make ~~businesses.~~mining ~~Many~~uneconomical; ~~exploration~~· ~~programs~~Labor dodisputes; ~~not~~· ~~result~~Unanticipated variations in ~~the~~grade ~~discovery~~and ofother ~~mineralization~~geologic ~~and~~problems; ~~any~~· ~~mineralization~~Environmental ~~discovered~~hazards; ~~may~~· ~~not~~Water beconditions; of· ~~sufficient~~Troublesome ~~quantity~~surface or ~~quality~~underground toconditions; be· ~~profitably~~Industrial ~~mined.~~accidents; ~~Few~~· ~~properties~~Metallurgical ~~that~~and ~~are~~other ~~explored~~processing ~~are~~problems; ~~ultimately~~· ~~advanced~~Mechanical toand ~~the~~equipment ~~stage~~performance ofproblems; ~~producing~~· ~~mines.~~Failure ~~Our~~of ~~future~~pit ~~exploration~~walls ~~efforts~~or ~~will~~dams; be· ~~subject~~Unusual toor ~~all~~unexpected ofrock ~~the~~formations; ~~operating~~· ~~hazards~~Personal ~~and~~injury, ~~risks~~fire, ~~normally~~flooding, ~~incident~~cave-ins, toand ~~exploring~~landslides; ~~for~~ and ~~developing~~· ~~mineral~~Decrease ~~properties,~~in ~~including,~~reserves ~~but~~due ~~not~~to ~~limited~~a ~~to:~~lower gold price.

·Any ~~Economically~~of ~~insufficient~~these ~~mineralized~~risks ~~material;~~can ·materially ~~Fluctuations~~and inadversely ~~production~~affect, ~~costs~~among ~~that~~other ~~may~~things, ~~make~~the ~~mining~~development ~~uneconomical;~~of ·mineral ~~Labor~~properties, ~~disputes;~~production ·quantities ~~Unanticipated~~and ~~variations~~rates, incosts ~~grade~~ and ~~other~~expenditures, ~~geologic~~and ~~problems;~~production ·commencement ~~Environmental~~dates. ~~hazards;~~We ·currently ~~Water~~have ~~conditions;~~no ·insurance ~~Troublesome~~to ~~surface~~guard oragainst ~~underground~~any ~~conditions;~~of ·these ~~Industrial~~risks. ~~accidents;~~If ·we ~~Metallurgical~~determine ~~and~~that ~~other~~capitalized ~~processing~~costs ~~problems;~~associated ·with ~~Mechanical~~any ~~and~~of ~~equipment~~our ~~performance~~mineral ~~problems;~~interests ·are ~~Failure~~not oflikely ~~pit~~to ~~walls~~be orrecovered, ~~dams;~~we ·would ~~Unusual~~incur ora ~~unexpected~~write-down ~~rock~~of ~~formations;~~our ·investment ~~Personal~~in ~~injury,~~these ~~fire,~~interests. ~~flooding,~~All ~~cave-ins,~~of ~~and~~these ~~landslides;~~factors ~~and~~may ·result ~~Decrease~~ in ~~reserves~~losses ~~due~~proportionate to aamounts ~~lower~~spent, ~~gold~~which ~~price~~may not be recoverable.

~~Any~~The ofpotential ~~these~~profitability ~~risks can materially and adversely affect, among other things, the development~~ of mineral ~~properties,~~ventures ~~production~~depends ~~quantities~~in ~~and~~part ~~rates,~~upon ~~costs~~factors ~~and~~beyond ~~expenditures,~~our control and ~~production~~even ~~commencement~~if ~~dates. We currently have no insurance to guard against any of these risks. If~~ we ~~determine~~discover ~~that~~and ~~capitalized~~exploit ~~costs associated with any of our~~ mineral ~~interests are not likely to be recovered~~deposits, we ~~would~~may ~~incur~~never abecome ~~write-down~~commercially ofviable ~~our~~and ~~investment~~we ~~in these interests. All of these factors~~ may ~~result~~be inforced ~~losses proportionate~~ to ~~amounts~~cease ~~spent, which may not be recoverable~~operations.

The ~~potential~~commercial ~~profitability~~feasibility of mineral ~~ventures~~properties ~~depends~~is independent ~~part~~ upon many factors beyond our control, including the existence and ~~even~~size ifof mineral deposits in the properties we ~~discover~~explore, the proximity and ~~exploit~~capacity ~~mineral~~of ~~deposits~~processing equipment, wemarket ~~may~~fluctuations ~~never~~of ~~become~~prices, ~~commercially~~taxes, ~~viable~~royalties, ~~and~~land wetenure, ~~may~~allowable beproduction, ~~forced~~and toenvironmental ~~cease operations~~regulation. These

The commercial feasibility of mineral properties is dependent upon many factors beyond our control, including the existence and size of mineral deposits in the properties we explore, the proximity and capacity of processing equipment, market fluctuations of prices, taxes, royalties, land tenure, allowable production, and environmental regulation. These factors cannot be accurately predicted and any one or more of these factors may result in our Company not receiving an 9

9factors cannot be accurately predicted and any one or more of these factors may result in our Company not receiving an adequate return on invested capital. These factors may have material and negative effects on our financial performance and our ability to continue operations.

~~adequate~~Mineral ~~return~~exploration onand ~~invested~~development ~~capital.~~activities ~~These~~are ~~factors~~subject to comprehensive regulation, which may ~~have~~cause ~~material~~substantial ~~and~~delays ~~negative~~or ~~effects~~require oncapital ~~our~~outlays ~~financial~~in ~~performance~~excess ~~and~~of ~~our~~those ~~ability~~anticipated, tocausing ~~continue~~an ~~operations~~adverse effect on our company.

Mineral exploration and development activities are subject to ~~comprehensive~~various ~~regulation~~laws, ~~which~~regulations ~~may~~and ~~cause~~policies ~~substantial~~governing ~~delays~~prospecting, ormine ~~require~~development, ~~capital~~mineral ~~outlays~~production, inremoval ~~excess~~and transport of ~~those~~natural ~~anticipated~~resources, ~~causing~~as anwell ~~adverse~~as ~~effect~~discharge onof ~~our~~materials ~~company~~into the environment. Mining activities are also subject to various regulations regarding taxation, import and export, labor standards, occupational health standards, safety standards, waste disposal, toxic substances, land use, water use, environmental protection, and other matters.

~~Mineral~~Permits ~~exploration~~from various foreign, federal, state, provincial and ~~development~~local ~~activities~~governmental authorities are ~~subject~~required for mining operations to ~~various~~be ~~laws~~conducted, ~~regulations~~and no assurance can be given that such permits will be successfully obtained. Environmental and ~~policies~~other ~~governing~~legal ~~prospecting,~~standards ~~mine~~imposed ~~development~~by governmental authorities may be changed, ~~mineral~~and ~~production~~any such change may prevent us from conducting planned activities, ~~removal~~or ~~and~~increase ~~transport~~our costs of ~~natural~~doing ~~resources~~so, aswhich ~~well~~could ashave ~~discharge~~material adverse effects on our business. Moreover, compliance with such laws may cause substantial delays or require capital outlays in excess of ~~materials~~those ~~into~~anticipated, ~~the~~thus ~~environment~~causing an adverse effect on our business operations. ~~Mining~~Additionally, ~~activities~~we ~~are~~may ~~also~~be subject to ~~various~~liability ~~regulations~~for ~~regarding~~pollution ~~taxation~~or other environmental damages, ~~import~~which we may not be able to insure against due to prohibitive premium costs and ~~export,~~other ~~labor~~financial ~~standards,~~and ~~occupational~~practical ~~health~~considerations. ~~standards~~Any laws, ~~safety standards~~regulations, ~~waste~~or ~~disposal,~~policies ~~toxic~~of ~~substances,~~any ~~land~~government ~~use,~~body ~~water~~or ~~use~~regulatory agency may be changed, ~~environmental~~applied, ~~protection~~or interpreted in a manner which will alter and negatively affect our ability to carry on our business. We cannot assure you that new rules and regulations will not be enacted, or that existing rules and ~~other~~regulations ~~matters~~will not be applied in a manner which could limit or curtail our exploration or development activities on our properties.

~~Permits~~We ~~from~~believe ~~various~~that ~~foreign,~~we ~~federal, state, provincial and local governmental authorities~~ are ~~required~~in ~~for~~compliance ~~mining~~with ~~operations~~all tomaterial belaws ~~conducted,~~ and noregulations ~~assurance can be given~~ that ~~such~~currently ~~permits~~apply ~~will~~to beour ~~successfully obtained. Environmental and other legal standards imposed by governmental authorities may be changed, and any such change may prevent us from conducting planned~~ activities, orbut ~~increase~~there ~~our~~can ~~costs~~be ofno ~~doing~~assurance ~~so,~~that ~~which~~we ~~could~~can ~~have~~continue ~~material~~to ~~adverse~~remain ~~effects on our business. Moreover, compliance with such laws may cause substantial delays or require capital outlays~~ in ~~excess of those anticipated, thus causing an adverse effect on our business operations~~compliance. ~~Additionally~~Further, wethere ~~may~~can be ~~subject~~no toassurance ~~liability~~that ~~for pollution or other environmental damages, which~~ we ~~may~~will ~~not~~ be able to ~~insure~~obtain ~~against due to prohibitive premium costs and other financial and practical considerations. Any laws, regulations,~~ or ~~policies~~maintain ofall ~~any~~permits ~~government~~necessary ~~body~~for orour ~~regulatory~~future ~~agency may be changed~~operations, ~~applied,~~ or ~~interpreted~~that inwe ~~a manner which~~ will ~~alter~~be ~~and~~able ~~negatively affect our ability~~ to ~~carry~~obtain them on ~~our~~reasonable ~~business~~terms. WeTo ~~cannot~~the ~~assure~~extent ~~you~~such ~~that~~necessary ~~new~~approvals ~~rules~~are required and ~~regulations~~are ~~will~~ not ~~be enacted~~obtained, orwe ~~that~~may ~~existing rules and regulations will not~~ be ~~applied~~delayed inor aprohibited ~~manner~~from ~~which~~proceeding ~~could~~with ~~limit~~planned ~~or curtail our~~ exploration or development ~~activities~~of on our mineral properties.

WeThe ~~believe~~lack ~~that~~of wean ~~are~~established intrading ~~compliance~~market ~~with~~for ~~all material laws and regulations that currently apply to~~ our ~~activities,~~common ~~but~~stock ~~there can be no assurance that we can continue to remain in compliance. Further, there can be no assurance that we~~ will belimit ~~able~~the toability ~~obtain~~of ~~or maintain all permits necessary for~~ our ~~future~~stockholders ~~operations, or that we will be able~~ to ~~obtain~~liquidate ~~them~~their ~~on reasonable terms~~investment. ~~To the extent such necessary approvals are required and are not obtained, we may be delayed or prohibited from proceeding with planned exploration or development of our mineral properties.~~

~~The~~Our ~~lack~~common ofstock anhas ~~established~~been ~~trading~~quoted on the OTC Pink market only since August 2019. There is currently a very limited public market for our common stock and we can provide no assurance that a significant trading market will ~~limit~~ever ~~the~~develop ~~ability~~or that, if developed, it will be sustained. Consequently, holders of our ~~stockholders~~common stock may find it difficult to ~~liquidate~~resell their ~~investment~~securities at the times and in the amounts that they desire.

~~Our~~We ~~common~~may, ~~stock~~in ~~has been quoted on~~ the ~~OTC~~future, ~~Pink~~issue ~~market~~additional ~~only since August 2019. There is currently a very limited public market for our~~ common ~~stock and we can provide no assurance that a significant trading market will ever develop or that~~shares, ifwhich ~~developed,~~would itreduce ~~will~~investors’ bepercent ~~sustained. Consequently, holders~~ of ~~our~~ownership ~~common~~and ~~stock~~ may ~~find~~dilute itour ~~difficult~~share ~~to resell their securities at the times and in the amounts that they desire~~value.

Our Articles of Incorporation authorize the issuance of 400,000,000 shares of common stock. The future issuance of common stock may result in substantial dilution in the percentage of our common stock held by our then existing shareholders. We may, value any common stock issued in the future, ~~issue~~on ~~additional~~an arbitrary basis. The issuance of common ~~shares,~~stock ~~which~~for ~~would~~future ~~reduce~~services ~~investors’~~or ~~percent~~acquisitions or other corporate actions may have the effect of ~~ownership~~diluting the value of the shares held by our investors, and ~~may~~might ~~dilute~~have an adverse effect on any trading market for our ~~share~~common ~~value~~stock.

~~Our Articles of Incorporation authorize the issuance of 400,000,000 shares of common stock.~~ The ~~future~~ issuance of ~~common~~preferred stock ~~may~~could ~~result~~adversely inaffect ~~substantial dilution in~~ the ~~percentage~~voting ofpower ~~our common stock held by our then existing shareholders. We may value any common stock issued in the future on an arbitrary basis. The issuance of common stock for future services~~ or ~~acquisitions or~~ other ~~corporate~~rights ~~actions may have the effect~~ of ~~diluting~~ the ~~value~~holders of ~~the shares held by~~ our ~~investors, and might have an adverse effect on any trading market for our~~ common stock.

~~The~~Our Articles of Incorporation authorizes the issuance of up to 100,000,000 shares of preferred stock with designations, rights and preferences determined from time to time by our directors. Accordingly, our directors are empowered, without stockholder approval, to issue preferred stock with dividend, liquidation, conversion, voting, or other rights which could adversely affect the voting power or other rights of the holders of ~~our~~the common stock. In the event of issuance, the preferred stock could be utilized, under certain circumstances, as a method of discouraging, delaying or preventing a change in control of the Company.

Our ~~Articles~~common ofshares ~~Incorporation~~may ~~authorize~~be ~~the~~subject ~~issuance~~to ofthe up“Penny toStock” ~~100,000,000~~Rules ~~shares~~ of ~~preferred~~the ~~stock~~SEC ~~with designations, rights~~ and ~~preferences~~the ~~determined~~trading ~~from~~market ~~time~~in ~~to time by~~ our ~~directors.~~securities ~~Accordingly,~~is ~~our directors are empowered~~limited, ~~without stockholder approval, to issue preferred stock with dividend, liquidation, conversion, voting, or other rights~~ which ~~could~~makes ~~adversely~~transactions ~~affect~~in ~~the~~our ~~voting power or other rights of the holders of the common~~ stock. Incumbersome ~~the~~and ~~event~~may ofreduce ~~issuance,~~ the ~~preferred~~value ~~stock could be utilized, under certain circumstances, as a method~~ of ~~discouraging,~~an ~~delaying~~investment ~~or preventing a change~~ in ~~control~~our ~~of the Company~~stock.

Our common shares may be subject to the “Penny Stock” Rules of the SEC and the trading market in our securities is limited, which makes transactions in our stock cumbersome and may reduce the value of an investment in our stock.10

10Under U.S. federal securities legislation, our common stock will likely constitute "penny stock” since quoted on the OTCQB. Penny stock is any equity security that has a market price of less than $5.00 per share, subject to certain exceptions. For any transaction involving a penny stock, unless exempt, the rules require that a broker or dealer approve a potential investor's account for transactions in penny stocks, and the broker or dealer receive from the investor a written agreement to the transaction, setting forth the identity and quantity of the penny stock to be purchased. In order to approve an investor's account for transactions in penny stocks, the broker or dealer must obtain financial information and investment experience objectives of the person, and make a reasonable determination that the transactions in penny stocks are suitable for that person and the person has sufficient knowledge and experience in financial matters to be capable of evaluating the risks of transactions in penny stocks. The broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prepared by the Commission relating to the penny stock market, which, in highlight form sets forth the basis on which the broker or dealer made the suitability determination. Brokers may be less willing to execute transactions in securities subject to the "penny stock" rules. This may make it more difficult for investors to dispose of our common stock and cause a decline in the market value of our stock. Disclosure also has to be made about the risks of investing in penny stocks in both public offerings and in secondary trading and about the commissions payable to both the broker-dealer and the registered representative, current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock transactions. Finally, monthly statements have to be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks.

~~Under~~Because ~~U.S.~~we ~~federal~~do ~~securities~~not ~~legislation,~~presently ~~our~~intend ~~common stock will likely constitute "penny stock” since quoted on the OTC Pink market. Penny stock is any equity security that has a market price of less than $5.00 per share, subject~~ to ~~certain~~pay ~~exceptions. For~~ any ~~transaction~~cash ~~involving~~dividends a penny stock, unless exempt, the rules require that a broker or dealer approve a potential investor's account for transactions in penny stocks, and the broker or dealer receive from the investor a written agreement to the transaction, setting forth the identity and quantity of the penny stock to be purchased. In order to approve an investor's account for transactions in penny stocks, the broker or dealer must obtain financial information and investment experience objectives of the person, and make a reasonable determination that the transactions in penny stocks are suitable for that person and the person has sufficient knowledge and experience in financial matters to be capable of evaluating the risks of transactions in penny stocks. The broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prepared by the Commission relating to the penny stock market, which, in highlight form sets forth the basis on which the broker or dealer made the suitability determination. Brokers may be less willing to execute transactions in securities subject to the "penny stock" rules. This may make it more difficult for investors to dispose of our common stock, ~~and cause a decline in the market value of~~ our ~~stock.~~stockholders ~~Disclosure~~will ~~also~~not ~~has to~~ be ~~made~~able ~~about the risks of investing in penny stocks in both public offerings and in secondary trading and about the commissions payable~~ to ~~both~~receive ~~the~~a ~~broker-dealer~~return and the registered representative, current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock transactions. Finally, monthly statements have to be sent disclosing recent price information for the penny stock held in the account and information on ~~the~~their ~~limited~~shares ~~market~~unless inthey ~~penny~~sell ~~stocks~~them.

~~Because~~For wethe doindefinite ~~not~~future, ~~presently~~we intend to ~~pay~~retain any future earnings to finance the development and expansion of our business. We do not anticipate paying any cash dividends on our common stock in the foreseeable future. Unless we pay dividends, our stockholders will not be able to receive a return on their shares unless they sell them.

~~For~~The ~~the~~recent ~~indefinite~~COVID-19 ~~future,~~coronavirus weoutbreak ~~intend~~and torelated ~~retain~~government, ~~any~~private ~~future~~sector, ~~earnings~~and toindividual ~~finance~~consumer ~~the~~responsive ~~development~~actions ~~and~~may ~~expansion~~adversely ofaffect our business. Weoperations, dofinancial ~~not~~condition, ~~anticipate~~liquidity, ~~paying~~and ~~any~~ cash ~~dividends on our common stock in the foreseeable future~~flow. ~~Unless we pay dividends, our stockholders will not be able to receive a return on their shares unless they sell them.~~

The ~~recent~~outbreak of the COVID-19 coronavirus ~~outbreak~~disease ~~and~~has ~~related~~been ~~government,~~declared ~~private~~a ~~sector~~pandemic by the World Health Organization continues to spread in the United States, Canada, and ~~individual~~in ~~consumer~~many other countries globally. Related government and private sector responsive actions may adversely affect our business operations,. ~~financial~~It ~~condition~~is impossible to predict the effect and ultimate impact of the COVID-19 pandemic as the situation is rapidly evolving. The extent to which COVID-19 impacts our results will depend on future developments, ~~liquidity~~which are highly uncertain and cannot be predicted, including new information that may emerge concerning the severity of COVID-19 and ~~cash~~the ~~flow~~actions taken to contain it or treat its impact.

~~The~~ITEM ~~outbreak of the COVID-19 coronavirus disease has been declared a pandemic by the World Health Organization and continues to spread in the United States, Canada, and in many other countries globally~~1B. ~~Related~~UNRESOLVED ~~government~~STAFF and private sector responsive actions may adversely affect our business operations. It is impossible to predict the effect and ultimate impact of the COVID-19 pandemic as the situation is rapidly evolving. The extent to which COVID-19 impacts our results will depend on future developments, which are highly uncertain and cannot be predicted, including new information that may emerge concerning the severity of COVID-19 and the actions taken to contain it or treat its impact.COMMENTS

~~ITEM 1B~~None. ~~UNRESOLVED STAFF COMMENTS~~

~~None~~ITEM 2. PROPERTIES

~~ITEM~~Our 2.corporate ~~PROPERTIES~~headquarters moved from 1321 Dundas Street, Woodstock, Ontario, Canada, N4S 7V9 to Unit 20 – 1033 Pattullo Avenue, Woodstock, Ontario, Canada N4V 1C8 and our telephone number is +1-226-888-5610.

~~Our~~We ~~corporate~~currently ~~headquarters~~have isleases ~~located~~on attwelve ~~1321 Dundas Street, Woodstock, Ontario, Canada, N4S 7V9 and our telephone numbers are +1-877-539-6109 and +1-226-888-5610~~properties:

~~We currently have leases on five properties:~~a)

a)Kenty Gold Property

McClay Conveyed Property. On October 4, 2012, the Company entered into and closed a mineral property acquisition agreement (the “McClay Agreement”) with Brian McClay, a British Columbia, Canada resident (“McClay”), pursuant to which McClay agreed to sell to Company an undivided one hundred percent (100%) interest in and to certain mineral interests found on the Kenty Gold Property located in the Townships of Swayze and Dore, Ontario, Canada (the “McClay Conveyed Property”).

~~McClay~~As ~~Conveyed~~consideration ~~Property. On~~for ~~October 4, 2012,~~ the ~~Company~~sale ~~entered~~of ~~into and closed a mineral property acquisition agreement (~~the “McClay ~~Agreement”)~~Conveyed ~~with Brian McClay~~Property, athe ~~British~~Company ~~Columbia, Canada resident (“McClay”), pursuant to which McClay~~ agreed to ~~sell~~deliver tothe ~~Company~~following ~~an undivided one hundred percent (100%) interest in and~~ to ~~certain~~McClay ~~mineral interests found on the Kenty Gold Property located~~ in the ~~Townships~~manner ofset ~~Swayze~~forth ~~and Dore, Ontario, Canada (the “McClay Conveyed Property”).~~below:

~~As consideration for the sale of the McClay Conveyed Property, the Company agreed to deliver the following to McClay in the manner set forth below:~~(a)

Closing Date. CDN$50,000 within three (a3) business days following the closing date.

~~Closing Date. CDN$50,000 within three~~ (3b) ~~business days following the closing date.~~

~~(b)~~February 4, 2013.

~~February 4, 2013.~~(i)

11CDN$100,000 on or before February 4, 2013; and

~~(i)~~11

~~CDN$100,000 on or before February 4, 2013; and~~(ii)

~~(ii)~~200,000 common shares of Company on or before February 4, 2013.

~~200,000 common shares of Company on or before February 4, 2013.~~(c)

~~(c)~~April 4, 2013.

~~April 4, 2013.~~(i)

~~(i)~~CDN$150,000 on or before April 4, 2013; and

~~CDN$150,000 on or before April 4, 2013; and~~(ii)

~~(ii)~~200,000 common shares of Company on or before April 4, 2013.

~~200,000 common shares of Company on or before April 4, 2013.~~(d)

~~(d)~~October 4, 2013.

~~October 4, 2013.~~(i)

~~(i)~~CDN$300,000 on or before October 4, 2013; and

~~CDN$300,000 on or before October 4, 2013; and~~(ii)

~~(ii)~~250,000 common shares of Company on or before October 4, 2013.

~~250,000 common shares of Company on or before October 4, 2013.~~(e)

~~(e)~~April 4, 2014.

~~April 4, 2014.~~(i)

~~(i)~~CDN$300,000 on or before April 4, 2014; and

~~CDN$300,000 on or before April 4, 2014; and~~(ii)

~~(ii)~~250,000 common shares of Company on or before April 4, 2014.

~~250,000 common shares of Company on or before April 4, 2014.~~(f)

~~(f)~~October 4, 2014.

~~October 4, 2014.~~(i)

~~(i)~~CDN$300,000 on or before October 4, 2014; and

~~CDN$300,000 on or before October 4, 2014; and~~(ii)

~~(ii)~~250,000 common shares of Company on or before October 4, 2014.

~~250,000 common shares of Company on or before October 4, 2014.~~(g)

~~(g)~~April 4, 2015.

~~April 4, 2015.~~(i)

~~(i)~~CDN$300,000 on or before April 4, 2015; and

~~CDN$300,000 on or before April 4, 2015; and~~(ii)

~~(ii)~~550,000 common shares of Company on or before April 4, 2015.

~~550,000 common shares of Company on or before April 4, 2015.~~(h)

Reserve. Upon completion of a NI 43-101 compliant Indicated Reserve of 1,000,000 Troy Ounces of Gold (hAurum Metal) on the McClay Conveyed Property, Company shall pay CDN$1,000,000 to McClay.

~~Reserve. Upon completion of a NI 43-101 compliant Indicated Reserve of 1,000,000 Troy Ounces of Gold~~ (~~Aurum Metal~~i) ~~on the McClay Conveyed Property, Company shall pay CDN$1,000,000 to McClay.~~

~~(i)~~Production.

~~Production.~~(i)

Upon production of 1,000,000 Troy Ounces of Gold (iAurum Metal) from the McClay Conveyed Property, Company shall pay CDN$1,000,000 to McClay.

~~Upon production of 1,000,000 Troy Ounces of Gold~~ (~~Aurum Metal~~ii) ~~from the McClay Conveyed Property, Company shall pay CDN$1,000,000 to McClay.~~

Upon production of 3,000,000 Troy Ounces of Gold (iiAurum Metal) from the McClay Conveyed Property, Company shall pay CDN$2,000,000 to McClay.

~~Upon production of 3,000,000 Troy Ounces of Gold~~ (~~Aurum Metal~~iii) ~~from the McClay Conveyed Property, Company shall pay CDN$2,000,000 to McClay.~~

Upon production of 5,000,000 Troy Ounces of Gold (~~iii~~Aurum Metal) from the McClay Conveyed Property, Company shall pay CDN$2,000,000 to McClay.

~~Upon production of 5,000,000 Troy Ounces of Gold~~ (~~Aurum Metal~~j) ~~from the McClay Conveyed Property, Company shall pay CDN$2,000,000 to McClay.~~

~~(j)~~Early Buyout Option. Company shall have the option of early buyout within one year of execution for a cash payment of CDN$750,000 and 750,000 common shares of Company.

~~Early~~In ~~Buyout~~addition, ~~Option.~~ upon the Commencement of Commercial Production (as defined in the McClay Agreement), Company shall ~~have~~pay ~~the~~to ~~option~~McClay ofa ~~early~~royalty ~~buyout~~in ~~within~~an ~~one~~amount ~~year~~equal to three percent (3%) of ~~execution~~all ~~for~~Net aSmelter ~~cash~~Returns ~~payment~~(as ofdefined ~~CDN$750~~in the McClay Agreement) on minerals mined from the McClay Conveyed Property (the “Seller NSR”) on the terms and conditions as set out in the McClay Agreement. Notwithstanding the foregoing,~~000~~ at any point in time following the closing date and ~~750~~upon Company’s sole election,~~000~~ ~~common~~McClay ~~shares~~shall ofsell to Company fifty percent (50%) of the Seller NSR for a purchase price of CDN$1,500,000.

In ~~addition,~~2013 ~~upon~~ the ~~Commencement of Commercial Production (as defined in the McClay Agreement),~~ Company ~~shall~~recognized ~~pay to McClay a royalty in~~ an ~~amount~~impairment ~~equal~~charge ~~to three percent (3%)~~ of ~~all~~$657,667 ~~Net~~against ~~Smelter Returns (as defined in~~ the ~~McClay~~carrying ~~Agreement)~~value onof ~~minerals mined from~~ the ~~McClay~~Kenty ~~Conveyed~~ Property ~~(the~~based ~~“Seller NSR”)~~ on the ~~terms~~decrease ~~and conditions as set out~~ in the ~~McClay~~market ~~Agreement. Notwithstanding~~price ~~the~~of ~~foregoing,~~gold atwhich ~~any point in time following~~ the ~~closing date and upon~~ Company’s ~~sole~~believes ~~election,~~is ~~McClay~~other ~~shall~~than ~~sell to Company fifty percent (50%) of the Seller NSR for a purchase price of CDN$1,500,000~~temporary.

InAs ~~2013~~at ~~the~~December ~~Company~~31, ~~recognized an impairment charge of $657~~2020,~~667~~ ~~against~~ the ~~carrying~~Company ~~value~~has ofmade ~~the~~payments ~~Kenty Property based on the decrease in the market price~~ of ~~gold~~$125,000 ~~which~~to the ~~Company believes is other than temporary~~Vendors.

As at December 31, ~~2019~~2020, a third party has filed a claim in the Ontario Superior Court of Justice, against the Company. The Company and its legal counsel have determined that the claim is without merit and that no further impairment of the property’s value is required. The third party has made ~~payments~~application claiming 100% ownership of ~~$125~~the Kenty Property. The Company has responded in the Ontario Superior Court of Justice,~~000~~ towith a counter application claiming the property was acquired from the Vendors, who at the time had an undivided 100% interest in the property. The Company has also claimed damages in the amount of $1,000,000.00 CDN.

As at December 31, 2019, a third party has filed a claim in the Ontario Superior Court of Justice, against the Company. The Company and its legal counsel have determined that the claim is without merit and that no further impairment of the property’s value is required. The third party has made application claiming 100% ownership of the Kenty Property. The Company has responded in the Ontario Superior Court of Justice, with a counter application claiming the property was acquired from the Vendors, who at the time had an undivided 100% interest in the property. The Company has also claimed damages in the amount of $1,000,000.00 CDN.b)

b)Carson Property

In December 2016, the Company entered into a mineral property acquisition agreement pursuant to which the Company acquired the mining lease to the Carson Property. Under the acquisition agreement, the Company was required to pay and issued equity consideration of 150,000 shares of common stock at $0.10 per share.

12In 2016 the Company recognized an impairment charge of $15,000 against the carrying value of the Carson Property based on the company’s ability to continue as a going concern.

~~In 2016 the Company recognized an impairment charge of $15,000 against the carrying value of the Carson Property based on the company’s ability to continue as a going concern.~~c)

c)Asquith Property

~~Rollo~~On ~~Property~~August 17, 2020 the Company sold its one hundred percent interest in these contiguous four single cell staked mining claims located in Asquith Township, Larder Lake Mining Division approximately 100km south west of Kirkland Lake, and approximately 110km south of Timmins, Ontario. They are recorded in MLAS by the following Tenure IDs: 555444 (Cell ID 41P11C056), 555445 (Cell ID 41P11C057 ), 561605 (Cell ID 41P11C036), 561606 (Cell ID 41P11C037) for $15,336 (CDN$20,000) in cash.

~~In 2017, the Company entered into~~ a mineral property acquisition agreement pursuant to which the Company acquired the mining lease to the Rollo Property. Under the acquisition agreement, the Company was required to pay and issued equity consideration of 250,000 shares of common stock at $0.10 per share. )

~~In 2017, the Company recognized an impairment charge of $25,000 against the carrying value of the Rollo Property based on the company’s ability to continue as a going concern.~~b)

~~In 2019, the mineral rights to the Rollo property expired and were not renewed.~~c)

d) ~~Janes Reef Property~~

InC1 ~~2017,~~Mortimer ~~the Company entered into a mineral property acquisition agreement, pursuant to which the Company acquired the mining lease to the Rollo~~ Property~~. Under the acquisition agreement, the Company issued equity consideration of 160,000 shares of common stock at $0.10 per share.~~

InOn ~~2017~~October 8, 2016 Joshua entered into a three-year Joint Venture Option Agreement with the ~~Company~~C1 ~~recognized~~Syndicate anowners ~~impairment~~of ~~charge~~a group of ~~$16~~claims in Dore and Swayze Townships,~~000~~ ~~against~~Porcupine ~~the~~Mining ~~carrying~~Division. The ~~value~~C1 ofProperty was named after Charlie Mortimer who has been prospecting in the ~~Janes~~Swayze ~~Reef~~Township area for over fifty years. The C1 Property ~~based~~is oncontiguous to the ~~company’s~~west, ~~ability~~north, toand ~~continue~~east asside aof ~~going~~the ~~concern~~old Kenty Mine which produced gold in the 1930s, 1950s and 1980s.

In ~~2019,~~order ~~the mineral rights~~ to earn the ~~Janes~~fifty ~~property~~per ~~expired~~cent ~~and~~interest ~~were~~the ~~not~~Company: ~~renewed.~~

e)1.

~~Asquith~~Paid ~~Property~~$5,000 CDN on June 2, 2017 and $5,000 CDN on July 7, 2017,

~~In 2017, the Company entered into a mineral property acquisition agreement pursuant to which the Company acquired the mining lease to the Asquith Property~~2. ~~Under the acquisition agreement, the Company issued equity consideration of 100,000 shares of common stock at $0.10 per share.~~

InPaid ~~2017,~~ten ~~the~~million ~~Company~~shares ~~recognized an impairment charge~~ of ~~$25,000~~common ~~against~~stock ~~the carrying value~~ of the ~~Rollo~~Company ~~Property~~to ~~based on~~ the ~~company’s~~prospectors ~~ability~~pro torata ~~continue~~upon assigning aat ~~going concern~~$0.10 per share

~~In 2019, the mineral rights to the Asquith property expired and were not renewed~~3.

f)Granted Larry Salo first right of refusal on all exploration work and

C1The ~~Mortimer~~Company ~~Property~~is required to:

~~On October 8, 2016, Joshua entered into a three-year Joint Venture Option Agreement with the C1 Syndicate owners of a group of claims in Dore and Swayze Townships, Porcupine Mining Division~~1. The C1 Property was named after Charlie Mortimer who has been prospecting in the Swayze Township area for over fifty years. The C1 Property is contiguous to the west, north, and east side of the old Kenty Mine which produced gold in the 1930s, 1950s and 1980s.

InSpend ~~order~~five tohundred ~~earn~~thousand ($500,000) on mineral exploration on the ~~fifty~~property ~~per~~within ~~cent~~30 ~~interest~~months of the ~~Company:~~signing anniversary.

12.

~~Paid~~Pay ~~$5,000~~the ~~CDN~~prospector onowners, ~~June~~pro 2rata, ~~2017 and~~ $5750,000 ~~CDN~~Canadian ondollars, ~~July~~within 7,30 ~~2017;~~months of the signing anniversary.

2.The current owner prospectors will retain a three per cent (3%) Net Smelter Royalty on the properties

~~Paid~~On ~~ten~~October ~~million~~8, ~~shares~~2020 ofthe ~~common~~Joint ~~stock~~venture ofagreement ~~the~~expired ~~Company~~and towas ~~the~~replaced ~~prospectors~~with ~~pro~~a ~~rata~~new ~~upon~~Joint ~~signing~~Venture atOption ~~$0.10~~Agreement ~~per~~with ~~share;~~the following terms:

31.

~~Granted~~Pay ~~Larry~~the ~~Salo~~prospector ~~first~~owners ~~right~~$75,000 ofCDN ~~refusal~~annual onbeginning ~~all~~January ~~exploration~~1, ~~work;~~2021 and ending January 1, 30, 2030

~~The Company is required to:~~2.

The Company must spend three hundred thousand dollars ($300,000.00) CDN in mineral exploration on the Property by January 1, 2025.

~~Spend five hundred thousand dollars ($500,000) on mineral exploration on the property within 30 months of the signing anniversary;~~3.

Upon signing, the Company will issue two million, four hundred thousand (2,400,000) JSHG common shares to the prospector owners as compensation for the changes to the original Joint Venture Option agreement.

~~Pay the prospector owners, pro rata, $750,000 Canadian dollars, within 30 months of the signing anniversary~~4.

The ~~current~~Company ~~owner~~must ~~prospectors~~keep ~~will~~each ~~retain~~and aall ~~three~~claims ~~per~~within ~~cent~~the ~~(3%)~~group ~~Net~~that ~~Smelter~~comprises ~~Royalty~~the onProperty in good standing. If the ~~properties~~Company forfeits one, any or all of the claims that comprise the Property, then the Company is obligated to inform the prospector owners of its impending forfeiture of any or all claims at least four months previous to the leased claims coming open for staking,

~~On October 8, 2019 the Joint Venture Option Agreement expired and was replaced with a new Joint Venture Option Agreement with the following terms:~~5.

13Prospector and driller Larry Salo will be granted first right of refusal on all exploration work,

16.

~~Pay~~The Company must maintain proper insurance on the Property at all times either by itself as a policy holder or through policies held by the Company's contractors such that the prospector owners ~~$75,000~~have ~~CDN~~no ~~annual~~legal ~~beginning~~liability ~~January~~at 1,any ~~2021~~time ~~and~~on ~~ending~~the ~~January 1~~Property, ~~2030;~~

2In 2017 the Company recognized an impairment charge of $240,000 against the carrying value of the C1 Mortimer Property based on the company’s ability to continue as a going concern.

~~The Company must spend three hundred thousand dollars ($300,000.00) CDN in mineral exploration on the Property by January 1, 2025;~~13

3As at December 31, 2020, the Company had yet to issue 2,400,000 common shares of stock at $0.10 to the prospector owners.

~~Upon~~In ~~signing,~~2019 the Company ~~will~~recognized ~~issue~~an ~~two~~additional ~~million,~~impairment ~~four~~charge ~~hundred~~of ~~thousand (2~~$359,~~400,000)~~760 ~~JSHG~~against ~~common~~the ~~shares~~carrying tovalue of the ~~prospector~~C1 ~~owners~~Mortimer asProperty ~~compensation~~based ~~for~~on the ~~changes~~company’s ability to ~~the~~continue ~~original~~as ~~Joint~~a ~~Venture~~going ~~Option agreement;~~concern.

4.a)

~~The~~ Chewitt ~~Company must keep each and all claims within the group that comprises the~~ Property in good standing. If the Company forfeits one, any or all of the claims that comprise the Property, then the Company is obligated to inform the prospector owners of its impending forfeiture of any or all claims at least four months previous to the leased claims coming open for staking;

5During the year ended December 31, 2019, the Company entered into a mineral property acquisition agreement, pursuant to which the Company acquired the mining lease to the Chewitt Property. Under the acquisition agreement, the Company issued equity consideration of 300,000 shares of common stock at $0.20 per share and $360 ($475 CDN).

~~Prospector~~In ~~and~~2019 ~~driller~~the ~~Larry~~Company ~~Salo~~recognized ~~will~~an beimpairment ~~granted~~charge ~~first~~of ~~right~~$60,360 against the carrying value of ~~refusal~~the Chewitt Property based on ~~all~~the ~~exploration~~company’s ~~work;~~ability to continue as a going concern.

6.f) King Solomon Mines Property

~~The~~During ~~Company~~the ~~must~~year ~~maintain~~December ~~proper~~31, ~~insurance~~2019, on the ~~Property~~Company atentered ~~all~~into ~~times~~a ~~either~~mineral byproperty ~~itself~~acquisition asagreement, apursuant ~~policy~~to ~~holder~~which orthe ~~through~~Company ~~policies~~acquired ~~held~~the bymining lease to the ~~Company's~~King ~~contractors~~Solomon ~~such~~Mines ~~that~~Property. Under the ~~prospector~~acquisition ~~owners~~agreement, ~~have~~the noCompany ~~legal~~issued ~~liability~~equity consideration of 8,000,000 shares of common stock at ~~any~~$0.16 ~~time~~per onshare and agreed to a two per cent (2.0%) Net Smelter Royalty (NSR) to be paid. Vendor granted the Purchaser ~~Property~~an Option to purchase 50% of the NSR (1%NSR) for $2 Million Canadian dollars ($2,000,000).

In ~~2017,~~2019 the Company recognized an impairment charge of $~~240~~1,280,000 against the carrying value of the C1King ~~Mortimer~~Solomon Mines Property based on the ~~Company~~company’s ability to continue as a going concern.

~~As at December 31, 2019, the Company had yet to issue 2,400,000 common shares of stock at $0.10 to the prospector owners.~~g)

InBorden ~~2019,~~Lake ~~the~~North ~~Company recognized an additional impairment charge of $359,760 against the carrying value of the C1 Mortimer~~ Property ~~based on the company’s ability to continue as a going concern.~~

gOn January 15, 2020, the Company entered into a mineral property acquisition agreement, pursuant to which the Company acquired 100% interest in eleven claims (approximately 495 acres), ~~Chewett~~known as the Borden North Property in Cochrane and Darcy Townships located about 6.5 kilometers (app. 4 miles) north of the Newmont Borden Lake gold mine in Northern Ontario. Under the acquisition agreement, the Company issued equity consideration of 100,000 shares of common stock, valued at US$0.15 per share recorded in common shares issued and agreed to a two per cent (2.0%) Net Smelter Royalty (NSR) to be paid. Vendor granted the Purchaser an Option to purchase 75% of the NSR (1.5%NSR) for $1 Million Canadian dollars ($1,000,000).

~~During~~In ~~the year ended December 31~~2020, ~~2019,~~ the Company ~~entered~~recognized ~~into~~an aimpairment ~~mineral~~charge ~~property~~of ~~acquisition agreement~~$15,000 ~~pursuant~~on ~~to which~~ the ~~Company~~carrying ~~acquired~~value of the ~~mining~~Borden ~~lease~~Lake toNorth ~~the Chewett~~ Property. ~~Under~~based ~~the~~on ~~acquisition agreement,~~ the ~~Company~~substantial ~~issued~~doubt ~~equity consideration~~ of ~~300,000~~the ~~shares~~Company’s ofability ~~common~~to ~~stock~~raise atadequate $0financing.~~20 per share and $360 ($475 CDN).~~

~~In 2019, the Company recognized an impairment charge of $60,360 against the carrying value of the Chewett Property based on the Company’s ability to continue as a going concern.~~h)

h)Halcrow ~~King~~Gold, ~~Solomon~~McCool, ~~Mines~~Seymour Lake Property

~~During~~On ~~the~~April ~~year ended December 31~~14, ~~2019~~2020, the Company ~~entered~~purchased ~~into~~ a ~~mineral~~100% ~~property~~interest ~~acquisition~~in ~~agreement~~thirty-five claims, ~~pursuant~~known toas ~~which~~ the ~~Company~~Halcrow ~~acquired~~Gold ~~the~~Property, ~~mining~~McCool ~~lease~~Property toand ~~the~~Seymour ~~King~~Lake ~~Solomon~~Extension ~~Mines~~ Property. ~~Under~~Northern ~~the~~Ontario. The ~~acquisition agreement, the~~ Company ~~issued~~paid ~~equity~~one ~~consideration~~million ofJSHG ~~8,000,000~~common shares ~~of common stock~~ at $0.16145 per share ~~and~~for ~~agreed~~the tomineral property and a two per cent (2.0%) Net Smelter Royalty ('NSR') to ~~be paid.~~of ~~Vendor granted~~which the ~~Purchaser~~ anCompany ~~Option~~ has the option to ~~purchase~~repurchase 5075% of the NSR ~~(1%NSR)~~ for $2one ~~Million~~million Canadian dollars ($21,000,000) for each of the three properties at any time.

In ~~2019~~2020, the Company recognized an impairment charge of $1145,~~280,~~000 ~~against~~on the carrying value of the ~~King~~Halcrow ~~Solomon~~Gold ~~Mines~~Property, McCool Property and Seymour Lake Extension Property based on the substantial doubt of the Company’s ability to ~~continue~~raise asadequate ~~a going concern~~financing.

~~Additional Description of the Properties~~i)

~~Joshua Gold holds an interest in five mineral properties in Canada. All the properties are in Northern Ontario~~Haycock, ~~except for the Carson property which is located in the Northwest Territories. It should be noted that three of the properties~~Godfrey, ~~the~~Roma ~~C-1,~~Lake the Rollo, and the Kenty are all contiguous but differ in ownership by the Company. In 2019, the mineral rights to the Rollo property expired and were not renewed. They are collectively referred to as the Swayze Area properties and share similar access, locations, and regional geology. However, detailed descriptions for historical exploration work and property geology are given. Property

~~Background~~On ~~Information~~August ~~Concerning~~20, ~~Properties~~2020, ~~Located~~the Company purchased a 100% interest in twenty claims, known as the ~~Canadian~~Haycock ~~Province~~Gold ofProperty, Godfrey and Roma Lake Property in Northern Ontario:. The ~~Janes,~~Company ~~Asquith,~~paid C1two ~~Mortimer,~~million ~~Chewett,~~three ~~King~~hundred ~~Solomon~~thousand ~~Mines~~JSHG common shares at $0.06 per share for the mineral property and ~~Kenty~~a three per cent (3%) Net Smelter Royalty ('NSR') of which the Company has the option to repurchase 75% of the NSR for one million Canadian dollars ($1,000,000) for each of the three properties at any time.

14In 2020, the Company recognized an impairment charge of $138,000 on the carrying value of the Haycock Gold Property, Godfrey and Roma Lake Property based on the substantial doubt of the Company’s ability to raise adequate

Upon recording of the mineral claims with the provincial Mining Recorder’s Office, the claims will remain in good standing for a period of two years. The claims can be renewed by performing the minimum specified assessment work within 2 years of the recording date for the claim.14

~~Modernizing of the Mining Act in the Province of Ontario~~financing.

~~The Ontario Ministry of Mines and Development (the “MNDM”~~j) has modernized the Mining Act, moving Ontario’s mining lands administration systems from ground staking and paper map staking to online registration of mining claims; and creating an online Mining Land Administration System (“MLAS”) that enhances client access to Ontario’s mining lands data and improves their ability to manage their files online.

~~Pre-Conversion~~Hiltz ~~Period~~ Property

~~Traditional~~On ~~claim~~November ~~staking~~19, in2020, ~~Ontario~~the ~~came~~Company topurchased ana ~~end~~100% oninterest ~~January~~in 8eight claims, ~~2018.~~known ~~During~~as ~~this~~the ~~pre-conversion~~Hiltz ~~period~~in ~~claim~~the ~~staking~~Asquith ~~will~~Township ~~not~~in beNorthern ~~permitted,~~Ontario. The ~~nor~~Company ~~will~~paid ~~other~~three ~~transactions~~hundred ~~such~~thousand asJSHG ~~transfers~~common ~~and~~shares ~~the~~at ~~filing of assessment work reports~~$0.06 ~~This~~per ~~period~~share ~~will~~for ~~allow~~the ~~MNDM~~mineral toproperty ~~prepare~~and ~~for~~a ~~conversion~~two asper ~~well~~cent as(2%) ~~for~~Net ~~exhaustive~~Smelter ~~testing~~Royalty ('NSR') of which the ~~information~~Company ~~technology~~has ~~architecture~~the ~~that~~option ~~will~~to ~~underpin~~repurchase ~~MLAS,~~75% ~~and~~of ~~provide~~the ~~enough~~NSR ~~time~~for toone ~~enroll~~million ~~and~~five ~~train~~hundred ~~users~~thousand onCanadian ~~the~~dollars ~~new~~($1,500,000) ~~system~~at ~~prior~~any ~~to launch~~time.

~~Types~~In 2020, the Company recognized an impairment charge of ~~Mining~~$18,000 ~~Claims~~on the carrying value of the Hiltz Property based on the substantial doubt of the Company’s ability to raise adequate financing.

~~At conversion, there will be two claim types:~~ k)

~~(a)~~Jo-Anne ~~Cell Claims~~ Property

AsOn ~~defined~~November in13, ~~the Mining Act~~2020, athe ~~cell~~Company ~~claim~~purchased ~~means~~ a ~~mining~~100% ~~claim~~interest ~~that~~in ~~relates~~two toclaims, ~~all~~known ofas the ~~land~~Jo-Anne ~~included~~Property, in ~~one~~Benoit orTownship ~~more~~in ~~cells~~Northern onOntario. The ~~the~~Company ~~provincial~~paid ~~grid~~two ~~that~~million isfour ~~open~~hundred ~~for~~thousand ~~mining~~JSHG ~~claim~~common ~~registration.~~shares ~~A cell claim is created~~ at ~~conversion~~$0.07 ~~where~~per ~~there~~share ~~are~~for ~~one~~the ormineral ~~more~~property ~~legacy claims in a cell,~~ and ~~all are held by the same holder. In this case, if there is more than one legacy claim in~~ a ~~cell,~~two ~~those~~per ~~claims~~cent ~~will~~(2%) ~~merge~~Net ~~into~~Smelter ~~one~~Royalty ~~cell~~('NSR') ~~claim.~~of Awhich ~~cell~~the ~~claim~~Company ~~created~~has ~~from~~the ~~conversion~~option ~~can~~to berepurchase a50% ~~minimum~~ of ~~one~~the ~~cell~~NSR ~~though~~for ittwo ~~can~~million beCanadian ~~amalgamated~~dollars to($2,000,000) ~~form~~at aany ~~multi-cell claim up to a maximum of 25 cells~~time.

~~(b)~~In ~~Boundary~~2020, ~~Claims~~the Company recognized an impairment charge of $168,000 on the carrying value of the Jo-Anne Property based on the substantial doubt of the Company’s ability to raise adequate financing.

AsAdditional ~~defined~~Description inof the Mining Act, a boundary claim is created at conversion when there are multiple legacy claims within a cell that cannot merge into a cell claim. There are two circumstances where mining claims will not merge into a cell claim: Properties

1Joshua Gold holds an interest in twelve mineral properties in Canada. ~~When~~All the ~~legacy~~properties ~~claims~~are in Northern Ontario, except for the Carson property which is located in the Northwest Territories. It should be noted that three of the properties, the C-1, the Rollo, and the Kenty are ~~held~~all contiguous but differ in ownership by ~~different~~the ~~holders;~~Company. They are collectively referred to as the Swayze Area properties and share similar access, locations, and regional geology. However, detailed descriptions for historical exploration work and property geology are given.

2.Background ~~When~~Information ~~the~~Concerning ~~legacy~~Properties ~~claims~~Located ~~are~~in ~~held by~~ the ~~same~~Canadian ~~person~~Province ~~who~~of ~~chooses~~Ontario: toJanes, ~~keep~~Asquith, ~~them~~C1 ~~separate~~Mortimer, byChewitt, ~~making~~King anSolomon ~~election~~Mines ~~through~~and ~~the Claim Boundary Report process.~~Kenty

~~Overall~~Upon ~~note:~~recording ~~boundary~~of ~~cell~~the ~~indicates~~mineral ~~that~~claims with the ~~mineral~~provincial ~~rights~~Mining ~~are~~Recorder’s ~~still~~Office, ~~defined~~the byclaims ~~the~~will ~~legacy~~remain ~~claim~~in ~~boundaries,~~good ofstanding ~~which~~for ~~the~~a ~~maps~~period ~~provided~~of ~~show~~two ~~and~~years. ~~are~~The ~~representative~~claims ofcan ~~the~~be ~~physical~~renewed ~~area~~by ~~that~~performing the ~~new~~minimum ~~claim~~specified ~~news/cells~~assessment ~~represent~~work ~~under~~within ~~changes~~2 inyears of the ~~Ontario~~recording ~~Mining~~date ~~Act~~for the claim.

·Modernizing of the Mining Act in the Province of Ontario

~~Jane~~The ~~Property~~Ontario Ministry of Mines and Development (the “MNDM”) has modernized the Mining Act, moving Ontario’s mining lands administration systems from ground staking and paper map staking to online registration of mining claims; and creating an online Mining Land Administration System (MLAS) that enhances client access to Ontario’s mining lands data and improves their ability to manage their files online.

~~The~~Pre-Conversion ~~Jane~~Period Property consists of two (2) legacy claims, converted into 31 cell claims (20 standard and 11 boundary claims). These require annual exploration expenditures of $10,200 CAD per year, accompanied by an industry standard report detailing the work completed. These are due on the claim anniversary dates, which also summarizes the cells that compose each legacy claim. These grant the holder (i.e., the Company),, the sole right to explore for minerals, and to apply for a mining lease for extraction of the minerals. This does not grant any surface rights to the Crown land, nor rights to extract or mine aggregates from the claim areas.

15Traditional claim staking in Ontario came to an end on January 8, 2019. During this pre-conversion period claim staking will not be permitted, nor will other transactions such as transfers and the filing of assessment work reports. This period will allow MNDM to prepare for conversion as well as for exhaustive testing of the information technology architecture that will underpin MLAS, and provide enough time to enroll and train users on the new system prior to launch.

~~Jane~~Types ~~Property~~of ~~Claim~~Mining ~~Summary~~Claims

Legacy Claim No.	Claim Number	Cell ID	Claim Type	Due Date	Assessment Requirement	Township
4286420	324079	41I09F126	Standard	2019-06-06	$ 400	Janes
4286421	324078	41I09F127	Standard	2019-06-06	$ 400	Janes
4286421	324077	41I09F087	Standard	2019-06-06	$ 400	Janes
4286420	311356	41I09F086	Standard	2019-06-06	$ 400	Janes
4286421	267459	41I09F129	Standard	2019-06-06	$ 400	Janes
4286420	266309	41I09F062	Boundary	2019-02-17	$ 200	Janes
4286420	266308	41I09F064	Boundary	2019-02-17	$ 200	Janes
4286420	228227	41I09F066	Boundary	2019-06-06	$ 200	Janes
4286420	227062	41I09F124	Standard	2019-02-17	$ 400	Janes
4286421	220945	41I09F109	Standard	2019-06-06	$ 400	Janes
4286420	219110	41I09F123	Standard	2019-02-17	$ 400	Janes
4286420	219109	41I09F104	Standard	2019-02-17	$ 400	Janes
4286421	208887	41I09F088	Standard	2019-06-06	$ 400	Janes
4286420	208355	41I09F103	Boundary	2019-02-17	$ 200	Janes
4286421	200828	41I09F089	Standard	2019-06-06	$ 400	Janes
4286420	189176	41I09F105	Standard	2019-02-17	$ 400	Janes
4286421	172087	41I09F067	Boundary	2019-06-06	$ 200	Janes
4286421	172086	41I09F069	Boundary	2019-06-06	$ 200	Janes
4286420	170910	41I09F085	Standard	2019-02-17	$ 400	Janes
4286420	154280	41I09F083	Boundary	2019-02-17	$ 200	Janes
4286420	154279	41I09F084	Standard	2019-02-17	$ 400	Janes
4286420	154278	41I09F065	Boundary	2019-02-17	$ 200	Janes
4286420	118251	41I09F102	Boundary	2019-02-17	$ 200	Janes
4286421	115891	41I09F128	Standard	2019-06-06	$ 400	Janes
4286420	115890	41I09F106	Standard	2019-06-06	$ 400	Janes
4286421	115889	41I09F107	Standard	2019-06-06	$ 400	Janes
4286421	115888	41I09F108	Standard	2019-06-06	$ 400	Janes
4286420	102938	41I09F122	Standard	2019-02-17	$ 400	Janes
4286420	102937	41I09F125	Standard	2019-02-17	$ 400	Janes
4286420	102936	41I09F063	Boundary	2019-02-17	$ 200	Janes
4286421	100594	41I09F068	Boundary	2019-06-06	$ 200	Janes
Total					$ 10,200

At conversion, there will be two claim types:

~~The~~(a) ~~Janes~~Cell ~~leases~~Claims ~~expired during the year and were not renewed.~~

16As defined in the Mining Act, a cell claim means a mining claim that relates to all of the land included in one or more cells on the provincial grid that is open for mining claim registration. A cell claim is created at conversion where there are one or more legacy claims in a cell, and all are held by the same holder. In this case, if there is more than one legacy

·15

~~Asquith~~claim in a cell, those claims will merge into one cell claim. A cell claim created from conversion can be a minimum of one cell though it can be amalgamated to form a multi-cell claim up to a maximum of 25 cells.

~~The Asquith Property consists of one~~ (1b) ~~legacy~~Boundary ~~claims,~~Claims converted into seven (7) cell claims (2 standard and 5 boundary claims. These require annual exploration expenditures of $2,000 CAD per year, accompanied by an industry standard report detailing the work completed. Amounts are due at different times of the year. These grant the holder, Joshua Gold, the sole right to explore for minerals, and to apply for a mining lease for extraction of the minerals. This does not grant any surface rights to the Crown land, nor rights to extract or mine aggregates from the claim areas. The table lists the legacy claim numbers and the new cell claims that these legacy mining claims have been converted to under the implementation of the new Ontario Mining Act.

~~Asquith~~As ~~Property~~defined ~~Claim~~in ~~Summary~~the Mining Act, a boundary claim is created at conversion when there are multiple legacy claims within a cell that cannot merge into a cell claim. There are two circumstances where mining claims will not merge into a cell claim:

Legacy Claim No.	Claim Number	Cell ID	Claim Type	Due Date	Assessment Requirement	Township
4270343	274594	41P11C036	Standard	2019-10-07	$ 400	Asquith
4270343	304417	41P11C037	Standard	2019-10-07	$ 400	Asquith
4270343	220166	41P11038	Boundary	2019-10-07	$ 400	Asquith
4270343	170164	41P11C016	Boundary	2019-10-07	$ 200	Asquith
4270343	311191	41P11C017	Boundary	2019-10-07	$ 200	Asquith
4270343	220166	41P11C038	Boundary	2019-10-07	$ 200	Asquith
4270343	274593	41P11C018	Boundary	2019-10-07	$ 200	Asquith
Total					$ 2,000

1. When the legacy claims are held by different holders;

~~During~~2. When the ~~year~~legacy claims are held by the ~~Asquith~~same ~~property~~person ~~leases~~who ~~expired~~chooses ~~and~~to ~~were~~keep ~~not~~them ~~renewed~~separate by making an election through the Claim Boundary Report process.

·Overall note: boundary cell indicates that the mineral rights are still defined by the legacy claim boundaries, of which the maps provided show and are representative of the physical area that the new claim news/cells represent under changes in the Ontario Mining Act.

~~C1 Property~~·

~~The~~Jane C1 Property consists of five (5) legacy mining claims that have been converted into 35 boundary claims defined under the new Mining Act in Ontario. These grant the holder, Joshua Gold, through its option with Kencana Technical Services Inc., the sole right to explore for minerals, and to apply for a mining lease for extraction of the minerals. This does not grant any surface rights to the Crown land, nor rights to extract or mine aggregates from the claim areas. The table lists the legacy claim numbers and the new cell claims that these legacy mining claims have been converted to under the new Ontario mining Act. Cells with IDs 41O15G360 (claims 289156, 280401), 41O14H341 (claims 107471, 129129), 41O14H343 (claims 157059, 190225), 41O15H344 (claims 230404, 144217, 216941) although indicated as boundary cells are fully owned due an overlap of the C1 and Rollo Properties. These require annual exploration expenditures of $7,000 CAD per year, accompanied by an industry standard report detailing the work completed. However, portions of this amount are due on individual claim anniversary dates which are summarized below:

17The Jane Property consists of two (2) legacy claims, converted into 31 cell claims (20 standard and 11 boundary claims. These require annual exploration expenditures of $10,200 CAD per year, accompanied by an industry standard report detailing the work completed. These are due on the claim anniversary dates, which also summarizes the cells that compose each legacy claim. These grant the holder, Joshua Gold Resources Inc., the sole right to explore for minerals, and to apply for a mining lease for extraction of the minerals. This does not grant any surface rights to the Crown land, nor rights to extract or mine aggregates from the claim areas.

~~C1 Property Claim Summary~~16

Legacy Claim No.	Claim Number	Cell ID	Claim Type	Due Date	Assessment Requirement	Township
4270364	120190	41O15A001	Boundary	2019-12-11	$ 200	Swayze
4275471	233215	41O15A005	Boundary	2019-04-16	$ 200	Dore
4275471	164590	41O15A006	Boundary	2019-04-16	$ 200	Dore
4270364	148240	41O15B019	Boundary	2019-12-11	$ 200	Swayze
4270364	242943	41O15B020	Boundary	2019-12-11	$ 200	Swayze
4275530	269086	41O15G359	Boundary	2019-08-01	$ 200	Swayze
4270433	280401	41O15G360	Boundary	2019-06-27	$ 200	Swayze
4270364	299546	41O15G379	Boundary	2019-12-11	$ 200	Swayze
4275530	184588	41O15G379	Boundary	2019-08-01	$ 200	Swayze
4275530	240808	41O15G379	Boundary	2019-08-01	$ 200	Swayze
4270364	196353	41O15G380	Boundary	2019-12-11	$ 200	Swayze
4270364	108926	41O15G399	Boundary	2019-12-11	$ 200	Swayze
4270364	299547	41O15G400	Boundary	2019-12-11	$ 200	Swayze
4270433	107471	41O15H341	Boundary	2019-06-27	$ 200	Swayze
4270433	295435	41O15H341	Boundary	2019-08-01	$ 200	Swayze
4271227	190226	41O15H342	Boundary	2019-02-13	$ 200	Rollo
4270433	240808	41O15H342	Boundary	2019-08-01	$ 200	Swayze
4271227	190225	41O15H343	Boundary	2019-02-13	$ 200	Rollo
4271227	144217	41O15H344	Boundary	2019-02-13	$ 200	Rollo
4271227	252226	41O15H345	Boundary	2019-02-13	$ 200	Rollo
4275471	252226	41O15H345	Boundary	2019-04-16	$ 200	Dore
4275471	225198	41O15H346	Boundary	2019-04-16	$ 200	Dore
4270364	148238	41O15H361	Boundary	2019-12-11	$ 200	Swayze
4270433	210391	41O15H361	Boundary	2019-06-27	$ 200	Swayze
4271227	246882	41O15H362	Boundary	2019-02-13	$ 200	Rollo
4270433	295435	41O15H362	Boundary	2019-08-01	$ 200	Swayze
4271227	246881	41O15H363	Boundary	2019-02-13	$ 200	Swayze
4271227	144218	41O15H364	Boundary	2019-02-13	$ 200	Swayze
4275471	178621	41O15H365	Boundary	2019-04-16	$ 200	Dore
4275471	318112	41O15H366	Boundary	2019-04-16	$ 200	Dore
4270433	159036	41O15H380	Boundary	2019-08-01	$ 200	Swayze
4270433	280401	41O15H380	Boundary	2019-08-01	$ 200	Swayze
4270364	148239	41O15H381	Boundary	2019-12-11	$ 200	Swayze
4275471	121395	41O15H385	Boundary	2019-04-16	$ 200	Dore
4275471	252227	41O15H386	Boundary	2019-04-16	$ 200	Dore
Total					$ 7,000

Jane Property Claim Summary


Legacy Claim No.	Claim Number	Cell ID	Claim Type	Due Date	Assessment Requirement	Township
4286420	324079	41I09F126	Standard	2020-06-06	$ 400	Janes
4286421	324078	41I09F127	Standard	2020-06-06	$ 400	Janes
4286421	324077	41I09F087	Standard	2020-06-06	$ 400	Janes
4286420	311356	41I09F086	Standard	2020-06-06	$ 400	Janes
4286421	267459	41I09F129	Standard	2020-06-06	$ 400	Janes
4286420	266309	41I09F062	Boundary	2020-02-17	$ 200	Janes
4286420	266308	41I09F064	Boundary	2020-02-17	$ 200	Janes
4286420	228227	41I09F066	Boundary	2020-06-06	$ 200	Janes
4286420	227062	41I09F124	Standard	2020-02-17	$ 400	Janes
4286421	220945	41I09F109	Standard	2020-06-06	$ 400	Janes
4286420	219110	41I09F123	Standard	2020-02-17	$ 400	Janes
4286420	219109	41I09F104	Standard	2020-02-17	$ 400	Janes
4286421	208887	41I09F088	Standard	2020-06-06	$ 400	Janes
4286420	208355	41I09F103	Boundary	2020-02-17	$ 200	Janes
4286421	200828	41I09F089	Standard	2020-06-06	$ 400	Janes
4286420	189176	41I09F105	Standard	2020-02-17	$ 400	Janes
4286421	172087	41I09F067	Boundary	2020-06-06	$ 200	Janes
4286421	172086	41I09F069	Boundary	2020-06-06	$ 200	Janes
4286420	170910	41I09F085	Standard	2020-02-17	$ 400	Janes
4286420	154280	41I09F083	Boundary	2020-02-17	$ 200	Janes
4286420	154279	41I09F084	Standard	2020-02-17	$ 400	Janes
4286420	154278	41I09F065	Boundary	2020-02-17	$ 200	Janes
4286420	118251	41I09F102	Boundary	2020-02-17	$ 200	Janes
4286421	115891	41I09F128	Standard	2020-06-06	$ 400	Janes
4286420	115890	41I09F106	Standard	2020-06-06	$ 400	Janes
4286421	115889	41I09F107	Standard	2020-06-06	$ 400	Janes
4286421	115888	41I09F108	Standard	2020-06-06	$ 400	Janes
4286420	102938	41I09F122	Standard	2020-02-17	$ 400	Janes
4286420	102937	41I09F125	Standard	2020-02-17	$ 400	Janes
4286420	102936	41I09F063	Boundary	2020-02-17	$ 200	Janes
4286421	100594	41I09F068	Boundary	2020-06-06	$ 200	Janes
Total					$ 10,200

·The Janes leases expired during the year and were not renewed.

~~Kenty Property~~·

The Kenty Property consists of historical patents that grant full ownership of the mining and surface rights to the party that is awarded ownership after settlement or conclusion of the legal proceedings (Court File No. CV-13-480311). No taxes or levies are owed by Joshua Gold Resources Inc. until the resolution of the legal proceedings. The table lists each mining claim with the size, and required taxes due each year. These mining claims are described under LRO No. 53 in the Land Registry Office-Land Tides Division of Sudbury under abstracts: PIN 73113-0003(LT), PIN 73113-0004(LT), PIN 73113-0005(LT), PIN 73113-0006(LT), PIN 73113-0007(LT), PIN 73113-0008(LT), PIN 73113-0009(LT), PIN 73113-0010(LT), PIN73113-0011(LT), PIN 73113-0012(LT), PIN 731IV-0013(LT), PIN73113-0014(LT), PIN73113-0015(LT), PIN73n3-0016a(LT), PIN 73113-0017(I.T), and PIN 73114-0001(LT).Asquith

~~Kenty~~The Asquith Property ~~Leased~~consists ~~Claims~~of ~~Summary~~one (1) legacy claims, converted into seven (7) cell claims (2 standard and 5 boundary claims). These require annual exploration expenditures of $2,000 CAD per year, accompanied by an industry standard report detailing the work completed. Amounts are due at different times of the year. These grant the holder, Joshua Gold, the sole right to explore for minerals, and to apply for a mining lease for extraction of the minerals. This does not grant any surface rights to the Crown land, nor rights to extract or mine aggregates from the claim areas. The table lists the legacy claim numbers and the new cell claims that these legacy mining claims have been converted to under the implementation of the new Ontario Mining Act.

Claim No.	Township	Parcel	Hectares	Annual Tax
S20835	Dore	7802SWS	13.68	$ 79.52
S20702	Swayze	7793SWS	15.69	$ 91.09
S20703	Swayze	7794SWS	18.18	$ 105.62
S20706	Swayze	7808SWS	16.84	$ 97.87
S20707	Swayze	7809SWS	12.14	$ 70.62
S20708	Swayze	7804SWS	15.35	$ 89.18
S20709	Swayze	7805SWS	12.15	$ 70.68
S20710	Swayze	7806SWS	9.88	$ 57.38
S20711	Swayze	7796SWS	14.8	$ 86.07
S20712	Swayze	7797SWS	14.69	$ 85.48
S20713	Swayze	7798SWS	13.1	$ 76.08
S20714	Swayze	7799SWS	8.31	$ 48.27
S20715	Swayze	7800SWS	9.98	$ 58.03
S20716	Swayze	7801SWS	11.01	$ 63.77
S20704	Swayze	779+5SWS	13.6	$ 79.09
S20705	Swayze	7807SWS	17.42	$ 101.29
Total			216.82	$ 1,260.04

·Asquith Property Claim Summary

Carson Property


Legacy Claim No.	Claim Number	Cell ID	Claim Type	Due Date	Assessment Requirement	Township
4270343	274594	41P11C036	Standard	2020-10-07	$ 400	Asquith
4270343	304417	41P11C037	Standard	2020-10-07	$ 400	Asquith
4270343	220166	41P11038	Boundary	2020-10-07	$ 400	Asquith
4270343	170164	41P11C016	Boundary	2020-10-07	$ 200	Asquith
4270343	311191	41P11C017	Boundary	2020-10-07	$ 200	Asquith
4270343	220166	41P11C038	Boundary	2020-10-07	$ 200	Asquith
4270343	274593	41P11C018	Boundary	2020-10-07	$ 200	Asquith
Total					$ 2,000

~~The~~During ~~Carson Property consists of a single mining lease number NT-3446, registered with~~ the ~~NWT~~year ~~Mining Recorder, under~~ the ~~name~~Asquith of Andrew Currah, acting as trustee for Joshua Gold Resources Inc for a period of 21 years with 19 years remaining. Lease payments of $2,310 are required to be paid by June 30th. The lease consisted of the whole of Lot 1003, Quad 86-B-03 in the North Mining District in the Northwest Territories as shown on a plan survey number 76137 in the Legal Surveys Division, Department of Natural Resources Canada at Ottawa, said Lot being otherwise known as the BR#2 mineral claim containing 1,141.00 acres. The gives the holder the exclusive right to search for, win, work, and take all minerals, as defined in the Mining Regulations, in, upon or under the mineral claims, defined in full in the Northwest Territories Mining Regulations SOR/2014-68, Registration 2014-03-28 Northwest Territories Mining Regulations, P.C. 2014-306 2014-03-27. The property isleases ~~subject~~expired ~~to a 2% NSR, 1% due to John Rapski, of which 0.5% can be purchased for $1 million Canadian (CAD);~~ and, 1%were tonot ~~2214098 Ontario Ltd, of which 0.5% may be purchased for $1 million Canadian (CAD)~~renewed

19·

~~Carson~~C1 Property

~~Location~~The C1 Property consists of five (5) legacy mining claims that have been converted into 35 boundary claims defined under the new Mining Act in Ontario. These grant the holder, Joshua Gold, through its option with Kencana Technical Services Inc., the sole right to explore for minerals, and ~~Access~~to apply for a mining lease for extraction of the minerals. This does not grant any surface rights to the Crown land, nor rights to extract or mine aggregates from the claim areas. The table lists the legacy claim numbers and the new cell claims that these legacy mining claims have been converted to under the new Ontario mining Act. Cells with IDs 41O15G360 (claims 289156, 280401), 41O14H341 (claims 107471, 129129), 41O14H343 (claims 157059, 190225), 41O15H344 (claims 230404, 144217, 216941) although indicated as boundary cells are fully owned due an overlap of the C1 and Rollo Properties. These require annual exploration expenditures of $7,000 CAD per year, accompanied by an industry standard report detailing the work completed. However, portions of this amount are due on individual claim anniversary dates which are summarized below:

The Carson Property is located in a remote area approximately 195 kilometers north-northwest of Yellowknife in the Northwest Territories, Canada. Direct access is only possible via fixed wing or rotary wing aircraft from Yellowknife. However, winter access via the Colomac Winter road is possible. The road comes within 5km to the West of the property area. 18

C1 Property ~~and~~Claim ~~Ownership~~Summary

The Carson Property is 1141 acres comprising one mining lease registered in good standing with the NT Mining Recorder’s office and is geographically centered at 115°8’35"W 64°9'57”N, NTS 086G/03, Mackenzie Mining District, North West Territories. The lease number is 3446, issued to John P Rapski June 30, 1993 and expiring June 30, 2024.


Legacy Claim No.	Claim Number	Cell ID	Claim Type	Due Date	Assessment Requirement	Township
4270364	120200	41O15A001	Boundary	2020-12-11	$ 200	Swayze
4275471	233215	41O15A005	Boundary	2020-04-16	$ 200	Dore
4275471	164590	41O15A006	Boundary	2020-04-16	$ 200	Dore
4270364	148240	41O15B019	Boundary	2020-12-11	$ 200	Swayze
4270364	242943	41O15B020	Boundary	2020-12-11	$ 200	Swayze
4275530	269086	41O15G359	Boundary	2020-08-01	$ 200	Swayze
4270433	280401	41O15G360	Boundary	2020-06-27	$ 200	Swayze
4270364	299546	41O15G379	Boundary	2020-12-11	$ 200	Swayze
4275530	184588	41O15G379	Boundary	2020-08-01	$ 200	Swayze
4275530	240808	41O15G379	Boundary	2020-08-01	$ 200	Swayze
4270364	196353	41O15G380	Boundary	2020-12-11	$ 200	Swayze
4270364	108926	41O15G399	Boundary	2020-12-11	$ 200	Swayze
4270364	299547	41O15G400	Boundary	2020-12-11	$ 200	Swayze
4270433	107471	41O15H341	Boundary	2020-06-27	$ 200	Swayze
4270433	295435	41O15H341	Boundary	2020-08-01	$ 200	Swayze
4271227	190226	41O15H342	Boundary	2020-02-13	$ 200	Rollo
4270433	240808	41O15H342	Boundary	2020-08-01	$ 200	Swayze
4271227	190225	41O15H343	Boundary	2020-02-13	$ 200	Rollo
4271227	144217	41O15H344	Boundary	2020-02-13	$ 200	Rollo
4271227	252226	41O15H345	Boundary	2020-02-13	$ 200	Rollo
4275471	252226	41O15H345	Boundary	2020-04-16	$ 200	Dore
4275471	225198	41O15H346	Boundary	2020-04-16	$ 200	Dore
4270364	148238	41O15H361	Boundary	2020-12-11	$ 200	Swayze
4270433	210391	41O15H361	Boundary	2020-06-27	$ 200	Swayze
4271227	246882	41O15H362	Boundary	2020-02-13	$ 200	Rollo
4270433	295435	41O15H362	Boundary	2020-08-01	$ 200	Swayze
4271227	246881	41O15H363	Boundary	2020-02-13	$ 200	Swayze
4271227	144218	41O15H364	Boundary	2020-02-13	$ 200	Swayze
4275471	178621	41O15H365	Boundary	2020-04-16	$ 200	Dore
4275471	318112	41O15H366	Boundary	2020-04-16	$ 200	Dore
4270433	159036	41O15H380	Boundary	2020-08-01	$ 200	Swayze
4270433	280401	41O15H380	Boundary	2020-08-01	$ 200	Swayze
4270364	148239	41O15H381	Boundary	2020-12-11	$ 200	Swayze
4275471	121395	41O15H385	Boundary	2020-04-16	$ 200	Dore
4275471	252227	41O15H386	Boundary	2020-04-16	$ 200	Dore
Total					$ 7,000

~~Regional Geology~~·

The Damoti Lake area lies within the Slave Structural Province within the INdin Lake Supracrustal belt. This belt is composed of Archean age metasedimentary and metavolcanic rocks of the Yelloknife Supergroup, and is truncated to the west by Archean age plutons and migamtites, and to the east by gneissic basement rocks.The Indin Lake belt form a series of north to northeast trending volcanic assemblages. 19

~~The~~Kenty Yellowknife Supergroup is composed of a lower Hewlitt group, a sequence of pillowed mafic tholeiitic basalts intercalated with more rare felsic calc-alkaline volcanics and are older than approximately 2.67 Ga. Overlying the Hewlitt group is Leta Arm group, a sequence of pollowed and massive mafic and felsic flows, and intermediate to felsic volcaniclastic rocks (2.6y Ga). The Chalco Lake group, consisting of conglomerates, sandstone-mudstones, and volcaniclastic rocks (<2.65 Ga). Sediments composed of interbedded agillites, siltstones, and greywacke beds are consistent with turbite deposition. Sedimentary horizons host iron formations of pyrite +/- pyrrhotite, as well as sulphide-bearing argillite units in the eastern area of the Indin Lake area.Property

~~Gabbro~~The ~~and~~Kenty ~~quartz-diorite~~property ~~sills~~consists inof historical patents that grant full ownership of the ~~Indin~~mining ~~Lake~~and ~~are~~surface ~~thought~~rights to bethe ~~related~~party tothat ~~volcanic~~is ~~units~~awarded inownership after settlement or conclusion of the ~~area~~legal proceedings (Court File No. ~~Volcanic~~CV-13-480311). ~~rocks~~No taxes or levies are ~~intruded~~owed by ~~grandodiorite~~Joshua ~~and~~Gold ~~pegmatites~~Resources Inc. until the resolution of ~~variable~~the ~~ages~~legal proceedings. ~~Diabase~~The ~~dykes~~table ~~also~~lists ~~cut~~each ~~all~~mining ~~units~~claim with the size, and required taxes due each year. These mining claims are described under LRO No. 53 in the ~~Indin~~Land ~~Lake~~Registry ~~area~~Office-Land Tides Division of Sudbury under abstracts: PIN 73113-0003(LT), PIN 73113-0004(LT), PIN 73113-0005(LT), PIN 73113-0006(LT), PIN 73113-0007(LT), PIN 73113-0008(LT), PIN 73113-0009(LT), PIN 73113-0010(LT), PIN73113-0011(LT), PIN 73113-0012(LT), PIN 731IV-0013(LT), PIN73113-0014(LT), PIN73113-0015(LT), PIN73n3-0016a(LT), PIN 73113-0017(I.T), and PIN 73114-0001(LT).

Kenty Property ~~Geology~~Leased Claims Summary

The Carson property is underlain by mafic and lesser felsic metavolcanic and subordinate metadsedimentary rocks of the Yellowknife Supergroup. Felsic metavolcanic rocks occur at the metavolcanic-metasedimentary contacts. The 1985 mapping program identified 8 major rock assemblages in the property area, which contacts trending slightly east of north.


Claim No.	Township	Parcel	Hectares	Annual Tax
S20835	Dore	7802SWS	13.68	$ 79.52
S20702	Swayze	7793SWS	15.69	$ 91.09
S20703	Swayze	7794SWS	18.18	$ 105.62
S20706	Swayze	7808SWS	16.84	$ 97.87
S20707	Swayze	7809SWS	12.14	$ 70.62
S20708	Swayze	7804SWS	15.35	$ 89.18
S20709	Swayze	7805SWS	12.15	$ 70.68
S20710	Swayze	7806SWS	9.88	$ 57.38
S20711	Swayze	7796SWS	14.8	$ 86.07
S20712	Swayze	7797SWS	14.69	$ 85.48
S20713	Swayze	7798SWS	13.1	$ 76.08
S20714	Swayze	7799SWS	8.31	$ 48.27
S20715	Swayze	7800SWS	9.98	$ 58.03
S20716	Swayze	7801SWS	11.01	$ 63.77
S20704	Swayze	779+5SWS	13.6	$ 79.09
S20705	Swayze	7807SWS	17.42	$ 101.29
Total			216.82	$ 1,260.04

To the central area of the property is the Snowden andesite and consists of pillowed, variolitic, porphyritic, and amigoidal flows. Two horizons of mafic volcaniclastic rocks are defined by mafic tuff and matric with felsic clasts which overly the Snowden andesite. A strongly sheared unit is equivalent to this unit but is identified as a mafic agglomerate. The Oti rhyolite occurs to the western side of the property. It is strongly brecciated and sericitized, hosting pyritic argillite are associated with graphitic shear zones within lenses of this unit. The Damoti rhyolite is mapped at the metavolcanic-metasedimentary rock contact, and is a fine grained and tuffaceous unit, with local interbeds of lapilli size fragments. ·

~~Yellowknife~~Carson Supergoup metasediments underly the eastern side of the property, and consist of fine grained greywacke and argillite sequences. This sequence sows graded bedding of a turbidite sequence, and interpretation of top indicators suggests this unit overlies the metavolcanic sequences. Property

~~Several~~The ~~felsic~~Carson ~~porphyritic~~Property ~~dykes~~consists ~~intrude~~of a single mining lease number NT-3446, registered with the ~~property~~NWT Mining Recorder, ~~and~~under ~~can~~the bename upof Andrew Currah, acting as trustee for Joshua Gold Resources Inc for a period of 21 years with 19 years remaining. Lease payments of $2,310 are required to 20be ~~meters~~paid by June 30th. The lease consisted of the whole of Lot 1003, Quad 86-B-03 in ~~width~~the North Mining District in the Northwest Territories as shown on a plan survey number 76137 in the Legal Surveys Division, Department of Natural Resources Canada at Ottawa, said Lot being otherwise known as the BR#2 mineral claim containing 1,141.00 ~~Additionally~~acres. The gives the holder the exclusive right to search for, ~~several~~win, ~~steeply~~work, ~~dipping~~and ~~diabase~~take ~~dykes~~all ~~intrude~~minerals, as defined in the ~~entire~~Mining Regulations, in, upon or under the mineral claims, defined in full in the Northwest Territories Mining Regulations SOR/2014-68, Registration 2014-03-28 Northwest Territories Mining Regulations, P.C. 2014-306 2014-03-27. The property ~~stratigraphy~~is subject to a 2% NSR, 1% due to John Rapski, of which 0.5% can be purchased for $1 million Canadian (CAD); and, 1% to 2214098 Ontario Ltd, of which 0.5% may be purchased for $1 million Canadian (CAD)

~~Mineralization~~Carson Property

~~Gold~~Location ~~mineralization in the Damoti Lake area is characterized by quartz carbonate veins associated with regional scale structural deformation. Shear zones on the property are northeast trending~~ and ~~parallel to the regional tectonic fabric. The Hillop, Chuck vein, and Pond showings all occur in these northeast trending shear zones.~~ Access

20The Carson property is located in a remote area approximately 195 kilometers north-northwest of Yellowknife in the Northwest Territories, Canada. Direct access is only possible via fixed wing or rotary wing aircraft from Yellowknife.

This style of mineralization is consistent with volcanic hosted orogenic lode-gold deposits. Quartz-carbonate veins are typically associated with altered volcanic wall rocks with sillification, pyrite, and chlorite alteration, which can include pyrrhotite and biotite alteration minerals. Trace amounts of chalcopyrite and galena can occur in mafic volcanic hosted shear zones. Gold grades on the property associated with quartz-carbonate veins typically show higher grade gold mineralization over narrow widths from 6 to 60 inches (~2.5 to 23.5 cm). Gold mineralization can also be associated with iron formations in volcanic and sedimentary sequences that are prospective for polymetallic base metal mineralization. 20

~~In the property area~~However, ~~shear~~winter ~~zones~~access ~~parallel~~via ~~to regional scale deformation zones host auriferous quartz-carbonate veins occur at~~ the ~~Check~~Colomac ~~vein~~Winter ~~and~~road ~~the~~is ~~Hilltop showing in felsic, intermediate volcanics and sedimentary rocks~~possible. ~~Lithological~~The ~~contacts~~road ~~also~~comes ~~present~~within a5km ~~mineralization~~to ~~target~~the ~~for~~West ~~these styles~~ of ~~veins, of which is exemplified by~~ the ~~Pond~~property ~~showing~~area.

~~Previous~~Property ~~Exploration~~and ~~Work~~Ownership

~~Prospecting~~The ~~and~~Carson ~~exploration~~property ~~work~~is in1141 ~~the~~acres ~~Damoti~~comprising ~~Lake~~one ~~and~~mining ~~Indin~~lease ~~Lake~~registered ~~areas began~~ in ~~1938~~good standing with the ~~discovery~~NT ofMining ~~the~~Recorder’s ~~Barker~~office ~~(Anne) showing. This discovery lead to the staking~~ and ~~subsequent~~is ~~mapping~~geographically ~~and~~centered ~~prospecting~~at of115°8’35"W ~~much~~64°9'57”N, ofNTS ~~the~~086G/03, ~~Indin~~Mackenzie ~~Lake~~Mining ~~supracrustal~~District, ~~belt~~North byWest ~~government~~Territories. ~~and~~The ~~invested~~lease ~~industry~~number ~~personnel.~~is A3446, ~~number~~issued ofto ~~showings~~John ~~were~~P ~~discovered~~Rapski ~~including~~June ~~Diversiﬁed~~30, ~~North~~1993 ~~Inca~~ and ~~Colomac,~~expiring ~~all~~June of30, ~~which reached an advanced stage of exploration~~2024.

~~Reconnaissance~~Regional mapping of the lndin Lake belt commenced in 1939 by C5. Lord and J.T. Wilson of the Geological Survey of Canada, and was competed in 1948 (Lord, 1951; Fortier, 1949). Detailed geological examination was then conducted at Chalco Lake (Stanton et al., 1948; Pehrrson and Kerswill, 1997), Ranji Lake (Tremblay et al., 1953; Pehrrson and Kerswill, 1997b), and Ghost Lake (Wright, 1954; Pehrrson and Kerswill, 1997b).Geology

AThe ~~second~~Damoti ~~round~~Lake ofarea ~~exploration~~lies inwithin the ~~1970's~~Slave ~~was~~Structural ~~focused~~Province onwithin ~~volcanic-hosted~~the ~~massive~~Indin ~~sulphide~~Lake ~~(VHMS)~~Supracrustal ~~mineralization~~belt. This ~~work~~belt ~~resulted~~is incomposed aof ~~number~~Archean ofage ~~base~~metasedimentary ~~metal~~and ~~occurrences.~~metavolcanic ~~During~~rocks of the ~~1980’s~~Yellowknife ~~renewed~~Supergroup, ~~interest~~and inis ~~the~~truncated ~~belt~~to ~~culminated~~the ~~with~~west ~~the~~by ~~development~~Archean ofage ~~the~~plutons ~~Colomac~~and ~~mine~~migamtites, and to the ~~Cass~~east ~~deposit~~by gneissic basement rocks. The Indin Lake belt form a series of north to northeast trending volcanic assemblages.

~~Between~~The ~~1970~~Yellowknife ~~and~~Supergroup ~~1972~~is composed of a lower Hewlitt group, ~~Freeport~~a ~~Oil~~sequence ~~Company~~of ~~explored~~pillowed mafic tholeiitic basalts intercalated with more rare felsic calc-alkaline volcanics and are older than approximately 2.67 Ga. Overlying the ~~belt~~Hewlitt ~~for~~group ~~base~~is ~~metal~~Leta ~~mineralization~~Arm group, a sequence of pollowed and massive mafic and felsic flows, and intermediate to felsic volcaniclastic rocks (2.6y AGa). ~~2700~~The ~~line~~Chalco ~~kilometer~~Lake ~~airborne~~group, ~~electromagnetic~~consisting ~~and~~of ~~magnetic~~conglomerates, ~~survey~~sandstone-mudstones, ~~was~~and ~~conducted~~volcaniclastic ~~over~~rocks ~~ground~~(<2.65 ~~west~~Ga). Sediments composed of ~~the~~interbedded ~~Damoti~~agillites, ~~Lake~~siltstones, ~~area~~and greywacke beds are consistent with turbite deposition. Sedimentary horizons host iron formations of pyrite +/- pyrrhotite, ~~this~~as ~~survey~~well ~~did~~as ~~identify~~sulphide-bearing aargillite ~~conductor~~units onin the ~~west~~eastern ~~shore~~area of ~~Damoti~~the Indin Lake ~~(Klein, 1970)~~area.

InGabbro ~~1981,~~and ~~Noranda~~quartz-diorite ~~staked~~sills in the ~~Betam~~Indin ~~claims~~Lake ~~adjacent~~are thought to ~~the~~be ~~present~~related ~~day~~to ~~Carson~~volcanic ~~property.~~units ~~Geological,~~in ~~geochemical,~~the ~~and~~area. ~~geophysical~~Volcanic ~~investigation~~rocks ~~were~~are ~~conducted.~~intruded ~~Anomalous,~~by ~~but~~grandodiorite ~~low~~and ~~grade~~pegmatites ~~gold~~of ~~values~~variable ~~were~~ages. ~~found~~Diabase indykes ~~small~~also ~~sulphide-bearing~~cut ~~quartz~~all ~~veins~~units in the ~~mafic~~Indin ~~volcanic~~Lake ~~rocks and the ground was allowed to lapse (Cluff and Myres, 1982)~~area.

InProperty 1985, the Oti claims were staked along the western shore of Damoti Lake by Comaplex Resources International Ltd. and were examined by Placer Development Ltd. A number of low grade showings were discovered by geological, geochemical and geophysical surveys (Pinsent, 1985).Geology

The ~~Geologic~~Carson ~~Survey~~property ofis ~~Canada~~underlain ~~initiated~~by ~~1:125,000~~mafic ~~scale~~and ~~mapping~~lesser ~~furthered~~felsic ~~the~~metavolcanic ~~geological~~and ~~understanding~~subordinate metadsedimentary rocks of the ~~area~~Yellowknife ~~(Frith, 1986; 1993)~~Supergroup. ~~Detailed~~Felsic ~~examination~~metavolcanic ofrocks ~~the~~occur ~~mineralized~~at ~~areas in~~ the ~~Indin~~metavolcanic-metasedimentary ~~Lake~~contacts. ~~area~~The ~~was~~1985 ~~conducted~~mapping ~~from~~program ~~1987~~identified to8 ~~1991~~major ~~(Morgan,~~rock ~~1992).~~assemblages ~~Most recently the Indin belt was examined~~ in the ~~context~~property ~~of structural and sedimentological relationships (Pehrsson and Beaumont - Smith~~area, ~~1994;~~which ~~Pehrsson~~contacts ~~and~~trending ~~Villeneuve,~~slightly ~~1999;~~east ~~Pehrsson,~~of ~~2002; Pehrsson, 2009)~~north.

InTo ~~1992~~the central area of the property is the Snowden andesite and consists of pillowed, Jvariolitic, porphyritic, and amigoidal flows. ~~Brophy~~Two ~~conducted~~horizons ~~mapping~~of mafic volcaniclastic rocks are defined by mafic tuff and ~~sampling~~matric onwith ~~BIF~~felsic ~~Island~~clasts ofwhich ~~Damoti~~overly ~~Lake~~the Snowden andesite. ~~Prospective~~A ~~results~~strongly ~~from~~sheared ~~this~~unit ~~sampling~~is ~~lead~~equivalent to ~~the~~this ~~staking~~unit but is identified as a mafic agglomerate. The Oti rhyolite occurs to the ~~discovery~~western side of the ~~Damoti~~property. ~~Lake~~It ~~deposit~~is bystrongly ~~Covello~~brecciated ~~Bryan~~ and ~~Associates~~sericitized, inhosting ~~1993.~~pyritic ~~Exploration~~argillite atare ~~Damoti~~associated ~~Lake~~with ~~has~~graphitic ~~been~~shear ~~ongoing~~zones ~~through~~within tolenses ~~present~~of ~~day~~this unit. ~~Puritch~~The ~~and~~Damoti ~~Ewert~~rhyolite ~~(2005)~~is ~~present~~mapped at the metavolcanic-metasedimentary rock contact, and is a ~~very~~fine ~~thorough~~grained ~~summary~~and oftuffaceous ~~exploration~~unit, onwith ~~the~~local ~~Damoti~~interbeds ~~Lake~~of ~~iron-formation~~lapilli ~~property~~size fragments.

~~Exploration~~Yellowknife ~~has~~Supergoup ~~been~~metasediments ~~periodically~~underly ~~conducted in~~ the ~~Indin~~eastern ~~Lake~~side ~~area since the mid 1930’s with the discovery~~ of ~~lode gold in~~ the ~~mafic~~property, ~~volcanic~~and ~~rocks~~consist ~~that surround the lake. Prospecting~~ of ~~the~~fine ~~area~~grained ~~around~~greywacke ~~the lake identiﬁed a number of additional gold showings in the volcanic~~ and ~~surrounding~~argillite ~~sedimentary rocks~~sequences. InThis ~~the~~sequence ~~1970's,~~sows ~~exploration~~graded ~~shifted~~bedding ~~focus to polymetallic base metal targets and lead to the discovery~~ of ~~new~~a ~~occurrences~~turbidite ~~in the Indin Lake belt. The discovery of iron formation-hosted gold at Damoti Lake~~sequence, and ~~active~~interpretation ~~mining~~of attop ~~the~~indicators ~~Colomac~~suggests ~~deposit,~~this ~~fueled~~unit ~~the~~overlies ~~exploration effort during~~ the ~~1990’s.~~metavolcanic ~~At present, elevated gold prices have renewed staking and exploration interest in the Indin Lake belt~~sequences.

~~The~~Several ~~earliest~~felsic ~~organized~~porphyritic ~~exploration~~dykes ~~recorded~~intrude on the property, ~~was~~and ~~conducted~~can bybe ~~Snowden~~up ~~Yellowknife~~to ~~Mines~~20 ~~(Snowden)~~meters in ~~1947~~width. ~~This exploration effort may have lead to the discovery of the Pond. Chuck Vein~~Additionally, ~~and~~several ~~Hilltop~~steeply ~~showings.~~dipping ~~These~~diabase ~~showings~~dykes ~~remain~~intrude the ~~most~~entire ~~prominent mineral occurrences recognized on the~~ property. ~~Snowden reported trenching and diamond drilling activities on the Pond showing and isolated localities along strike to the northeast~~stratigraphy. ~~Grades as high as~~

21Mineralization

~~1.26~~Gold ~~oz/t~~mineralization Auin ~~over~~the 7Damoti ~~inches~~Lake inarea ~~hole~~is ~~5-18~~characterized ~~and~~by ~~0.55~~quartz ~~oz/t~~carbonate Auveins ~~ever~~associated 7with ~~inches~~regional inscale ~~hole~~structural ~~5-16~~deformation. ~~are~~Shear ~~reported~~zones ~~(Glidden~~on ~~and~~the ~~Burton,~~property ~~1948).~~are Innortheast ~~1981,~~trending ~~Wollex~~and ~~Exploration~~parallel ~~examined~~to the ~~property~~regional ~~through~~tectonic ~~prospecting~~fabric. The Hillop, ~~mapping~~Chuck vein, and ~~re—sampling~~Pond ~~existing~~showings ~~trenches~~all occur in these northeast trending shear zones.

AThis ~~total~~style of ~~nine~~mineralization ~~trenches~~is ~~and~~consistent 35with xvolcanic hosted orogenic lode-~~ray~~gold ~~diamond~~deposits. ~~drill~~Quartz-carbonate ~~holes~~veins ~~have~~are ~~been~~typically ~~completed~~associated onwith ~~the~~altered ~~Pond~~volcanic ~~showing.~~wall ~~The~~rocks ~~showing~~with ~~occurs~~sillification, inpyrite, ~~sheared~~and ~~mafic~~chlorite alteration, which can include pyrrhotite and ~~felsic~~biotite alteration minerals. Trace amounts of chalcopyrite and galena can occur in mafic volcanic ~~rocks~~hosted shear zones. ~~Drilled~~Gold ~~gold~~grades on the property associated with quartz-~~bearing~~carbonate ~~intervals~~veins typically show ~~silicacarbonate-pyriteipyrrhoite~~higher ~~alteration.~~grade ~~One~~gold ~~grab~~mineralization ~~sample~~over narrow widths from ~~Trench~~6 16to ~~assayed~~60 inches (~2.665 ~~oz/t~~to 23.5 cm). Gold mineralization can also be associated with iron formations in volcanic and sedimentary sequences that are prospective for polymetallic base metal mineralization.

The Chuck vein showing is a milky white quartz vein hosted in a ten meter wide shear zone. This vein is lesoidal and can be traced discontinuously for 200 meters. A chip sample collected in 1985 assayed 870 ppb Au over 0.5 meters in Trench 2.21

~~The~~In ~~Hilltop~~the ~~showing~~property isarea, ashear ~~weakly~~zones ~~silicified~~parallel ~~zone~~to regional scale deformation zones host auriferous quartz-carbonate veins occur at the Check vein and the Hilltop showing in felsic, intermediate ~~volcanic~~volcanics and sedimentary rocks. ~~Four~~Lithological ~~trenches~~contacts ~~have~~also ~~been~~present ~~excavated~~a onmineralization ~~the~~target ~~showing.~~for Nothese ~~signiﬁcant~~styles ~~gold~~of ~~assays~~veins, ~~are~~of ~~reported~~which is exemplified by the Pond showing.

~~The~~Previous ~~area~~Exploration ~~covering the Chuck Vein showing was originally staked in 1939 by P.A. Schwerdt and restaked in 1945 by Schwerdt again after the Dions claims were allowed to lapse.~~Work

InProspecting ~~1946,~~and ~~Snowden~~exploration ~~acquired~~work in the ~~Doins~~Damoti ~~claim~~Lake and ~~commenced~~Indin Lake areas began in 1938 with ~~trenching,~~the ~~stripping,~~discovery ~~and~~of ~~x-ray~~the ~~diamond~~Barker ~~drilling~~(Anne) showing. AThis ~~total~~discovery oflead 13to ~~trenches/pits~~the staking and 43subsequent ~~drill~~mapping ~~holes~~and ~~totaling~~prospecting ~~6384.26~~of ~~feet~~much ~~was~~of ~~completed.~~the ~~Drilling~~Indin onLake ~~the~~supracrustal ~~Pond~~belt ~~Zone~~by ~~encountered~~government ~~visible~~and ~~gold~~invested industry personnel. A number of showings were discovered including Diversiﬁed, North Inca and Colomac, all of which reached an advanced stage of exploration.

~~Comaplex~~Reconnaissance ~~Resource~~mapping ~~International~~of ~~Ltd.~~the inlndin ~~1981~~Lake ~~staked~~belt ~~the~~commenced ~~showing~~in ~~area~~1939 ~~(KIM~~by 1C5. ~~claim)~~Lord and ~~Wollex~~J.T. ~~Exploration~~Wilson ~~(Wollex)~~of ~~located~~the ~~and~~Geological ~~re-sampled~~Survey ~~the~~of ~~existing~~Canada, ~~trenches~~and was competed in ~~the~~1948 ~~summer~~(Lord, of1951; ~~1981~~Fortier, 1949). ~~The~~Detailed ~~sampling~~geological ~~returned~~examination ~~some~~was ~~elevated~~then ~~gold~~conducted ~~values~~at ~~which~~Chalco ~~included~~Lake ~~4820~~(Stanton ~~ppb~~et Aual., ~~from~~1948; ~~the~~Pehrrson ~~Chuck~~and ~~vein~~Kerswill, ~~and~~1997), ~~5940~~Ranji ~~ppb~~Lake Au(Tremblay ~~from~~et ~~the~~al., ~~G—Zone~~1953; ~~[Pond]~~Pehrrson and Kerswill, 1997b), and Ghost Lake (~~Dickson~~Wright, ~~1983~~1954; Pehrrson and Kerswill, 1997b).

~~The~~A ~~KIM~~second 1round ~~claim~~of ~~was~~exploration ~~allowed to lapse and~~ in ~~1985~~ the ~~showing~~1970's ~~area~~ was ~~re-staked~~focused ason ~~the~~volcanic-hosted ~~BR2~~massive ~~claim~~sulphide by(VHMS) Wmineralization. ~~Brink.~~This ~~Noranda~~work ~~explored~~resulted ~~the property~~ in ~~1985. The showing area was prospected then mapped at~~ a ~~scale~~number of ~~110,000.~~base ~~The~~metal ~~property was chip sampled (92 collected), grab sampled (55 samples) and 63 samples were taken for lithogeochemistry~~occurrences. ~~Sampling~~During on the ~~Pond~~1980’s ~~showing~~renewed ~~returned~~interest ~~signiﬁcant~~in ~~gold~~the ~~values~~belt upculminated towith ~~2.66 oz/ton while~~ the ~~Chuck~~development ~~Vein~~of ~~had a chip sample assaying 870 ppb gold. Noranda did not complete any further work on~~ the ~~property.~~Colomac ~~Geophysical~~mine ~~surveys were conducted~~ and the ~~property~~Cass ~~was taken to lease in June of 1993 (Puritch and Ewert, 2005)~~deposit.

~~Mapping~~Between 1970 and 1972, ~~sampling~~Freeport Oil Company explored the belt for base metal mineralization. A 2700 line kilometer airborne electromagnetic and ~~geochemical~~magnetic ~~analysis~~survey was conducted over ground west of the Damoti Lake area, this survey did identify a conductor on the west shore of Damoti Lake (Klein, 1970).

~~Wollex~~In ~~prospected~~1981, ~~and~~Noranda ~~sampled~~staked the ~~Carson~~Betam ~~property~~claims inadjacent ~~1981.~~to ~~A number of shear zones were identified on~~ the ~~then~~present ~~called~~day ~~KIM1~~Carson ~~claim~~property. ~~(owned~~Geological, ~~100%~~geochemical, byand ~~Comaplex~~geophysical ~~Resources~~investigation ~~International~~were ~~Ltd~~conducted.) Anomalous, ~~the~~but ~~largest~~low ofgrade ~~which~~gold ~~was~~values ~~the~~were ~~G-Zone~~found ~~(Pond~~in ~~zone~~small ~~as of 1985). The G~~sulphide-~~zone~~bearing isquartz ~~described~~veins toin ~~continue from~~ the ~~claim~~mafic ~~boundaries~~volcanic ~~for~~rocks ~~many kilometers in both directions~~ and ~~coincide~~the ~~with~~ground ~~the~~was ~~contact~~allowed ofto ~~the~~lapse ~~maﬁc~~(Cluff and ~~felsic volcanic rocks (Dickson~~Myres, 1982).

AnIn ~~analysis~~1985, ~~error occurred at~~ the ~~lab~~Oti ~~when~~claims ~~processing~~were ~~the~~staked ~~1981~~along ~~samples (Dickson, 1983). Due to~~ the ~~packaging~~western shore of ~~the~~Damoti ~~samples,~~Lake ~~the~~by ~~lab~~Comaplex ~~mistakenly~~Resources ~~assayed~~International ~~several~~Ltd. ~~rock~~and ~~chips~~were ~~from~~examined ~~the~~by ~~same~~Placer ~~trench~~Development asLtd. ~~one~~A ~~sample;~~number ~~therefore~~of ~~some~~low ~~reported~~grade ~~results~~showings ~~are~~were ~~the~~discovered ~~averages~~by ofgeological, ~~several~~geochemical ~~samples~~and ~~over~~geophysical ~~the~~surveys ~~length of the trench~~ (~~Dickson~~Pinsent, ~~1982~~1985).

~~Four~~The ~~trenches~~Geologic ~~were~~Survey ~~sampling~~of atCanada initiated 1:125,000 scale mapping furthered the ~~Pond~~geological ~~showing~~understanding of the area (Frith, 1986; 1993). ~~Gold~~Detailed ~~values~~examination ~~are~~of ~~described~~the asmineralized ~~erratic~~areas ~~with~~in athe ~~best~~Indin ~~result~~Lake ofarea 0was conducted from 1987 to 1991 (Morgan, 1992).17 ~~oz/ton~~Most Aurecently ~~from~~the anIndin ~~average~~belt was examined in the context of ~~two~~structural ~~samples~~and sedimentological relationships (~~Dickson~~Pehrsson and Beaumont - Smith, ~~1982~~1994; Pehrsson and Villeneuve, 1999; Pehrsson, 2002; Pehrsson, 2009).

In ~~1985~~1992, ~~Noranda~~J. ~~collected~~Brophy conducted mapping and ~~analyzed~~sampling ~~117~~on ~~chip~~BIF ~~samples~~Island ~~and~~of 30Damoti ~~grab~~Lake. ~~samples~~Prospective ~~for~~results ~~gold~~from ~~across~~this sampling lead to the ~~property.~~staking Anthe ~~additional~~discovery 63of ~~samples~~the ~~were~~Damoti ~~collected~~Lake ~~for~~deposit ~~lithogeochemisty~~by Covello Bryan and ~~geochemical~~Associates ~~analysis~~in ~~for~~1993. ~~gold~~Exploration ~~(Powers,~~at ~~1986)~~Damoti Lake has been ongoing through to present day. ~~Chip~~Puritch ~~samples~~and ~~consisted~~Ewert of(2005) ~~continuous~~present ~~chisel~~a ~~samples~~very ~~across~~thorough ~~quartz~~summary ~~vein~~of ~~and~~exploration ~~altered~~on ~~walk~~the ~~rock~~Damoti ~~material~~Lake iron-formation property.

AExploration ~~total~~has been periodically conducted in the Indin Lake area since the mid 1930’s with the discovery of 20lode ~~lithogeochemical~~gold ~~samples~~in the mafic volcanic rocks that surround the lake. Prospecting of the area around the lake identiﬁed a number of additional gold showings in the volcanic and surrounding sedimentary rocks. In the 1970's, ~~eight~~exploration ~~grab~~shifted ~~samples~~focus to polymetallic base metal targets and lead to the discovery of new occurrences in the Indin Lake belt. The discovery of iron formation-hosted gold at Damoti Lake, and 78active ~~chip~~mining ~~samples~~at ~~were~~the ~~collected~~Colomac ~~from~~deposit, fueled the ~~Pond~~exploration ~~zone~~effort during the 1990’s. At present, elevated gold prices have renewed staking and exploration interest in the Indin Lake belt.

~~Geophysics~~The earliest organized exploration recorded on the property was conducted by Snowden Yellowknife Mines (Snowden) in 1947. This exploration effort may have lead to the discovery of the Pond. Chuck Vein, and Hilltop showings. These showings remain the most prominent mineral occurrences recognized on the property. Snowden reported trenching and diamond drilling activities on the Pond showing and isolated localities along strike to the northeast. Grades as high as 1.26 oz/t Au over 7 inches in hole 5-18 and 0.55 oz/t Au ever 7 inches in hole 5-16 are reported (Glidden and Burton, 1948). In 1981, Wollex Exploration examined the property through prospecting, mapping, and re—sampling existing trenches.

~~Noranda~~A ~~completed~~total ~~ground~~of ~~magnetic~~nine trenches and ~~Very~~35 ~~Low Frequency Electromagnetic (VLF~~x-~~EM)~~ray ~~surveys~~diamond indrill ~~the~~holes ~~fall~~have ofbeen ~~1985~~completed ~~after~~on the ~~geology~~Pond ~~program had finished~~showing. AThe ~~2.1~~showing ~~kilometer~~occurs ~~baseline~~in ~~oriented~~sheared atmafic ~~034°~~and ~~azm~~felsic ~~was~~volcanic ~~established by chaining~~rocks. ADrilled ~~line~~gold-bearing ~~spacing~~intervals ofshow ~~100~~silicacarbonate-pyriteipyrrhoite ~~meters~~alteration. ~~with~~One 50grab ~~meter~~sample ~~station spacing were chained and flagged~~ from ~~the~~Trench ~~baseline~~16 toassayed ~~establish 15~~2.466 ~~line kilometers of survey lines~~oz/t.

~~Magnetic~~The ~~survey~~Chuck vein showing is a milky white quartz vein hosted in a ten meter wide shear zone. This vein is lesoidal and can be traced discontinuously for 200 meters. A chip sample collected in 1985 assayed 870 ppb Au over 0.5 meters in Trench 2.

~~Survey speciﬁcations:~~ The ~~magnetometer~~Hilltop ~~employed~~showing onis ~~the survey was~~ a ~~UNIMAG~~weakly ~~model~~silicified ~~6836~~zone ~~proton~~in ~~magnetometer~~intermediate ~~manufactured~~volcanic ~~by Geometrics of Toronto, Ontario~~rocks. ~~The~~Four ~~diurnal~~trenches ~~variation~~have ~~was~~been ~~monitored~~excavated ~~with~~on athe ~~geometries base station unit~~showing. ~~Base~~No ~~station measurements were made every four seconds and used to correct the~~ signiﬁ~~eld~~cant ~~data.~~gold ~~The~~assays ~~magnetic~~are ~~variation ranges from 3350 to -1630 nts (Powers, 1986)~~reported.

~~Discussion:~~The ~~Powers~~area ~~(1986)~~covering ~~suggests that there is a trend from low to high magnetic response along~~ the ~~eastern~~Chuck ~~portion~~Vein ofshowing ~~the~~was ~~property~~originally ~~interpreted~~staked toin be1939 ~~the~~by ~~contact~~P.A. ~~between~~Schwerdt ~~[volcanic~~ and ~~sedimentary]~~restaked in ~~rocks.~~1945 ~~Within~~by ~~the~~Schwerdt ~~magnetic~~again ~~terrane~~after ~~there~~the ~~are~~Dions aclaims ~~number~~were ofallowed ~~interpreted linear highs that trend parallel~~ to ~~the regional fabric~~lapse.

~~VLF~~In 1946, Snowden acquired the Doins claim and commenced with trenching, stripping, and x-EMray ~~survey~~diamond drilling. A total of 13 trenches/pits and 43 drill holes totaling 6384.26 feet was completed. Drilling on the Pond Zone encountered visible gold.

~~Survey~~Comaplex ~~speciﬁcations:~~Resource AnInternational ~~EM16~~Ltd. ~~manufactured~~in by1981 ~~Geonics~~staked ~~Limited~~the ofshowing ~~Toronto,~~area ~~Ontario~~(KIM ~~was~~1 ~~used~~claim) toand ~~carry~~Wollex ~~out~~Exploration ~~the~~(Wollex) ~~VLF~~located and re-EMsampled ~~survey.~~the ~~This~~existing ~~instrument~~trenches ~~measures~~in the ~~in-phase~~summer ~~and~~of ~~quadrature~~1981. ~~component~~The ofsampling ~~the~~returned ~~electromagnetic~~some ~~ﬁeld~~elevated ~~transmitted~~gold ~~from~~values ~~various~~which ~~naval~~included ~~facilities.~~4820 Inppb ~~this~~Au ~~ca5e~~from the ~~transmitter~~Chuck ~~employed~~vein ~~was~~and ~~Seattle,~~5940 ~~Washington~~ppb Au from the G—Zone [Pond] (~~Powers~~Dickson, ~~1986~~1983).

~~Discussion:~~The ~~Powers~~KIM ~~(1986)~~1 ~~summarizes~~claim ~~three~~was ~~VLF-EM~~allowed ~~anomalies~~to ~~(Figure~~lapse ~~5).~~and Ain ~~small~~1985 ~~anomaly~~the ~~interpreted~~showing toarea bewas ~~shallow~~re-staked inas ~~origin~~the ~~occurs~~BR2 atclaim ~~the~~by ~~north~~W. ~~end~~Brink. ofNoranda explored the ~~grid~~property ~~(L11+00N~~in 1985. The showing area was prospected then mapped at ~~1+50E)~~a scale of 110,000. AThe ~~second~~property ~~shallow~~was ~~but~~chip ~~more~~sampled ~~prominent~~(92 ~~anomaly~~collected), ~~trends~~grab ~~approximately~~sampled ~~parallel~~(55 tosamples) ~~the~~and ~~baseline~~63 onsamples ~~the~~were ~~eastern~~taken ~~side~~for oflithogeochemistry. Sampling on the ~~survey~~Pond ~~grid~~showing ~~(L6+00N~~returned atsigniﬁcant ~~3+50E~~gold tovalues ~~L4+OOS~~up atto 2~~+50E)~~.66 ~~Powers~~oz/ton ~~(1986)~~while ~~suggests~~the ~~that~~Chuck ~~this~~Vein ~~anomaly~~had ~~may~~a ~~actually~~chip besample ~~two~~assaying ~~anomalies~~870 ~~offset~~ppb ~~between~~gold. ~~3+005~~Noranda ~~and~~did ~~4+OOS.~~not ~~The~~complete ~~third~~any ~~anomaly~~further iswork ~~coincident~~on ~~with~~ the ~~Chuck~~property. ~~vein~~Geophysical ~~(L1+OOS~~surveys were conducted and ~~L2+OOS~~the atproperty ~~3+00W).~~was ~~All~~taken ~~conductors~~to ~~are~~lease ~~interpreted~~in toJune ~~strike~~of ~~parallel~~1993 to(Puritch ~~regional~~and ~~foliation~~Ewert, 2005).

~~Trenching~~Mapping, sampling and geochemical analysis

~~Snowden~~Wollex ~~exposed~~prospected ~~2782~~and ~~cubic~~sampled ~~feet in nine trenches on~~ the Carson property ~~(Figure~~in 6)1981. ~~The~~A ~~locations~~number of ~~nine~~shear ofzones ~~these~~were ~~trenches~~identified ~~are~~on ~~shown~~the tothen becalled atKIM1 ~~the~~claim ~~Pond showing~~ (~~Glidden~~owned ~~and~~100% ~~Burton,~~by ~~1948).~~Comaplex ~~Trenches~~Resources ~~are~~International ~~reported~~Ltd.), at the ~~Chuck~~largest ~~vein~~of ~~and~~which ~~Hilltop~~was ~~zone showings and were sampled during~~ the ~~1981~~G-Zone ~~Wollex program and 1985 Noranda programs~~ (~~Dickson,~~Pond ~~1982;~~zone ~~Powers~~as ~~1986~~of 1985). The ~~author~~G-zone ~~cannot~~is ~~conﬁrm~~described ~~when~~to ~~the~~continue ~~trenches~~from ~~outside~~ the ~~Pond~~claim ~~zone~~boundaries ~~were~~for ~~created.~~many ~~Assay~~kilometers ~~values~~in ~~from~~both ~~any~~directions ~~material~~and ~~sampled~~coincide ~~from~~with the ~~trenches~~contact isof ~~not~~the ~~presented~~maﬁc inand ~~Glidden~~felsic ~~and~~volcanic ~~Burton~~rocks (~~1948~~Dickson, 1982).

~~Diamond~~An ~~drilling~~analysis error occurred at the lab when processing the 1981 samples (Dickson, 1983). Due to the packaging of the samples, the lab mistakenly assayed several rock chips from the same trench as one sample; therefore some reported results are the averages of several samples over the length of the trench (Dickson, 1982).

InFour ~~1946,~~trenches ~~Snowden~~were ~~acquired~~sampling at the ~~Doins~~Pond ~~claim~~showing. ~~and~~Gold ~~commenced~~values ~~with~~are ~~trenching,~~described ~~stripping,~~as ~~and~~erratic ~~may~~with ~~diamond~~a ~~drilling.~~best Aresult ~~total~~of 430.17 ~~drill~~oz/ton ~~holes~~Au ~~totaling~~from ~~6384.26~~an ~~feet~~average ~~were~~of ~~completed~~two ~~(Glidden~~samples ~~and Burton~~(Dickson, ~~1948~~1982).

~~Local~~In ~~Infrastructure~~1985, Noranda collected and analyzed 117 chip samples and 30 grab samples for gold across the property. An additional 63 samples were collected for lithogeochemisty and geochemical analysis for gold (Powers, 1986). Chip samples consisted of continuous chisel samples across quartz vein and altered walk rock material.

~~The~~A ~~Colomac~~total ~~Winter road passes within 5 km to the west~~ of ~~the~~20 ~~property.~~lithogeochemical ~~The~~samples, ~~Colomac~~eight ~~Mine~~grab ~~is approximately 25 kilometers to the North. No power lines~~samples, ~~gas~~and ~~lines,~~78 orchip ~~settlements~~samples ~~occur~~were ~~near~~collected ~~the property. The property is approximately 100 kilometers north-northeast~~ from ~~Northwest~~the ~~Territories~~Pond ~~Power Corporation's Snare River Hydro power complex~~zone.

~~C-1 Property Claims and Ownership~~Geophysics

~~The~~Noranda Ccompleted ground magnetic and Very Low Frequency Electromagnetic (VLF-1EM) ~~property~~surveys ~~consists~~in the fall of 51985 ~~mineral~~after ~~claims~~the ~~contiguous~~geology ~~with~~program ~~the~~had ~~Rollo~~finished. ~~property~~A ~~and~~2.1 ~~Kenty~~kilometer ~~area~~baseline ~~claims~~oriented ~~were~~at ~~optioned~~034° ~~from~~azm awas ~~mining~~established ~~group~~by ~~representing~~chaining. ~~full,~~A line spacing of 100% ~~interest~~meters inwith 50 meter station spacing were chained and flagged from the ~~mining~~baseline ~~claims~~to establish 15.4 line kilometers of survey lines.

~~Kenty~~Magnetic ~~Mine Claims and Ownership~~survey

~~The~~Survey ~~Company~~speciﬁcations: ~~entered~~The ~~into~~magnetometer anemployed ~~agreement~~on ~~with~~the ~~Brian~~survey ~~MacClay~~was toa ~~purchase~~UNIMAG ~~the~~model ~~Kenty~~6836 ~~Mine~~proton ~~claims,~~magnetometer ~~which~~manufactured ~~are~~by ~~comprised~~Geometrics of ~~patented~~Toronto, ~~mining claims~~Ontario. ~~However,~~The adiurnal ~~separate~~variation ~~group~~was ~~claimed~~monitored ~~title~~with ~~and~~a ~~ownership~~geometries ofbase ~~these~~station ~~patented~~unit. ~~mining~~Base ~~claims,~~station ~~and~~measurements ~~therefore,~~were ~~the~~made ~~Company~~every isfour ~~currently~~seconds inand ~~litigation~~used to ~~resolve~~correct the ~~title~~ﬁeld ~~and determine the rightful owners of the claims~~data. The ~~Company~~magnetic ~~has~~variation ~~been~~ranges ~~added~~from as3350 anto ~~owner~~-1630 onnts ~~title~~(Powers, ~~as a result of the current legal proceedings to date~~1986).

~~Regional Geology~~23

~~The~~Discussion: ~~Swayze~~Powers ~~Greenstone Belt~~ (~~SGB~~1986) issuggests ~~located~~that ~~within~~there ~~the~~is ~~western~~a ~~Abitibi~~trend ~~Subprovince~~from oflow ~~the~~to ~~Superior~~high ~~Province.~~magnetic Itresponse isalong ~~similar~~the ineastern ~~age~~portion ~~and~~of ~~composition~~ the ~~better~~property ~~known~~interpreted ~~Abitibi~~to ~~Subprovince,~~be athe ~~prolific~~contact ~~producer~~between of[volcanic ~~greenstone-hosted~~and ~~lode~~sedimentary] ~~gold~~rocks. ~~deposits,~~Within ~~and~~the ismagnetic ~~thought~~terrane tothere beare ~~the~~a ~~western~~number ~~extension~~ of ~~the~~interpreted ~~Abitibi.~~linear ~~The~~highs ~~SGB~~that istrend ~~bounded~~parallel to the ~~east~~regional ~~by the Kenogamissi~~ fabric.

23VLF-EM survey

~~Batholith~~Survey ~~(2713~~speciﬁcations: ~~Ma),~~An toEM16 ~~the~~manufactured ~~north~~ by ~~the~~Geonics ~~Nat~~Limited ~~River~~of ~~granitoid~~Toronto, ~~complex~~Ontario ~~(2692~~was ~~Ma),~~used to carry out the ~~Ramsey~~VLF-~~Algoma~~EM ~~grantitoid~~survey. ~~complex~~This toinstrument measures the ~~south~~in-phase ~~(2692~~and ~~Ma),~~quadrature ~~and~~component of the ~~Kapukasing~~electromagnetic ~~Structural~~ﬁeld ~~Zone~~transmitted tofrom ~~the~~various ~~east~~naval facilities. In this ca5e the transmitter employed was Seattle, Washington (Powers, 1986).

~~The~~Discussion: ~~Swayze~~Powers ~~Greenstone~~(1986) ~~Belt~~summarizes ~~hosts~~three ~~Archean age volcanic assemblages with a general east~~VLF-~~west~~EM ~~trending~~anomalies ~~structure~~(Figure 5). ~~The~~A ~~oldest~~small ~~rocks~~anomaly ~~are~~interpreted ofto ~~the~~be ~~mafic~~shallow toin ~~intermediate~~origin ~~rocks~~occurs ofat the ~~Chester~~north ~~Group~~end ~~(2730 Ma), which are overlain by rocks~~ of the ~~Marion~~grid ~~Group~~ (~~2729~~L11+00N Maat 1+50E). ~~rocks~~A ~~predominantly~~second ofshallow ~~felsic~~but ~~volcanics~~more ~~and~~prominent ~~iron~~anomaly ~~formations.~~trends ~~The~~approximately ~~Trailbreaker~~parallel ~~Group~~to ~~(2705~~the ~~Ma)~~baseline ~~overlies~~on the ~~Marion~~eastern ~~group,~~side ~~and~~of isthe ~~equivalent~~survey ingrid ~~age~~(L6+00N ~~and~~at ~~composition~~3+50E to ~~the~~L4+OOS ~~tholeiitic~~at ~~Tisdale~~2+50E). inPowers ~~the~~(1986) ~~Timmins~~suggests ~~camp.~~that ~~The~~this ~~Tisdale~~anomaly ~~group~~may ~~hosts~~actually ~~most~~be oftwo ~~the~~anomalies ~~major~~offset ~~gold~~between ~~deposits~~3+005 inand ~~the~~4+OOS. ~~Timmins~~The ~~gold~~third ~~camp,~~anomaly ~~and~~ is ~~uncomformably~~coincident ~~overlain~~with by the ~~Timiskaming~~Chuck ~~sediments,~~vein ~~which~~(L1+OOS ~~are~~and ~~thought~~L2+OOS toat ~~resemble the Rideout Group (<2690 Ma~~3+00W). ~~The~~All ~~Trailbreaker~~conductors ~~Group~~are ~~consists~~interpreted ofto ~~ultramafic,~~strike ~~mafic,~~parallel ~~and~~to ~~felsic~~regional ~~volcanic assemblages~~foliation.

~~Mineralization~~Trenching

~~Mineralization~~Snowden inexposed ~~the~~2782 ~~SGB~~cubic ~~targets~~feet ~~similar~~in ~~mineralization~~nine ~~style~~trenches toon ~~quartz~~the ~~vein~~Carson ~~hosted~~property ~~lode-gold~~(Figure ~~deposits~~6). inThe ~~the~~locations ~~Abitibi~~of ~~Subprovince.~~nine ~~These~~of ~~deposits~~these trenches are ~~typically~~shown ~~structurally~~to ~~controller~~be ~~epigenetic~~at ~~deposits,~~the ~~characterized~~Pond byshowing ~~complex~~(Glidden ~~structural~~and ~~features~~Burton, ~~hosting~~1948). ~~laminted~~Trenches ~~quartz-carbonate~~are ~~veins~~reported inat ~~brittle,~~the ~~steeply~~Chuck ~~dipping~~vein ~~fault-fill~~and ~~veins,~~Hilltop aszone ~~well~~showings asand ~~narrow~~were ~~flat-lying~~sampled ~~extensional~~during ~~veins.~~the ~~These~~1981 ~~deposits~~Wollex ~~are~~program ~~typically~~and ~~associated~~1985 ~~with~~Noranda ~~regional~~programs ~~unconformities~~(Dickson, ~~Archean-age~~1982; ~~tholeiitic~~Powers ~~basalts~~1986). ~~intruded~~The byauthor ~~felsic~~cannot ~~porphyry~~conﬁrm ~~bodies.~~when ~~Additionally,~~the ~~major~~trenches ~~crustal-scale~~outside ~~compressional~~the toPond ~~transtensional~~zone ~~fault~~were ~~zone~~created. ~~structures~~Assay ~~resulting~~values from ~~accretionary~~any ~~processes~~material ~~necessary~~sampled tofrom ~~create~~ the ~~deformational~~trenches ~~structures~~is ~~that~~not ~~transport~~presented ~~deep~~in ~~crustal~~Glidden ~~Au-rich~~and ~~metamorphic~~Burton ~~fluid along the deformation structures leading to gold mineralization~~(1948).

~~Mineralization~~Diamond on the claim group is characterized by quartz-carbonate veins in Archean age metavolcanic rocks, that are typically with porphyritic felsic intrusions. Mineralization occurs within quartz-ankerite-pyrite veins with an associated altered volcanic wall rocks and porphyry. Gold grades are nuggety and sporadic, with anomalous gold values occurring in the vein material, altered wall rock, and altered porphyritic units on the property. The most impression example is a flat-lying quartz-carbonate vein, named the C-1 occurrence, that hosts intensely altered, flat-lying, quart-carbonate veins where visible gold is present. Elsewhere on the property, quartz-ankerite-pyrite veins are associated with less intense wallrock alteration and can trend either ~40-60 degrees or ~ 345 degrees. These are similar orientation to regional scale fault structures in the property area, as well as vein mineralization in the adjacent Kenty Mine claims.drilling

~~Property~~In ~~Geology~~1946, Snowden acquired the Doins claim and commenced with trenching, stripping, and may diamond drilling. A total 43 drill holes totaling 6384.26 feet were completed (Glidden and Burton, 1948).

~~Kenty~~Local ~~Property~~Infrastructure

The ~~Kenty~~Colomac ~~property~~Winter isroad ~~underlain~~passes bywithin ~~pillowed~~5 ~~mafic~~km ~~volcanics,~~to ~~which are in contact with felsic volanics and metasediments in~~ the ~~southern~~west ~~area~~ of the property. ~~Small~~The ~~bodies~~Colomac ~~and~~Mine ~~dykes~~is ofapproximately ~~felsic~~25 ~~volcanic~~kilometers ~~rocks~~to ~~intrude~~ the ~~mafic volcanic rocks on the property~~North. ~~Local~~No ~~structural~~power ~~deformation~~lines, ~~and~~gas ~~quartz~~lines, ~~veining~~or ~~are~~settlements ~~parallel~~occur tonear ~~regional~~the ~~fault and deformation structures and generally trend 40 - 60 degrees~~property. ~~More~~The ~~minor~~property ~~auriferous~~is ~~veins~~approximately ~~trend~~100 atkilometers ~~~340 degrees and are also associated with regional scale deformation structures. These regional structures offset and truncate veins that trends 40~~ north-northeast 60from ~~degrees,~~Northwest ~~which~~Territories isPower ~~observed~~Corporation's inSnare ~~the~~River ~~No.~~Hydro 17power ~~vein at surface, and in the No~~complex. ~~1 shaft.~~

~~Around~~C-1 ~~the~~Property ~~No.~~Claims ~~2 shaft, veining~~ and mineralization is associated with a "lamprophyrye" body that hosts quartz vein style mineralization and is visible in trenches at surface. Historically it was identified as a lamprophyre, but is has also been classified as an altered diorite. The rock is massive and medium grained with abundant biotite in its matrix. Ownership

C1The ~~Property~~C-1 property consists of 5 mineral claims contiguous with the Rollo property and Kenty area claims were optioned from a mining group representing full, 100% interest in the mining claims.

The property is underlain by mafic to intermediate volcanic rocks that are bounded to the north and south by felsic volcanic rocks. The mafic volcanics are intruded by several smaller felsic porphyry intrusions, as well as intermediate to felsic dykes. A narrow band of altered ultramfic volcanics are suggested from historic geological mapping on the Kenty Mine ~~area,~~Claims ~~as well as regional mapping by Heather et al (1991). Faulting~~ and shearing appears to occur in a north-south orientation group, as well as a more east-west orientation group that is slight north of the eastern trend of the volcanic rocks. Airborne and ground geophysics suggest electromagnetic anomalies are associated with sediments and felsic volcanic assemlages at the contact with the mafic volcanics, representing accessory graphite mineralization.Ownership

~~Past~~The ~~Exploration~~Company ~~Work~~entered into an agreement with Brian MacClay to purchase the Kenty Mine claims, which are comprised of patented mining claims. However, a separate group claimed title and ownership of these patented mining claims, and therefore, the Company is currently in litigation to resolve the title and determine the rightful owners of the claims. The Company has been added as an owner on title as a result of the current legal proceedings to date.

Regional ~~Goverment Programs~~Geology

~~Donovan~~The Swayze Greenstone Belt (~~1965~~SGB) ~~mapped~~is ~~Swayze~~located within the western Abitibi Subprovince of the Superior Province. It is similar in age and ~~Dore~~composition ~~townships~~the atbetter known Abitibi Subprovince, a ~~scale~~prolific producer of ~~1:50~~greenstone-hosted lode gold deposits,~~000~~ and is thought to be the western extension of the Abitibi. The ~~claim~~SGB ~~4270364~~ is ~~shown~~bounded to bethe ~~underlain~~east by ~~mafic~~the Kenogamissi Batholith (2713 Ma), to ~~intermediate~~the ~~massive~~north ~~flows~~by ~~and~~the ~~intermediate~~Nat River granitoid complex (2692 Ma), the Ramsey-Algoma grantitoid complex to ~~felsic~~the ~~volcaincs~~south ~~with~~(2692 ~~porphyritic~~Ma), ~~textures.~~and ~~Limited~~the Kapukasing Structural Zone to the east.

24The Swayze Greenstone Belt hosts Archean age volcanic assemblages with a general east-west trending structure. The oldest rocks are of the mafic to intermediate rocks of the Chester Group (2730 Ma), which are overlain by rocks of the Marion Group (2729 Ma) rocks predominantly of felsic volcanics and iron formations. The Trailbreaker Group (2705 Ma) overlies the Marion group, and is equivalent in age and composition to the tholeiitic Tisdale in the Timmins camp. The Tisdale group hosts most of the major gold deposits in the Timmins gold camp, and is uncomformably overlain by the

metasediment lenses occur within the felsic and intermediate volcanics. On a regional scale NW trending fault are noted, as well as ENE trending synclinal and anticlinal fold axis, although none are noted on claim 4270364.24

~~The~~Timiskaming ~~Geological Survey of Canada mapped the Swayze Greenstone Belt at a scale of 1:50~~sediments,00 ~~(Heather~~which ~~and Shore, 1999). General fault and fold structures agree with those observed by Donovan (1965), although additional high strain deformation zones~~ are ~~noted.~~thought ~~More differentiation of volcanic sequences are made, leading~~ to aresemble ~~more detailed representation of~~ the ~~geology~~Rideout ~~underlying~~Group ~~claim~~(<2690 ~~4270364~~Ma). The ~~claim~~Trailbreaker isGroup ~~underlain~~consists byof ~~intrusive~~ ultramafic, ~~volcaincs (SNui) and~~ mafic ~~volcanics (SNm)~~, ~~with~~and felsic ~~units~~volcanic ~~intercalated with metasediments to the north and south of the claims~~assemblages.

~~The Kenty Property~~Mineralization

~~Initial~~Mineralization ~~work~~in bythe ~~Kenty~~SGB ~~Gold~~targets ~~Mines~~similar inmineralization ~~1930~~style to quartz vein hosted lode-gold ~~1934~~deposits ~~identified~~in ~~several~~the ~~auriferous~~Abitibi ~~quartz~~Subprovince. ~~veins,~~These ~~and~~deposits ~~completed~~are atypically ~~diamond~~structurally ~~drilling~~controller ~~program~~epigenetic deposits, ascharacterized ~~well~~by ascomplex ~~sinking~~structural ~~two~~features ~~shafts~~hosting ~~with~~laminted ~~limited~~quartz-carbonate ~~drift~~veins ~~underground~~in ~~drift~~brittle, ~~development.~~steeply ~~The~~dipping ~~No.~~fault-fill 1veins, ~~shaft~~as ~~was~~well ~~sunk~~as tonarrow aflat-lying ~~total~~extensional ofveins. ~~500~~These ftdeposits ~~(152m),~~are ~~and~~typically ~~lateral~~associated ~~development~~with ~~took~~regional ~~place~~unconformities, atArchean-age ~~the~~tholeiitic ~~250~~basalts ~~foot~~intruded ~~(76m),~~by ~~375~~felsic ~~foot~~porphyry ~~(114m)~~bodies. Additionally, ~~and~~major ~~500~~crustal-scale ~~foot~~compressional ~~(152m)~~to ~~levels.~~transtensional ~~The~~fault ~~number~~zone 2structures ~~shaft~~resulting ~~was~~from ~~sunk~~accretionary processes necessary to acreate ~~depth~~the ofdeformational ~~534~~structures ~~feet~~that ~~(162m),~~transport ~~with~~deep ~~lateral~~crustal ~~development~~Au-rich onmetamorphic ~~the~~fluid ~~290~~along ~~foot~~the ~~(88m)~~deformation ~~and~~structures ~~525~~leading ~~foot~~to ~~(160m)~~gold ~~levels~~mineralization.

InMineralization ~~1936,~~on ~~Brett~~the claim group is characterized by quartz-~~Trethway~~carbonate ~~Mines~~veins ~~Limited~~in ~~ran~~Archean aage ~~small~~metavolcanic 5rocks, that are typically with porphyritic felsic intrusions. Mineralization occurs within quartz-~~ton/day~~ankerite-pyrite ~~test~~veins ~~mill~~with an associated altered volcanic wall rocks and ~~reported~~porphyry. noGold grades. Inare ~~1947~~nuggety and sporadic, ~~Erndale~~with ~~Mines~~anomalous ~~Ltd.~~gold ~~acquired~~values occurring in the ~~property~~vein ~~and~~material, ~~drilled~~altered 8wall ~~DDH~~rock, ~~for~~and aaltered ~~total~~porphyritic ofunits ~~498~~on ~~meters~~the property. The ~~comapny~~most ~~dewatered~~impression ~~the~~example ~~mine~~is a flat-lying quartz-carbonate vein, ~~and~~named ~~extracted~~the C-1 occurrence,~~3333~~ ~~tonnes~~that ofhosts ~~ore~~intensely ~~were~~altered, ~~extracted~~flat-lying, ~~from~~quart-carbonate ~~scaling~~veins ~~the~~where ~~No.~~visible 1gold ~~vein~~is present. ~~Sampling~~Elsewhere ~~averaged~~on ~~0.92~~the ~~g/t~~property, ~~for~~quartz-ankerite-pyrite ~~the~~veins ~~program~~are associated with less intense wallrock alteration and can trend either ~40-60 degrees or ~ 345 degrees. InThese ~~1950,~~are ~~Elancra~~similar ~~mines~~orientation ~~carried~~to ~~out~~regional ~~some~~scale ~~work~~fault ~~with~~structures ain ~~local~~the ~~mill~~property area, ~~with~~as nowell ~~grades/records~~as ~~produced.~~vein mineralization in the adjacent Kenty Mine claims.

InProperty 1983, Heron Resources carried out a magnetic and self-potential geophysical survey and collected humus samples on the property, and carried out a mapping program and carried out underground sampling on the veins via access from the No. 1 shaft. Geology

InKenty 1986, Emerald Isle Resources carried out an exploration program consisting of bulk sampling and stripping, and identified an hematitic zone with quartz stockworks to the southeast of the No. 2 shaft. Several diamond drillholes were completed to test for gold mineralization around the No. 2 shaft, with the best grades occurring with quartz-ankerite-pyrite veins associated with felsic porphyry dykes. Property

The CKenty property is underlain by pillowed mafic volcanics, which are in contact with felsic volanics and metasediments in the southern area of the property. Small bodies and dykes of felsic volcanic rocks intrude the mafic volcanic rocks on the property. Local structural deformation and quartz veining are parallel to regional fault and deformation structures and generally trend 40 - 60 degrees. More minor auriferous veins trend at ~340 degrees and are also associated with regional scale deformation structures. These regional structures offset and truncate veins that trends 40 - 60 degrees, which is observed in the No. 17 vein at surface, and in the No. 1 ~~Property~~shaft.

~~The~~Around ~~Company~~the ~~owns~~No. 2 shaft, veining and mineralization is associated with a ~~one~~"lamprophyrye" ~~hundred~~body ~~percent~~that ~~interest~~hosts inquartz 37vein ~~contiguous~~style ~~staked~~mineralization ~~mining~~and ~~claims~~is ~~formerly~~visible ~~comprised~~in oftrenches ~~Legacy~~at ~~Claim~~surface. ~~Numbers~~Historically ~~4275244,~~it ~~4275245~~was identified as a lamprophyre, but is has also been classified as an altered diorite. The rock is massive and ~~4275246~~medium grained with abundant biotite in its matrix.

~~This~~C1 734ha claims group is located within Swayze, Rollo, Coppel and Dore Townships, Porcupine Mining Division, approximately 150 km northwest of the City of Sudbury, west off Highway 144, midway between the established mining camps of Timmins to the north and Sudbury to the south and km south of the town of Gogama in the province of Ontario.Property

~~This~~The ~~interest~~property ~~grants~~is ~~claimholder~~underlain ~~JSHG~~by ~~with~~mafic to intermediate volcanic rocks that are bounded to the ~~sole~~north ~~right~~and south by felsic volcanic rocks. The mafic volcanics are intruded by several smaller felsic porphyry intrusions, as well as intermediate to ~~explore~~felsic ~~for~~dykes. ~~minerals~~A narrow band of altered ultramfic volcanics are suggested from historic geological mapping on the Kenty Mine area, as well as regional mapping by Heather et al (1991). Faulting and shearing appears to ~~apply~~occur ~~for~~in a ~~mining~~north-south ~~lease~~orientation ~~for~~group, ~~extraction~~as well as a more east-west orientation group that is slight north of the ~~minerals~~eastern trend of the volcanic rocks. ~~This~~Airborne ~~does~~and ~~not~~ground ~~grant~~geophysics ~~any~~suggest ~~surface~~electromagnetic ~~rights~~anomalies toare ~~the~~associated ~~Crown~~with ~~land,~~sediments ~~nor~~and ~~rights~~felsic tovolcanic ~~extract~~assemlages orat ~~mine~~the ~~aggregates~~contact ~~from~~with the ~~claim~~mafic ~~areas~~volcanics, representing accessory graphite mineralization.

~~This~~Past ~~claims~~Exploration group requires annual exploration expenditures of $11,200.00 CAD per year ($400.00 per 19 single cell claims and $200.00 per 18 boundary claims), accompanied by an industry standard report detailing the work completed, due on their various anniversary dates (recorded in table below).Work

25Regional Goverment Programs

Legacy Claim Id	Twp	Tenure ID	Tenure Type	Anniversary Date	Work Required	Work Applied
4275244	ROLLO	343107	Single Cell Mining Claim	2021-03-09	400	800
4275244	ROLLO,SWAYZE	311135	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO	311134	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO,SWAYZE	304312	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO	273820	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO	269805	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO	255729	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO,SWAYZE	201078	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO	188921	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO	185262	Single Cell Mining Claim	2021-03-09	400	800
4275244	ROLLO	180954	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO	156470	Single Cell Mining Claim	2021-03-09	400	800
4275244	ROLLO	136289	Single Cell Mining Claim	2021-03-09	400	800
4275244	ROLLO	110491	Single Cell Mining Claim	2021-03-09	400	800
4275244	ROLLO,SWAYZE	104103	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO	104102	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	281059	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	278432	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	269805	Boundary Cell Mining Claim	2021-03-09	200	400
4275245	ROLLO	259093	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	259092	Boundary Cell Mining Claim	2021-03-09	200	400
4275245	ROLLO,SWAYZE	251917	Boundary Cell Mining Claim	2021-03-09	200	400
4275245	ROLLO	251916	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	251915	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	225101	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	185262	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	185261	Boundary Cell Mining Claim	2021-03-09	200	400
4275245	ROLLO,SWAYZE	104103	Boundary Cell Mining Claim	2021-03-09	200	400

Donovan (1965) mapped Swayze and Dore townships at a scale of 1:50,000. The claim 4270364 is shown to be underlain by mafic to intermediate massive flows and intermediate to felsic volcaincs with porphyritic textures. Limited metasediment lenses occur within the felsic and intermediate volcanics. On a regional scale NW trending fault are noted, as well as ENE trending synclinal and anticlinal fold axis, although none are noted on claim 4270364.

26The Geological Survey of Canada mapped the Swayze Greenstone Belt at a scale of 1:50,00 (Heather and Shore, 1999). General fault and fold structures agree with those observed by Donovan (1965), although additional high strain deformation zones are noted. More differentiation of volcanic sequences are made, leading to a more detailed representation of the geology underlying claim 4270364. The claim is underlain by intrusive ultramafic volcaincs (SNui) and mafic volcanics (SNm), with felsic units intercalated with metasediments to the north and south of the claims.

Legacy Claim Id	Twp	Tenure ID	Tenure Type	Anniversary Date	Work Required	Work Applied
4275245	ROLLO	104102	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	104101	Boundary Cell Mining Claim	2021-03-09	200	400
4275246	COPPELL,ROLLO	325684	Single Cell Mining Claim	2021-03-09	400	600
4275246	COPPELL,DORE,ROLLO,SWAYZE	297033	Boundary Cell Mining Claim	2021-03-09	200	400
4275246	ROLLO	297032	Boundary Cell Mining Claim	2021-03-09	200	400
4275246	ROLLO	278432	Single Cell Mining Claim	2021-03-09	400	800
4275246	ROLLO	277653	Single Cell Mining Claim	2021-03-09	400	800
4275246	ROLLO	259093	Single Cell Mining Claim	2021-03-09	400	800
4275246	ROLLO	259092	Boundary Cell Mining Claim	2021-03-09	200	400
4275246	ROLLO	242605	Single Cell Mining Claim	2021-03-09	400	800
4275246	ROLLO	230403	Single Cell Mining Claim	2021-03-09	400	600
4275246	ROLLO	192540	Single Cell Mining Claim	2021-03-09	400	800
4275246	ROLLO	176522	Single Cell Mining Claim	2021-03-09	400	800
4275246	ROLLO	129128	Single Cell Mining Claim	2021-03-09	400	600
4275246	ROLLO	129127	Boundary Cell Mining Claim	2021-03-09	200	400
4275246	ROLLO	104471	Boundary Cell Mining Claim	2021-03-09	200	400

~~They~~The ~~are~~Kenty ~~recorded in MLAS with the current Assessment Assignment by MNDM with the following Tenure IDs:~~ Property

Legacy Claim Id	Tenure ID	Cell ID	MNDM Assessment Assignment
4275244	343107	41O15G317	$50, 000.00
4275244	311135	41O15G356	$50, 000.00
4275244	311134	41O15G295	$50, 000.00
4275244	304312	41O15G355	$50, 000.00
4275244	273820	41O15G297	$50, 000.00
4275244	269805	41O15G298	$50, 000.00
4275244	255729	41O15G315	$50, 000.00
4275244	201078	41O15G357	$50, 000.00
4275244	188921	41O15G296	$50, 000.00
4275244	185262	41O15G338	$50, 000.00
4275244	180954	41O15G335	$50, 000.00
4275244	156470	41O15G336	$50, 000.00
4275244	136289	41O15G337	$50, 000.00
4275244	110491	41O15G316	$50, 000.00

Initial work by Kenty Gold Mines in 1930 - 1934 identified several auriferous quartz veins, and completed a diamond drilling program, as well as sinking two shafts with limited drift underground drift development. The No. 1 shaft was sunk to a total of 500 ft (152m), and lateral development took place at the 250 foot (76m), 375 foot (114m), and 500 foot (152m) levels. The number 2 shaft was sunk to a depth of 534 feet (162m), with lateral development on the 290 foot (88m) and 525 foot (160m) levels.

27In 1936, Brett-Trethway Mines Limited ran a small 5-ton/day test mill and reported no grades. In 1947, Erndale Mines Ltd. acquired the property and drilled 8 DDH for a total of 498 meters. The company dewatered the mine, and 1,3333 tonnes of ore were extracted from scaling the No. 1 vein. Sampling averaged 0.92 g/t for the program. In 1950, Elancra mines carried out some work with a local mill, with no grades/records produced.

Legacy Claim Id	Tenure ID	Cell ID	MNDM Assessment Assignment
4275244	104103	41O15G358	$50, 000.00
4275244	104102	41O15G318	$50, 000.00
4275245	281059	41O15G319	$50, 000.00
4275245	278432	41O15H301	$50, 000.00
4275245	259093	41O15H321	$50, 000.00
4275245	259092	41O15H281	$50, 000.00
4275245	251917	41O15G359	$50, 000.00
4275245	251916	41O15G339	$50, 000.00
4275245	251915	41O15G320	$50, 000.00
4275245	225101	41O15G340	$50, 000.00
4275245	185261	41O15G300	$50, 000.00
4275245	104101	41O15G299	$50, 000.00
4275246	325684	41O15H325	$50, 000.00
4275246	297033	41O15H345	$50, 000.00
4275246	297032	41O15H284	$50, 000.00
4275246	277653	41O15H302	$50, 000.00
4275246	242605	41O15H322	$50, 000.00
4275246	230403	41O15H304	$50, 000.00
4275246	192540	41O15H303	$50, 000.00
4275246	176522	41O15H323	$50, 000.00
4275246	129128	41O15H324	$50, 000.00
4275246	129127	41O15H283	$50, 000.00
4275246	104471	41O15H282	$50, 000.00

In 1983, Heron Resources carried out a magnetic and self-potential geophysical survey and collected humus samples on the property, and carried out a mapping program and carried out underground sampling on the veins via access from the No. 1 shaft.

~~The~~In ~~Company signed a revised Joint Venture Agreement on November 19~~1986, ~~2019~~Emerald ~~with~~Isle ~~the~~Resources C1carried ~~Syndicate~~out ~~which~~an ~~grants~~exploration ~~the~~program ~~Company~~consisting ~~the~~of ~~right~~bulk tosampling ~~earn a 50% interest in 6 contiguous staked mining claims comprising 66 ha located in Rollo~~ and ~~Swayze~~stripping, ~~Townships~~ and ~~formerly~~identified ~~comprised~~an ofhematitic ~~Legacy~~zone ~~Claim~~with ~~Numbers~~quartz ~~4270433~~stockworks ~~and~~to ~~4275530,~~the ~~currently~~southeast ~~recorded~~of inthe ~~MLAS~~No. ~~with~~2 ~~Tenure~~shaft. ~~IDs:~~Several ~~295435~~diamond ~~(41O15H362),~~drillholes ~~280401~~were ~~(41O15H360),~~completed ~~240808~~to ~~(41O15H342),~~test ~~210391~~for ~~(41O15H361),~~gold ~~159036~~mineralization ~~(41O15G380),~~around ~~107471~~the ~~(41O15H341)~~No. C12 ~~Syndicate~~shaft, ~~claimholders~~with ~~are~~the ~~2254022~~best ~~Ontario~~grades ~~Ltd.~~occurring ~~and~~with ~~Kencana~~quartz-ankerite-pyrite ~~Technical~~veins ~~Services~~associated ~~Inc.,~~with ~~each~~felsic ~~holding~~porphyry ~~a 50% interest~~dykes.

The ~~50%~~C-1 interest that the Company could acquire would grant it the right to explore for minerals, and to apply for a mining lease for extraction of the minerals. This does not grant any surface rights to the Crown land, nor rights to extract or mine aggregates from the claim areas.Property

~~This~~JSHG ~~claims~~owns ~~group~~a ~~requires~~one ~~annual~~hundred ~~exploration~~percent ~~expenditures~~interest ofin ~~$1,600.00~~37 ~~CAD~~contiguous ~~per~~staked ~~year~~mining ~~($400.00 per 2 single cell~~ claims ~~and~~formerly ~~$200.00~~comprised ~~per~~of 4Legacy ~~boundary~~Claim ~~claims)~~Numbers 4275244, ~~accompanied by an industry standard report detailing the work completed~~4275245, ~~due~~and ~~on their various anniversary dates (recorded in table below)~~4275246.

This 734ha claims group ~~retains~~is alocated ~~total~~within ~~Exploration~~Swayze, ~~Reserve~~Rollo, Coppel and Dore Townships, Porcupine Mining Division, approximately 150 km northwest of ~~$44~~the City of Sudbury,~~742.00~~ ~~value~~west ~~that~~off ~~has~~Highway ~~potential~~144, midway between the established mining camps of Timmins to ~~secure~~the north and Sudbury to the ~~claims~~south ~~tenure~~and ~~for~~km ~~approximately~~south 4of ~~years~~the ~~2025~~town of Gogama in the province of Ontario.

28This interest grants claimholder JSHG with the sole right to explore for minerals, and to apply for a mining lease for extraction of the minerals. This does not grant any surface rights to the Crown land, nor rights to extract or mine aggregates from the claim areas.

~~They~~This ~~are~~claims ~~recorded~~group inrequires ~~MLAS~~annual ~~with~~exploration expenditures of $11,200.00 CAD per year ($400.00 per 19 single cell claims and $200.00 per 18 boundary claims), accompanied by an industry standard report detailing the ~~following~~work ~~Tenure~~completed, ~~IDs:~~due on their various anniversary dates (recorded in table below).

Legacy Claim Id	~~Tenure ID~~Twp	~~Cell~~Tenure ID	~~Assessment~~Tenure ~~Assignment~~Type	Anniversary Date	Work Required	Work Applied
4270433	295435	41O15H362	$50,000.00
4275244	ROLLO	343107	Single Cell Mining Claim	2021-03-09	400	800
4270433	280401	41O15H360	$50,000.00
4275244	ROLLO,SWAYZE	311135	Boundary Cell Mining Claim	2021-03-09	200	400
4270433	240808	41O15H342	$50,000.00
4275244	ROLLO	311134	Boundary Cell Mining Claim	2021-03-09	200	400
4270433	210391	41O15H361	$30,200.00
4275244	ROLLO,SWAYZE	304312	Boundary Cell Mining Claim	2021-03-09	200	400
4270433	159036	41O15G380	$50,000.00
4275244	ROLLO	273820	Boundary Cell Mining Claim	2021-03-09	200	400
4270433	107471	41O15H341	$50,000.00
4275244	ROLLO	269805	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO	255729	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO,SWAYZE	201078	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO	188921	Boundary Cell Mining Claim	2021-03-09	200	400

Red Pine Exploration Inc. (2010 - 2011) explored the claims directly surrounding the Kenty mine, which include the current claim group. Their work program consisted of line-cutting, IP, stripping and trenching, and limited diamond drilling. Trenching and striping identified several anomalous gold values associated with quartz-carbonate altered volcanics and quartz veins, with more limited showings associated with a felsic porphyry unit with significant gold assays. Some higher grade assays were reported associated with north-south trending quartz veins. Diamond drilling showed very limited anomalous gold mineralization occurring in relation to the felsic porphyry unit targeting some IP anomalies, although several IP anomalies with high resistivity and high chargeability related to the auriferous quartz carbonate vein mineralization remain untested. 26

Prospector Charles Mortimer completed some stripping of the Hopkins 1 vein allowing for the observation both the vein and wall rock mineralization in an assessment file with limited documentation. Nuggety gold mineralization is noted in a past report by Swayze Resources Ltd. Several pits and trenches of varying age are noted on claim 4270364. It appears that trenching focused on uncovering quartz stringers, veins, and altered wall rock associated with the historic Hopkins 1 vein, located on a striped hillside in the northeast area of the claim. This work was completed on the claim group to the west and north of the Kenty patent boundaries.


Legacy Claim Id	Twp	Tenure ID	Tenure Type	Anniversary Date	Work Required	Work Applied
4275244	ROLLO	185262	Single Cell Mining Claim	2021-03-09	400	800
4275244	ROLLO	180954	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO	156470	Single Cell Mining Claim	2021-03-09	400	800
4275244	ROLLO	136289	Single Cell Mining Claim	2021-03-09	400	800
4275244	ROLLO	110491	Single Cell Mining Claim	2021-03-09	400	800
4275244	ROLLO,SWAYZE	104103	Boundary Cell Mining Claim	2021-03-09	200	400
4275244	ROLLO	104102	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	281059	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	278432	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	269805	Boundary Cell Mining Claim	2021-03-09	200	400
4275245	ROLLO	259093	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	259092	Boundary Cell Mining Claim	2021-03-09	200	400
4275245	ROLLO,SWAYZE	251917	Boundary Cell Mining Claim	2021-03-09	200	400
4275245	ROLLO	251916	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	251915	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	225101	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	185262	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	185261	Boundary Cell Mining Claim	2021-03-09	200	400
4275245	ROLLO,SWAYZE	104103	Boundary Cell Mining Claim	2021-03-09	200	400
4275245	ROLLO	104102	Single Cell Mining Claim	2021-03-09	400	800
4275245	ROLLO	104101	Boundary Cell Mining Claim	2021-03-09	200	400
4275246	COPPELL,ROLLO	325684	Single Cell Mining Claim	2021-03-09	400	600
4275246	COPPELL,DORE,ROLLO,SWAYZE	297033	Boundary Cell Mining Claim	2021-03-09	200	400
4275246	ROLLO	297032	Boundary Cell Mining Claim	2021-03-09	200	400
4275246	ROLLO	278432	Single Cell Mining Claim	2021-03-09	400	800
4275246	ROLLO	277653	Single Cell Mining Claim	2021-03-09	400	800
4275246	ROLLO	259093	Single Cell Mining Claim	2021-03-09	400	800
4275246	ROLLO	259092	Boundary Cell Mining Claim	2021-03-09	200	400

Several pits and trenches of varying age are noted on the current claim group to the east, mostly occurring on claim 4275471, with limited assays reported. Several altered and weathered pits and trenches were noted during the completion of the survey. Several of these trenches are still visible on the property, and were extended as part of Red Pine Exploration Inc. program. This work was completed from 1986 to approximately 2010. 27

King Solomon's Mine Property


Legacy Claim Id	Twp	Tenure ID	Tenure Type	Anniversary Date	Work Required	Work Applied
4275246	ROLLO	242605	Single Cell Mining Claim	2021-03-09	400	800
4275246	ROLLO	230403	Single Cell Mining Claim	2021-03-09	400	600
4275246	ROLLO	192540	Single Cell Mining Claim	2021-03-09	400	800
4275246	ROLLO	176522	Single Cell Mining Claim	2021-03-09	400	800
4275246	ROLLO	129128	Single Cell Mining Claim	2021-03-09	400	600
4275246	ROLLO	129127	Boundary Cell Mining Claim	2021-03-09	200	400
4275246	ROLLO	104471	Boundary Cell Mining Claim	2021-03-09	200	400

~~The~~They ~~Company~~are ~~owns~~recorded ~~a one hundred percent interest~~ in ~~these~~MLAS ~~four~~with ~~contiguous staked boundary mining claims (approx. 180 acres) located in~~ the ~~northwestern~~current ~~portion~~Assessment ofAssignment ~~Davis~~by ~~Township,~~MNDM ~~Sudbury~~with ~~Mining Division approximately 40 km east-northeast of~~ the ~~city of Sudbury, Ontario. This claims group were all part of the single legacy mining claim 4281716, currently recorded in MLAS by the~~ following Tenure IDs: ~~322868 (Cell ID 41I10I336), 320702 (Cell ID 41I10I337), 208133 (Cell ID 41I10I317), 100056 (Cell ID 41I10I316).~~

These grant the Company the sole right to explore for minerals, and to apply for a mining lease for extraction of the minerals. This does not grant any surface rights to the Crown land, nor rights to extract or mine aggregates from the claim areas.


Legacy Claim Id	Tenure ID	Cell ID	MNDM Assessment Assignment
4275244	343107	41O15G317	$50, 000.00
4275244	311135	41O15G356	$50, 000.00
4275244	311134	41O15G295	$50, 000.00
4275244	304312	41O15G355	$50, 000.00
4275244	273820	41O15G297	$50, 000.00
4275244	269805	41O15G298	$50, 000.00
4275244	255729	41O15G315	$50, 000.00
4275244	201078	41O15G357	$50, 000.00
4275244	188921	41O15G296	$50, 000.00
4275244	185262	41O15G338	$50, 000.00
4275244	180954	41O15G335	$50, 000.00
4275244	156470	41O15G336	$50, 000.00
4275244	136289	41O15G337	$50, 000.00
4275244	110491	41O15G316	$50, 000.00
4275244	104103	41O15G358	$50, 000.00
4275244	104102	41O15G318	$50, 000.00
4275245	281059	41O15G319	$50, 000.00
4275245	278432	41O15H301	$50, 000.00
4275245	259093	41O15H321	$50, 000.00
4275245	259092	41O15H281	$50, 000.00
4275245	251917	41O15G359	$50, 000.00
4275245	251916	41O15G339	$50, 000.00
4275245	251915	41O15G320	$50, 000.00
4275245	225101	41O15G340	$50, 000.00
4275245	185261	41O15G300	$50, 000.00
4275245	104101	41O15G299	$50, 000.00
4275246	325684	41O15H325	$50, 000.00
4275246	297033	41O15H345	$50, 000.00

This claims group requires annual exploration expenditures of $800 CAD per year ($200.00 per claim), accompanied by an industry standard report detailing the work completed, due on their July 31st anniversary date.28

A Work Credit Report was submitted to MNDM on December 28, 2019 (see attached WORD DOC for MLAS record of submission) and is pending Ministry approval. Upon MNDM approval, JSHG will be able to distribute approved work credits to secure tenure of the claims group through July 31, 2021.


Legacy Claim Id	Tenure ID	Cell ID	MNDM Assessment Assignment
4275246	297032	41O15H284	$50, 000.00
4275246	277653	41O15H302	$50, 000.00
4275246	242605	41O15H322	$50, 000.00
4275246	230403	41O15H304	$50, 000.00
4275246	192540	41O15H303	$50, 000.00
4275246	176522	41O15H323	$50, 000.00
4275246	129128	41O15H324	$50, 000.00
4275246	129127	41O15H283	$50, 000.00
4275246	104471	41O15H282	$50, 000.00

~~Currently~~JSHG signed a revised Joint Venture Agreement on November 19, ~~MNDM~~2020 ~~Assessment~~with ~~Assignment~~the C1 Syndicate which grants the Company the right to ~~each~~earn a 50% interest in 6 contiguous staked mining claims comprising 66 ha located in Rollo and Swayze Townships and formerly comprised of ~~these~~Legacy Claim Numbers 4270433 and 4275530, currently recorded in MLAS with Tenure IDs: is295435 as(41O15H362), ~~follows:~~280401 (41O15H360), 240808 (41O15H342), 210391 (41O15H361), 159036 (41O15G380), 107471 (41O15H341). C1 Syndicate claimholders are 2254022 Ontario Ltd. and Kencana Technical Services Inc., each holding a 50% interest.

~~322868~~The ~~(Cell~~50% IDinterest ~~41I10I336): $48~~JSHG could acquire would grant the Company the right to explore for minerals,~~000~~ and to apply for a mining lease for extraction of the minerals.00 This does not grant any surface rights to the Crown land, nor rights to extract or mine aggregates from the claim areas.

~~320702~~This ~~(Cell~~claims IDgroup ~~41I10I337):~~ requires annual exploration expenditures of $501,~~000~~600.00 CAD per year ($400.00 per 2 single cell claims and $200.00 per 4 boundary claims), accompanied by an industry standard report detailing the work completed, due on their various anniversary dates (recorded in table below).

~~208133~~This ~~(Cell~~claims IDgroup ~~41I10I317):~~ retains a total Exploration Reserve of $5044,~~000~~742.00 value that has potential to secure the claims tenure for approximately 4 years 2025.

~~100056~~They ~~(Cell~~are IDrecorded ~~41I10I316)~~in MLAS with the following Tenure IDs: ~~$50,000.00~~


Legacy Claim Id	Tenure ID	Cell ID	Assessment Assignment
4270433	295435	41O15H362	$50,000.00
4270433	280401	41O15H360	$50,000.00
4270433	240808	41O15H342	$50,000.00
4270433	210391	41O15H361	$30,200.00
4270433	159036	41O15G380	$50,000.00
4270433	107471	41O15H341	$50,000.00

Legacy Claim Id	Township / Area	Tenure ID	Tenure Type	Anniversary Date	Tenure Status	Tenure Percentage	Work Required
4281716	DAVIS	322868	Boundary Cell Mining Claim	2019-07-30	Active	100	200
4281716	DAVIS	320702	Boundary Cell Mining Claim	2019-07-30	Active	100	200
4281716	DAVIS	208133	Boundary Cell Mining Claim	2019-07-30	Active	100	200
4281716	DAVIS	100056	Boundary Cell Mining Claim	2019-07-30	Active	100	200

~~Chewett-Collins~~Prospector ~~Property~~Charles Mortimer completed some stripping of the Hopkins 1 vein allowing for the observation both the vein and wall rock mineralization in an assessment file with limited documentation. Nuggety gold mineralization is noted in a past report by Swayze Resources Ltd. Several pits and trenches of varying age are noted on claim 4270364. It appears that trenching focused on uncovering quartz stringers, veins, and altered wall rock associated with the historic Hopkins 1 vein,

The Company owns a one hundred percent interest in these nine contiguous single cell staked mining claims, eight of which are located in Chewett Township and one of which is located in Collins Township, all within the Porcupine Mining Division. The property is located approximately 30 km northeast of Chapleau, due east of Wawa, 160 km WSW of Timmins and 240 northwest of Sudbury in north-central Ontario.29

~~They~~located ~~are~~on ~~recorded~~a striped hillside in ~~MLAS~~the bynortheast area of the ~~following~~claim. ~~Tenure~~This ~~IDs:~~work was completed on the claim group to the west and north of the Kenty patent boundaries.

~~535703~~Several ~~(Cell~~pits IDand ~~41O14I064)~~trenches of varying age are noted on the current claim group to the east, mostly occurring on claim 4275471, with limited assays reported. Several altered and weathered pits and trenches were noted during the completion of the survey. Several of these trenches are still visible on the property, and were extended as part of Red Pine Exploration Inc. program. This work was completed from 1986 to approximately 2010.

~~535704~~King ~~(Cell~~Solomon's IDMine ~~41O14I046)~~Property

~~535705~~The Company owns a one hundred percent interest in these four contiguous staked boundary mining claims (aprrox. 180 acres) located in the northwestern portion of Davis Township, Sudbury Mining Division approximately 40 km east-northeast of the city of Sudbury, Ontario. This claims group were all part of the single legacy mining claim 4281716, currently recorded in MLAS by the following Tenure IDs: 322868 (Cell ID ~~41O14I045~~41I10I336), 320702 (Cell ID 41I10I337), 208133 (Cell ID 41I10I317), 100056 (Cell ID 41I10I316).

~~535706~~These ~~(Cell~~grant IDclaimholder ~~41O14I063)~~JSHG with the sole right to explore for minerals, and to apply for a mining lease for extraction of the minerals. This does not grant any surface rights to the Crown land, nor rights to extract or mine aggregates from the claim areas.

~~535707~~This claims group requires annual exploration expenditures of $800 CAD per year (~~Cell~~$200.00 IDper ~~41O14I065~~claim), accompanied by an industry standard report detailing the work completed, due on their July 31st anniversary date.

~~535708~~A Work Credit Report was submitted to MNDM on December 28, 2020 (~~Cell~~see IDattached ~~41O14I066~~WORD DOC for MLAS record of submission) and is pending Ministry approval. Upon MNDM approval, JSHG will be able to distribute approved work credits to secure tenure of the claims group through July 31, 2021.

~~535709~~Currently, ~~(Cell~~MNDM IDAssessment ~~41O14I044)~~Assignment to each of these Tenure IDs is as follows:

~~535710~~322868 (Cell ID ~~41O14I043~~41I10I336): $48,000.00

~~561607~~320702 (Cell ID ~~42B03A224~~41I10I337): $50,000.00

~~These~~208133 ~~grant~~(Cell ~~the~~ID ~~Company the sole right to explore for minerals~~41I10I317): $50, ~~and to apply for a mining lease for extraction of the minerals~~000. ~~This does not grant any surface rights to the Crown land, nor rights to extract or mine aggregates from the claim areas.~~00

~~This~~100056 ~~claims group requires annual exploration expenditures of $3600.00 CAD per year~~ (~~$400.00~~Cell ~~per~~ID ~~claim~~41I10I316): $50, ~~accompanied by an industry standard report detailing the work completed, due on their various anniversary dates~~000.00

Currently, MNDM Assessment Assignment to each of these Tenure IDs is as follows:


Legacy Claim Id	Township / Area	Tenure ID	Tenure Type	Anniversary Date	Tenure Status	Tenure Percentage	Work Required
4281716	DAVIS	322868	Boundary Cell Mining Claim	2020-07-30	Active	100	200
4281716	DAVIS	320702	Boundary Cell Mining Claim	2020-07-30	Active	100	200
4281716	DAVIS	208133	Boundary Cell Mining Claim	2020-07-30	Active	100	200
4281716	DAVIS	100056	Boundary Cell Mining Claim	2020-07-30	Active	100	200

~~535703~~Chewett-Collins ~~(Cell ID 41O14I064): $50,000.00~~Property

~~535704~~The ~~(Cell~~Company IDowns ~~41O14I046): $50~~a one hundred percent interest in these nine contiguous single cell staked mining claims,~~000~~ eight of which are located in Chewett Township and one of which is located in Collins Township, all within the Porcupine Mining Division.00 The property is located approximately 30 km northeast of Chapleau, due east of Wawa, 160 km WSW of Timmins and 240 northwest of Sudbury in north-central Ontario.

~~535705~~They ~~(Cell~~are IDrecorded ~~41O14I045)~~in MLAS by the following Tenure IDs: ~~$50,000.00~~

~~535706~~535703 (Cell ID ~~41O14I063~~41O14I064)~~: $50,000.00~~

~~535707~~535704 (Cell ID ~~41O14I065~~41O14I046)~~: $50,000.00~~

~~535708 (Cell ID 41O14I066): $50,000.00~~30

~~535709~~535705 (Cell ID ~~41O14I044~~41O14I045)~~: $50,000.00~~

~~535710~~535706 (Cell ID ~~41O14I043~~41O14I063)~~: $50,000.00~~

~~561607~~535707 (Cell ID ~~42B03A224~~41O14I065)~~: $50,000.00~~

30535708 (Cell ID 41O14I066)

Township / Area	Tenure ID	Tenure Type	Anniversary Date	Tenure Status		Tenure Percentage		Work Required
CHEWETT	535703	Single Cell Mining Claim	2020-12-04	Active		100		400
CHEWETT	535704	Single Cell Mining Claim	2020-12-04	Active		100		400
CHEWETT	535705	Single Cell Mining Claim	2020-12-04	Active		100		400
CHEWETT	535706	Single Cell Mining Claim	2020-12-04	Active		100		400
CHEWETT	535707	Single Cell Mining Claim	2020-12-04	Active		100		400
CHEWETT	535708	Single Cell Mining Claim	2020-12-04	Active		100		400
CHEWETT	535709	Single Cell Mining Claim	2020-12-04	Active		100		400
CHEWETT	535710	Single Cell Mining Claim	2020-12-04		Active		100	400
COLLINS	561607	Single Cell Mining Claim	2021-10-11		Active		100	400

535709 (Cell ID 41O14I044)

~~Asquith~~535710 ~~Property~~(Cell ID 41O14I043)

~~JSHG~~561607 owns a one hundred percent interest in these contiguous four single cell staked mining claims located in Asquith Township, Larder Lake Mining Division approximately 100km south west of Kirkland Lake, and approximately 110km south of Timmins, Ontario. They are recorded in MLAS by the following Tenure IDs: 555444 (Cell ID ~~41P11C056~~42B03A224)~~, 555445 (Cell ID 41P11C057 ), 561605 (Cell ID 41P11C036), 561606 (Cell ID 41P11C037).~~

These grant claimholder JSHG with the sole right to explore for minerals, and to apply for a mining lease for extraction of the minerals. This does not grant any surface rights to the Crown land, nor rights to extract or mine aggregates from the claim areas.

This claims group requires annual exploration expenditures of $~~1600~~3600.00 CAD per year ($400.00 per claim), accompanied by an industry standard report detailing the work completed, due on their various anniversary dates~~: 2021-08-03 for Tenure IDs 555444 and 555445, and 2021-10-11 for Tenure IDs 561605 and 561606~~.

Currently, MNDM Assessment Assignment to each of these Tenure IDs is as follows:

~~555444~~535703 (Cell ID ~~41P11C056~~41O14I064): $50,000.00

~~555445~~535704 (Cell ID ~~41P11C057~~ 41O14I046): $50,000.00

~~561605~~535705 (Cell ID ~~41P11C036~~41O14I045): $50,000.00

~~561606~~535706 (Cell ID ~~41P11C037~~41O14I063): $50,000.00

31535707 (Cell ID 41O14I065): $50,000.00

Township / Area	Tenure ID	Tenure Type	Anniversary Date	Tenure Status	Tenure Percentage	Work Required
ASQUITH	555444	Single Cell Mining Claim	2021-08-03	Active	100	400
ASQUITH	555445	Single Cell Mining Claim	2021-08-03	Active	100	400
ASQUITH	561605	Single Cell Mining Claim	2021-10-11	Active	100	400
ASQUITH	561606	Single Cell Mining Claim	2021-10-11	Active	100	400

535708 (Cell ID 41O14I066): $50,000.00

32535709 (Cell ID 41O14I044): $50,000.00

33535710 (Cell ID 41O14I043): $50,000.00

34561607 (Cell ID 42B03A224): $50,000.00


Township / Area	Tenure ID		Tenure Type		Anniversary Date		Tenure Status		Tenure Percentage			Work Required
CHEWETT	535703		Single Cell Mining Claim		2020-12-04		Active		100			400
CHEWETT	535704		Single Cell Mining Claim		2020-12-04		Active		100			400
CHEWETT	535705		Single Cell Mining Claim		2020-12-04		Active		100			400
CHEWETT	535706		Single Cell Mining Claim		2020-12-04		Active		100			400
CHEWETT	535707		Single Cell Mining Claim		2020-12-04		Active		100			400
CHEWETT	535708		Single Cell Mining Claim		2020-12-04		Active		100			400
CHEWETT	535709		Single Cell Mining Claim		2020-12-04		Active		100			400
CHEWETT	535710		Single Cell Mining Claim		2020-12-04		Active		100		400
COLLINS	561607	Single Cell Mining Claim		2021-10-11		Active		100		400

~~ITEM~~Asquith ~~3. LEGAL PROCEEDINGS~~Property

~~Except~~JSHG asowns ~~indicated~~a ~~below,~~one ~~there~~hundred ~~are~~percent nointerest ~~material~~in ~~pending~~these ~~legal~~contiguous ~~proceedings,~~four ~~other~~single ~~than~~cell ~~ordinary~~staked ~~routine~~mining ~~litigation~~claims ~~incidental~~located toin ~~the~~Asquith ~~business~~Township, toLarder ~~which~~Lake ~~the~~Mining ~~Company~~Division ~~is a~~approximately ~~party~~100km orsouth ofwest ~~which any~~ of ~~its~~Kirkland ~~property is the subject~~Lake, orand ~~any~~approximately ~~such proceedings known to be contemplated by any governmental authority.~~

~~At present the Company is involved in three material litigation proceedings. These actions are ongoing in the Ontario Superior Court of Justice and all involve the ownership of the Kenty Property.~~31

~~The~~110km ~~first~~south ~~application~~of ~~is an application brought by Emerald Isle Resources on May 14~~Timmins, ~~2013~~Ontario. ~~seeking~~They aare ~~declaration~~recorded ~~that~~in itMLAS isby the ~~legal~~following ~~owner~~Tenure ofIDs: ~~the~~555444 ~~Kenty Property. The application alleges:~~ (i)Cell ~~that~~ID ~~Brian A. McClay~~41P11C056), ~~the~~555445 ~~owner~~(Cell ofID ~~the~~41P11C057 ~~Kenty Property~~), ~~had~~561605 ~~sold~~(Cell ~~100%~~ID ~~of his interest therein to Emerald Isle in 1986~~41P11C036), ~~although~~561606 ~~Emerald Isle did not register its acquisition of the Kenty Property at that time; and~~ (~~ii)~~Cell ~~that~~ID ~~at the time he entered into an agreement to sell the Kenty Property to the Company, Mr~~41P11C037). ~~McClay had no interest in the Kenty Property to sell. The Company has responded to that application.~~

ByThese ~~separate~~grant ~~application~~claimholder ~~commenced~~JSHG ~~March~~with ~~13, 2014~~ the ~~Company~~sole ~~and~~right ~~its~~to ~~co-~~explore ~~applicant,~~for ~~Mr. McClay~~minerals, ~~commenced~~and ato ~~separate~~apply ~~proceeding~~for ina ~~the~~mining ~~Ontario~~lease ~~Superior~~for ~~Court~~extraction of ~~Justice~~the ~~seeking a formal declaration that Mr~~minerals. ~~McClay~~This isdoes ~~the~~not ~~sole~~grant ~~owner~~any ofsurface arights ~~100%~~to ~~undivided interest in~~ the ~~Kenty~~Crown ~~Property~~land, ~~subject~~nor ~~only~~rights to aextract ~~smelting~~or ~~agreement~~mine ~~and~~aggregates afrom ~~Mineral Property Acquisition Agreement in favor of~~ the ~~Company~~claim areas.

~~These~~This ~~matters~~claims ~~remain~~group torequires beannual ~~resolved~~exploration expenditures of $1600.00 CAD per year ($400.00 per claim), accompanied by an industry standard report detailing the work completed, due on their anniversary dates: 2021-08-03 for Tenure IDs 555444 and 555445, and 2021-10-11 for Tenure IDs 561605 and 561606.

~~In separate proceedings~~Currently, onMNDM ~~May~~Assessment ~~13,~~Assignment ~~2015,~~to ~~the~~each ~~Company filed a Statement~~ of ~~Claim~~these ~~against~~Tenure ~~Mr.~~IDs ~~McClay seeking damages totaling $10,750,000 in the event that the Application of the Company and Mr. McClay~~ is ~~unsuccessful~~as ~~and~~follows: on or about September 28, 2015, Mr. McClay filed a counterclaim against the Company alleging that the Company has failed to deliver the consideration for the purchase of the Kenty Property and therefore has no rights thereto, and seeking damages in the amount of $2,500,000 against the Company. The matter remains in abeyance pending the resolution of the two Applications.

~~ITEM~~555444 4.(Cell ~~MINE~~ID ~~SAFETY DISCLOSURES~~41P11C056): $50,000.00

As555445 ~~the~~(Cell ~~mines~~ID ~~operated~~41P11C057 ~~by the Company are not located in the United States~~): $50, ~~we are not subject to the provisions of the Federal Mine Safety and Health Act of 1977 and are thus not required to provide the information required by this Item 4~~000. 00

~~PART~~561605 II(Cell ID 41P11C036): $50,000.00

~~ITEM~~561606 5.(Cell ~~MARKET~~ID ~~FOR REGISTRANT’S COMMON EQUITY~~41P11C037): $50, ~~RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES~~000.00

Market Information


Township / Area		Tenure ID		Tenure Type		Anniversary Date		Tenure Status	Tenure Percentage			Work Required
ASQUITH		555444		Single Cell Mining Claim		2021-08-03		Active	100			400
ASQUITH	555445		Single Cell Mining Claim		2021-08-03		Active			100	400
ASQUITH	561605		Single Cell Mining Claim		2021-10-11		Active			100	400
ASQUITH	561606		Single Cell Mining Claim		2021-10-11		Active			100	400

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Our common stock has been quoted on the OTC Pink market only since August 2019. There is currently a very limited public market for our common stock and we can provide no assurance that a significant trading market will ever develop or that, if developed, it will be sustained. Consequently, holders of our common stock may find it difficult to resell their securities at the times and in the amounts that they desire.32

~~Holders~~Borden Lake North Property

AsOn ofJanuary ~~December~~15, 312020, ~~2019~~the Company entered into a mineral property acquisition agreement, ~~there~~pursuant ~~were~~to ~~138~~which the Company acquired 100% interest in eleven claims (approximately 495 acres),~~084~~ known as the Borden North Property in Cochrane and Darcy Townships located about 6.5 kilometers (app. 4 miles) north of the Newmont Borden Lake gold mine in Northern Ontario. Under the acquisition agreement,~~681~~ the Company issued equity consideration of 100,000 shares of common stock, ~~issued~~valued ~~and~~at ~~outstanding~~US$0.15 ~~held~~per byshare ~~approximately~~recorded ~~161~~in ~~stockholders~~common ofshares ~~record~~issued and agreed to a two per cent (2.0%) ~~This~~Net ~~figure~~Smelter ~~does~~Royalty (NSR) to ~~not~~be paid. ~~include~~Vendor granted the Purchaser an ~~indeterminate~~Option to ~~number~~purchase 75% of ~~stockholders~~the ~~who~~NSR ~~may~~(1.5%NSR) ~~hold~~for ~~their~~$1 ~~shares~~Million inCanadian ~~“street~~dollars ~~name~~($1,000,000).”

~~Dividends~~In 2020, the Company recognized an impairment charge of $15,000 on the carrying value of the Borden Lake North Property based on the substantial doubt of the Company’s ability to raise adequate financing.

WeHalcrow ~~have not declared or paid dividends on our common stock since our formation~~Gold, ~~and we do not anticipate paying dividends in the foreseeable future. Declaration or payment of dividends~~McCool, ifSeymour ~~any,~~Lake in the future, will be at the discretion of our Board of Directors and will depend on our then current financial condition, results of operations, capital requirements and other factors deemed relevant by the Board of Directors. There are no contractual restrictions on our ability to declare or pay dividends. See the Risk Factor entitled "Because we do not intend to pay any cash dividends on our common stock, our stockholders will not be able to receive a return on their shares unless they sell them.”Property

36On April 14, 2020, the Company purchased a 100% interest in thirty five claims, known as the Halcrow Gold Property, McCool Property and Seymour Lake Extension Property Northern Ontario. The Company paid one million JSHG common shares at $0.145 per share for the mineral property and a two per cent (2%) Net Smelter Royalty ('NSR') of which the Company has the option to repurchase 75% of the NSR for one million Canadian dollars ($1,000,000) for each of the three properties at any time.

AsThe atHalcrow ~~December~~Gold ~~31,~~property ~~2019,~~is welocated ~~were~~ in ~~arrears~~northeastern inOntario, ~~our~~35 ~~dividends~~kilometers onEast ~~preferred~~of ~~shares~~Chapleau. ~~The~~It ~~balance~~consists of ~~dividends~~two ~~payable~~(2) ofclaim ~~$359,862~~units ~~includes~~covering ~~dividends~~approximately 80 acres. Located 25 km of ~~$230~~the property is Newmont’s Borden Lake Mine,~~400~~ an active gold producer with proven and ~~accrued~~probable ~~interest~~reserves of ~~$129~~2.61 million tonnes of estimated,~~462,~~ ~~accrued~~measured atand ~~10.0%~~indicated ~~interest~~gold ~~compounded~~reserves ~~annually~~with an average grade of 5.81 g/t Au

~~Securities~~The ~~authorized~~property ~~for~~is ~~issuance~~also ~~under~~11 ~~equity~~km ~~compensation~~southwest ~~plans~~of Rockridge Resources Ltd.’s - Raney Gold Project. Recent news release (April 29, 2020) from the Raney Gold Project indicates an impressive drill result of 28.0 g/t Au over 6.0 m at a vertical depth of 95 m. The Halcrow Gold property is also 3 km north of the historical Halcrow Swayze Mine, a developed prospect with 115,600 tonnes of unclassified reserves at 3.8 g/t Au (1934).

WeSignificant ~~have~~historical ~~never~~gold ~~and~~values ~~have~~associated nowith ~~current~~disseminated ~~plans~~pyrite, toarsenopyrite, ~~issue~~quartz ~~securities~~veins ~~under~~and ~~any~~red ~~equity~~syenite-porphyry ~~compensation~~were ~~plans. However,~~established ~~during~~in ~~2018,~~two ~~securities~~separate ~~were~~shear tozones bein ~~issued~~Archean toage ~~employees~~volcanic ~~under~~tuffs, ~~individual~~sediments, ~~employment~~and ~~agreements~~conglomerates asthat ~~further~~resulted ~~detailed below~~ in ~~“Recent~~the ~~Sales~~following of(Au) ~~Unregistered Securities” and Item 13.~~values:

~~Recent~~0.93 ~~Sales~~g/t ofAu ~~Unregistered~~- ~~Securities~~chip samples over 18’ and 24’ (Government Geologist Rickaby - 1934)

a4.35 g/t Au - arsenopyrite-bearing qtz vein and bleached wallrock (Sulpetro - 1981)

~~Common~~1.4 g/t ~~Stock~~Au - pink grey qtz and feldspar porphyry-syenite, minor pyrite and chalcopyrite (K. Filo - 1992)

~~During the year ended December 31, 2019, the Company issued 2,000,000 shares of common stock to directors and employees of the Company for services rendered~~8.3 g/t ~~These~~Au ~~transactions have been recorded as stock~~-~~based~~ ~~compensation~~obtained ~~for~~in ~~the~~dumps ~~year ended December 31, 2019. The stock compensation had total value~~ of ~~$192,450. In addition,~~ the ~~Company~~main ~~issued~~trench ~~8,667,149 shares of common stock for compensation recorded in prior periods at the fair values ranging from $0~~(W.05 toTroup ~~$0.15~~- ~~per share for a total of $433,457.~~1995)”

~~During~~In ~~the year ended December 31~~2020, ~~2019,~~ the Company ~~issued~~recognized ~~8,300,000~~an ~~shares~~impairment charge of ~~common~~$145,000 ~~stock~~on tothe ~~third~~carrying ~~parties~~value ~~for~~of the ~~acquisition~~Halcrow ofGold ~~mineral~~Property, ~~rights~~McCool atProperty ~~the~~and ~~fair~~Seymour ~~values~~Lake ~~ranging~~Extension ~~from~~Property ~~$0.15~~based toon ~~$0.20~~the ~~per~~substantial ~~share~~doubt ~~for~~of athe ~~total~~Company’s ~~value~~ability ofto ~~$1,340,000.~~raise adequate financing.

~~During the year ended December 31~~Haycock, ~~2019~~Godfrey, ~~the~~Roma ~~Company~~Lake ~~issued 75,590 shares of common stock to third parties under the S-1 registration statement filed with the SEC. The total value of stock issued was $11,339.~~ Property

~~Stock~~On ToAugust 20, 2020, the Company purchased a 100% interest in twenty claims, known as the Haycock Gold Property, Godfrey and Roma Lake Property in Northern Ontario. The Company paid two million three hundred thousand JSHG common shares at $0.06 per share for the mineral property and a three per cent (3%) Net Smelter Royalty ('NSR') of which the Company has the option to repurchase 75% of the NSR for one million Canadian dollars ($1,000,000) for each of the three properties at any time. As at December 31, 2020, the shares a reflected in Shares to be ~~Issued~~issued.

AsThe ofHaycock ~~December~~Gold ~~31,~~property ~~2019,~~is ~~the~~composed ~~Company~~of ~~has~~8 ~~yet~~cell tounits ~~issue~~in 5Haycock township,~~971,577~~ ~~shares~~located ofin ~~common~~Northwestern ~~stock. Of these~~Ontario, ~~2,400,000~~12 ~~shares~~km east of ~~common~~Kenora, ~~stock~~Ontario. ~~became~~The property ~~issuable~~is ~~during~~positioned ~~the~~on ~~year~~a ~~for~~number ~~acquisition~~ of ~~mineral~~former ~~rights~~land atPatents an(mining ~~issue~~rights) ~~price~~and ofis ~~$0.15~~located ~~per share. In addition,~~ 1~~,576,534~~ ~~shares~~km north of ~~common~~the ~~stock~~historic ~~are~~Triumph ~~issuable~~Mine towhich ~~directors~~operated ~~for~~between 1896 ~~services~~and ~~recorded~~1900 inwith ~~prior~~reported ~~years.~~grades ~~An additional 1,995,043 shares~~ of ~~common~~39 ~~stock are yet to be issued for debt settlements from prior years~~g/t.

~~Purchases~~The property is situated in the Wabigoon sub-province and within an area of ~~Equity~~Kenora ~~Security~~that byrepresents 55% of gold production in Ontario during the ~~Issuer~~19th and early ~~Affiliated~~20th ~~Purchasers~~century.

~~None;~~The ~~not~~geology ~~applicable~~is underlain by quartz diorite of the Island Lake intrusion, which is characterized by the irregular occurrence of mafic intrusions. The larger inclusions have been fractured and intruded by irregular bodies and diffuse veins

~~Use of Proceeds~~33

Onof ~~July~~quartz ~~24,~~diorite. ~~2018,~~The ~~the~~exposed ~~Company~~bedrock ~~publicly~~in ~~filed~~the ~~with~~vicinity ~~the~~of ~~SEC~~old ~~its~~workings varies ~~Registration~~from ~~Statement~~predominantly onbasalt ~~Form~~to ~~S-1~~predominantly ~~(Registration~~quartz Nodiorite. The ~~333-226315),~~property ~~which~~is ~~registration~~aligned ~~statement~~north ~~was~~of ~~declared~~a ~~effective~~structural ontrend ~~August~~leading ~~10,~~in ~~2018. The~~the ~~Registration~~direction ~~Statement~~of ~~provided~~former operating ~~for~~mines ~~the~~known ~~registration~~as ~~of: (i)~~the ~~5,000,000~~Triumph ~~shares~~and ofTreasure. ~~common~~The ~~stock~~structure ~~for~~from ~~sale by~~ the ~~Company~~Triumph ~~under~~Mine ~~its~~was ~~Primary~~noted ~~Offering;~~to ~~and~~head ~~(ii)~~in ~~62,912,797~~the ~~shares~~direction of ~~common~~the ~~stock~~property ~~for~~while ~~resale~~it ~~under~~was adewatered ~~Secondary~~and ~~Offering~~assessed byin ~~certain Selling Stockholders of the Company~~1987.

AsHistorical ofExploration ~~January~~work ~~24,~~established ~~2019,~~gold ~~the~~mineralization Company had sold 75,590 Flow-Through shares of common stock under the Primary Offering at a price of $0.15 per share, and the Board of Directors resolved to terminate the Primary Offering only. In accordance with animpressive ~~undertaking~~assay made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities registered thereunder that remained unsold at the termination of the offerings, on January 24, 2019, the Company filed with the SEC Post-Effective Amendment No. 1 to the Registration Statement to remove and withdraw from registration the 4,924,410 shares that were registered but remained unsold upon the termination of the Primary Offering. Such Post-Effective Amendment No. 1 had no effect on the 62,912,797 shares registered for resale under the Secondary Offering, although on December 26, 2019, the Company filed with the SEC its Post-Effective Amendment No. 2, by which it removed from registration all 62,912,797 Secondary Offering shares. The Company used the $11,338.50 in proceeds from its sale of 75,590 shares for operating expenses and reduction of accounts payable.results: 

371.

~~ITEM~~Assays 6of 8.7 ~~SELECTED~~g/t ~~FINANCIAL~~Au ~~DATA~~(0.28 oz/t), 7.1 g/t Au (0.208 oz/t) and 1.4 g/t Au (0.04 oz/t) - (G. Clark, 1983)

~~As a smaller reporting company, we are not required to provide the information required by this item~~2.

~~ITEM~~Grades 7from previous mining operations reported to be $36.00 ~~MANAGEMENT’S~~to ~~DISCUSSION~~$120.00 ~~AND~~per ~~ANALYSIS~~ton OFfrom ~~FINANCIAL~~several ~~CONDITION~~assayed ~~AND~~samples ~~RESULTS~~while OFgold ~~OPERATIONS~~was valued at $20.00 per ounce. Respectively, grading between 55.9 g/t and 186.6 g/t Au (1.8 oz/t to 6 oz/t) - (The Colonist, 1896)

~~(a)~~The property features two gold zones where historic shafts were developed.

~~Liquidity~~The Sweden shaft was sunk on the main vein to a depth of 21.3 m with 3 m of lateral development by the Sweden Gold Mining Company of Ontario in 1986. The inclined shafts collar dimensions are 2.5 x 3 m. The main zone cuts the inclusion-laden quartz diorite to the east of an area of muskeg and swamp ~~Capital~~and ~~Resources~~consists of a 1 to 2 m wide shear zone striking 055° and dipping 70°SE. Vein structure has been traced over 240 m by a series of trenches and pits located in the vicinity of the shaft.

WeThe ~~are~~Emmons anshaft ~~exploration~~is ~~stage~~located ~~company~~700 ~~focused~~m onsoutheast ~~developing~~of ~~our~~the ~~business~~Sweden inand ~~the~~has ~~mineral~~collar ~~exploration~~dimensions ~~sector~~of 4 x 2. ~~Our~~5 ~~principal~~m. ~~business~~Depth ~~objective~~of ~~for~~shaft ~~the~~is ~~next~~unknown ~~twelve~~and (water level is measured 7 m below surface. The associated waste rock pile has dimensions of 12) ~~months~~x ~~will~~3 bex to4 ~~continue~~m. toMultiple ~~develop~~trenches ~~our~~and ~~business~~pits ~~plan~~were also developed in ~~this~~the vicinity ~~sector.~~of the shaft.

AsThe ofproperty ~~December~~sat ~~31,~~fairly ~~2019,~~dormant weuntil ~~had~~staked ~~cash~~by onP. ~~hand~~Karwcki ~~of $14,211~~ and ~~current liabilities of $1,167,126~~G. WeClark doin ~~not~~1983 ~~have sufficient capital to operate our business~~ and ~~will~~was ~~require~~optioned ~~additional funding~~ to ~~sustain~~Jalna ~~operations~~Resources ~~through~~Ltd ~~December~~in ~~2020~~1984. ~~There is no assurance that we will be able to achieve revenues sufficient to become profitable.~~

WeIn ~~have~~2020, ~~incurred~~the ~~losses~~Company ~~since~~recognized ~~inception~~an ~~and~~impairment ~~our~~charge ~~ability to continue as a going-concern depends upon our ability to develop profitable operations and to continue to raise adequate financing. We are actively targeting sources~~ of ~~additional~~$138,000 ~~financing~~on tothe ~~provide~~carrying ~~continuation~~value of ~~our~~the ~~operations.~~Haycock InGold ~~order~~Property, ~~for~~Godfrey ~~us to meet our liabilities as they come due~~ and toRoma ~~continue~~Lake ~~our~~Property ~~operations,~~based weon ~~are~~the ~~solely~~substantial ~~dependent~~doubt ~~upon~~of ~~our~~the Company’s ability to ~~generate~~raise ~~such~~adequate financing.

~~There~~Hiltz ~~can be no assurance that the Company will be able to continue to raise funds, in which case we may be unable to meet our obligations and we may cease operations.~~ Property

~~Net~~On ~~cash~~November ~~used~~19, in2020, ~~operating~~the ~~activities. During~~Company ~~the~~purchased ~~fiscal~~a ~~year~~100% ~~ended~~interest ~~December~~in ~~31,~~eight ~~2019~~claims, ~~net~~known ~~cash~~as ~~used~~the Hiltz in ~~operating~~the ~~activities~~Asquith ~~was~~Township ~~$(137,659)~~in ~~compared~~Northern ~~with~~Ontario. The ~~$(96,831)~~Company ~~used~~paid inthree ~~operating~~hundred ~~activities~~thousand ~~for~~JSHG ~~the~~common ~~fiscal~~shares ~~year~~at ~~ended~~$0.07 ~~December~~per ~~31,~~share ~~2018. The~~for ~~cash~~the ~~flow~~mineral ~~used~~property inand ~~operating~~a ~~activities~~two inper ~~the~~cent ~~fiscal~~(2%) ~~year~~Net ~~ended~~Smelter ~~December~~Royalty ~~31,~~('NSR') ~~2019~~of ~~was~~which ~~primarily~~the Company has the ~~result~~option to repurchase 75% of ~~incurred~~the ~~operating~~NSR ~~losses.~~for ~~The~~one ~~cash~~million ~~flow~~five ~~used~~hundred inthousand ~~operating~~Canadian ~~activities~~dollars in($1,500,000) ~~the~~at ~~fiscal~~any ~~year~~time. ~~ended~~As at December 31, ~~2018~~2020, ~~was~~the ~~primarily~~shares ~~the~~a ~~result~~reflected ofin ~~incurred~~Shares ~~operating~~to ~~losses~~be issued.

~~Net~~The ~~cash~~Hiltz ~~used~~property is eight claims covering, roughly, 350 acres in ~~investing~~The ~~activities~~Shining Tree gold camp. The ~~During~~Company paid the ~~fiscal~~prospectors ~~year~~three ~~ended~~hundred ~~December~~thousand 31(300,000) ~~2019,~~JSHG ~~net~~common ~~cash~~shares ~~used~~in return for a one hundred per cent (100%) interest in ~~investing~~the ~~activities~~property. The ~~was~~prospectors $retain a two per cent Net Smelter Royalty (~~360~~2% NSR) ~~compared~~; ~~with~~the ~~$Nil~~Company ~~used~~has inthe ~~investing~~option ~~activities~~to ~~for~~repurchase 1.5% or 75% of the ~~fiscal~~total ~~year~~NSR ~~ended~~for ~~December~~one 31million, ~~2018~~five hundred thousand ($1,500,000 Canadian) at any time.

~~Net~~The ~~cash~~property ~~provided~~is bywithin ~~financing~~the ~~activities.~~Abitibi ~~During~~Greenstone ~~the~~Belt, ~~fiscal~~and ~~year~~is ~~ended~~underlain ~~December~~by ~~31,~~an ~~2019,~~early ~~net~~Archean ~~cash~~metavolcanic ~~provided~~sequence bywith ~~financing~~a ~~activities~~basal ~~was~~layer ~~$149,587~~of ~~compared~~pyroclastic ~~with~~and ~~$94~~sediments,~~987~~ ~~provided~~followed by ~~financing~~a sequence ~~activities~~of ~~for~~mafix ~~the~~tholeiitic, ~~fiscal~~and ~~year~~an ~~ended~~upper ~~December~~layer ~~31,~~felsic ~~2018~~metadata volcanics. ~~The~~Volcanics ~~cash~~are ~~flow~~intruded ~~provided~~ by ~~financing~~later ~~activities~~stage felsic units as well as diabase dykes. Gold mineralization in the ~~fiscal~~area ~~year~~is ~~ended~~characterized ~~December~~by ~~31,~~shear ~~2019~~or ~~was~~vein types characterized by a mesothermal gold mineralization model.

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primarily attributable to advances from shareholders. The cash flow provided by financing activities in the fiscal year ended December 31, 2018 was primarily attributable to advances from shareholders and proceeds on issuance of capital stock.34

~~(b)~~In 2020, the Company recognized an impairment charge of $21,000 on the carrying value of the Hiltz Property based on the substantial doubt of the Company’s ability to raise adequate financing.

~~Results~~Jo-Anne ~~of Operations.~~Property

~~Comparison~~On ofNovember ~~Fiscal~~13, ~~Year~~2020, ~~Ended~~the ~~December~~Company 31purchased a 100% interest in two claims, ~~2019~~known as the Jo-Anne Property, in Benoit Township in Northern Ontario. The Company paid two million four hundred thousand JSHG common shares at $0.07 per share for the mineral property and a two per cent (2%) Net Smelter Royalty ('NSR') of which the Company has the option to ~~Fiscal~~repurchase ~~Year~~50% ~~Ended~~of the NSR for two million Canadian dollars ($2,000,000) at any time. As at December 31, ~~2018~~2020, the shares a reflected in Shares to be issued.

WeThe ~~did~~Joe-Anne ~~not~~property ~~earn~~is ~~any~~approximately ~~revenues~~50 ~~during~~miles ~~the~~(80 ~~fiscal~~kilometers) ~~year~~South-East ~~ended~~of ~~December 31~~Timmins, ~~2019~~ON. It ~~and~~consists ~~December~~of 42 ~~31, 2018~~acres. We doGeologically ~~not~~the ~~anticipate~~area ~~earning~~around ~~revenues~~Benoit ~~until~~Township ~~such~~lies ~~time~~between asthe weLarder ~~have~~Lake ~~entered~~and ~~into~~Destor-Porcupine ~~commercial production of our mineral properties~~Faults. We ~~are~~This ~~presently~~area ~~in the exploration stage~~ of ~~our~~Abitibi ~~business~~volcanics ~~and~~extend wefrom ~~can~~Timmins, ~~provide~~Ontario noto ~~assurance~~Chibougamau, ~~that~~Quebec. weThe ~~will~~area ~~discover~~was ~~commercially~~mapped ~~exploitable~~by ~~levels~~H. ofL. ~~mineral~~Lovell ~~resources~~in on1965 ~~our~~and ~~properties,~~appears orto ifbe ~~such~~metavolcanics ~~resources~~that are ~~discovered,~~tholeitic ~~that~~in weappearance ~~will~~and ~~enter~~part ~~into commercial production~~ of ~~our~~the ~~mineral~~Knojevis ~~properties~~Group.

~~Consulting~~The ~~Fees. Consulting~~property ~~fees~~has ~~increased~~yielded togold ~~$192,450~~values ~~for~~over ~~the~~13 ~~fiscal~~grams ~~year~~per ~~ended~~tonne ~~December~~in ~~31,~~grab ~~2019~~samples from ~~$162,000~~previous ~~for the fiscal year ended December 31, 2018~~prospectors. For ~~The~~more ~~increase~~information inon ~~consulting~~the ~~fees~~Joe-Anne ~~was~~property ~~primarily~~please ~~attributable~~refer to ~~the~~this ~~increase~~report: ~~in the trading price range of the common stock used for stock based executive compensation~~http://www.geologyontario.mndm.gov.on.ca/mndnfiles/afri/data/imaging/20000015238/20000015238

~~Exploration~~In ~~Expenses. Exploration expenses increased to $9~~2020,~~066~~ ~~for~~ the ~~fiscal~~Company ~~year~~recognized ~~ended~~an ~~December~~impairment ~~31,~~charge ~~2019~~of ~~from~~ $6168,~~979~~000 ~~for~~on the ~~fiscal~~carrying ~~year~~value ~~ended~~of ~~December~~the ~~31,~~Jo-Anne ~~2018. The~~Property ~~increase~~based inon ~~exploration~~the ~~expenses~~substantial ~~was~~doubt ~~attributable~~of tothe ~~staking~~Company’s ~~fees~~ability ~~and~~to ~~geological~~raise ~~consultants~~adequate financing.

~~General~~ITEM ~~and Administrative Expenses. General and administrative expenses decreased to $~~3~~,582 for the fiscal year ended December 31, 2019 from $6,349 for the fiscal year ended December 31, 2018~~. ~~The~~LEGAL ~~decrease was due to the debt settlement with a consultant during the current year.~~PROCEEDINGS

38Except as indicated below, there are no material pending legal proceedings, other than ordinary routine litigation incidental to the business, to which the Company is a party or of which any of its property is the subject, or any such proceedings known to be contemplated by any governmental authority.

~~Professional~~At ~~Fees. Professional~~present ~~fees~~the ~~increased~~Company tois ~~$114,980~~involved ~~for~~in ~~the~~three ~~fiscal~~material ~~year~~litigation ~~ended~~proceedings. ~~December~~These ~~31,~~actions ~~2019~~are ~~from~~ongoing ~~$79,431~~in ~~for~~ the ~~fiscal~~Ontario ~~year~~Superior ~~ended~~Court ~~December~~of ~~31,~~Justice ~~2018. The~~and ~~increase~~all ininvolve ~~was~~the ~~due~~ownership toof the ~~Company’s~~Kenty ~~increase legal costs associated with Company filings~~Property.

~~Interest~~The ~~Expense~~first application is an application brought by Emerald Isle Resources on May 14, 2013 seeking a declaration that it is the legal owner of the Kenty Property. ~~Interest~~The ~~expense~~application ~~was~~alleges: (i) ~~$13~~that Brian A. McClay,~~884~~ ~~for~~the owner of the ~~fiscal~~Kenty ~~years~~Property, ~~ended~~had ~~December~~sold 31100% of his interest therein to Emerald Isle in 1986, ~~2019~~although Emerald Isle did not register its acquisition of the Kenty Property at that time; and ~~$11,160~~(ii) ~~for~~that at the ~~fiscal~~time ~~year~~he ~~ended~~entered ~~December~~into ~~31,~~an ~~2018.~~agreement ~~The~~to ~~interest~~sell ~~accrued~~the onKenty Property to the ~~David~~Company, ~~Mason~~Mr. ~~loan~~McClay ashad ~~described~~no interest in ~~Note~~the 5Kenty Property to ~~the~~sell. The ~~financial~~Company ~~statements~~has responded to that application.

Depreciation. Depreciation expenses of $Nil for the fiscal year ended December 31, 2019 and for the fiscal year ended December 31, 2018. The company did not acquire any depreciable assets during the year.35

~~Loss~~By onseparate ~~Disposal~~application ofcommenced ~~Mineral~~March ~~Rights~~13, 2014 the Company and its co- applicant, Mr. ~~The~~ ~~loss~~McClay commenced a separate proceeding in ~~2019~~the ~~was~~Ontario ~~due~~Superior toCourt of Justice seeking a formal declaration that Mr. McClay is the ~~impairment~~sole ~~charge~~owner onof ~~mineral~~a ~~rights~~100% asundivided ~~described~~interest in ~~Note~~the 4Kenty Property subject only to ~~the~~a ~~financial~~smelting ~~statements.~~agreement and a Mineral Property Acquisition Agreement in favor of the Company.

~~Net~~These ~~loss. For~~matters ~~the~~remain ~~fiscal year ended December 31, 2019, we incurred a net loss of $(2,027,604) as compared~~ to abe ~~net loss of $(266,955) for the fiscal year ended December 31, 2018~~resolved. The increase in net loss was primarily a result of the Company’s lack of activity and, not yet having commenced its mining operations, terminated or expired property agreements, impairment of acquired mineral rights, and does not have any revenue.

~~(c)~~In separate proceedings, on May 13, 2015, the Company filed a Statement of Claim against Mr. McClay seeking damages totaling $10,750,000 in the event that the Application of the Company and Mr. McClay is unsuccessful and on or about September 28, 2015, Mr. McClay filed a counterclaim against the Company alleging that the Company has failed to deliver the consideration for the purchase of the Kenty Property and therefore has no rights thereto, and seeking damages in the amount of $2,500,000 against the Company. The matter remains in abeyance pending the resolution of the two Applications.

~~Off-balance~~ITEM ~~sheet arrangements~~4. MINE SAFETY DISCLOSURES

WeAs ~~have~~the ~~not~~mines ~~entered~~operated ~~into~~by ~~any~~the ~~off-balance~~Company ~~sheet arrangements that have or~~ are ~~reasonably~~not ~~likely~~located toin ~~have~~the aUnited ~~current~~States, orwe ~~future~~are ~~effect~~not onsubject ~~our~~to ~~financial~~the ~~condition,~~provisions ~~changes~~of inthe ~~financial~~Federal ~~condition,~~Mine ~~revenues~~Safety orand ~~expenses,~~Health ~~results~~Act of ~~operations,~~1977 ~~liquidity,~~and ~~capital~~are ~~expenditures~~thus ornot ~~capital~~required ~~resources~~to ~~and~~provide ~~would~~the beinformation ~~considered~~required ~~material~~by tothis ~~investors~~Item 4.

~~(d)~~PART II

WeMarket ~~do not believe that inflation has had in the past or will have in the future any significant negative impact on our operations.~~Information

~~(e)~~Our common stock has been quoted on the OTC Pink market only since August 2019. There is currently a limited public market for our common stock and we can provide no assurance that a significant trading market will ever develop or that, if developed, it will be sustained. Consequently, holders of our common stock may find it difficult to resell their securities at the times and in the amounts that they desire.

~~Contractual Obligations.~~Holders

As aof ~~smaller~~December ~~reporting~~31, ~~company~~2020, wethere ~~are~~were ~~not~~141,484,681 ~~required~~shares toof ~~provide~~common ~~the~~stock ~~information~~issued ~~required~~and outstanding held by ~~this~~approximately ~~item~~217 stockholders of record. This figure does not include an indeterminate number of stockholders who may hold their shares in “street name.”

~~ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK~~Dividends

AsWe ahave ~~smaller~~not ~~reporting~~declared ~~company~~or paid dividends on our common stock since our formation, and we ~~are~~do not ~~required~~anticipate topaying ~~provide~~dividends in the ~~information~~foreseeable ~~required~~future. Declaration or payment of dividends, if any, in the future, will be at the discretion of our Board of Directors and will depend on our then current financial condition, results of operations, capital requirements and other factors deemed relevant by ~~this~~the ~~item~~Board of Directors. There are no contractual restrictions on our ability to declare or pay dividends. See the Risk Factor entitled "Because we do not intend to pay any cash dividends on our common stock, our stockholders will not be able to receive a return on their shares unless they sell them.”

~~ITEM~~As 8at December 31, 2020, we were in arrears in our dividends on preferred shares. ~~FINANCIAL~~The ~~STATEMENTS~~balance ~~AND~~of ~~SUPPLEMENTARY~~dividends ~~DATA~~payable of $419,848 includes dividends of $254,400 and accrued interest of $165,448, accrued at 10.0% interest compounded annually.

39Securities authorized for issuance under equity compensation plans

40We have never and have no current plans to issue securities under any equity compensation plans. However, during 2020, securities were to be issued to employees under individual employment agreements as further detailed below in “Recent Sales of Unregistered Securities” and Item 13.

~~Joshua Gold Resources Inc.~~36

~~(An~~Recent ~~Exploration~~Sales ~~Stage~~of ~~Company)~~Unregistered Securities

~~Balance Sheets as of~~a)

Presented in US Dollars	December 31, 2019		December 31, 2018
ASSETS
Current Assets
Cash	$	14,211	$	10,356
Accounts receivable and other assets		9,193		7,132
Notes receivable (Note 9)		29,698		29,698
Total Current Assets		53,102		47,186
Other Assets
Mineral properties (Note 4)		1		1
TOTAL ASSETS	$	53,103	$	47,187
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current Liabilities
Accounts payable	$	298,789	$	304,322
Accrued liabilities		26,496		22,261
Advances from stockholders (Note 5)		444,020		294,433
Dividends Payable (Note 8)		359,862		305,329
Due on mineral rights (Note 6)		37,959		37,225
Total Liabilities		1,167,126		963,570
Stockholders' Deficit
Preference Shares, $0.0001 par value; 100,000,000		24		24
shares authorized; 240,000 shares issued and
outstanding (December 31, 2018 – 240,000) (Note 8)
Common Stock, $0.0001 par value; 400,000,000
shares authorized; 138,084,681 shares issued and
outstanding (December 31, 2018 –121,041,942) (Note 8)		13,799		12,095
Additional Paid In Capital (Note 8)		10,878,186		9,095,193
Shares to be Issued (Note 8)		1,901,044		1,793,530
Accumulated other comprehensive income		60,530		68,244
Accumulated Deficit		(13,967,606)		(11,885,469)
Total Stockholders' Deficit		(1,114,023)		(916,383)
Total Liabilities and Stockholders' Deficit	$	53,103	$	47,187

Common Stock

~~Going~~During ~~Concern~~the ~~(Note2)~~year ended December 31, 2020, the Company issued no shares of common stock to directors and employees of the Company for services rendered.

~~Commitments~~During ~~and~~the ~~contingencies~~year ~~(Note~~ended 4)December 31, 2020, the Company issued 3,400,000 shares of common stock to third parties for the acquisition of mineral rights at the transaction prices ranging from $0.06 to $0.07 per share for a total value of $298,000.

~~See~~Stock ~~accompanying~~To ~~notes~~be ~~to the financial statements~~Issued

41As of December 31, 2020, the Company has yet to issue 11,409,924 shares of common stock at the transaction prices ranging from $0.05 to $0.15 per share for a total of $2,341,728. Of these, 3,100,000 shares of common stock became to be issued during the year for acquisition of mineral rights at the transaction prices ranging from $0.06 to $0.07 per share. In addition, 1,576,534 shares of common stock are to be issued to directors for services recorded in prior years. An additional 1,995,043 shares of common stock are yet to be issued for debt settlements from prior years.

~~Joshua~~For ~~Gold~~the ~~Resources~~year ~~Inc~~ended December 31, 2020, 2,000,000 shares became issuable to directors and officers of the Company for services rendered. These transactions have been recorded as consulting fees having a total value of $200,000 within shares to be issued.

~~(An~~As December ~~Exploration~~31, ~~Stage~~2020, the Company) had not yet issued 737,347 shares of common stock to third parties for services rendered valued at $51,684. This was recorded as exploration expense in the statement of operations and comprehensive loss and within shares to be issued.

~~Statements~~Purchases of ~~Operations~~Equity Security by the Issuer and ~~Comprehensive~~Affiliated ~~Loss~~Purchasers

~~Presented~~None; innot ~~US Dollars~~applicable.

	Year ended	Year ended
	December 31, 2019	December 31, 2018
OPERATING EXPENSES
Consulting fees (Note 8)	$ 192,450	$162,000
Professional fees	114,980	79,431
General and administrative	3,582	6,349
Exploration	9,066	6,979
Interest	13,884	11,160
Foreign exchange (gain) loss	(6,478)	1,036
Loss on impairment of properties (Note 4)	1,700,120	-
TOTAL OPERATING EXPENSES	2,027,604	266,955
NET LOSS	(2,027,604)	(266,955)
OTHER COMPREHENSIVE INCOME (LOSS)
Foreign currency translation (loss) gain	(7,714)	8,095
NET LOSS AND COMPREHENSIVE LOSS	($2,035,318)	($258,850)
NET LOSS	($2,027,604)	($266,955)
Dividends on Preferred Stock	(54,533)	(49,575)
NET LOSS ATTRIBUTED TO COMMON SHAREHOLDERS	($2,082,137)	($316,530)
LOSS PER SHARE - BASIC AND DILUTED	$0.0170	$0.0021
WEIGHTED NUMBER OF SHARES
OUTSTANDING - BASIC AND DILUTED	122,430,981	121,041,942

Use of Proceeds

~~See~~On ~~accompanying~~July ~~notes~~24, to2018, the ~~financial~~Company ~~statements~~publicly filed with the SEC its Registration Statement on Form S-1 (Registration No. 333-226315), which registration statement was declared effective on August 10, 2019. The Registration Statement provided for the registration of: (i) 5,000,000 shares of common stock for sale by the Company under its Primary Offering; and (ii) 62,912,797 shares of common stock for resale under a Secondary Offering by certain Selling Stockholders of the Company.

42As of January 24, 2019, the Company had sold 75,590 Flow-Through shares of common stock under the Primary Offering at a price of $0.15 per share, and the Board of Directors resolved to terminate the Primary Offering only. In accordance with an undertaking made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities registered thereunder that remained unsold at the termination of the offerings, on January 24, 2019, the Company filed with the SEC Post-Effective Amendment No. 1 to the Registration Statement to remove and withdraw from registration the 4,924,410 shares that were registered but remained unsold upon the termination of the Primary Offering. Such Post-Effective Amendment No. 1 had no effect on the 62,912,797 shares registered for resale under the Secondary Offering. The Company used the $11,338.50 in proceeds from its sale of 75,590 shares for operating expenses and reduction of accounts payable.

~~Joshua~~On ~~Gold~~December ~~Resources~~26, ~~Inc~~2019, the Company filed with the SEC Post-Effective Amendment No. 2 to the Registration Statement to remove and withdraw from registration the 62,912,797 shares registered for resale under the Secondary Offering as these shares had satisfied a one year holding requirement under Rule 144 of the SEC.

~~(An~~ITEM ~~Exploration~~6. ~~Stage~~SELECTED ~~Company)~~FINANCIAL DATA

~~Statements~~As ofa ~~Stockholders’~~smaller ~~Equity~~reporting ~~(Deficit)~~company, we are not required to provide the information required by this item.

~~For~~ITEM ~~the~~7. ~~years~~MANAGEMENT’S ~~ended~~DISCUSSION ~~December~~AND ~~31,~~ANALYSIS ~~2019~~OF toFINANCIAL ~~December~~CONDITION ~~31,~~AND ~~2018~~RESULTS OF OPERATIONS

~~Presented in US Dollars~~(a)

	Preferred Stock		Common Stock		Additional Paid-in Capital	Stock to be Issued	Accumulated Other Comprehensive Income	Accumulated Deficit	Total Stockholders’ Deficit
	Shares	Par Value	Shares	Par Value
Balance – December 31, 2017	240,000	$24	121,368,942	$12,127	$9,095,173	$1,632,192	$60,149	$ (11,568,936)	$ (769,272)
Cancelation of Stock (Note 8)			(327,000)	(32)	20	-			(11)
Stock to be issued to investors (Note 8)				-	-	11,338			11,338
Stock to be issued for compensation (Note 8)						150,000			150,000
Foreign currency translation							8,095		8,095
Net loss								(266,955)	(266,955)
Dividends								(49,575)	(49,575)
Balance – December 31, 2018	240,000	$24	121,041,942	$12,095	$9,095,193	$1,793,530	$68,244	$ (11,885,469)	$ (916,383)
Issuance of stock to investors (Note 8)			75,590	7	11,332	(11,339)			-
Stock Issued for compensation (Note 8)			8,667,149	867	432,491	(433,357)			-
Stock to be issued for compensation (Note 8)						192,450			192,450
Stock issued for acquisition of mineral properties (Note 8)			8,300,000	830	1,339,170				1,340,000
Stock to be issued for mineral rights (Note 8)						359,760			359,760
Foreign currency translation							(7,714)		(7,714)
Net loss								(2,027,604)	(2,027,604)
Dividends								(54,533)	(54,533)
Balance – December 31, 2019	240,000	$24	138,084,681	$13,799	$10,878,186	$1,901,044	$60,530	$ (13,967,606)	$ (1,114,023)

Liquidity and Capital Resources.

~~See accompanying notes to the financial statements.~~37

43We are an exploration stage company focused on developing our business in the mineral exploration sector. Our principal business objective for the next twelve (12) months will be to continue to develop our business plan in this sector.

~~Joshua~~As ~~Gold~~of ~~Resources~~December ~~Inc~~31, 2020, we had cash on hand of $3,716 and current liabilities of $1,339,677. We do not have sufficient capital to operate our business and will require additional funding to sustain operations through December 2021. There is no assurance that we will be able to achieve revenues sufficient to become profitable.

~~(An~~We ~~Exploration~~have ~~Stage~~incurred ~~Company)~~losses since inception and our ability to continue as a going-concern depends upon our ability to develop profitable operations and to continue to raise adequate financing. We are actively targeting sources of additional financing to provide continuation of our operations. In order for us to meet our liabilities as they come due and to continue our operations, we are solely dependent upon our ability to generate such financing.

~~Statements~~There ofcan ~~Cash~~be ~~Flows~~no assurance that the Company will be able to continue to raise funds, in which case we may be unable to meet our obligations and we may cease operations.

~~Presented~~Net cash used in USoperating ~~Dollars~~activities. During the fiscal year ended December 31, 2020, net cash used in operating activities was $(112,189) compared with $(137,659) used in operating activities for the fiscal year ended December 31, 2019. The cash flow used in operating activities in the fiscal year ended December 31, 2020 was primarily the result of incurred operating losses. The cash flow used in operating activities in the fiscal year ended December 31, 2019 was primarily the result of incurred operating losses.

	Year ended	Year ended
	December 31, 2019	December 31, 2018
CASH FLOWS USED IN OPERATIONS
OPERATING ACTIVITIES
Net loss	$ (2,027,604)	$ (266,955)
Adjustments for non-cash items:
Loss on impairment of properties	1,700,120	-
Stock based compensation	192,450	150,000
Adjustments for changes in working capital:
Accounts receivable and other assets	(2,061)	22,794
Accounts payable and accrued liabilities	(1,298)	(2,670)
Due on mineral rights	734
NET CASH USED IN OPERATING ACTIVITIES	(137,659)	(96,831)
FINANCING ACTIVITIES
Advances from stockholders	149,587	83,649
Proceeds from Stock to be issued	-	11,338
NET CASH PROVIDED BY FINANCING ACTIVITIES	149,587	94,987
INVESTING ACTIVITIES
Mineral rights	(360)	-
NET CASH USED IN INVESTING ACTIVITIES	(360)	-
EFFECT OF EXCHANGE RATE CHANGES ON CASH	(7,714)	8,095
NET INCREASE IN CASH	3,855	6,251
CASH, BEGINNING OF YEAR	10,356	4,105
CASH, END OF YEAR	$ 14,211	$ 10,356
SUPPLLEMENTARY CASH FLOW INFORMATION
Income taxes paid	$ -	$ -
Interest paid	$ -	$ -
Stock issuances to acquire mineral properties	$ 1,699,760	$ -

Net cash used in investing activities. During the fiscal year ended December 31, 2020, net cash used in investing activities was $Nil compared with $360 used in investing activities for the fiscal year ended December 31, 2019.

~~See~~Net ~~accompanying~~cash ~~notes~~provided by financing activities. During the fiscal year ended December 31, 2020, net cash provided by financing activities was $115,226 compared with $149,587 provided by financing activities for the fiscal year ended December 31, 2019. The cash flow provided by financing activities in the fiscal year ended December 31, 2020 was primarily attributable to advances from shareholders and the ~~financial~~issuance ~~statements~~of preferred shares. The cash flow provided by financing activities in the fiscal year ended December 31, 2019 was primarily attributable to advances from shareholders.

44(b)

~~Joshua~~Results ~~Gold~~of ~~Resources Inc~~Operations.

~~(An~~Comparison ~~Exploration~~of ~~Stage~~Fiscal ~~Company)~~Year Ended December 31, 2020 to Fiscal Year Ended December 31, 2019

~~Statements~~We earned $15,336 in revenues from the sale of ~~Cash~~four ~~Flows~~mining leases during the fiscal year ended December 31, 2020 and no revenues during the fiscal year ended December 31, 2019. We do not anticipate earning any further revenues until such time as we have entered into commercial production of our mineral properties. We are presently in the exploration stage of our business and we can provide no assurance that we will discover commercially exploitable levels of mineral resources on our properties, or if such resources are discovered, that we will enter into commercial production of our mineral properties.

~~Presented~~Consulting Fees. Consulting fees increased to $200,000 for the fiscal year ended December 31, 2020 from $192,450 for the fiscal year ended December 31, 2019. The increase in USconsulting ~~Dollars~~fees was primarily attributable to the increase in the trading price range of the common stock used for stock based executive compensation.

~~Notes~~Exploration Expenses. Exploration expenses increased to ~~Financial~~$67,357 ~~Statements~~for the fiscal year ended December 31, 2020 from $9,066 for the fiscal year ended December 31, 2019. The increase in exploration expenses was attributable to drilling, staking fees and geological consultants.

~~For~~General and Administrative Expenses. General and administrative expenses increased to $13,717 for the ~~Year~~fiscal year ended December 31, 2020 from $3,582 for the fiscal year ended December 31, 2019. The decrease was due to increased costs associated with marketing.

1Professional Fees. Professional fees increased to $95,821 for the fiscal year ended December 31, 2020 from $114,980 for the fiscal year ended December 31, 2019. The fees are the Company’s costs associated with Company filings.

~~Nature~~Interest ofExpense. Interest ~~Operations~~expense was $18,670 for the fiscal years ended December 31, 2020 and $13,884 for the fiscal year ended December 31, 2019. The interest accrued on the David Mason loan as described in Note 5 to the financial statements.

~~Joshua Gold Resources Inc. (referred to herein as “Joshua”, “JSHG”, or the “Company”) was incorporated on July 10, 2009 in the State of Nevada.~~ 38

~~The~~Depreciation. Depreciation ~~Company~~expenses ~~operates~~of as$Nil afor ~~mineral~~the ~~exploration~~fiscal ~~business~~year ~~headquartered~~ended atDecember ~~1321 Dundas Street Woodstock~~31, ~~Ontario,~~2020 ~~Canada.~~and ~~Its~~for ~~principal~~the ~~business~~fiscal ~~activity~~year isended ~~the~~December ~~acquisition~~31, ~~exploration and development of mineral property interests in Canada~~2019. The ~~Company~~company isdid ~~considered~~not toacquire beany indepreciable ~~the~~assets ~~exploration~~during ~~stage and substantially all of~~ the ~~Company’s efforts are devoted to financing and developing these property interests~~year.

~~The~~Loss ~~Company~~on ~~has~~Disposal ~~the~~of ~~rights~~Mineral toRights. The ~~five~~loss ~~mineral properties~~ in ~~Ontario~~2020 ~~and~~was indue to the ~~Northwest~~impairment ~~Territories,~~charge ~~Canada.~~on ~~There~~mineral ~~has~~rights ~~been~~as nodescribed ~~determination whether the Company’s interests~~ in ~~unproven~~Note ~~mineral~~4 ~~properties~~to ~~contain~~the ~~mineral~~financial ~~reserves, which are economically recoverable~~statements.

Net loss. For the fiscal year ended December 31, 2020, we incurred a net loss of $(860,557) as compared to a net loss of $(2,027,604) for the fiscal year ended December 31, 2019. The increase in net loss was primarily a result of the increase in exploration activity and, not yet having commenced its mining operations, terminated or expired property agreements, impairment of acquired mineral rights.

~~Going Concern~~ (c)

~~The~~Off-balance ~~financial~~sheet ~~statements have been prepared on a going concern basis~~arrangements. The going concern basis of presentation assumes that the Company will continue operations for the foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the normal course of operation.

~~The~~We ~~Company~~have ~~has~~not ~~incurred~~entered ainto ~~net~~any ~~loss~~off-balance ofsheet ~~$2,027,604~~arrangements ~~for~~that ~~the~~have ~~year~~or ~~ended~~are ~~December~~reasonably ~~31,~~likely ~~2019,~~to ~~and~~have a ~~working~~current ~~capital~~or ~~deficit~~future ofeffect ~~$1,114,023.~~on Asour anfinancial ~~exploration stage entity~~condition, ~~the~~changes ~~Company~~in ~~has~~financial ~~not~~condition, ~~yet~~revenues ~~commenced~~or ~~its~~expenses, ~~mining~~results of operations, ~~and~~liquidity, ~~accordingly~~capital ~~does~~expenditures ~~not~~or ~~have~~capital ~~any~~resources ~~revenue.~~and ~~This~~would ~~casts~~be ~~substantial~~considered ~~doubt~~material ~~on the Company’s ability~~ to ~~continue as a going concern unless it can begin to generate net profit and raise adequate financing~~investors.

The Company has been seeking additional debt or equity financing to support its operations until it becomes cash flow positive. There can be no assurances that action and plan such as above will be sufficient for the Company to continue operating as a going concern. Additional information is disclosed in subsequent events Note 12.(d)

The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts classified as liabilities that might be necessary should the Company be unable to continue in existenceInflation. ~~These adjustments could be material.~~

3We do not believe that inflation has had in the past or will have in the future any significant negative impact on our operations.

~~Significant Accounting Policies~~(e)

~~These~~Contractual ~~financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America~~Obligations. ~~The significant accounting policies followed in the preparation of these financial statements are as follows:~~

~~Mineral~~As ~~Properties~~a ~~and~~smaller ~~Exploration~~reporting ~~and~~company, ~~Development~~we ~~Costs~~are not required to provide the information required by this item.

~~The~~ITEM ~~costs of acquiring mineral properties are capitalized at the date of acquisition~~7A. ~~After~~QUANTITATIVE ~~acquisition,~~AND ~~various~~QUALITATIVE ~~factors~~DISCLOSURES ~~can~~ABOUT ~~affect~~MARKET the recoverability of the capitalized costs. If, after review, management concludes that the carrying amount of a mineral property is impaired, it will be written down to estimated fair value. Exploration costs incurred on mineral properties are expensed as incurred. Development costs incurred on proven and probable reserves will be capitalized. Upon commencement of production, capitalized costs will be amortized using the unit-of-production method over the estimated life based on proven and probable reserves (which exclude non-recoverable reserves and anticipated processing losses). When the Company receives an option payment related to a property, the proceeds of the payment are applied to reduce the carrying value of the exploration asset.RISK

45As a smaller reporting company, we are not required to provide the information required by this item.

~~Impairment~~ITEM of8. ~~long-lived~~FINANCIAL ~~assets~~STATEMENTS AND SUPPLEMENTARY DATA

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Long-lived assets that are held and used are analyzed for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Intangible assets having an indefinite useful life are assessed for impairment annually.39

~~The~~Joshua ~~Company~~Gold ~~evaluates at each balance sheet date whether circumstances have occurred that indicate possible impairment~~Resources Inc. If there are indications of impairment, the Company uses future undiscounted cash flows of the related asset or asset grouping over the remaining life in measuring whether the carrying amounts are recoverable. In the event such cash flows are not expected to be sufficient to recover the recorded asset values, the assets are written down to their estimated fair value.

~~Foreign~~(An ~~Currency~~Exploration ~~Translation~~Stage Company)

~~The~~Balance ~~Company's~~Sheets accounts have been translated into U.S. dollars in accordance with the provisions of Accounting Standards Codification (“ASC”) No. 830 Foreign Currency Matters. Management has determined that the functional currency of the Company is the Canadian dollar ("CAD"). Certain assets and liabilities of the Company are denominated in U.S. dollars. In accordance with the provisions of ASC No. 830, transaction gains and losses on these assets and liabilities are included in the determination of income for the relevant years. Adjustments resulting from the translation of the financial statements from their functional currencies to U.S. dollars are accumulated as ~~a separate component~~ of ~~accumulated other comprehensive income and have not been included in the determination of income for the relevant years.~~

Use of Estimates


Presented in US Dollars
	December 31, 2020		December 31, 2019
ASSETS
Current Assets
Cash	$	3,716	$	14,211
Accounts receivable and other assets		11,237		9,193
Notes receivable (Note 9)		19,000		29,698
Total Current Assets		33,953		53,102
Other Assets
Mineral properties (Note 4)		1		1
TOTAL ASSETS	$	33,954	$	53,103

LIABILITIES AND SHAREHOLDERS' DEFICIT

Current Liabilities
Accounts payable	$	297,594	$	298,789
Accrued liabilities		27,410		26,496
Advances from stockholders (Note 5)		555,555		444,020
Dividends Payable (Note 8)		419,848		359,862
Due on mineral rights (Note 6)		39,270		37,959
Total Liabilities		1,339,677		1,167,126


Stockholders' Deficit
Preference Shares, $0.0001 par value; 100,000,000		25		24
shares authorized; 243,690 shares issued and
outstanding (December 31, 2019 – 240,000) (Note 8)
Common Stock, $0.0001 par value; 400,000,000
shares authorized; 141,484,681 shares issued and
outstanding (December 31, 2019 –138,084,681) (Note 8)		14,139		13,799
Additional Paid In Capital (Note 8)		11,179,536		10,878,186
Shares to be Issued (Note 8)		2,341,728		1,901,044
Accumulated other comprehensive income		46,998		60,530
Accumulated Deficit		(14,888,149)		(13,967,606)
Total Stockholders' Deficit		(1,305,723)		(1,114,023)
Total Liabilities and Stockholders' Deficit	$	33,954	$	53,103

~~The~~Going preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. Some of the Company's more significant estimates include those related to going concern, ~~collectability~~(Note of receivables, and the fair value of stock-based compensation and other equity instruments. These estimates are reviewed periodically, and, as adjustments become necessary, they are reported in earnings in the period in which they become known. 2)

~~Comprehensive~~Commitments ~~Loss~~and contingencies (Note 4)

~~The~~See ~~Company~~accompanying ~~follows~~notes ~~the~~to ~~guidance in ASC 220, Comprehensive Income. ASC 220 establishes standards for~~ the ~~reporting and presentation of comprehensive loss and its components in a full set of~~ financial statements. Comprehensive loss is presented in the statements of changes in stockholders' deficit and consists of foreign currency translation adjustments. ASC 220 requires only additional disclosures in the financial statements and does not affect the Company's financial position or results of operations.

~~Fair Value of Financial Instruments~~ 40

In Joshua ~~accordance~~Gold ~~with~~Resources ~~ASC 820, Fair Value Measurement, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i~~Inc.~~e., the “exit price”) in an orderly transaction between market participants at the measurement date.~~

In(An ~~determining~~Exploration ~~fair~~Stage ~~value, the~~ Company uses various valuation approaches. A fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs reflect the Company assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. )

46Statements of Operations and Comprehensive Loss

~~The~~Presented ~~fair~~in ~~value~~US ~~hierarchy is categorized into three levels based on the inputs as follows:~~Dollars

	Level 1 -	Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
		Year ended		Year ended
	Level 2 -	Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments.
		December 31, 2020		December 31, 2019
	Level 3 -	Inputs to the valuation methodology are unobservable and significant to the fair value.
REVENUE
Sale of mineral property leases (Note 4)	$	15,336	$	-
OPERATING EXPENSES
Consulting fees (Note 8 and 9)	$	200,000	$	192,450
Professional fees		95,821		114,980
General and administrative		13,717		3,582
Exploration		67,357		9,066
Interest		18,670		13,884
Foreign exchange (gain) loss		(6,672)		(6,478)
Loss on impairment of properties (Note 4)		487,000		1,700,120
TOTAL OPERATING EXPENSES		875,893		2,027,604
NET LOSS		(860,557)		(2,027,604)
OTHER COMPREHENSIVE LOSS
Foreign currency translation loss		(13,532)		(7,714)
NET LOSS AND COMPREHENSIVE LOSS	$	(874,090)	$	(2,035,318)
NET LOSS	$	(860,557)	$	(2,027,604)
Dividends on Preferred Stock		(59,986)		(54,533)
NET LOSS ATTRIBUTED TO COMMON SHAREHOLDERS	$	(920,543)	$	(2,082,137)
LOSS PER SHARE - BASIC AND DILUTED		$0.0062		$0.0170
WEIGHTED NUMBER OF SHARES
OUTSTANDING - BASIC AND DILUTED		139,729,490		122,430,981

~~Income~~See ~~Taxes~~accompanying notes to the financial statements.

The Company accounts for income taxes pursuant to ASC 740, Income Taxes. Deferred tax assets and liabilities are recorded for differences between the financial statements and tax basis of the assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense is recorded for the amount of income tax payable or refundable for the period increased or decreased by the change in deferred tax assets and liabilities during the period.41

~~Stock-based~~Joshua ~~Compensation~~Gold Resources Inc.

~~The~~(An ~~Company~~Exploration ~~accounts~~Stage for Stock-Based Compensation in accordance with ASC 718, Compensation – Stock Compensation. ASC 718 establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments. ASC 718 focuses primarily on accounting for transactions in which an entity obtains employee services in share-based payment transactions. ASC 718 requires that the compensation cost relating to share-based payment transactions be recognized in the financial statements measured based on the fair value of the equity or liability instruments issued, when granted in exchange for employee services.Company)

~~Awards~~Statements ~~granted to non-employees fall under ASC 505-50 and are recognized based on the fair value~~ of ~~the~~Stockholders’ ~~goods or services received or the equity instruments, whichever is more reliable.~~Deficit

~~Net~~For ~~Earnings~~the ~~(Loss)~~years ~~Per~~ended ~~Share~~December 31, 2020 and December 31, 2019

~~The~~Presented Company accounts for earnings (loss) per share pursuant ASC 260, Earnings Per Share, which requires disclosure on the financial statements of “basic” and “diluted” earnings (loss) per share. Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the year. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding plus common stock equivalents (if dilutive) related to stock options and warrants for each year. The weighted average number of shares outstanding has been adjusted for the effects of shares to be issued, stock dividends, stock splits, and reverse stock splits. Shares to be issued are included in ~~the~~US ~~weighted average number of shares outstanding as the only constraint is the passage of time.~~Dollars

There were no dilutive financial instruments for the years ended December 31, 2019 and 2018.


	Preferred Stock		Common Stock		Additional Paid-in Capital	Stock to be Issued	Accumulated Other Comprehensive Income	Accumulated Deficit	Total Stockholders’ Deficit
	Shares	Par Value	Shares	Par Value
Balance – December 31, 2018	240,000	24	121,041,942	12,095	9,095,193	1,793,530	68,244	(11,885,469)	(916,383)
Stock to be issued to investors (Note 8)			75,590	7	11,332	(11,339)			-
Stock to be issued for compensation (Note 8)						192,450			192,450
Stock issued for compensation (Note 8)			8,667,149	867	432,491	(433,357)			-
Stock issued for mineral rights (Note 8)			8,300,000	830	1,339,170	-			1,340,000
Stock to be issued for mineral rights (Note 8)				-	-	359,760			359,760
Foreign currency translation							(7,714)	-	(7,714)
Net loss								(2,027,604)	(2,027,604)
Dividends								(54,533)	(54,533)
Balance – December 31, 2019	240,000	24	138,084,681	13,799	10,878,186	1,901,044	60,530	(13,967,606)	(1,114,023)
Stock to be issued for compensation (Note 8)						200,000			200,000
Stock issued from private placement (Note 8)	3,690	1			3,690				3,691
Stock issued for mineral rights (Note 8)			3,400,000	340	297,660				298,000
Stock issued for services (Note 8)			-	-	-	51,684			51,684
Stock to be issued for mineral rights (Note 8)			-	-	-	189,000			189,000
Foreign currency translation							(13,532)	-	(13,532)
Net loss								(860,557)	(860,557)
Dividends								(59,986)	(59,986)
Balance – December 31, 2020	243,690	25	141,484,681	14,139	11,179,536	2,341,728	46,998	(14,888,149)	(1,305,723)

~~Recent~~See ~~Accounting~~accompanying ~~Pronouncements~~notes to the financial statements.

Management does not believe that any recently issued, but not yet effective accounting standards, when adopted, will have a material effect on the accompanying financial statements, other than those disclosed below.42

•Joshua Gold Resources Inc.

~~"Leases"~~ (~~ASU~~An ~~2016-02)~~Exploration ~~was~~Stage issued during February 2016. This update will require organizations that lease assets to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases. The new guidance will also require additional disclosure about the amount, timing and uncertainty of cash flows arising from leases. This guidance is effective for annual and interim periods beginning after December 15, 2018. The adoption of ASU 2016-02 did not have an impact on the Company~~’s financial statements.~~)

•Statements of Cash Flows

InPresented ~~June~~in ~~2016,~~US the FASB issued ASU No. 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). ASU 2016-13 replaces the incurred loss model with an expected loss model, which is referred to as the current expected credit loss (CECL) model. The CECL model is applicable to the measurement of credit losses on financial assets measured at amortized cost, including loan receivables, held-to-maturity debt securities, and reinsurance receivables. It also applies to off-balance sheet credit Dollars



	Year ended	Year ended
	December 31, 2020	December 31, 2019
CASH FLOWS USED IN OPERATIONS
OPERATING ACTIVITIES
Net loss	$ (860,557)	$ (2,027,604)
Adjustments for non-cash items:
Loss on impairment of mineral rights	487,000	1,700,120
Stock based compensation	200,000	192,450
Issuance of Common shares for services (Note 8)	51,684	-
Adjustments for changes in working capital:
Accounts receivable and other assets	8,654	(2,061)
Accounts payable and accrued liabilities	(281)	(1,298)
Due on mineral rights	1,311	734
NET CASH USED IN OPERATING ACTIVITIES	(112,189)	(137,659)

FINANCING ACTIVITIES
Advances from stockholders (Note 5)	111,535	149,587
Issuance of Preferred shares (Note 8)	3,691	-
NET CASH PROVIDED BY FINANCING ACTIVITIES	115,226	149,587

INVESTING ACTIVITIES
Mineral rights	-	(360)
NET CASH USED IN INVESTING ACTIVITIES	-	(360)

EFFECT OF EXCHANGE RATE CHANGES ON CASH	(13,532)	(7,714)
NET (DECREASE) INCREASE IN CASH	(10,495)	3,855
CASH, BEGINNING OF YEAR	14,211	10,356
CASH, END OF YEAR	$ 3,716	$ 14,211

SUPPLLEMENTARY CASH FLOW INFORMATION
Income taxes paid	$ -	$ -
Interest paid	$ -	$ -
Stock issuances to acquire mineral properties	$ 487,000	$ 1,699,760

~~exposures~~See ~~not~~accompanying ~~accounted~~notes ~~for~~to as insurance (such as loan commitments, standby letters of credit, financial guarantees, and other similar instruments) and net investments in leases recognized by a lessor. For public business entities that meet the definition of an SEC filer, the standard will be effective for fiscal years beginning after December 15, 2019, including interim periods in those fiscal years. The Company does not believe ASU 2016-13 will have a material effect on its financial statements.

•43

InJoshua ~~November~~Gold ~~2019,~~Resources the FASB issued ASU 2019-08, Compensation – Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606), which clarifies that an entity must measure and classify share-based payment awards granted to a customer by applying the guidance in Topic 718Inc. ASU 2019-08 is effective for annual reporting periods beginning after December 15, 2019, including interim reporting periods within those annual reporting periods. The Company does not believe ASU 2019-08 will have a material effect on its financial statements.

•(An Exploration Stage Company)

InPresented December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. FASB issued the update to reduce the complexity by removing exemptions and simplifying the accounting for franchise taxes, deferred taxes and taxes related to employee’s stock ownership plan. The requirements in ~~Topic~~US 740. ASU 2019-12 will be effective for public companies for fiscal years beginning after December 15, 2020, including interim periods. The Company does not expect that the adoption of ASU 2019-12 will have a material impact on the Company’s financial statement. Dollars

~~The~~Notes ~~Company continues~~ to ~~evaluate~~Financial ~~the impact of these ASU’s on its financial statements.~~Statements

4.For the Year ended December 31, 2020

~~Mineral Properties~~1.

	Mineral Properties
Balance at January 1, 2016	$ 1
Carson Property acquisition (a)	15,000
Impairment charge Carson Property (a)	(15,000)
Balance at December 31, 2016	$ 1
Rollo Property (c)	25,000
Janes Reef Property (d)	16,000
Asquith Property (e)	10,000
C1 Mortimer Property (f)	941,460
Impairment charge (c) (d) (e) (f)	(992,460)
Balance at December 31, 2017 and 2018	$ 1
C1 Mortimer amendment (c)	359,760
Chewett Property (g)	60,360
King Solomon Mines Property (h)	1,280,000
Impairment charge (c) (g) (h)	(1,700,120)
Balance at December 31, 2019	$ 1

Nature of Operations

aJoshua Gold Resources Inc. (referred to herein as “Joshua”, “JSHG”, or the “Company”) was incorporated on July 10, 2009 in the State of Nevada.

~~Carson~~The ~~Property~~Company operates as a mineral exploration business headquartered at 20 - 1033 Pattullo Avenue Woodstock, Ontario, Canada. Its principal business activity is the acquisition, exploration and development of mineral property interests in Canada. The Company is considered to be in the exploration stage and substantially all of the Company’s efforts are devoted to financing and developing these property interests.

OnThe ~~December~~Company ~~23,~~has ~~2010,~~ the ~~Company~~rights ~~entered~~to ~~into~~twelve a mineral ~~property~~properties ~~acquisition~~in ~~agreement~~Ontario ~~with~~and ~~2214098~~in ~~Ontario~~the ~~Ltd~~Northwest Territories, Canada. ~~pursuant~~There tohas ~~which~~been ~~the~~no ~~Company~~determination ~~acquired~~whether the ~~mining~~Company’s ~~lease~~interests toin ~~the~~unproven ~~Carson~~mineral ~~Property.~~properties ~~Under~~contain ~~the~~mineral ~~acquisition agreement~~reserves, ~~the~~which ~~Company~~are ~~was~~economically ~~required to pay:~~recoverable.

1During the year, there was a global outbreak of COVID-19 (coronavirus), which has had a significant impact on businesses through the restrictions put in place by the Canadian, provincial and municipal governments regarding travel, business operations and isolation/quarantine orders. At this time, it is unknown the extent of the impact the COVID-19 outbreak may have on the Company as this will depend on future developments that are highly uncertain and that cannot be predicted with confidence. These uncertainties arise from the inability to predict the ultimate geographic spread of the disease, and the duration of the outbreak, including the duration of travel restrictions, business closures or disruptions, and quarantine/isolation measures that are currently, or may be put, in place by Canada and other countries to fight the virus.

~~Cash consideration of $99,060 (CDN$100,000) to be paid according to an installment schedule between April 30, 2011 and December 31, 2015;~~2.

2.Going Concern

~~Equity~~The ~~consideration~~financial ofstatements ~~1,000,000~~have ~~shares~~been prepared on a going concern basis. The going concern basis of ~~common~~presentation ~~stock~~assumes tothat the Company will continue operations for the foreseeable future and will be ~~issued~~able onto orrealize ~~before~~its ~~March~~assets ~~30,~~and ~~2011;~~discharge its liabilities and commitments in the normal course of operation.

3The Company has incurred a net loss of $860,557 for the year ended December 31, 2020 and had a working capital deficit of $1,305,724 as at December 31, 2020. As an exploration stage entity, the Company has not yet commenced its mining operations and accordingly does not have any revenue. This casts substantial doubt on the Company’s ability to continue as a going concern unless it can begin to generate net profit and raise adequate financing.

~~Royalty~~The ofCompany 3%has ofbeen ~~all~~seeking ~~net~~additional ~~smelter~~debt ~~returns~~or ~~upon~~equity ~~commencement~~financing ofto ~~commercial~~support ~~production~~its ofoperations until it becomes cash flow positive. There can be no assurances that action and plan such as above will be sufficient for the ~~property~~Company to continue operating as a going concern. Additional information is disclosed in subsequent events Note 12.

The ~~Carson~~financial ~~Property~~statements isdo ~~1,812~~not ~~acres~~include inany ~~area~~adjustments ~~and~~relating isto ~~located north by north-west of~~ the ~~City~~recoverability ofand ~~Yellowknife,~~classification ~~in the Northwest Territories, Canada. The Company’s interest in the property consists~~ of arecorded ~~21-year~~asset ~~mining~~amounts ~~lease,~~or ~~which~~amounts ~~expires~~classified onas ~~June~~liabilities ~~30,~~that ~~2024~~might ~~and~~be ~~for~~necessary ~~which~~should the Company ~~was~~be ~~responsible~~unable ~~for~~to ~~making~~continue ~~annual lease payments of $1,141,~~ in ~~order~~existence. toThese ~~keep~~adjustments ~~the~~could ~~lease~~be ~~in good standing~~material.

483.

OnSignificant ~~December~~Accounting 13, 2012, the Company terminated its acquisition agreement for the Carson Property with 2214098 Ontario Ltd. Under the terms of the agreement, the Company returned the property to the vendor, and both parties are released from any further obligation under the agreement. Policies

~~The~~These ~~Company~~financial ~~had~~statements ~~reflected~~have ~~the~~been ~~termination~~prepared asin aaccordance ~~loss~~with onaccounting ~~disposal~~principles ofgenerally ~~mineral~~accepted ~~property~~in on the ~~statement~~United States of ~~operations~~America. ofThe ~~$112,686~~significant ~~for~~accounting policies followed in the ~~year~~preparation ~~ended~~of ~~December~~these ~~31,~~financial ~~2012.~~statements are as follows:

~~During 2016, the Company reacquired the Carson Property in exchange for 300,000 shares of common stock to be issued valued at $15,000.~~ 44

InMineral ~~2016,~~Properties ~~the~~and ~~Company~~Exploration ~~recognized~~and anDevelopment ~~impairment charge of $15,000 on the carrying value of the Carson Property based on the substantial doubt of the Company’s ability to raise adequate financing.~~Costs

bThe costs of acquiring mineral properties are capitalized at the date of acquisition. After acquisition, various factors can affect the recoverability of the capitalized costs. If, after review, management concludes that the carrying amount of a mineral property is impaired, it will be written down to estimated fair value. Exploration costs incurred on mineral properties are expensed as incurred. Development costs incurred on proven and probable reserves will be capitalized. Upon commencement of production, capitalized costs will be amortized using the unit-of-production method over the estimated life based on proven and probable reserves (which exclude non-recoverable reserves and anticipated processing losses). When the Company receives an option payment related to a property, the proceeds of the payment are applied to reduce the carrying value of the exploration asset.

~~Kenty~~Impairment ~~Gold~~of ~~Property~~long-lived assets

~~McClay~~Long-lived ~~Conveyed~~assets ~~Property. On~~that ~~October~~are 4,held ~~2012, the Company entered into~~ and ~~closed~~used aare ~~mineral~~analyzed ~~property~~for ~~acquisition~~impairment ~~agreement~~whenever ~~(the~~events ~~“McClay~~or ~~Agreement”)~~changes ~~with~~in ~~Brian~~circumstances ~~McClay,~~indicate athat ~~British~~the ~~Columbia,~~related ~~Canada~~carrying ~~resident~~amounts ~~(“McClay”),~~may ~~pursuant~~not tobe ~~which~~recoverable. ~~McClay~~Intangible ~~agreed~~assets tohaving ~~sell to the Company~~ an ~~undivided~~indefinite ~~one~~useful ~~hundred~~life ~~percent~~are ~~(100%)~~assessed ~~interest~~for inimpairment ~~and to certain mineral interests found on the Kenty Gold Property located in the Townships of Swayze and Dore, Ontario, Canada (the “McClay Conveyed Property”)~~annually.

AsThe ~~consideration~~Company ~~for~~evaluates at each balance sheet date whether circumstances have occurred that indicate possible impairment. If there are indications of impairment, the ~~sale~~Company uses future undiscounted cash flows of the ~~McClay~~related ~~Conveyed~~asset ~~Property,~~or asset grouping over the ~~Company~~remaining ~~agreed~~life toin ~~deliver~~measuring whether the ~~following~~carrying amounts are recoverable. In the event such cash flows are not expected to ~~McClay~~be insufficient to recover the ~~manner~~recorded ~~set~~asset ~~forth~~values, ~~below:~~the assets are written down to their estimated fair value.

~~(a)~~Foreign Currency Translation

~~Closing~~The ~~Date~~Company's accounts have been translated into U. ~~CDN$50,000~~S. ~~within~~dollars ~~three~~in accordance with the provisions of Accounting Standards Codification (3“ASC”) ~~business~~No. ~~days~~830 ~~following~~Foreign Currency Matters. Management has determined that the ~~closing~~functional ~~date~~currency of the Company is the Canadian dollar ("CAD"). Certain assets and liabilities of the Company are denominated in U.S. dollars. In accordance with the provisions of ASC No. 830, transaction gains and losses on these assets and liabilities are included in the determination of income or loss for the relevant years. Adjustments resulting from the translation of the financial statements from their functional currencies to U.S. dollars are accumulated as a separate component of accumulated other comprehensive income and have not been included in the determination of income or loss for the relevant years.

~~(b)~~Use of Estimates

~~February~~The 4preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. Some of the Company's more significant estimates include those related to going concern and the fair value of stock-based compensation and other equity instruments. These estimates are reviewed periodically, ~~2013~~and, as adjustments become necessary, they are reported in earnings in the period in which they become known.

~~(i)~~Comprehensive Loss

~~CDN$100,000~~The onCompany orfollows ~~before~~the ~~February~~guidance 4in ASC 220, ~~2013;~~Comprehensive Income. ASC 220 establishes standards for the reporting and presentation of comprehensive loss and its components in a full set of financial statements. Comprehensive loss is presented in the statements of stockholders' deficit and consists of foreign currency translation adjustments. ASC 220 requires only additional disclosures in the financial statements and does not affect the Company's financial position or results of operations.

~~(ii)~~Fair Value of Financial Instruments

~~200~~In accordance with ASC 820,~~000~~ ~~common~~Fair ~~shares~~Value ofMeasurement, ~~Company~~fair onvalue is defined as the price that would be received to sell an asset or ~~before~~paid ~~February~~to 4transfer a liability (i.e., ~~2013~~the “exit price”) in an orderly transaction between market participants at the measurement date.

~~(c)~~In determining fair value, the Company uses various valuation approaches. A fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs

~~April 4, 2013.~~45

~~(i)~~reflect the Company assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.

~~CDN$150,000~~The onfair orvalue ~~before~~hierarchy ~~April~~is 4,categorized ~~2013;~~into ~~and~~three levels based on the inputs as follows:

(ii)


	Level 1 -	Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
	Level 2 -	Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments.
	Level 3 -	Inputs to the valuation methodology are unobservable and significant to the fair value.

~~200,000~~Income ~~common shares of Company on or before April 4, 2013.~~Taxes

~~(d)~~The Company accounts for income taxes pursuant to ASC 740, Income Taxes. Deferred tax assets and liabilities are recorded for differences between the financial statements and tax basis of the assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense is recorded for the amount of income tax payable or refundable for the period increased or decreased by the change in deferred tax assets and liabilities during the period.

~~October~~Stock-based ~~4, 2013.~~Compensation

~~(i)~~The Company accounts for Stock-Based Compensation in accordance with ASC 718, Compensation – Stock Compensation. ASC 718 establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments. ASC 718 focuses primarily on accounting for transactions in which an entity obtains employee services in share-based payment transactions. ASC 718 requires that the compensation cost relating to share-based payment transactions be recognized in the financial statements measured based on the fair value of the equity or liability instruments issued, when granted in exchange for employee services.

~~CDN$300,000~~Awards granted to non-employees fall under ASC 505-50 and are recognized based on the fair value of the goods or ~~before~~services ~~October~~received 4or the equity instruments, ~~2013;~~whichever ~~and~~is more reliable.

Net Earnings (iiLoss) Per Share

~~250~~The Company accounts for earnings (loss) per share pursuant ASC 260,~~000~~ Earnings Per Share, which requires disclosure on the financial statements of “basic” and “diluted” earnings (loss) per share. Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the year. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of ~~Company~~common onshares oroutstanding ~~before~~plus ~~October~~common 4stock equivalents (if dilutive) related to stock options and warrants for each year. The weighted average number of shares outstanding has been adjusted for the effects of shares to be issued, ~~2013~~stock dividends, stock splits, and reverse stock splits. Shares to be issued are included in the weighted average number of shares outstanding as the only constraint is the passage of time.

~~(e)~~There were no dilutive financial instruments for the years ended December 31, 2020 and 2019.

~~April~~Recent 4,Accounting ~~2014.~~Pronouncements

~~(i)~~Management does not believe that any recently issued, but not yet effective accounting standards, when adopted, will have a material effect on the accompanying financial statements, other than those disclosed below.

~~CDN$300~~In December 2019,~~000~~ onthe orFASB ~~before~~issued ~~April~~ASU 42019-12, ~~2014;~~“Income taxes – simplifying the accounting for income taxes (Topic 740), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. ASU 2019-12 will be effective for interim and annual periods beginning after December 15, 2020. ASU 2019-12 did not have a material effect on its financial statements.

~~(ii)~~The Company continues to evaluate the impact of these ASU’s on its financial statements. Management does not believe that any recently issued, but not yet effective accounting pronouncements, when adopted, will have a material effect on the

~~250,000 common shares of Company on or before April 4, 2014.~~46

~~(f)~~accompanying financial statements.

~~October~~ 4~~, 2014~~.

~~(i)~~Mineral Property Interests

CDN$300,000 on or before October 4, 2014; and


Balance at January 1, 2016		$ 1
Carson Property acquisition (a)		15,000
Impairment charge Carson Property (a)		(15,000)
Balance at December 31, 2016		$ 1
Rollo Property		25,000
Janes Reef Property		16,000
Asquith Property		10,000
C1 Mortimer Property (c)		941,460
Impairment charge (c)		(992,460)
Balance at December 31, 2017 and 2018		$ 1
C1 Mortimer amendment (c)		359,760
Chewitt Property (d)		60,360
King Solomon Mines Property (e)		1,280,000
Impairment charge (c) (d) (e)		(1,700,120)
Balance at December 31, 2019		$ 1
Borden Lake North (f)		15,000
Halcrow, McCool, Seymour Lake (g)	145,000
Haycock, Godfrey and Roma (h)	138,000
Hiltz (i)	21,000
Jo-Anne Property(j)	168,000
Impairment charge (f)(g)(h)(i)(j)	(487,000)
Balance at December 31, 2020	$ 1

On August 17, 2020 the Company sold its one hundred percent interest in these contiguous four single cell staked mining claims located in Asquith Township, Larder Lake Mining Division approximately 100km south west of Kirkland Lake, and approximately 110km south of Timmins, Ontario. They are recorded in MLAS by the following Tenure IDs: 555444 (iiCell ID 41P11C056), 555445 (Cell ID 41P11C057 ), 561605 (Cell ID 41P11C036), 561606 (Cell ID 41P11C037) for $15,336 (CDN$20,000) in cash.

~~250,000 common shares of Company on or before October 4, 2014.~~a)

~~(g)~~Carson Property

~~April~~On 4December 23, ~~2015~~2010, the Company entered into a mineral property acquisition agreement with 2214098 Ontario Ltd. pursuant to which the Company acquired the mining lease to the Carson Property. Under the acquisition agreement, the Company was required to pay:

~~(i)~~1.

Cash consideration of $99,060 (CDN$~~300~~100,000) onto orbe ~~before~~paid according to an installment schedule between April 430, ~~2015;~~2011 and December 31, 2015;

492.

~~(ii)~~Equity consideration of 1,000,000 shares of common stock to be issued on or before March 30, 2011; and

~~550,000 common shares of Company on or before April 4, 2015~~3.

~~(h)~~Royalty of 3% of all net smelter returns upon commencement of commercial production of the property.

~~Reserve. Upon~~The ~~completion~~Carson ofProperty ais NI1,812 ~~43-101~~acres ~~compliant~~in ~~mineral~~area ~~resource~~and ~~estimate~~is ~~and~~located ~~pre~~north by north-~~feasibility~~west ~~study~~of the City of Yellowknife, ~~with~~in anthe ~~indicated~~Northwest ~~reserve~~Territories, ~~(by~~Canada. ~~which~~The ~~the~~Company’s ~~parties~~interest ~~meant~~in ~~“indicated~~the ~~mineral~~property ~~resource”)~~consists of 1a 21-year mining lease,~~000,000~~ ~~Troy~~which ~~Ounces~~expires ofon ~~Gold~~June ~~(Aurum~~30, ~~Metal)~~2024 onand for which the ~~McClay~~Company ~~Conveyed~~was ~~Property,~~responsible ~~Company~~for ~~shall~~making ~~pay~~annual ~~CDN~~lease payments of $1,~~000~~141,~~000~~ in order to ~~McClay~~keep the lease in good standing.

~~(i)~~On December 13, 2012, the Company terminated its acquisition agreement for the Carson Property with 2214098 Ontario Ltd. Under the terms of the agreement, the Company returned the property to the vendor, and both parties are released from any further obligation under the agreement.

~~Production.~~47

~~(i)~~The Company had reflected the termination as a loss on disposal of mineral property on the statement of operations of $112,686 for the year ended December 31, 2012.

~~Upon~~During ~~production~~2016, ofthe ~~1,000,000~~Company ~~Troy~~reacquired ~~Ounces~~the ofCarson ~~Gold~~Property ~~(Aurum~~in ~~Metal)~~exchange ~~from~~for ~~the~~300,000 ~~McClay~~shares ~~Conveyed~~of ~~Property,~~common ~~Company~~stock ~~shall~~to ~~pay~~be ~~CDN~~issued valued at $115,000~~,000 to McClay~~.

~~(ii)~~In 2016, the Company recognized an impairment charge of $15,000 on the carrying value of the Carson Property based on the substantial doubt of the Company’s ability to raise adequate financing.

~~Upon production of 3,000,000 Troy Ounces of Gold (Aurum Metal~~a) ~~from the McClay Conveyed Property, Company shall pay CDN$2,000,000 to McClay.~~

~~(iii)~~ Kenty Gold Property

~~Upon~~McClay ~~production~~Conveyed ofProperty. On 5October 4,~~000~~ 2012,~~000~~ ~~Troy~~the ~~Ounces~~Company ofentered ~~Gold~~into and closed a mineral property acquisition agreement (~~Aurum~~the ~~Metal~~“McClay Agreement”) ~~from~~with ~~the~~Brian McClay, ~~Conveyed~~a ~~Property~~British Columbia, Canada resident (“McClay”), pursuant to which McClay agreed to sell to the Company ~~shall~~an ~~pay~~undivided ~~CDN$2~~one hundred percent (100%) interest in and to certain mineral interests found on the Kenty Gold Property located in the Townships of Swayze and Dore,~~000~~ Ontario,~~000~~ toCanada (the “McClay Conveyed Property”).

~~(j)~~As consideration for the sale of the McClay Conveyed Property, the Company agreed to deliver the following to McClay in the manner set forth below:

~~Early Buyout Option. Company shall have the option of early buyout within one year of execution for~~ (a ~~cash payment of CDN$750,000 and 750,000 common shares of Company.~~)

InClosing ~~addition~~Date. CDN$50,000 ~~upon~~within ~~the Commencement of Commercial Production (as defined in the McClay Agreement), the Company shall pay to McClay a royalty in an amount equal to~~ three ~~percent~~ (3%) ofbusiness ~~all~~days Net Smelter Returns (as defined in the McClay Agreement) on minerals mined from the McClay Conveyed Property (the “Seller NSR”) on the terms and conditions as set out in the McClay Agreement. Notwithstanding the foregoing, at any point in time following the closing date ~~and upon the Company’s sole election, McClay shall sell to Company fifty percent (50%) of the Seller NSR for a purchase price of CDN$1,500,000~~.

During 2014, the Company recognized an impairment charge of $1,975,999 on the carrying value of the Kenty Property based on the substantial doubt of the Company’s ability to raise adequate financing to further develop and explore this property.(b)

AtFebruary ~~present~~4, ~~the Company is involved in three material litigation proceedings~~2013. ~~These actions are ongoing in the Ontario Superior Court of Justice and all involve the ownership of the Kenty Property.~~

~~The first application is an application brought by Emerald Isle Resources on May 14, 2013 seeking a declaration that it is the legal owner of the Kenty Property. The application alleges:~~ (i) that Brian A. McClay, the owner of the Kenty Property, had sold 100% of his interest therein to Emerald Isle in 1986, although Emerald Isle did not register its acquisition of the Kenty Property at that time; and (ii) that at the time he entered into an agreement to sell the Kenty Property to the Company, Mr. McClay had no interest in the Kenty Property to sell. The Company has responded to that application.

~~By separate application commenced March 13~~CDN$100,000 ~~2014~~on ~~the~~or ~~Company~~before ~~and~~February ~~its co- applicant~~4, ~~Mr.~~2013; McClay commenced a separate proceeding in the Ontario Superior Court of Justice seeking a formal declaration that Mr. McClay is the sole owner of a 100% undivided interest in the Kenty Property subject only to a smelting agreement and ~~a Mineral Property Acquisition Agreement in favor of the Company.~~

~~These matters remain to be resolved.~~(ii)

~~In separate proceedings~~200, ~~on May 13, 2015, the Company filed a Statement of Claim against Mr. McClay seeking damages totaling $10,750,~~000 incommon ~~the~~shares ~~event that the Application~~ of ~~the~~ Company ~~and Mr. McClay is unsuccessful and~~ on or ~~about~~before ~~September~~February 284, ~~2015, Mr~~2013. McClay filed a counterclaim against the Company alleging that the Company has failed to deliver the consideration for the purchase of the Kenty Property and therefore has no rights thereto, and seeking damages in the amount of $2,500,000 against the Company. The matter remains in abeyance pending the resolution of the two Applications.

(c)

~~Rollo~~April ~~Property~~4, 2013.

In 2017, the Company entered into a mineral property acquisition agreement pursuant to which the Company acquired the mining lease to the Rollo Property. Under the acquisition agreement, the Company is required to pay:(i)

1.CDN$150,000 on or before April 4, 2013; and

~~Equity consideration of 250,000 shares of common stock to be issued at $0.10 per share.~~(ii)

50200,000 common shares of Company on or before April 4, 2013.

~~In 2017, the Company issued 250,000 shares of common stock in satisfaction of the purchase price for a total of $25,000.~~(d)

InOctober ~~2017~~4, the Company recognized an impairment charge of $25,000 on the carrying value of the Rollo Property based on the substantial doubt of the Company’s ability to raise adequate financing to further develop and explore this property2013.

~~In 2019 the mineral rights to the property expired and were not renewed.~~(i)

d)CDN$300,000 on or before October 4, 2013; and

~~Janes Reef Property~~(ii)

~~In 2017~~250,000 ~~the~~common ~~Company~~shares ~~entered~~of ~~into a mineral property acquisition agreement, pursuant to which the~~ Company ~~acquired~~on ~~the~~or ~~mining~~before ~~lease~~October ~~to the Janes Reef Property. Under the acquisition agreement~~4, ~~the Company is required to pay:~~2013.

1.(e)

~~Equity~~April ~~consideration of 160~~4,~~000~~ ~~shares of common stock to be issued at $0~~2014.~~10 per share.~~

~~In 2017, the Company issued 160,000 shares of common stock in satisfaction of the purchase price for a total of $16,000.~~(i)

~~In 2017, the Company recognized an impairment charge of~~ CDN$16300,000 on ~~the~~or ~~carrying~~before ~~value~~April on4, ~~the~~2014; ~~Janes Reef Property based on the substantial doubt of the Company’s ability to raise adequate financing to further develop~~ and ~~explore this property.~~

~~In 2019 the mineral rights to the property expired and were not renewed.~~(ii)

e)250,000 common shares of Company on or before April 4, 2014.

~~Asquith Property~~(f)

InOctober ~~2017~~4, ~~the Company entered into a mineral property acquisition agreement pursuant to which the Company acquired the mining lease to the Asquith Property~~2014. ~~Under the acquisition agreement, the Company is required to pay:~~

1.(i)

~~Equity consideration of 100~~CDN$300,000 ~~shares~~on ofor ~~common~~before ~~stock~~October to4, be2014; ~~issued at $0.10 per share.~~and

~~In 2017, the Company issued 100,000 shares of common stock in satisfaction of the purchase price for a total of $10,000.~~(ii)

~~In 2017~~250, ~~the Company recognized an impairment charge of $10,~~000 oncommon ~~the~~shares ~~carrying value on the Asquith Property based on the substantial doubt~~ of ~~the~~ Company’s ~~ability~~on toor ~~raise~~before ~~adequate~~October ~~financing~~4, ~~to further develop and explore this property~~2014.

~~In 2019 the mineral rights to the property expired and were not renewed.~~(g)

f)April 4, 2015.

~~C1 Mortimer Property~~(i)

~~In January 2017~~CDN$300,000 ~~the~~on ~~Company~~or ~~entered~~before ~~into~~April a4, ~~Joint~~2015; ~~Venture Agreement whereby it has an Option to acquire a fifty per cent (50%) interest in a claim known as the C1- Mortimer property. In order to earn the fifty per cent interest the Company must:~~and

1.(ii)

~~Pay $10~~550,000 ~~CDN~~common ~~upon~~shares ~~signing;~~of Company on or before April 4, 2015.

2.(h)

~~Pay~~Reserve. Upon 10completion ~~million shares~~ of ~~common~~a ~~stock~~NI of43-101 ~~the~~compliant ~~Company~~mineral toresource ~~the~~estimate ~~prospectors~~and ~~pro~~pre-feasibility ~~rata~~study, ~~upon~~with ~~signing,~~an ~~which~~indicated ~~was~~reserve ~~reduced~~(by towhich ~~9,850,000~~the ~~shares~~parties ofmeant ~~common~~“indicated ~~stock,~~mineral resource”) of ~~which 8~~1,~~840~~000,000 ~~were~~Troy ~~issued and the remaining are included in stock to be issued.~~

3.48

~~Spend~~Ounces ~~five~~of ~~hundred~~Gold ~~thousand~~ (~~$500,000~~Aurum Metal) on ~~mineral exploration on~~ the ~~property~~McClay ~~within~~Conveyed 30Property, ~~months~~Company ofshall ~~the~~pay ~~signing~~CDN$1,000,000 ~~anniversary~~to McClay.

4.(i)

~~Grant Larry Silo first right of refusal on all exploration work~~Production.

5.(i)

~~Pay~~Upon ~~the~~production ~~prospector~~of ~~owners~~1,000,000 ~~pro~~Troy ~~rata,~~Ounces ~~CDN$750,000,~~of ~~within~~Gold 30(Aurum ~~months~~Metal) offrom the ~~signing~~McClay ~~anniversary~~Conveyed Property, Company shall pay CDN$1,000,000 to McClay.

~~The current owner prospectors will retain a three per cent~~ (3%ii) ~~Net Smelter Royalty on the property.~~

OnUpon ~~June~~production ~~2, 2017, the payment~~ of ~~CDN$10~~3,000 ~~was changed to a payment of CDN$5~~,000 onTroy ~~June~~Ounces ~~5, 2017, plus CDN$5,000 paid on July 7, 2017. Total consideration~~ of ~~shares~~Gold ~~and~~(Aurum ~~these~~Metal) ~~payments~~from ~~translated~~the ~~into~~McClay ~~USD~~Conveyed ~~amounted to $941~~Property,~~460.~~ ~~The~~ Company ~~recognized~~shall anpay ~~impairment charge of~~ CDN$~~941~~2,~~460~~000,000 ~~on the carrying value based on the substantial doubt of the Company’s ability~~ to ~~raise adequate financing to further develop and explore this property~~McClay.

51(iii)

OnUpon ~~October~~production 8of 5,000,000 ~~2019~~Troy ~~the~~Ounces ~~Joint~~of ~~Venture~~Gold ~~agreement~~(Aurum ~~expired~~Metal) ~~and~~from ~~was~~the ~~replaced~~McClay ~~with~~Conveyed aProperty, ~~new~~Company ~~Joint~~shall ~~Venture~~pay ~~Option Agreement signed November 19~~CDN$2,000,000 ~~2019~~to ~~with the following terms:~~McClay.

1.(j)

~~Pay~~Early Buyout Option. Company shall have the ~~prospector~~option ~~owners~~of ~~$75,000~~early ~~CDN~~buyout ~~annually~~within one year of execution for 10a ~~years~~cash ~~beginning~~payment ~~January~~of 1CDN$750,000 ~~2021~~ and ~~ending~~750,000 ~~January~~common 1,shares ~~2030~~of Company.

2In addition, upon the Commencement of Commercial Production (as defined in the McClay Agreement), the Company shall pay to McClay a royalty in an amount equal to three percent (3%) of all Net Smelter Returns (as defined in the McClay Agreement) on minerals mined from the McClay Conveyed Property (the “Seller NSR”) on the terms and conditions as set out in the McClay Agreement. Notwithstanding the foregoing, at any point in time following the closing date and upon the Company’s sole election, McClay shall sell to Company fifty percent (50%) of the Seller NSR for a purchase price of CDN$1,500,000.

~~The~~During ~~Company~~2014, ~~must~~the ~~spend~~Company ~~three~~recognized ~~hundred~~an ~~thousand~~impairment ~~dollars~~charge (of $~~300~~1,~~000.00)~~975,999 ~~CDN~~on inthe ~~mineral~~carrying ~~exploration~~value of the Kenty Property based on the ~~property~~substantial bydoubt ~~January~~of 1,the ~~2025~~Company’s ability to raise adequate financing to further develop and explore this property.

3At present the Company is involved in three material litigation proceedings. These actions are ongoing in the Ontario Superior Court of Justice and all involve the ownership of the Kenty Property.

~~Upon~~The ~~signing~~first application is an application brought by Emerald Isle Resources on May 14, 2013 seeking a declaration that it is the ~~Company~~legal ~~will~~owner ~~issue~~of ~~two~~the ~~million~~Kenty Property. The application alleges: (i) that Brian A. McClay, ~~four~~the ~~hundred~~owner ~~thousand~~of (2the Kenty Property,~~400~~ had sold 100% of his interest therein to Emerald Isle in 1986,~~000~~ although Emerald Isle did not register its acquisition of the Kenty Property at that time; and (ii) ~~JSHG~~that ~~common~~at ~~shares~~the time he entered into an agreement to sell the ~~prospector~~Kenty ~~owners~~Property asto ~~compensation~~the ~~for~~Company, Mr. McClay had no interest in the ~~changes~~Kenty Property to ~~the~~sell. The ~~original~~Company ~~Joint~~has ~~Venture~~responded ~~Option~~to ~~agreement~~that application.

4By separate application commenced March 13, 2014 the Company and its co- applicant, Mr. McClay commenced a separate proceeding in the Ontario Superior Court of Justice seeking a formal declaration that Mr. McClay is the sole owner of a 100% undivided interest in the Kenty Property subject only to a smelting agreement and a Mineral Property Acquisition Agreement in favor of the Company.

~~The~~These ~~Company~~matters ~~must~~remain ~~keep each and all claims within the group that comprises the Property in good standing. If the Company forfeits one, any or all of the claims that comprise the Property, then the Company is obligated~~ to ~~inform~~be ~~the prospector owners of its impending forfeiture of any or all claims at least four months previous to the leased claims coming open for staking,~~resolved.

5In separate proceedings, on May 13, 2015, the Company filed a Statement of Claim against Mr. McClay seeking damages totaling $10,750,000 in the event that the Application of the Company and Mr. McClay is unsuccessful and on or about September 28, 2015, Mr. McClay filed a counterclaim against the Company alleging that the Company has failed to deliver the consideration for the purchase of the Kenty Property and therefore has no rights thereto, and seeking damages in the amount of $2,500,000 against the Company. The matter remains in abeyance pending the resolution of the two Applications.

~~Prospector and driller Larry Salo will be granted first right of refusal on all exploration work,~~b)

6.C1 Mortimer Property

~~The~~In ~~Company~~January ~~must~~2017, ~~maintain~~the ~~proper~~Company ~~insurance~~entered oninto ~~the~~a ~~Property~~Joint atVenture ~~all~~Agreement ~~times~~whereby ~~either~~it byhas ~~itself~~an asOption ato ~~policy~~acquire ~~holder~~a orfifty ~~through~~per ~~policies~~cent ~~held~~(50%) byinterest ~~the~~in ~~Company's~~a ~~contractors~~claim ~~such~~known ~~that~~as the ~~prospector~~C1- ~~owners~~Mortimer ~~have~~property. noIn ~~legal~~order ~~liability~~to atearn ~~any~~the ~~time~~fifty onper cent interest the ~~Property,~~Company must:

~~As at December 31, 2019, the Company had yet to issue 2,400,000 common shares of stock to the prospector owners~~1.

InPay ~~2019, the Company recognized an additional impairment charge of~~ $~~359~~10,~~760~~000 onCDN ~~the~~upon ~~carrying value of the C1 Mortimer Property based on the substantial doubt of the Company’s ability to raise adequate financing~~signing;

~~g) Chewett Property~~2.

~~During~~Pay ~~the~~10 ~~year~~million ~~ended~~shares ~~December~~of ~~31,~~common ~~2019,~~stock of the Company ~~entered~~to ~~into~~the aprospectors ~~mineral~~pro ~~property~~rata ~~acquisition~~upon ~~agreement~~signing, ~~pursuant to~~ which ~~the~~was ~~Company~~reduced ~~acquired the mining lease~~ to ~~the~~9,850,000 ~~Chewett~~shares ~~Property.~~of ~~Under~~common ~~the~~stock, ~~acquisition~~of ~~agreement~~which 8,840,000 ~~the~~were ~~Company~~ issued ~~equity~~and ~~consideration~~the ofremaining ~~300,000~~are ~~shares~~included ofin ~~common~~ stock ~~cash~~to ofbe ~~$360 ($475 CDN)~~issued.

~~In 2019, the Company recognized an impairment charge of $60,360 on the carrying value of the Chewett Property based on the substantial doubt of the Company’s ability to raise adequate financing~~3.

~~h) King Solomon Mines Property~~49

~~During~~Spend ~~the~~five ~~year~~hundred ~~ended~~thousand ~~December 31~~($500, 2019, the Company entered into a mineral property acquisition agreement, pursuant to which the Company acquired the mining lease to the King Solomon Mines Property. Under the acquisition agreement, the Company issued equity consideration of 8,000~~,000 shares of common stock and agreed to a two per cent (2.0%~~) ~~Net~~on ~~Smelter~~mineral ~~Royalty (NSR) to~~exploration ~~be paid.~~on ~~Vendor granted~~ the ~~Purchaser~~ anproperty ~~Option to~~within ~~purchase~~30 ~~50%~~months of the ~~NSR~~signing ~~(1%NSR) for $2 Million Canadian dollars ($2,000,000)~~anniversary.

In 2019, the Company recognized an impairment charge of $1,280,000 on the carrying value of the King Solomon Property based on the substantial doubt of the Company’s ability to raise adequate financing4.

52Grant Larry Silo first right of refusal on all exploration work.

~~Advances~~Pay ~~From~~the ~~Stockholders~~prospector owners, pro rata, CDN$750,000, within 30 months of the signing anniversary.

	December 31,	December 31,
	2019	2018
Due to Ben Ward – former CEO	$74,861	$74,861
During the year ended December 31, 2016, Ben Ward, the former CEO of the Company transferred personal shareholdings to a vendor of the Company and assumed the debt previously owed to the vendor. The amount is non-interest bearing, unsecured and has no specified terms of repayment.
Due to David Mason – former Director and Consultant	75,825	61,888
On February 18, 2013, the Company entered into a short-term loan agreement with David Mason, at the time a director of the Company, in the amount of CDN$25,000, with $7,500 common shares. The loan was formerly interest bearing at 1% compounded monthly, with an original maturity of April 18, 2013 and if unpaid thereafter bearing interest at 22.5%. The loan is secured by a 10% interest in the Mortimer property, which the Company no longer owns, or 150,000 shares of common stock. As the maturity has passed, the amount plus accrued interest is now due on demand. Interest expense on the loan was CDN$18,287 ($13,884) in 2019 and CDN$14,990 ($10,989) in 2018, which is included in the amount of the loan.
Due to Friggi N. A. Inc., a company under the control of Benedetto Fuschino, President and CEO of the Company. The amount of the advances in 2019 totaled US $135,503, these amounts are non-interest bearing, unsecured and have no terms of repayment. (see note 12- Subsequent Events)	280,892	145,389
Due to 1873942 Ontario Inc., a company under the control of Dino Micacchi, Secretary-Treasurer and CFO of the Company. These amounts are non-interest bearing, unsecured and have no terms of repayment.	4,850	4,850
Due to Northern Rock Works Inc., a company controlled by Scott Keevil, stockholder and consultant to the Company. These amounts are non-interest bearing, unsecured and had no terms of repayment.	7,592	7,445
Advances from stockholders	$444,020	$294,433

The current owner prospectors will retain a three per cent (3%) Net Smelter Royalty on the property.

6On June 2, 2017, the payment of CDN$10,000 was changed to a payment of CDN$5,000 on June 5, 2017, plus CDN$5,000 paid on July 7, 2017. Total consideration of shares and these payments translated into USD amounted to $941,460. The Company recognized an impairment charge of $941,460 on the carrying value based on the substantial doubt of the Company’s ability to raise adequate financing to further develop and explore this property.

~~Due~~ On ~~Mineral~~October ~~Rights~~8, 2019 the Joint Venture agreement expired and was replaced with a new Joint Venture Option Agreement signed November 19, 2019 with the following terms:

	December 31, 2019	December 31, 2018
Due to Hadrian Ventures re: Kenty Property	$37,959	$37,225

~~The~~Pay ~~Hadrian~~the ~~Ventures~~prospector ~~Loan~~owners is$75,000 ~~unsecured~~CDN ~~and~~annually ~~has~~for no10 ~~set~~years ~~terms~~beginning ofJanuary ~~repayment. Hadrian Ventures is controlled by Scott Keevil~~1, ~~stockholder~~2021 and ~~consultant~~ending toJanuary ~~the~~1, ~~Company~~2030. ~~The change from the prior year is the effect of the change in the exchange rate.~~

532.

7The Company must spend three hundred thousand dollars ($300,000.00) CDN in mineral exploration on the property by January 1, 2025.

~~Income Taxes~~3.

AsUpon ~~at December 31~~signing, ~~2019 and 2018,~~ the Company ~~had~~will noissue ~~accrued~~two ~~interest~~million, ~~and~~four ~~penalties~~hundred ~~related~~thousand ~~to uncertain tax positions. Reconciliation of the statutory tax rate of 21%~~ (~~2018 - 21%~~2,400,000) ~~and~~JSHG ~~income~~common ~~tax~~shares ~~benefits at those rates~~ to the ~~effective~~prospector ~~income~~owners ~~tax~~as ~~rates~~compensation ~~and~~for ~~income~~the ~~tax~~changes ~~benefits~~to ~~reported in~~ the ~~statement~~original ofJoint ~~operations~~Venture ~~and~~Option ~~comprehensive loss is as follows:~~agreement.

	For the Years Ended December 31,
	2019	2018
Loss before income tax	$ (2,027,604)	$ (266,955)
Expected income tax recovery	(425,797)	(54,361)
Unrealized foreign exchange	(1,360)	(1,482)
Other permanent difference	43,330	35,309
Change in valuation allowance	383,827	20,534
Income tax expense	$ -	$ -
The following table summarizes the significant components of deferred tax:
	For the Years Ended December 31,
	2019	2018
Deferred tax asset:
Net operating loss carry forward	$ 1,246,012	$ 1,201,400
Exploration and development costs	569,359	212,334
Valuation allowance	(1,815,371)	(1,413,734)
Total	$ -	$ -

The Company ~~has~~must ~~net~~keep ~~operating~~each ~~loss carryovers of approximately $5,933,000 for federal~~ and ~~state~~all ~~income~~claims ~~tax~~within ~~purposes,~~the ~~which~~group ~~begin~~that tocomprises ~~expire~~the Property in ~~2030~~good standing. ~~The~~If ~~ultimate realization of~~ the ~~net~~Company ~~operating~~forfeits ~~loss is dependent upon future taxable income~~one, if any, ofor ~~the~~all ~~Company.~~of ~~Based on losses from inception,~~ the ~~Company~~claims ~~determined~~ that ascomprise ofthe ~~December 31~~Property, ~~2019~~then ~~it is more likely than not that~~ the Company ~~will not realize benefits from the deferred tax assets. The Company will not record income tax benefits in the financial statements until it~~ is ~~determined~~obligated ~~that it is more likely than not that the Company will generate sufficient taxable income~~ to ~~realize~~inform the ~~deferred~~prospector ~~income~~owners ~~tax~~of ~~assets.~~its Asimpending aforfeiture ~~result~~ of ~~the~~any ~~analysis,~~or ~~the~~all ~~Company~~claims ~~determined~~at ~~that~~least afour ~~valuation~~months ~~allowance~~previous ~~against~~to the ~~deferred~~leased ~~tax~~claims ~~assets~~coming ~~was~~open ~~required.~~for staking,

~~The tax years that remain subject to examination by major taxing jurisdictions are those for the years ended December 31, 2019, 2018, 2017, 2016, 2015, 2014, 2013, 2012, 2011 and 2010~~5.

8.Prospector and driller Larry Salo will be granted first right of refusal on all exploration work,

~~Capital Stock~~6.

The Company must maintain proper insurance on the Property at all times either by itself as a) policy holder or through policies held by the Company's contractors such that the prospector owners have no legal liability at any time on the Property,

~~Common~~In ~~Stock~~2019, the Company recognized an additional impairment charge of $359,760 on the carrying value of the C1 Mortimer Property based on the substantial doubt of the Company’s ability to raise adequate financing.

~~During~~d) ~~the~~Chewitt year ended December 31, 2019, the Company issued 6,667,149 shares of common stock to companies controlled by officers and directors as compensation for service in prior years. This compensation was recorded in prior years at a fair value ranging from $0.05 to $0.10 per share. Additionally, 1,000,000 shares of common stock were issued to a company controlled by the CEO amounting to $96,225 at a fair value of $0.05, and 1,000,000 shares of common stock were issued to a company controlled by the CFO amounting to $50,000, at a fair value of $0.05. Both amounts are recorded as compensation in the current year.Property

ADuring ~~further~~the 8year ended December 31,~~300~~ 2019,~~000~~ ~~shares~~the ofCompany ~~common~~entered ~~stock~~into ~~were~~a ~~issued~~mineral atproperty aacquisition ~~fair~~agreement, ~~value~~pursuant ~~ranging~~to ~~from~~which ~~$0.15~~the Company acquired the mining lease to ~~$0.20 per~~the ~~share~~Chewitt inProperty. Under the acquisition ofagreement, ~~mineral~~the ~~rights~~Company ~~for~~issued aequity ~~total~~consideration of $1300,~~340,~~000 shares of common stock and cash of $360 ($475 CDN).

~~During~~In ~~the year ended December 31,~~ 2019, the Company ~~issued~~recognized ~~75,590~~an ~~shares~~impairment charge of ~~common~~$60,360 ~~stock~~on tothe ~~third~~carrying ~~parties~~value ~~under~~of the ~~S-1~~Chewitt ~~registration~~Property ~~filed~~based ~~with~~on the ~~SEC.~~substantial ~~The~~doubt ~~total~~of ~~value~~the ofCompany’s ~~stock~~ability ~~issued~~to ~~was~~raise ~~$11,339.~~adequate financing

54e) King Solomon Mines Property

During the year ended December 31, ~~2018~~2019, the Company entered into a mineral property acquisition agreement, pursuant to which the Company acquired the mining lease to the King Solomon Mines Property. Under the acquisition agreement, the Company issued noequity consideration of 8,000,000 shares of common stock and agreed to a two per cent (2. 0%) Net Smelter Royalty (NSR) to be paid. Vendor granted the Purchaser an Option to purchase 50% of the NSR (1%NSR) for $2 Million Canadian dollars ($2,000,000).

b)In 2019, the Company recognized an impairment charge of $1,280,000 on the carrying value of the King Solomon Property based on the substantial doubt of the Company’s ability to raise adequate financing.

~~Stock To Be Issued~~50

Asf) Borden ofLake ~~December~~North 31, 2019, the Company has yet to issue 5,971,577 shares of common stock at the fair values ranging from $0.05 to $0.15 per share for a total of $1,688,834. Of these, 2,400,000 shares of common stock became issuable during the year for acquisition of mineral rights at the fair values ranging from $0.15 to $0.20 per share. In addition, 1,576,534 shares of common stock are issuable to directors for services recorded in prior years. An additional 1,995,043 shares of common stock are yet to be issued for debt settlements from prior years. Property

~~For~~On January 15, 2020, the ~~year~~Company ~~ended~~entered ~~December~~into ~~31,~~a ~~2018~~mineral property acquisition agreement, 3pursuant to which the Company acquired 100% interest in eleven claims (approximately 495 acres),~~000,000~~ ~~shares~~known ~~became~~as ~~issuable~~the toBorden ~~directors~~North Property in Cochrane and ~~officers~~Darcy Townships located about 6.5 kilometers (app. 4 miles) north of the ~~Company~~Newmont ~~for~~Borden ~~services~~Lake ~~rendered.~~gold ~~These~~mine ~~transactions~~in ~~have~~Northern ~~been~~Ontario. Under ~~recorded~~the asacquisition ~~stock-based~~agreement, ~~compensation~~the ~~having~~Company aissued ~~total~~equity ~~value~~consideration of ~~$150~~100,000 ~~within~~ shares toof becommon ~~issued~~stock, valued at US$0.15 Aper ~~further~~share ~~75,590~~recorded ~~Flow-Through~~in common shares ~~are~~issued and agreed to bea ~~issued~~two ~~valued~~per cent at(2.0%) ~~$11,338~~Net ~~related~~Smelter Royalty (NSR) to S-be paid. Vendor granted the Purchaser an Option to purchase 75% of the NSR (1.5%NSR) ~~offering~~for $1 Million Canadian dollars ($1,000,000).

~~Including~~In 2020, the ~~above~~Company ~~noted~~recognized ~~items~~an asimpairment atcharge ~~December~~of 31$15,000 ~~2018,~~on athe ~~further~~carrying ~~10,314,316~~value ~~shares~~of ~~have~~the ~~yet~~Borden toLake beNorth ~~issued~~Property ~~for~~based ~~prior~~on ~~transactions,~~the ~~including~~substantial ~~services,~~doubt ~~compensation~~of ~~and mineral property acquisitions, at~~ the ~~fair~~Company’s ~~values~~ability ~~ranging from $0.05~~ to ~~$0.15~~raise ~~per~~adequate ~~share for a total of $1,793,530~~financing.

cg)

~~Preferred~~Halcrow ~~Stock~~Gold, McCool, Seymour Lake Property

~~The~~On ~~Company~~April ~~has~~14, ~~authorized~~2020, ~~Class~~the ACompany ~~preferred~~purchased ~~stock~~a ~~available~~100% tointerest bein ~~issued~~thirty ~~for~~five ~~$1.00 per share~~claims, ~~are~~known ~~non-participating~~as ~~and~~the ~~non-voting~~Halcrow ~~and~~Gold ~~accrue~~Property, ~~cumulative~~McCool ~~dividends~~Property atand ~~the~~Seymour ~~rate~~Lake ofExtension ~~10%~~Property ~~per~~Northern ~~annum~~Ontario. The Company ~~may~~paid ~~retract~~one ~~the~~million ~~stock~~JSHG atcommon ~~any~~shares ~~time~~at ~~upon the payment of~~ $10.00145 per share ~~plus~~for ~~any~~the ~~unpaid~~mineral ~~dividends.~~property Inand ~~the~~a ~~event~~two ofper ~~any~~cent ~~wind-up~~(2%) ofNet ~~the~~Smelter ~~Company,~~Royalty ~~the~~('NSR') ~~Class~~of Awhich ~~preferred~~the ~~stock~~Company has athe ~~priority~~option ~~distribution~~to repurchase 75% of ~~$1.00~~the ~~per~~NSR ~~share~~for ~~plus~~one ~~any~~million ~~unpaid~~Canadian ~~dividends~~dollars ~~before~~($1,000,000) ~~any~~for ~~distribution~~each toof the ~~common~~three ~~stockholders~~properties at any time.

AsIn ~~of December 31~~2020, ~~2019,~~ the Company ~~has~~recognized ~~dividends~~an ~~payable~~impairment charge of $~~359~~145,~~862~~000 ~~(2018~~on -the ~~$305,329).~~carrying Asvalue atof ~~December~~the 31Halcrow Gold Property, ~~2019~~McCool Property and ~~2018,~~Seymour ~~the~~Lake ~~Company~~Extension ~~was~~Property inbased ~~arrears~~on inthe substantial doubt of the ~~dividends~~Company’s onability ~~preferred~~to ~~shares.~~raise adequate financing.

~~Preferred dividends for the years ended December 31, 2019 and 2018 had an effect of $0.00 and $0.00, respectively on loss per share available to common stockholders.~~h)

d)Haycock, Godfrey, Roma Lake Property

~~Stock-Based~~On ~~Compensation~~August 20, 2020, the Company purchased a 100% interest in twenty claims, known as the Haycock Gold Property, Godfrey and Roma Lake Property in Northern Ontario. The Company paid two million three hundred thousand JSHG common shares at $0.06 per share for the mineral property and a three per cent (3%) Net Smelter Royalty ('NSR') of which the Company has the option to repurchase 75% of the NSR for one million Canadian dollars ($1,000,000) for each of the three properties at any time. As at December 31, 2020, the shares are reflected in Shares to be issued.

~~The~~In ~~Company incurred stock-based compensation expense in connection with its compensation agreements for its directors~~2020, ~~management,~~the ~~and~~Company ~~employees.~~recognized ~~Under these agreements, common stock may be issued as a signing bonus or at certain benchmark dates within~~ an ~~individual’s~~impairment ~~period~~charge of ~~service.~~$138,000 ~~Stock-based~~on ~~compensation is calculated as~~ the ~~fair~~carrying value of the ~~stock~~Haycock ~~issued~~Gold orProperty, toGodfrey ~~be issued to an individual~~ and isRoma ~~recorded~~Lake atProperty ~~the~~based ~~time~~on the ~~stock~~substantial ~~becomes~~doubt ~~owing~~of to the ~~individual.~~Company’s ~~Stock~~ability ~~issued~~ to araise ~~director,~~adequate ~~manager, or employee is deferred in the event that their contract requires the individual to remain employed with the Company for a specified time period after issuance~~financing.

~~For the year ended December 31, 2019, the Company issued 2,000,000 (2018 - 3,000,000~~i) shares of common stock related to stock-based compensation in connection with stock-based compensation arrangements with the CEO and CFO of the Company. At the time of grant, the fair value of the related shares ranged from $0.05 - $0.16 per share and resulted in compensation expense and stock to be issued in the amount of $192,450 in the year ended December 31, 2019 and $150,000 in the year ended December 31, 2018. These fees were recorded as a component of consulting fees on the statements of operations and comprehensive loss.

~~9. Related~~Hiltz ~~Party Transactions and Balances~~Property

~~The~~On ~~following~~November ~~transactions~~19, ~~with~~2020, ~~related~~the ~~parties~~Company ~~were~~purchased a 100% interest in eight claims, known as the ~~normal~~Hiltz ~~course~~in ofthe ~~operations~~Asquith ~~and~~Township ~~were~~in ~~measured~~Northern Ontario. The Company paid three hundred thousand JSHG common shares at $0.07 per share for the ~~exchange~~mineral ~~value~~property and a two per cent (2%) Net Smelter Royalty ('NSR') of which ~~represented~~the Company has the ~~amount~~option to repurchase 75% of ~~consideration~~the ~~established~~NSR ~~and~~for ~~agreed~~one tomillion byfive hundred thousand Canadian dollars ($1,500,000) at any time. As at December 31, 2020, the ~~parties~~shares are reflected in Shares to be issued.

~~Refer~~In to2020, ~~Notes~~the ~~8(b)~~Company ~~and~~recognized ~~8(d)~~an ~~for~~impairment charge of $21,000 on the ~~disclosure~~carrying value of ~~stock-based~~the ~~compensation~~Hiltz toProperty ~~the~~based ~~CEO~~on ~~and~~the ~~CFO~~substantial doubt of the Company’s ability to raise adequate financing.

55j)

~~Receivable~~Jo-Anne ~~from Related Parties:~~Property

	December 31, 2019	December 31, 2018
Receivable from Benedetto Fuschino (i),(ii)	$ 10,698	$ 10,698
Receivable from Sabine Frisch for stock to be issued, Sabine Frisch is the wife of Scott Keevil a stockholder and consultant to the Company.(ii)	19,000	19,000
Receivable from related parties	$ 29,698	$ 29,698

On November 13, 2020, the Company purchased a 100% interest in two claims, known as the Jo-Anne Property, in Benoit Township in Northern Ontario. The Company paid two million four hundred thousand JSHG common shares at $0.07 per share for the mineral property and a two per cent (2%) Net Smelter Royalty ('NSR') of which the Company has the option to repurchase 50% of the NSR for two million Canadian dollars ($2,000,000) at any time. As at December 31, 2020, the shares are reflected in Shares to be issued.

~~(i)~~In 2020, the Company recognized an impairment charge of $168,000 on the carrying value of the Jo-Anne Property based on the substantial doubt of the Company’s ability to raise adequate financing.

~~Refer to Note 5 which shows $280,892 owed to Benedetto Fuschino and a company controlled by him; there is no intention to net settle.~~51

~~(ii)~~1. Advances From Stockholders

These amounts were non-interest bearing, unsecured and had no terms of repayment.


	December 31,	December 31,
	2020	2019

Due to Alan Ward – former CEO	$74,861	$74,861
During the year ended December 31, 2016, Alan Ward, the former CEO of the Company transferred personal shareholdings to a vendor of the Company and assumed the debt previously owed to the vendor. The amount is non-interest bearing, unsecured and has no specified terms of repayment.
Due to David Mason – former Director and Consultant	99,053	75,825
On February 18, 2013, the Company entered into a short term loan agreement with David Mason, at the time a director of the Company, in the amount of CDN$25,000, with $7,500 common shares. The loan was formerly interest bearing at 1% compounded monthly, with an original maturity of April 18, 2013 and if unpaid thereafter bearing interest at 22.5%. The loan is secured by a 10% interest in the Mortimer property, which the Company no longer owns, or 150,000 shares of common stock. As the maturity has passed, the amount plus accrued interest is now due on demand. Interest expense on the loan was CDN$24,704 ($18,670) in 2020 and CDN$18,287 ($13,884) in 2019, which is included in the amount of the loan.
Due to Friggi N. A. Inc., a company under the control of Benedetto Fuschino, President and CEO of the Company. The amount of the advances in 2020 totaled $95,898, these amounts are non-interest bearing, unsecured and have no terms of repayment. (see note 12- Subsequent Events)	376,791	280,892
Due to 1873942 Ontario Inc., a company under the control of Dino Micacchi, Secretary-Treasurer and CFO of the Company. These amounts are non-interest bearing, unsecured and have no terms of repayment.	4,850	4,850
Due to Northern Rock Works Inc., a company controlled by Scott Keevil, stockholder and consultant to the Company. This debt was repaid during the year.	-	7,592
Advances from stockholders	$555,555	$444,020

102. ~~Financial Instruments~~

~~Fair~~Due ~~Values~~On Mineral Rights Acquisitions

The Company’s financial instruments consist of cash, accounts receivable, notes receivable, accounts payable and accrued liabilities, dividends payable, advances from stockholders and amounts due on mineral rights. The fair values of these financial instruments approximate their carrying values due to the short-term maturity of these instruments. There were no transfers of financial instruments between Levels 1, 2, and 3 during the years ended December 31, 2019 and 2018.

December 31,

2020

December 31,

2019

Due to Andrew Currah re: Kenty Property

$39,270

$37,959

~~Foreign~~The ~~Currency~~Andrew ~~Risk~~Currah Loan is unsecured and has no set terms of repayment. The change from the prior year is the effect of the change in the exchange rate.

Foreign currency risk is the risk that changes in the rates of exchange on foreign currencies will impact the financial position or cash flows of the Company. The Company’s functional currency is the Canadian dollar, thus the Company is exposed to foreign currency risks in relation to certain payables that are to be settled in US funds. Management monitors its foreign currency exposure regularly to minimize the risk of an adverse impact on its cash flows.52

~~Concentration~~3. Income ~~of Credit Risk~~Taxes

~~Concentration~~As ofat ~~credit~~December ~~risk~~31, is2020 ~~the~~and ~~risk~~2019, ofthe ~~loss~~Company inhad ~~the~~no ~~event~~accrued ~~that~~interest ~~certain~~and ~~counterparties~~penalties ~~are~~related ~~unable~~ to ~~fulfill~~uncertain ~~its~~tax ~~obligations~~positions. Reconciliation toof the ~~Company.~~statutory ~~The~~tax ~~Company~~rate ~~limits~~of ~~its~~21% ~~exposure~~(2019 to- ~~credit~~21%) ~~loss~~and onincome ~~its~~tax ~~cash~~benefits byat ~~placing~~those ~~its~~rates ~~cash~~to ~~with~~the ~~high~~effective ~~credit~~income ~~quality~~tax ~~financial~~rates ~~institutions. The~~and ~~Company~~income ~~does~~tax ~~not~~benefits ~~have~~reported ~~any cash~~ in ~~excess of federally insured limits. Sales taxes receivable are due from~~ the ~~Canadian~~statements ~~government~~of operations and ~~notes~~comprehensive ~~receivable~~loss ~~are~~is ~~due~~as ~~from stockholders with whom the Company also has advances payable.~~ follows:

Liquidity Risk


Income tax rate	21.0%	21.0%
	For the Years Ended December 31,
	2020	2019

Loss before income tax	(860,557)	(2,027,604)

Expected income tax recovery	(180,717)	(425,797)
Unrealized foreign exchange	(1,401)	(1,360)
Other permanent difference	3,921	43,330
Stock-based compensation	42,000	-
Change in valuation allowance	136,197	383,827
Income tax expense	-	-

~~Liquidity risk is the risk that the Company’s cash flows from operations will not be sufficient for the Company to continue operating and discharge is liabilities.~~ The ~~Company~~following istable ~~exposed~~summarizes ~~to liquidity risk as its continued operation is dependent upon its ability to obtain financing, either in~~ the ~~form~~significant components of ~~debt~~deferred ~~or equity, or achieving profitable operations in order to satisfy its liabilities as they come due.~~tax:

Market Risk


	For the Years Ended December 31,
	2020	2019
Deferred tax asset:
Net operating loss carry forward	1,271,948	1,246,012
Exploration and development costs	685,774	569,359
Valuation allowance	(1,957,722)	(1,815,371)

~~Market~~The ~~risk~~Company ishas ~~the~~net ~~risk~~operating ~~that~~loss ~~fluctuations~~carryovers inof ~~the~~approximately ~~market~~$6,057,000 ~~prices~~for offederal ~~minerals~~and ~~will~~state ~~impact~~income ~~the~~tax ~~Company’s~~purposes, ~~future~~which ~~cash~~begin ~~flows~~to expire in 2030. The ~~Company~~ultimate isrealization ~~exposed~~of tothe ~~market~~net ~~risk~~operating onloss ~~the~~is ~~price~~dependent ofupon ~~gold,~~future ~~which~~taxable ~~will~~income, ~~determine~~if ~~its~~any, ~~ability~~of tothe ~~build~~Company. ~~and~~Based ~~achieve~~on ~~profitable~~losses ~~operations~~from inception, the ~~amount~~Company determined that as of ~~exploration~~December ~~and~~31, ~~development~~2020 ~~work~~it is more likely than not that the Company will benot ~~able~~realize tobenefits ~~perform,~~from ~~and~~ the ~~number~~deferred oftax ~~financing~~assets. ~~opportunities~~The ~~that~~Company will benot ~~available.~~record ~~Management~~income ~~believes~~tax benefits in the financial statements until it is determined that it ~~would~~is bemore ~~premature~~likely atthan ~~this~~not ~~point~~that the Company will generate sufficient taxable income to ~~enter~~realize ~~into~~the ~~any~~deferred ~~hedging~~income ortax ~~forward~~assets. ~~contracts~~As toa ~~mitigate~~result ~~its~~of ~~exposure~~the toanalysis, ~~specific~~the ~~market~~Company ~~price~~determined ~~risks~~that a valuation allowance against the deferred tax assets was required.

~~11. Segmented~~The ~~reporting~~tax years that remain subject to examination by major taxing jurisdictions are those for the years ended December 31, 2020, 2019, 2017, 2016, 2015, 2014, 2013, 2012, 2011 and 2010.

~~The Company only has one reportable segment, its acquisition, exploration and development of mineral property interests in Canada~~4. ~~All of the mineral properties are located in Canada.~~

~~12. Subsequent~~ Capital ~~events~~Stock

~~Subsequent to the year end the Company President and CEO, Benedetto Fuschino, advanced the Company $40,000 at 0% interest secured by promissory note with no set terms of repayment.~~ a)

~~Subsequent~~Common ~~to the year end the Company acquired the following properties:~~ Stock

OnDuring ~~January 13, 2020~~ the ~~Company~~year ~~acquired~~ended aDecember ~~one~~31, ~~hundred~~2020, ~~per cent (100%) interest in~~ the ~~King~~Company ~~Solomon's~~issued ~~Mine~~no ~~(KSM)~~shares ~~property~~of incommon ~~Northern~~stock ~~Ontario~~to indirectors ~~return for eight million (8,000,000) JSHG common shares~~ and aemployees ~~two per cent (2%) Net Smelter Royalty ('NSR')~~ of ~~which~~ the Company ~~has the option to repurchase 50% of the NSR~~ for ~~two~~services ~~million~~rendered. ~~Canadian~~

56During the year ended December 31, 2020, the Company issued 3,400,000 shares of common stock to third parties for the acquisition of mineral rights at the transaction prices ranging from $0.06 to $0.07 per share for a total value of $298,000.

~~dollars~~During (the year ended December 31, 2019, the Company issued 6,667,149 shares of common stock to companies controlled by officers and directors as compensation for service in prior years. This compensation was recorded in prior years at a transaction price ranging from $20.05 to $0.10 per share. Additionally, 1,000,000) shares of common stock were issued to a company controlled by the CEO amounting to $96,225 at ~~any~~a ~~time~~transaction price of $0.05, and 1,000,000 shares of common stock were issued to a company controlled by the CFO amounting to $50,000, at a transaction price of $0.05.

OnDuring ~~January 15, 2020,~~ the ~~Company~~year ~~purchased~~ended aDecember ~~100%~~31, ~~interest in eleven claims (approximately 495 acres)~~2019, 8,300,000 ~~known~~shares asof ~~the~~common ~~Borden~~stock ~~North~~were ~~Property~~issued inat ~~Cochrane~~a ~~and~~transaction ~~Darcy~~price ~~Townships~~ranging ~~located~~from ~~about 6~~$0.515 ~~kilometers~~to ~~(app~~$0.20 per 4share ~~miles)~~in ~~north of~~ the ~~Newmont~~acquisition ~~Borden~~of ~~Lake~~mineral ~~gold~~rights ~~mine in Northern Ontario. The Company paid one hundred thousand JSHG common shares~~ for ~~the~~a ~~mineral~~total ~~property~~of $1,340,000.

Subsequent to year-end, there was a global outbreak of COVID-19 (coronavirus), which has had a significant impact on businesses through the restrictions put in place by the Canadian, provincial and municipal governments regarding travel, business operations and isolation/quarantine orders. At this time, it is unknown the extent of the impact the COVID-19 outbreak may have on the Company as this will depend on future developments that are highly uncertain and that cannot be predicted with confidence. These uncertainties arise from the inability to predict the ultimate geographic spread of the disease, and the duration of the outbreak, including the duration of travel restrictions, business closures or disruptions, and quarantine/isolation measures that are currently, or may be put, in place by Canada and other countries to fight the virus.53

57During the year ended December 31, 2019, the Company issued 75,590 shares of common stock to third parties under the S-1 registration filed with the SEC. The total value of stock issued was $11,339.

Stock To Be Issued

As of December 31, 2020, the Company has yet to issue 11,409,924 shares of common stock at the transaction prices ranging from $0.05 to $0.15 per share for a total of $2,341,728. Of these, 3,100,000 shares of common stock became to be issued during the year for acquisition of mineral rights at the transaction prices ranging from $0.06 to $0.07 per share. In addition, 1,576,534 shares of common stock are to be issued to directors for services recorded in prior years. An additional 1,995,043 shares of common stock are yet to be issued for debt settlements from prior years.

For the year ended December 31, 2020, 2,000,000 shares became issuable to directors and officers of the Company for services rendered. These transactions have been recorded as consulting fees having a total value of $200,000 within shares to be issued.

As December 31, 2020, the Company had not yet issued 737,347 shares of common stock to third parties for services rendered valued at $51,684. This was recorded as exploration expense in the statement of operations and comprehensive loss and within shares to be issued.

Preferred Stock

The Company has authorized Class A preferred stock available to be issued for $1.00 per share, are non-participating and non-voting and accrue cumulative dividends at the rate of 10% per annum. The Company may retract the stock at any time upon the payment of $1.00 per share plus any unpaid dividends. In the event of any wind-up of the Company, the Class A preferred stock has a priority distribution of $1.00 per share plus any unpaid dividends before any distribution to the common stockholders.

During the year ended December 31, 2020, the Company issued 3,690 shares of Class A preferred stock in a private placement for $1.00 per share.

As of December 31, 2020, the Company has dividends payable of $419,848 (2019 - $359,862). As at December 31, 2020 and 2019, the Company was in arrears in the dividends on preferred shares.

Preferred dividends for the years ended December 31, 2020 and 2019 had an effect of $0.00 and $0.00, respectively on loss per share available to common stockholders.

Stock-Based Compensation

The Company incurred stock-based compensation expense in connection with its compensation agreements for its directors, management, and employees. Under these agreements, common stock may be issued as a signing bonus or at certain benchmark dates within an individual’s period of service. Stock-based compensation is calculated as the fair value of the stock issued or to be issued to an individual and is recorded at the time the stock becomes owing to

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