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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, ~~2020~~2021

~~[ ]~~ ☐ 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.)

Unit 20 1033 Pattullo Avenue Woodstock, Ontario, Canada N4V 1C8

(Address of Principal Executive Offices)(Zip Code)

(226) 888-5610

(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 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 has filed a report on and attestation to its 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. Based on an average bid and asked price of $0.~~11495~~023 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~~December 3031, ~~2020,~~2021 was $122,~~677~~747,~~498~~647.

As of ~~April~~March 731, ~~2021~~2022, the registrant had ~~145~~153,~~451~~556,~~342~~362 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.

~~2020~~2021 FORM 10-K ANNUAL REPORT

TABLE OF CONTENTS

PART I	4	4
ITEM 1.	Business	4
ITEM 1.Business	4
ITEM 1A.	Risk Factors	7
ITEM 1A.Risk Factors	7
ITEM 1B.	Unresolved Staff Comments	11
ITEM 1B.Unresolved Staff Comments	10
ITEM 2.	Properties	11
ITEM 2.Properties	10
ITEM 3.	Legal Proceedings	35
ITEM 3.Legal Proceedings	35
ITEM 4.	Mine Safety Disclosures	36
ITEM 4.Mine Safety Disclosures	35
PART II	36	36
ITEM 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	36
ITEM 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	36
ITEM 6.	Selected Financial Data	37
ITEM 6.Selected Financial Data	37
ITEM 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	37
ITEM 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations	37
ITEM 7A.	Quantitative and Qualitative Disclosures about Market Risk	39
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	56
ITEM 9A.	Controls and Procedures	56
ITEM 9B.	Other Information	57
PART III		57
ITEM 10.	Directors, Executive Officers and Corporate Governance	57
ITEM 11.	Executive Compensation	59
ITEM 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	60
ITEM 13.	Certain Relationships and Related Transactions, and Director Independence	62
ITEM 14.	Principal Accounting Fees and Services	62
PART IV		63
ITEM 15.	Exhibits, Financial Statement Schedules	63

ITEM 8.Financial Statements and Supplementary Data

ITEM 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	59
ITEM 9A.Controls and Procedures	59
ITEM 9B.Other Information	60
PART III	60
ITEM 10.Directors, Executive Officers and Corporate Governance	60
ITEM 11.Executive Compensation	62
ITEM 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	63
ITEM 13.Certain Relationships and Related Transactions, and Director Independence	65
ITEM 14.Principal Accounting Fees and Services	65
PART IV	66
ITEM 15.Exhibits, Financial Statement Schedule	66

Index

PART I

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This ~~2020~~2021 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~~ 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 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.Index

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

OnAlso, ~~December~~on 23June 4, 2010, the Company ~~elected~~entered tointo ~~terminate~~consulting agreements (collectively, the ~~License Agreements and~~ “Consulting Agreements”) aswith ~~the~~Mr. ~~Company~~Duchesne ~~determined~~and ~~that~~Mr. ~~conditions~~Cormier, ~~were~~pursuant ~~not~~to inwhich ~~place~~Mr. ~~for~~Duchesne ~~the~~and Mr. ~~successful~~Cormier ~~exploitation~~agreed ofto ~~the~~provide ~~technology covered by~~ the ~~License~~Company ~~Agreements. The~~with ~~termination~~management ~~did~~and ~~not~~advisory ~~given~~services ~~rise~~with respect to ~~any~~the ~~penalties~~intellectual ~~against~~property licensed to the Company asunder the ~~termination~~Cormier ~~was~~and ~~concluded~~GSN ~~through a mutual agreement of separation~~Licenses.

~~Upon~~On ~~termination~~December of23, ~~the aforementioned License and Consulting Agreements~~2010, the Company ~~abandoned~~elected to terminate the ~~carbon~~License ~~measuring~~Agreements ~~business~~ and ~~became~~Consulting aAgreements ~~mineral~~as ~~exploration company located in Oakville, Ontario, Canada through~~ the ~~acquisition~~Company ofdetermined athat ~~mineral~~conditions ~~rights~~were ~~lease~~not ~~and other mineral properties, as described~~ in ~~further~~place ~~detail~~for ~~below. The~~the ~~Company’s~~successful ~~principal~~exploitation of ~~business~~the ~~activity~~technology ~~now~~covered isby the ~~exploration~~License ~~of mineral property interests~~Agreements. The ~~Company~~termination isdid ~~considered~~not togiven berise into ~~the~~any ~~exploration~~penalties ~~stage~~against ~~and substantially all of~~ the Company’s ~~efforts~~as ~~are devoted to exploring mineral property interests. There has been no determination whether~~ the termination ~~Company’s~~was ~~interests~~concluded inthrough ~~unproven~~a ~~mineral~~mutual ~~properties~~agreement ~~contain~~of ~~mineral reserves which are economically recoverable~~separation.

OnUpon ~~February~~termination 1,of ~~2016~~the aforementioned License and Consulting Agreements, the Company ~~registered~~abandoned ~~articles~~the carbon measuring business and became a mineral exploration company located in Oakville, Ontario, Canada through the acquisition of ~~amendment~~a ~~with~~mineral rights lease and other mineral properties, as described in further detail below. The Company’s principal business activity now is the ~~state~~exploration of ~~Nevada~~mineral ~~changing~~property interests. The Company is considered to be in the ~~name~~exploration stage and substantially all of the Company’s ~~from~~efforts ~~“Joshua~~are ~~Gold~~devoted ~~Resources~~to ~~Inc~~exploring mineral property interests.” There tohas ~~“Enhanced~~been ~~Energy~~no ~~Solutions~~determination ~~Corp~~whether the Company’s interests in unproven mineral properties contain mineral reserves which are economically recoverable.”

On ~~October~~February 181, 2016, the Company registered articles of amendment with the state of Nevada changing the name of the Company from “~~Enhanced~~Joshua ~~Energy~~Gold ~~Solutions~~Resources ~~Corp~~Inc.” ~~back~~ to “~~Joshua~~Enhanced Energy ~~Gold~~Solutions ~~Resources Inc~~Corp.”

~~The~~On ~~Company~~October ~~does not have any current plans~~18, ~~arrangements~~2016, ~~discussions~~the orCompany ~~intentions,~~registered ~~whether~~articles of ~~written~~amendment ~~or oral, to engage in a merger or acquisition~~ with anthe ~~identified~~state orof ~~unidentified~~Nevada ~~company~~changing orthe ~~person~~name toof bethe ~~used~~Company asfrom a“Enhanced ~~vehicle~~Energy ~~for~~Solutions aCorp.” ~~private~~back ~~company~~ to ~~become~~“Joshua Gold aResources ~~reporting company~~Inc.”

WeThe ~~are~~Company adoes ~~development~~not ~~stage~~have ~~company~~any ~~and~~current ~~currently~~plans, ~~have~~arrangements, discussions ~~little~~or ~~revenue. At~~intentions, ~~December~~whether ~~31,~~written ~~2020~~or oral, ~~our~~to ~~total~~engage ~~current~~in ~~assets~~a ~~were $33,953 and~~merger ~~our~~or ~~total~~acquisition ~~current~~with ~~liabilities~~an ~~were $1,339,677. Our~~identified ~~net loss~~ or unidentified company or person to be used as a vehicle for ~~the~~a ~~year~~private ~~ended~~company ~~December~~to ~~31,~~become ~~2020, was~~a ~~$860,557~~reporting company.

~~(b)~~We are an exploration stage company and currently have little revenue. At December 31, 2021, our total current assets were $110,187 ~~Business~~and ofour ~~Issuer~~total current liabilities were $1,463,282. Our net loss for the year ended December 31, 2021, was $1,000,689.

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

WeBusiness 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.Overview

~~Employees~~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 2021. There is no assurance that we will be able to achieve revenues sufficient to become profitable. Our internet address is www.joshuagoldresources.com.

~~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.~~Employees

5As of February 28, 2022, 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.

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 will 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.

~~Government Regulation and Standards~~5

There are several governmental regulations that materially restrict the exploration for minerals and 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. Index

~~Additionally,~~Government ~~the~~Regulation ~~Dodd–Frank Wall Street Reform~~ and Consumer Protection Act signed into law in July of 2010, includes a requirement for certain companies using “conflict minerals” in the manufacturing of, or 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 begin with the 2013 calendar year, with the initial reports due in May 2014. The Company currently has no business operations, nor intent to engage 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 are not conflict minerals, and (ii) provide information to customers for their own conflict mineral reports and audits.Standards

AsThere aare ~~general~~several ~~matter,~~governmental ~~management~~regulations that materially restrict the exploration for minerals and the extraction of minerals and any related mining activities in Canada and in the Northwest Territories. The Company will ~~attempt~~be subject to ~~ensure~~the ~~that~~mining ~~all~~laws ~~budgets~~and ~~for~~regulations ~~exploration~~in ~~programs~~force ~~include~~in Canada and in the Northwest Territories (as well as any other jurisdiction wherein a ~~contingency~~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 ~~regulatory~~any ~~compliance~~physical disturbance to land.

~~Emerging~~Additionally, ~~Growth~~the Dodd–Frank Wall Street Reform and Consumer Protection Act signed into law in July of 2010, includes a requirement for certain companies using “conflict minerals” in the manufacturing of, or 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 begin with the 2013 calendar year, with the initial reports due in May 2014. The Company currently has no business operations, nor intent to engage 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 are not conflict minerals, and (ii) provide information to customers for their own conflict mineral reports and audits.

WeAs ~~are~~a ~~and~~general ~~we will remain an "emerging growth company" as defined under The Jumpstart Our Business Startups Act (the “JOBS Act”)~~matter, ~~until~~management ~~the earliest to occur~~ of ~~(i)~~ the ~~last~~Company ~~day~~will attempt ofto ~~the~~ensure ~~fiscal~~that ~~year~~all ~~during~~budgets ~~which our total annual revenues equal or exceed $1 billion (subject to adjustment~~ for ~~inflation),~~exploration ~~(ii)~~programs ~~the~~include 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~~contingency ~~accelerated~~for ~~filer"~~regulatory ~~(with at least $700 million in public float) under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”)~~compliance.

AsEmerging anGrowth ~~"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:~~Company

·We are 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”).

~~only~~As ~~two~~an ~~years~~"emerging growth ofcompany", ~~audited~~we ~~financial~~may ~~statements~~take inadvantage ~~addition~~of tospecified ~~any~~reduced ~~required~~disclosure ~~unaudited~~and ~~interim~~other ~~financial~~requirements ~~statements~~that ~~with~~are ~~correspondingly~~otherwise ~~reduced~~applicable generally ~~“Management’s~~to ~~Discussion~~public ~~and~~companies. ~~Analysis”~~These ~~disclosure;~~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;

· 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.

noWe ~~requirement~~have ~~that~~taken weadvantage ~~hold~~of ~~non-binding~~some ~~advisory~~of ~~votes~~these onreduced ~~executive~~burdens, and ~~compensation~~thus orthe ~~golden~~information ~~parachute~~we ~~arrangements;~~provide ~~and~~stockholders ~~exemption~~may ~~from~~be ~~the~~different ~~auditor~~from ~~attestation~~what ~~requirement~~you inmight ~~the~~receive ~~assessment~~from ofother ~~our~~public ~~internal~~companies ~~control~~in ~~over~~which ~~financial~~you hold ~~reporting~~shares.

6In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. However, we are choosing to “opt out” of such extended transition period, and as a result, we will comply with new or revised accounting standards on the relevant dates on which adoption of 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.

WeNotwithstanding 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 ~~taken~~a ~~advantage~~public float of ~~some~~less than $75 million and annual revenues of ~~these~~less ~~reduced~~than ~~burdens~~$50 million during the most recently completed fiscal year. In the event that we are still considered a “smaller reporting company”, ~~and~~at ~~thus~~such time as we cease being an “emerging growth company”, the ~~information~~disclosure we will be required to provide ~~stockholders~~in ~~may~~our SEC filings will increase, but will still be ~~different~~less ~~from~~than ~~what~~it ~~you~~would ~~might~~be ~~receive~~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 ~~other~~provisions of Section 404(b) of the Sarbanes-Oxley Act (“SOX”) requiring that independent registered public ~~companies~~accounting firms provide an attestation report on the effectiveness of internal control over financial reporting; and have certain other decreased disclosure obligations in ~~which~~their ~~you~~SEC ~~hold~~filings, ~~shares~~including, among other things, only being required to provide two years of audited financial statements in annual reports.

In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. However, we are choosing to “opt out” of such extended transition period, and as a result, we will comply with new or revised accounting standards on the relevant dates on which adoption of 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.6

Notwithstanding 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 year. In 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.Index

ITEM 1A.

RISK FACTORS

An investment in 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.

RISKS RELATING TO OUR COMPANY

~~Our~~Management and our auditors have expressed substantial doubt about our ability to continue as a going concern.

Our audited financial statements for the year ended December 31, 2021 ~~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.

There is uncertainty regarding our ability to continue as a going concern, indicating the possibility that we may be required to curtail or discontinue our operations in the future. If we discontinue our operations, you may lose all of your investment.

We have an accumulated deficit of $(1415,~~888~~955,~~149~~191) from our inception on July 10, 2009 to December 31, ~~2020~~2021 and have completed only the preliminary exploration stages of our business plan. We anticipate incurring 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, ~~2021~~2022. The financial statements do not include any adjustments that might result from the 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 could lose all or part of your investment.

We are in an early stage of development. 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.

We have no production, no customers, and we have earned revenues on the sale of four mineral ~~lease~~leases totaling $15,336 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 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.

7We expect to suffer losses in the immediate future that may cause us to curtail or discontinue our operations.

~~interests.~~We ~~Although~~expect weto ~~believe~~incur ~~that~~operating ~~our~~losses ~~business~~in ~~plan~~future ~~has~~periods. These ~~significant~~losses ~~profit~~will ~~potential,~~occur because we ~~may~~do not ~~attain~~yet ~~profitable~~have ~~operations~~any revenues to offset the expenses associated with the development of mining properties, and our ~~management~~business ~~may~~operations, ~~not~~generally. ~~succeed~~We cannot guarantee that we will ever be successful in ~~realizing~~generating ~~our~~revenues ~~business~~in ~~objectives~~the future. IfWe recognize that if we are unable to generate revenues, we will not be able to ~~develop~~earn ~~out~~profits ~~business~~or continue operations. There is no history upon which to base any assumption as ~~anticipated~~to the likelihood that we will prove successful, and we ~~may~~can ~~not~~provide beinvestors ~~able~~with tono assurance that we will generate any operating revenues or ever achieve ~~profitability~~profitable ~~and~~operations. ~~you~~If ~~may~~we ~~lose~~are ~~your~~unsuccessful ~~investment~~in addressing these risks, our business will almost certainly fail.

We ~~expect~~may tonot ~~suffer~~be ~~losses~~able into ~~the~~execute ~~immediate~~our ~~future~~business ~~that~~plan ~~may~~or ~~cause~~stay usin tobusiness without ~~curtail~~additional ~~or discontinue our operations~~funding.

WeOur ~~expect~~ability to ~~incur~~generate future operating ~~losses~~revenues depends in ~~future~~part ~~periods.~~on ~~These~~whether ~~losses~~we ~~will~~can ~~occur~~obtain ~~because~~the wefinancing donecessary ~~not~~to ~~yet~~implement ~~have~~our ~~any~~business ~~revenues~~plan. toWe ~~offset~~will ~~the~~likely ~~expenses~~require ~~associated~~additional ~~with~~financing through the ~~development~~issuance of ~~mining~~debt ~~properties,~~ and/or ~~our~~equity ~~business~~in ~~operations,~~order ~~generally.~~to Weestablish ~~cannot~~profitable ~~guarantee~~operations, ~~that~~and wesuch ~~will~~financing ~~ever~~may not be ~~successful~~forthcoming. inIf such ~~generating~~conditions ~~revenues~~and inconstraints ~~the~~continue ~~future.~~or Weif ~~recognize~~there ~~that~~is ifno weinvestor ~~are~~appetite ~~unable~~ to ~~generate~~finance ~~revenues~~our business, we ~~will~~may not be able to ~~earn~~acquire ~~profits~~additional financing through credit markets or ~~continue~~equity ~~operations~~markets. ~~There~~Even isif noadditional ~~history~~financing ~~upon~~is ~~which~~available, toit ~~base~~may ~~any~~not ~~assumption~~be asavailable toon ~~the~~terms ~~likelihood~~favorable to ~~that~~us. weAt ~~will~~this ~~prove successful~~time, ~~and~~ we ~~can~~have ~~provide~~not ~~investors~~identified ~~with~~or nosecured ~~assurance~~sources ~~that~~of weadditional ~~will~~financing. ~~generate~~Our ~~any~~failure ~~operating~~to ~~revenues~~secure oradditional ~~ever~~financing ~~achieve~~when it ~~profitable~~becomes ~~operations.~~required Ifwill wehave ~~are~~an ~~unsuccessful~~adverse ineffect ~~addressing~~on ~~these risks,~~ our ~~business~~ability ~~will~~to ~~almost~~remain ~~certainly~~in ~~fail~~business.

WeThe ~~may~~loss ~~not~~of bethe ~~able~~services toof ~~execute~~Benedetto Fuschino, our ~~business~~President ~~plan~~and Chief Executive Officer, Dino Micacchi Chief Financial Officer, or ~~stay~~our infailure ~~business~~to ~~without~~timely ~~additional~~identify ~~funding~~and retain competent personnel could negatively impact our ability to develop our properties.

~~Our~~The ~~ability~~development toof ~~generate~~our ~~future~~business ~~operating~~will ~~revenues~~continue ~~depends~~to place ina ~~part~~significant strain on ~~whether~~our welimited ~~can~~personnel, ~~obtain~~management, ~~the~~and ~~financing~~other ~~necessary to implement our business plan~~resources. WeOur ~~will~~future ~~likely~~success ~~require~~depends ~~additional~~upon ~~financing through~~ the ~~issuance~~continued services of ~~debt~~our ~~and/or~~executive ~~equity~~officers inwho ~~order~~are todeveloping ~~establish~~our ~~profitable operations~~business, and ~~such~~on ~~financing~~our ~~may~~ability ~~not~~to beidentify ~~forthcoming.~~and Ifretain ~~such~~competent ~~conditions~~consultants and ~~constraints~~employees with ~~continue~~the orskills ifrequired ~~there is no investor appetite~~ to ~~finance~~execute our business, weobjectives. ~~may~~The ~~not~~loss beof ~~able~~the toservices ~~acquire~~of ~~additional~~Benedetto ~~financing~~Fuschino, ~~through~~our ~~credit~~President ~~markets~~and orChief ~~equity~~Executive Officer, ~~markets.~~Dino ~~Even if additional financing is available~~Micacchi, itour ~~may~~Secretary-Treasurer ~~not~~and beChief ~~available~~Financial ~~on terms favorable to us. At this time~~Officer, ~~we have not identified~~ or ~~secured~~our ~~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.~~timely

The loss of the services of Benedetto Fuschino, our President and Chief Executive Officer, Dino Micacchi Chief Financial Officer, or our failure to timely identify and retain competent personnel could negatively impact our ability to develop our properties.7

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 website and sell our services, which could adversely affect our financial results and impair our growth.Index

Weidentify ~~are~~and aretain ~~mineral~~competent personnel ~~exploration~~could ~~business~~negatively inimpact ~~the~~our ~~development~~ability ~~stage,~~to ~~with~~develop noour ~~experience~~website ~~in the market,~~ and ~~failure~~sell toour ~~successfully~~services, ~~compensate~~which ~~for~~could ~~this inexperience may~~ adversely ~~impact~~affect our ~~operations~~financial results and ~~financial~~impair ~~position~~our growth.

~~By industry standards, there are generally four types of mining companies.~~ We are ~~considered~~a anmineral “exploration ~~stage”~~business ~~company.~~in ~~Typically,~~the an exploration stage ~~mining company is focused on exploration to identify new~~, with ~~commercially~~no ~~viable~~experience ~~gold~~in ~~deposits.~~the ~~“junior mining companies” typically have proven and probable reserves of less than one million ounces of gold~~market, ~~generally produce less than 100,000 ounces of gold annually,~~ and~~/or~~ ~~are~~failure ~~in the process of trying~~ to ~~raise~~successfully ~~enough~~compensate ~~capital~~for tothis ~~fund~~inexperience ~~the~~may ~~remainder~~adversely ofimpact ~~the~~our ~~steps~~operations ~~required to move from a staked claim to production. “Mid-tier”~~ and financial ~~large mining “senior” companies may have several projects in production plus several million ounces of gold in reserve~~position.

AsBy aindustry ~~mineral~~standards, ~~exploration~~there ~~business,~~are ingenerally afour types ~~highly~~of ~~competitive~~mining ~~industry~~companies. We ~~have~~are ~~little~~considered ~~operating~~an ~~history~~“exploration stage” company. Typically, ~~few~~an ~~substantial~~exploration ~~tangible~~stage ~~assets~~mining company is focused on exploration to identify new, nocommercially ~~customer~~viable ~~base~~gold deposits. “junior mining companies” typically have proven and noprobable ~~revenue~~reserves toof ~~date.~~less ~~This~~than ~~makes~~one itmillion ~~difficult~~ounces toof ~~evaluate~~gold, ~~our~~generally ~~future~~produce ~~performance~~less ~~and~~than ~~prospects.~~100,000 ~~Our~~ounces ~~prospectus~~of ~~must~~gold beannually, ~~considered~~and/or are in ~~light~~the process of trying to raise enough capital to fund the ~~risks,~~remainder ~~expenses,~~of ~~delays~~the steps required to move from a staked claim to production. “Mid-tier” and ~~difficulties~~large ~~frequently~~mining ~~encountered~~“senior” incompanies ~~establishing~~may ahave ~~business~~several projects in anproduction ~~depressed~~plus ~~industry~~several ~~characterized~~million byounces of ~~intense~~gold ~~competition,~~in ~~including:~~reserve.

·As ~~our~~a ~~business~~mineral ~~model~~exploration ~~and~~business, ~~strategy~~in ~~are~~a ~~still~~highly competitive ~~evolving~~industry. ~~and~~We ~~are~~have ~~continually~~little ~~being~~operating ~~reviewed~~history, ~~and~~few ~~revised;~~substantial ·tangible weassets, ~~may~~no ~~not be able to raise the capital required to develop our initial~~ customer base and ~~reputation;~~no ·revenue weto ~~may~~date. ~~not~~This makes beit ~~able~~difficult to ~~successfully~~evaluate ~~implement~~ our ~~business~~future ~~model~~performance and ~~strategy;~~prospects. ~~and~~Our ·prospectus ~~our~~must ~~management~~be ~~consists~~considered ofin ~~two~~light ~~people:~~of ~~Benedetto~~the ~~Fuschino~~risks, ~~who serves as our Chief Executive Officer~~expenses, delays ~~President~~ and ~~Director,~~difficulties ~~and~~frequently ~~Dino~~encountered ~~Micacchi~~in ~~who~~establishing ~~serves~~a asbusiness ~~our~~in ~~Chief~~a ~~Financial~~depressed ~~Officer,~~industry ~~Secretary-Treasurer~~characterized ~~and~~by ~~Director.~~intense competition, including:

We● ~~cannot~~our bebusiness ~~sure~~model ~~that~~and westrategy ~~will~~are bestill ~~successful~~evolving ~~in meeting these challenges~~ and ~~addressing these risks and uncertainties. If we~~ are ~~unable~~continually tobeing doreviewed ~~so, our business will not be successful~~ and ~~the value of your investment in our company will decline.~~revised;

8● we may not be able to raise the capital required to develop our initial customer base and reputation;

~~Our~~● ~~failure~~we tomay ~~protect~~not ~~our~~be ~~mineral~~able ~~property~~to ~~rights~~successfully ~~may~~implement ~~significantly~~our ~~impair~~business ~~our~~model ~~competitive~~and ~~advantage.~~strategy; and

~~Our~~● ~~success~~our ~~and~~management ~~ability~~consists toof ~~compete~~two ~~depend~~people: inBenedetto ~~large~~Fuschino ~~part~~who ~~upon~~serves ~~protecting~~as our ~~mineral~~Chief ~~property~~Executive ~~rights.~~Officer, WePresident ~~rely~~and onDirector, aand ~~combination~~Dino ofMicacchi ~~fund-raising~~who ~~deferred~~serves ~~financing~~as ~~to protect~~ our ~~property~~Chief ~~rights.~~Financial ~~The~~Officer, ~~steps~~Secretary-Treasurer weand ~~have taken may not be sufficient to prevent the expiration of these rights~~Director.

We ~~may~~cannot ~~face~~be ~~costly~~sure ~~claims~~that ~~against~~we ~~our~~will ~~mineral~~be ~~property~~successful ~~rights,~~in meeting ~~the~~these ~~result~~challenges ofand ~~which~~addressing ~~would~~these ~~decrease~~risks ~~the~~and ~~amount~~uncertainties. ofIf ~~cash~~ we ~~would~~are ~~anticipate~~unable to ~~operate~~do so, our business will not be successful and ~~complete~~the value of your investment in our ~~business~~company ~~plan~~will decline.

WeOur ~~anticipate~~failure ~~that from time~~ to ~~time~~protect weour ~~could~~mineral ~~receive communications from third parties asserting that they have certain~~ property rights. If anticipated claims arise, 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 impair ~~necessary to enforce~~ our ~~property~~competitive ~~rights or to defend us against claims by others~~advantage. ~~Any litigation could have a material adverse effect on our business, financial condition and results of operations.~~

Our success and ability to compete depend in large part upon protecting our mineral property rights. We ~~incur~~rely ~~costs~~on ~~associated~~a ~~with~~combination ~~SEC~~of ~~reporting~~fund-raising ~~compliance,~~deferred ~~which~~financing to protect our property rights. The steps we have taken may ~~significantly~~not ~~affect~~be ~~our~~sufficient ~~financial~~to ~~condition~~prevent the expiration of these rights.

~~The Company made the decision to become an SEC "reporting company" in order to comply with applicable laws and regulations.~~ We ~~incur~~may ~~certain~~face ~~costs~~costly ofclaims ~~compliance~~against ~~with~~our ~~applicable~~mineral ~~SEC~~property ~~reporting rules and regulations including~~rights, ~~but~~the result ~~not~~of ~~limited~~which towould ~~attorneys'~~decrease ~~fees,~~the ~~accounting and auditing fees, other professional fees, 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 incurrence~~ of ~~such~~cash ~~costs~~we ~~and~~would ~~expenses~~anticipate ~~was preferable~~ to ~~the~~operate ~~Company~~and ~~being~~complete inour abusiness ~~position where it had very limited access to additional capital funding~~plan.

~~The~~We ~~nature~~anticipate ofthat ~~mineral~~from ~~exploration~~time ~~and~~to ~~production~~time ~~activities~~we ~~involves~~could areceive communications ~~high~~from ~~degree~~third ~~of risk~~parties asserting that they have certain property rights. If anticipated claims arise, we will evaluate their merits. Any claims brought by third parties could result in protracted and ~~the~~costly ~~possibility~~litigation, which could result in substantial cost to us and diversion of ~~uninsured~~our ~~losses~~resources, ~~that~~may be necessary to enforce our property rights or to defend us against claims by others. Any litigation could ~~materially~~have ~~and~~a ~~adversely affect~~material adverse effect on our business, financial condition and results of operations.

~~Exploration~~We ~~for~~incur ~~minerals~~costs isassociated ~~highly~~with ~~speculative~~SEC ~~and~~reporting ~~involves~~compliance, ~~greater~~which ~~risk than many other businesses. Many exploration programs do not result in the discovery of mineralization and any mineralization discovered~~ may significantly ~~not~~affect beour offinancial ~~sufficient quantity or quality to be profitably mined~~condition. Few properties that are explored are ultimately advanced 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:

·The ~~Economically~~Company ~~insufficient~~made ~~mineralized~~the ~~material;~~decision ·to ~~Fluctuations~~become an SEC "reporting company" in ~~production~~order ~~costs~~to ~~that~~comply ~~may~~with ~~make~~applicable ~~mining~~laws ~~uneconomical;~~and ·regulations. ~~Labor~~We ~~disputes;~~incur ·certain ~~Unanticipated~~costs ~~variations~~of incompliance ~~grade~~with ~~and~~applicable SEC ~~other~~reporting ~~geologic~~rules ~~problems;~~and ·regulations ~~Environmental~~including, ~~hazards;~~but ·not ~~Water~~limited ~~conditions;~~to ·attorneys' ~~Troublesome~~fees, ~~surface~~accounting orand ~~underground~~auditing ~~conditions;~~fees, ·other ~~Industrial~~professional ~~accidents;~~fees, financial ·printing ~~Metallurgical~~costs and ~~other~~Sarbanes-Oxley ~~processing~~compliance ~~problems;~~costs ·in ~~Mechanical~~an ~~and~~amount ~~equipment~~estimated ~~performance~~at ~~problems;~~approximately ·$65,000 ~~Failure~~per ofyear. ~~pit~~On ~~walls~~balance, orthe Company ~~dams;~~determined ·that ~~Unusual~~the orincurrence ~~unexpected~~of ~~rock~~such ~~formations;~~costs ·and ~~Personal~~expenses ~~injury,~~was ~~fire,~~preferable ~~flooding,~~to ~~cave-ins,~~the ~~and~~Company ~~landslides;~~being ~~and~~in ·a ~~Decrease~~position inwhere ~~reserves~~it ~~due~~had tovery limited aaccess ~~lower~~to ~~gold~~additional ~~price~~capital funding.

~~Any~~The ofnature ~~these risks can materially and adversely affect, among other things, the development~~ of mineral ~~properties,~~exploration ~~production quantities~~ and ~~rates, costs and expenditures, and~~ production ~~commencement~~activities ~~dates.~~involves a Wehigh ~~currently~~degree ~~have~~of risk noand ~~insurance~~the topossibility ~~guard against any~~ of ~~these~~uninsured ~~risks.~~losses ~~If we determine~~ that ~~capitalized~~could ~~costs~~materially ~~associated~~and ~~with~~adversely affect ~~any of~~ our ~~mineral interests are not likely to be recovered, we would incur a write-down of our investment in these interests~~operations. ~~All of these factors may result in losses proportionate to amounts spent, which may not be recoverable.~~

~~The~~Exploration ~~potential~~for ~~profitability~~minerals ofis ~~mineral~~highly ~~ventures~~speculative and ~~depends~~involves ingreater ~~part~~risk ~~upon~~than ~~factors~~many ~~beyond~~other ~~our~~businesses. ~~control~~Many ~~and~~exploration ~~even~~programs ifdo wenot ~~discover~~result ~~and~~in ~~exploit~~the ~~mineral~~discovery ~~deposits,~~of wemineralization and any mineralization discovered may ~~never~~not ~~become~~be ~~commercially~~of ~~viable~~sufficient ~~and~~quantity weor ~~may~~quality to be ~~forced~~profitably mined. Few properties that are explored are ultimately advanced to ~~cease~~the ~~operations~~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:

~~The~~· ~~commercial~~Economically ~~feasibility~~insufficient ofmineralized ~~mineral~~material; ~~properties~~· isFluctuations ~~dependent~~in ~~upon~~production ~~many~~costs ~~factors~~that ~~beyond~~may ~~our~~make ~~control,~~mining ~~including~~uneconomical; ~~the~~· ~~existence~~Labor ~~and~~disputes; ~~size~~· ofUnanticipated ~~mineral~~variations ~~deposits~~ in ~~the~~grade ~~properties we explore, the proximity~~ and ~~capacity~~other ofgeologic ~~processing~~problems; ~~equipment,~~· ~~market~~Environmental ~~fluctuations of prices, taxes, royalties, land tenure, allowable production, and environmental regulation. These~~ hazards;

factors 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.Index

~~Mineral~~· ~~exploration~~Water conditions; · Troublesome surface or underground conditions; · Industrial accidents; · Metallurgical and ~~development~~other ~~activities~~processing ~~are~~problems; ~~subject~~· toMechanical ~~comprehensive~~and ~~regulation,~~equipment ~~which~~performance ~~may~~problems; ~~cause~~· ~~substantial~~Failure ~~delays~~of pit walls or ~~require~~dams; ~~capital~~· ~~outlays~~Unusual inor ~~excess~~unexpected ofrock ~~those~~formations; ~~anticipated~~· Personal injury, ~~causing~~fire, anflooding, ~~adverse~~cave-ins, ~~effect~~and onlandslides; ~~our~~and ~~company~~· Decrease in reserves due to a lower gold price.

~~Mineral~~Any ~~exploration~~of ~~and~~these ~~development~~risks ~~activities~~can ~~are~~materially and ~~subject~~adversely toaffect, ~~various~~among ~~laws~~other things, ~~regulations~~the ~~and~~development ~~policies~~of ~~governing~~mineral ~~prospecting~~properties, ~~mine~~production ~~development,~~quantities ~~mineral~~and ~~production~~rates, ~~removal~~costs and ~~transport~~expenditures, and ofproduction ~~natural~~commencement ~~resources,~~dates. asWe ~~well~~currently ashave ~~discharge~~no ofinsurance ~~materials~~to ~~into~~guard ~~the~~against ~~environment~~any of these risks. ~~Mining~~If ~~activities~~we determine that capitalized costs associated with any of our mineral interests are ~~also~~not ~~subject~~likely to ~~various~~be ~~regulations~~recovered, ~~regarding~~we ~~taxation,~~would ~~import~~incur ~~and~~a ~~export,~~write-down ~~labor~~of ~~standards,~~our ~~occupational~~investment ~~health~~in ~~standards,~~these interests. ~~safety~~All ~~standards,~~of ~~waste~~these ~~disposal,~~factors ~~toxic~~may ~~substances,~~result ~~land~~in ~~use,~~losses ~~water~~proportionate ~~use,~~to ~~environmental~~amounts ~~protection~~spent, ~~and~~which ~~other~~may ~~matters~~not be recoverable.

~~Permits~~The ~~from~~potential ~~various~~profitability foreign, federal, state, provincial and local governmental authorities are required for mining operations to be conducted, and no assurance can be given that such permits will be 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, or increase our costs of ~~doing~~mineral ~~so,~~ventures ~~which~~depends ~~could have material adverse effects on our business. Moreover, compliance with such laws may cause substantial delays or require capital outlays~~ in ~~excess~~part upon offactors ~~those~~beyond ~~anticipated, thus causing an adverse effect on~~ our ~~business~~control ~~operations.~~and ~~Additionally,~~even if we ~~may~~discover beand ~~subject~~exploit tomineral ~~liability for pollution or other environmental damages~~deposits, ~~which~~ we may ~~not~~never bebecome ~~able~~commercially toviable ~~insure against due to prohibitive premium costs~~ and ~~other~~we ~~financial and practical considerations. Any laws, regulations, or policies of any government body or regulatory agency~~ may be ~~changed,~~forced ~~applied, or interpreted in a manner which will alter and negatively affect our ability~~ to ~~carry~~cease ~~on our business~~operations. We cannot assure you that new rules and regulations will not be enacted, or that existing rules and regulations will not be applied in a manner which could limit or curtail our exploration or development activities on our properties.

WeThe ~~believe~~commercial ~~that~~feasibility weof ~~are~~mineral inproperties is ~~compliance~~dependent ~~with~~upon ~~all~~many ~~material~~factors ~~laws~~beyond ~~and~~our ~~regulations~~control, ~~that~~including ~~currently~~the ~~apply~~existence toand ~~our~~size ~~activities,~~of ~~but~~mineral ~~there~~deposits ~~can~~in bethe noproperties ~~assurance that~~ we ~~can~~explore, the ~~continue~~proximity toand ~~remain~~capacity inof ~~compliance.~~processing ~~Further~~equipment, ~~there~~market ~~can~~fluctuations beof noprices, ~~assurance~~taxes, ~~that~~royalties, weland ~~will~~tenure, beallowable ~~able~~production, and toenvironmental ~~obtain~~regulation. orThese ~~maintain~~factors ~~all~~cannot ~~permits~~be ~~necessary~~accurately ~~for~~predicted ~~our~~and ~~future~~any ~~operations,~~one or ~~that~~more weof ~~will~~these befactors ~~able~~may toresult ~~obtain~~in ~~them~~our onCompany not ~~reasonable~~receiving ~~terms.~~an Toadequate ~~the~~return ~~extent~~on ~~such~~invested ~~necessary~~capital. ~~approvals~~These ~~are~~factors ~~required and are not obtained, we~~ may behave ~~delayed~~material orand ~~prohibited~~negative ~~from~~effects ~~proceeding~~on ~~with~~our ~~planned~~financial ~~exploration~~performance and orour ~~development~~ability ofto ~~our~~continue ~~mineral properties~~operations.

~~The~~Mineral ~~lack~~exploration ofand andevelopment ~~established~~activities ~~trading~~are ~~market~~subject ~~for~~to ~~our~~comprehensive regulation, ~~common~~which ~~stock~~may ~~will~~cause ~~limit~~substantial ~~the~~delays ~~ability~~or require capital outlays in excess of ~~our~~those ~~stockholders~~anticipated, tocausing ~~liquidate~~an ~~their~~adverse ~~investment~~effect on our company.

~~Our~~Mineral ~~common~~exploration ~~stock~~and ~~has~~development ~~been~~activities are ~~quoted~~subject onto ~~the~~various ~~OTC~~laws, ~~Pink~~regulations ~~market~~and ~~only~~policies ~~since~~governing ~~August~~prospecting, ~~2019. There~~mine isdevelopment, ~~currently~~mineral aproduction, ~~very~~removal ~~limited~~and ~~public~~transport of ~~market~~natural ~~for~~resources, ~~our~~as ~~common~~well ~~stock~~as ~~and~~discharge weof ~~can~~materials ~~provide~~into nothe ~~assurance~~environment. ~~that~~Mining aactivities ~~significant~~are ~~trading~~also ~~market~~subject ~~will~~to ~~ever~~various ~~develop~~regulations regarding ~~or that~~taxation, ifimport ~~developed~~and export, itlabor ~~will~~standards, beoccupational ~~sustained.~~health ~~Consequently~~standards, ~~holders~~safety ofstandards, ~~our~~waste ~~common~~disposal, ~~stock~~toxic ~~may~~substances, land ~~find~~use, itwater ~~difficult~~use, toenvironmental ~~resell~~protection, ~~their securities at the times~~ and inother ~~the amounts that they desire~~matters.

WePermits from various foreign, federal, state, provincial and local governmental authorities are required for mining operations to be conducted, and no assurance can be given that such permits will be successfully obtained. Environmental and other legal standards imposed by governmental authorities may be changed, inand ~~the~~any ~~future~~such change may prevent us from conducting planned activities, ~~issue~~or ~~additional~~increase ~~common~~our ~~shares~~costs of doing so, which ~~would~~could ~~reduce~~have ~~investors’~~material ~~percent~~adverse effects on our business. Moreover, compliance with such laws may cause substantial delays or require capital outlays in excess of ~~ownership~~those anticipated, thus causing an adverse effect on our business operations. Additionally, we may be subject to liability for pollution or other environmental damages, which we may not be able to insure against due to prohibitive premium costs and other financial and practical considerations. Any laws, regulations, or policies of any government body or regulatory agency may ~~dilute~~be changed, applied, or interpreted in a manner which will alter and negatively affect our ~~share~~ability ~~value~~to carry on our business. We cannot assure you that new rules and regulations will not be enacted, or that existing rules and regulations will not be applied in a manner which could limit or curtail our exploration or development activities on our properties.

~~Our~~We ~~Articles~~believe ofthat ~~Incorporation~~we ~~authorize~~are ~~the~~in ~~issuance~~compliance ofwith ~~400,000,000~~all ~~shares~~material laws ofand ~~common~~regulations ~~stock.~~that ~~The~~currently ~~future~~apply ~~issuance~~to ofour ~~common~~activities, ~~stock~~but ~~may~~there ~~result~~can inbe ~~substantial~~no ~~dilution~~assurance inthat ~~the~~we ~~percentage~~can ofcontinue ~~our~~to ~~common~~remain ~~stock~~in ~~held by our then existing shareholders~~compliance. Further, Wethere ~~may~~can ~~value~~be ~~any~~no ~~common~~assurance ~~stock~~that ~~issued~~we inwill ~~the~~be ~~future~~able onto anobtain ~~arbitrary~~or ~~basis.~~maintain ~~The~~all ~~issuance~~permits ofnecessary ~~common stock~~ for our future ~~services~~operations, or ~~acquisitions~~that we orwill ~~other~~be ~~corporate~~able ~~actions~~to ~~may~~obtain ~~have~~them ~~the~~on ~~effect~~reasonable ofterms. ~~diluting~~To the ~~value~~extent ofsuch ~~the~~necessary ~~shares~~approvals ~~held~~are byrequired ~~our~~and ~~investors~~are not obtained, ~~and~~we ~~might~~may ~~have~~be delayed anor ~~adverse~~prohibited ~~effect~~from onproceeding ~~any~~with ~~trading~~planned ~~market~~exploration ~~for~~or development of our ~~common~~mineral ~~stock~~properties.

The ~~issuance~~lack of ~~preferred~~an ~~stock~~established ~~could~~trading ~~adversely~~market ~~affect~~for ~~the~~our ~~voting~~common ~~power~~stock orwill limit ~~other~~the ~~rights~~ability of ~~the~~our ~~holders~~stockholders ofto ~~our~~liquidate ~~common~~their ~~stock~~investment.

Our ~~Articles~~common ~~of Incorporation authorizes the issuance of up to 100,000,000 shares of preferred~~ stock ~~with~~has ~~designations,~~been quoted ~~rights~~on ~~and~~the ~~preferences~~OTC ~~determined~~Pink ~~from~~market ~~time~~only tosince ~~time~~August ~~by our directors~~2019. There ~~Accordingly,~~is ~~our~~currently ~~directors~~a ~~are~~very ~~empowered,~~limited ~~without~~public ~~stockholder~~market ~~approval,~~for toour ~~issue~~common ~~preferred~~ stock ~~with~~and ~~dividend,~~we can ~~liquidation,~~provide ~~conversion,~~no ~~voting,~~assurance orthat ~~other~~a ~~rights~~significant ~~which~~trading ~~could~~market ~~adversely~~will ~~affect~~ever ~~the~~develop ~~voting power~~ or ~~other~~that, ~~rights~~if ofdeveloped, ~~the~~it ~~holders~~will ofbe ~~the common stock~~sustained. InConsequently, holders ~~the event~~ of ~~issuance,~~our ~~the~~common ~~preferred~~ stock ~~could~~may befind ~~utilized,~~it ~~under~~difficult ~~certain~~to ~~circumstances,~~resell astheir asecurities ~~method~~at ofthe ~~discouraging,~~times ~~delaying~~and ~~or preventing a change~~ in ~~control~~the ofamounts ~~the~~that ~~Company.~~they desire.

~~Our~~We ~~common shares~~ may, bein ~~subject to~~ the ~~“Penny~~future, ~~Stock”~~issue ~~Rules~~additional ofcommon ~~the SEC and the trading market in our securities is limited~~shares, which ~~makes~~would reduce ~~transactions~~investors’ inpercent ~~our~~of ~~stock~~ownership ~~cumbersome~~ and may ~~reduce~~dilute ~~the value of an investment in~~ our ~~stock~~share value.

10Our 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 on an arbitrary basis. The issuance of common stock for future services or acquisitions or other corporate actions may have the effect of diluting the value of the shares held by our investors, and might have an adverse effect on any trading market for our common stock.

Under 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.9

~~Because we do not presently 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.~~Index

~~For~~The ~~the~~issuance ~~indefinite~~of ~~future,~~preferred westock ~~intend~~could toadversely ~~retain~~affect ~~any~~the ~~future~~voting power ~~earnings~~or toother ~~finance~~rights of the ~~development~~holders ~~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.~~

~~The~~Our ~~recent~~Articles ~~COVID-19~~of ~~coronavirus~~Incorporation ~~outbreak~~authorizes ~~and~~the ~~related~~issuance of ~~government~~up to 100,000,000 ~~private~~shares ~~sector~~of preferred stock with designations, rights and ~~individual~~preferences ~~consumer~~determined ~~responsive~~from ~~actions~~time ~~may~~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 ~~our~~the ~~business~~voting ~~operations~~power or other rights of the holders of the common stock. In the event of issuance, ~~financial~~the ~~condition~~preferred stock could be utilized, ~~liquidity~~under certain circumstances, ~~and~~as ~~cash~~a ~~flow~~method of discouraging, delaying or preventing a change in control of the Company.

~~The~~Our ~~outbreak~~common ofshares the COVID-19 coronavirus disease has been declared a pandemic by the World Health Organization continues to spread in the United States, Canada, and in many other countries globally. Related government and private sector responsive actions may ~~adversely~~be ~~affect~~subject ~~our business operations. It is impossible~~ to ~~predict~~ the ~~effect~~“Penny ~~and~~Stock” Rules ~~ultimate impact~~ of the ~~COVID-19~~SEC ~~pandemic~~and as the ~~situation~~trading ismarket ~~rapidly~~in ~~evolving. The extent to which COVID-19 impacts~~ our ~~results~~securities ~~will~~is ~~depend on future developments~~limited, which ~~are~~makes ~~highly~~transactions ~~uncertain~~in ~~and~~our ~~cannot~~stock becumbersome ~~predicted,~~and ~~including new information that~~ may ~~emerge concerning~~ reduce the ~~severity~~value of ~~COVID-19~~an ~~and~~investment ~~the~~in ~~actions~~our ~~taken to contain it or treat its impact~~stock.

~~ITEM~~Under 1BU.S. ~~UNRESOLVED~~federal ~~STAFF~~securities ~~COMMENTS~~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.

~~None~~Because we do not presently 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~~For 2the indefinite future, we intend to retain any future earnings to finance the development and expansion of our business. ~~PROPERTIES~~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.

~~Our~~The ~~corporate~~recent ~~headquarters~~COVID-19 ~~moved~~coronavirus ~~from~~outbreak ~~1321~~and ~~Dundas~~related ~~Street~~government, private ~~Woodstock~~sector, ~~Ontario,~~and ~~Canada,~~individual ~~N4S~~consumer ~~7V9~~responsive toactions ~~Unit~~may 20adversely –affect ~~1033~~our ~~Pattullo~~business ~~Avenue~~operations, ~~Woodstock,~~financial ~~Ontario~~condition, ~~Canada N4V 1C8~~ liquidity, and ~~our~~cash ~~telephone number is +1-226-888-5610~~flow.

WeThe outbreak ~~currently~~of ~~have~~the ~~leases~~COVID-19 coronavirus disease has been declared a pandemic by the World Health Organization continues to spread in the United States, Canada, and in many other countries globally. Related government 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 ~~twelve~~future ~~properties:~~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.

a)ITEM 1B. UNRESOLVED STAFF COMMENTS

~~Kenty Gold Property~~None.

~~McClay~~ITEM ~~Conveyed Property~~2. 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”).PROPERTIES

AsOur ~~consideration~~corporate ~~for~~headquarters ~~the~~is ~~sale~~located ofat ~~the~~Unit 20 ~~McClay~~– ~~Conveyed~~1033 ~~Property~~Pattullo Avenue, ~~the~~Woodstock, ~~Company~~Ontario, ~~agreed~~Canada toN4V ~~deliver~~1C8 ~~the~~and ~~following~~our totelephone ~~McClay~~number inis ~~the manner set forth below:~~+1-226-888-5610.

~~(a)~~We currently have patents\leases on ten significant properties:

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

(b) Carson Property

~~February~~c) 4,Asquith ~~2013.~~Property (Sold 2020)

(id) C1 Mortimer Property

~~CDN$100,000~~e) onChewett ~~or before February 4, 2013; and~~Property

11f) King Solomon Mines Property

~~(ii)~~10

~~200,000 common shares of Company on or before February 4, 2013.~~Index

(cg) Borden Lake North Property

~~April~~h) 4Halcrow Gold, ~~2013.~~McCool, Seymour Lake Property

(i) Haycock, Godfrey, Roma Lake Property

~~CDN$150,000~~j) onHiltz ~~or before April 4, 2013; and~~Property

~~(ii~~k) Jo-Anne Property l) Niobe Property m) Benoit West Property

~~200,000~~Property ~~common~~Continuity ~~shares~~Schedule for ~~of Company on or before April 4, 2013.~~2021

(d)

	Mineral Properties
Balance at January 1, 2016	$	1
Carson Property acquisition (b)		15,000
Impairment charge Carson Property		(15,000	)
Balance at December 31, 2016	$	1
Rollo Property		25,000
Janes Reef Property		16,000
Asquith Property (c)		10,000
C1 Mortimer Property (d)		941,460
Impairment charge		(992,460	)
Balance at December 31, 2017 and 2018	$	1
C1 Mortimer amendment (d)		359,760
Chewitt Property (e)		60,360
King Solomon Mines Property (f)		1,280,000
Impairment charge		(1,700,120	)
Balance at December 31, 2019	$	1
Borden Lake North (g)		15,000
Halcrow, McCool, Seymour Lake (h)		145,000
Haycock, Godfrey and Roma (i)		138,000
Hiltz (j)		21,000
Jo-Anne Property(k)		168,000
Impairment charge		(487,000	)
Balance at December 31, 2020		1
Niobe Property (l)		120,000
Benoit West Property (m)		150,000
Impairment charge		(270,000	)
Balance at December 31, 2021		1

~~October~~a) 4,Kenty ~~2013.~~Gold Property

~~(i)~~a. Location and Access

~~CDN$300~~The property is located approximately 125 km southwest of Timmins,~~000~~ Ontario. The property is accessed by driving west from Timmins approx. 95 km on orHWY ~~before~~101 ~~October~~to 4Foleyet Timber Road. After travelling north approx. 54 km, ~~2013;~~a ~~and~~secondary gravel road leads directly into the property after 4.2 km. Trip distance from the Kenty property to Mill site is approx. 175 kms.

~~(ii)~~b. Description and Claim Conditions

~~250,000~~As ~~common~~consideration ~~shares~~for the sale of the McClay Conveyed Property, the Company onagreed orto ~~before~~deliver ~~October~~the 4,following ~~2013.~~to McClay in the manner set forth below:

i. Closing Date. CDN$50,000 within three (e3) business days following the closing date.

~~April~~ii. February 4, ~~2014~~2013.

(i). CDN$100,000 on or before February 4, 2013; and

~~CDN$300,000 on or before April 4, 2014; and~~11

~~(ii)~~Index

~~250~~ii. 200,000 common shares of Company on or before ~~April~~February 4, ~~2014~~2013.

~~(f)~~iii. April 4, 2013.

~~October~~i. CDN$150,000 on or before April 4, ~~2014.~~2013; and

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

~~CDN$300,000~~iv. ~~on or before~~ October 4, ~~2014; and~~2013.

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

ii. 250,000 common shares of Company on or before October 4, ~~2014~~2013.

~~(g)~~v. April 4, 2014.

i. CDN$300,000 on or before April 4, ~~2015.~~2014; and

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

~~CDN$300,000~~vi. onOctober ~~or before April~~ 4, ~~2015; and~~2014.

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

~~550~~ii. 250,000 common shares of Company on or before ~~April~~October 4, ~~2015~~2014.

(hg) April 4, 2015.

~~Reserve~~i. ~~Upon~~ ~~completion of a NI 43-101 compliant Indicated Reserve of 1~~CDN$300,000~~,000~~ ~~Troy Ounces of Gold (Aurum Metal)~~ on ~~the~~or ~~McClay~~before ~~Conveyed~~April ~~Property~~4, ~~Company~~2015; ~~shall pay CDN$1,000,000 to McClay.~~and

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

~~Production~~(h) Reserve.

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

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

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

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

~~(j)~~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 pay to McClay a royalty in~~ recognized 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 ~~at any point in time following~~ which 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 December 31, 2020, the Company ~~recognized~~has anmade ~~impairment~~payments ~~charge~~ of $~~657~~125,~~667~~000 ~~against~~to the ~~carrying value of the Kenty Property based on the decrease in the market price of gold which the Company believes is other than temporary~~Vendors.

As at December 31, 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 CDN.

~~As at December 31, 2020, a third party has filed a claim in the Ontario Superior Court of Justice, against the Company~~c. 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. History

b)The property contains numerous gold bearing quartz veins, two shafts, and underground workings dating back to the 1930’s.

~~Carson~~The ~~Property~~company performed prospecting and sampling gold zones on the property in July 2020 defined the sample area to Hopkins Vein #2; a north-south trending quartz vein system typically 2-4” wide in a trench located approx. 150 m north of Shaft #1. (GPS – E: 379203, N: 5299435, UTM Zone: 17)

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. 12

12Index

InSampling ~~2016~~of ~~the~~Vein ~~Company~~#2 ~~recognized~~assayed 23.8 ang/t ~~impairment~~(2020-02 ~~charge~~Vein #2). Sample collected in a pile of ~~$15~~blasted material from a previous operator and mineralized with ankerite,~~000~~ ~~against~~pyrite, and ~~the~~The ~~carrying~~bulk ~~value~~sample, ofextracted ~~the~~by ~~Carson~~Mag ~~Property~~Rock ~~based~~Drilling onduring ~~the~~July-August ~~company’s~~via ~~ability~~methods of drill and blasting, was loaded and transported to the ~~continue~~mill assite aon ~~going~~August ~~concern~~14, 2020.

c)d. Present

~~Asquith~~i. Property Condition

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, Ontarioii. ~~They~~Work ~~are~~done ~~recorded~~during ~~in MLAS by~~ the ~~following~~year ~~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.~~ None

a)iii. Details of Equipment

b)Currently there is no equipment on site. All works is subcontracted to third parties.

c)e. Rock formations and mineralization

d)The Kenty property demonstrates respectable gold grades of 25.02 g/t in Vein #2.

C1The ~~Mortimer~~veins ~~Property~~mining width may not be suitable for a large-scale operation, however, can be profitable if ore is sorted and selected properly. Small-scale mining methods must be taken into consideration when mining a vein this narrow to ensure minimal dilution of ore. Further exploration is recommended to examine the vein at depth and test the southern extension; there is good possibility of this north-south vein trend intersecting the main Kenty No. 1 structure located 150 m south. Typically, the convergence of shrinkage vein structures to main feeders are favorable for deposits of high-grade gold.

Onf) 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. 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.Map

~~In order to earn the fifty per cent interest the Company:~~ 13

1.Index

~~Paid $5,000 CDN on June 2, 2017 and $5,000 CDN on July 7, 2017,~~14

2.Index

~~Paid~~b) ~~ten~~Carson ~~million shares of common stock of the Company to the prospectors pro rata upon signing at $0.10 per share~~Property

3a. Location and Access

~~Granted~~The Carson ~~Larry~~property ~~Salo~~is ~~first~~located ~~right~~on the western shore of ~~refusal~~Damoti onLake, ~~all~~approximately ~~exploration~~195 ~~work~~kilometers ~~and~~north-northwest of Yellowknife. Access is best achieved by fixed or rotary wing aircraft. The Colomac winter road traverses lndin Lake approximately five kilometers to the west of the property. This winter road can be used as a seasonal staging point.

~~The~~b. ~~Company~~Description isand ~~required~~Claim ~~to:~~Conditions

1The property consists of a single mining lease. Mining lease 3446 is 1141 acres in size. It was surveyed to lease in 1993 and is paid in good standing until June 30th, 2024. The lease is registered at the Northwest Territories Mining Recorder.

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

2Exploration has been periodically conducted in the lndin Lake area since the mid 1930's with the discovery of lode gold in the mafic volcanic rocks that surround the lake. Prospecting of the area around the lake identified several additional gold showings in the volcanic and surrounding sedimentary rocks. In the 1970's, exploration shifted focus to polymetallic base metal targets and lead to the discovery of new occurrences in the lndin Lake belt. The discovery of iron formation-hosted gold at Damoti Lake, and active mining at the Colomac deposit, fueled the exploration effort during the 1990's. At present, elevated gold prices have renewed staking and exploration interest in the lndin Lake belt.

~~Pay~~The earliest organized exploration recorded on the ~~prospector~~property ~~owners~~was conducted by Snowden Yellowknife Mines (Snowden) in 1947. This exploration effort may have lead to the discovery of the Pond, ~~pro~~Chuck ~~rata~~Vein, ~~$750~~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 S-18 and 0.55 oz/t Au over 7 inches in hole S-16 are reported (Glidden and Burton,~~000~~ ~~Canadian~~1948). ~~dollars~~In 1981, ~~within~~Wollex 30Exploration ~~months~~examined the property through prospecting, mapping, and re-sampling existing trenches. Noranda Exploration Company of Canada assessed the ~~signing~~property ~~anniversary~~in 1985. Additional prospecting, mapping, re-sampling of the surface trenches, and VLF-EM and total field magnetic surveys were completed. No further groundwork is reported.

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

Oni. ~~October~~Property ~~8, 2020 the Joint venture agreement expired and was replaced with a new Joint Venture Option Agreement with the following terms:~~Condition

1ii. Work done during the year - None

~~Pay~~iii. ~~the~~Details ~~prospector~~of ~~owners $75,000 CDN annual beginning January 1, 2021 and ending January 1, 30, 2030~~Equipment

2Currently there is no equipment onsite.

~~The Company must spend three hundred thousand dollars ($300,000~~e.~~00)~~ ~~CDN~~Rock informations ~~mineral~~and ~~exploration on the Property by January 1, 2025.~~mineralization

3The structural setting, alteration, and mineral assemblages of the gold showings are consistent with orogenic lode gold-type mineralization. Gold occurs in, or in altered host rock at the margins of, quartz veins hosted in shear zones oriented parallel or subparallel to property- and/or regional-scale tectonic fabrics. Metamorphic minerals observed on the property are consistent with greenschist grade. Host rock adjacent to mineralized quartz veins is silicified and carbonatized and shows chlorite±biotite, pyrite±pyrrhotite mineral assemblages.

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 agreementf. Map

4.15

The 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,Index

5.16

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

6.c) Asquith Property

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

InLocated in ~~2017~~Asquith Township, Larder Lake Mining division approximately 100km southwest of Kirkland Lake and approximately 110 km south of Timmins Ontario. Travel to the ~~Company~~property ~~recognized~~from anKirkland ~~impairment~~Lake ~~charge~~you take highway 66 west for seventy kilometres to highway65 south to Elk Lake (530050E, 5311479N). South on highway 65 for 40 kilometres to Elk Lake and Highway 560 west (549511 E, 5286831 N) Drive west on highway 560 for 90 kilometres to the entrance of ~~$240~~the Thee Bear Camp (480710 E,~~000~~ ~~against~~5268168 N). Drive west for 0.6 kilometres to the ~~carrying~~boat ~~value~~launch (480280 E,5267944 N) located on the north shore of West Shining Tree Lake. From the C1boat ~~Mortimer~~launch ~~Property~~head ~~based~~west by boat for 820 meters to Area #1 on McRae Island (479461E, 5267886 N). Although the ~~company’s~~boat ~~ability~~ride is only 820 meters from the Boat launch, caution must be taken due to ~~continue~~rock asoutcrops just abelow ~~going~~the ~~concern~~surface of the water.

13b. Description and Claim Conditions

AsThese claims atare ~~December~~recorded ~~31,~~in ~~2020,~~MLAS by the ~~Company~~following ~~had~~Tenure ~~yet~~IDs: to555444 ~~issue~~(Cell 2ID 41P11C056),~~400,000~~ ~~common~~555445 ~~shares~~(Cell ofID ~~stock~~41P11C057 at), ~~$0.10~~561605 to(Cell ~~the~~ID ~~prospector~~41P11C036), 561606 ~~owners.~~(Cell ID 41P11C037)

~~In 2019 the 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~~c. History

a)In ODM 1920, Vol 29 pt. 3 page 51 is the only reference on the Sullivan occurrence which is the target for Area # 1. In this description it describes the occurrence as follows:

~~Chewitt~~as ~~Property~~pillow lavas cut by quartz veins and lenses containing visible gold. In 1963 & 1964 A. Justas drilled a number of shallow holes on the northern & eastern limit of McRae Island on claims 567142 & 567143. The drill report did not contain any assays and had crude description of the core recovered. In hole #1 (479471E,5267934 N) core is described as green stone and quartz with carbonate alteration. Therefore the Sullivan showing is an area of interest. In area #2 was another point of interest due to map 29acontained in ODM 1920,Yo129 pt.3 in the back pocket indicates a number of east -west ( 70 degrees ) located just in the tree line of the northern shore line of the most eastern bay.

~~During 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~~d. ~~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).~~Present

Ini. ~~2019 the Company recognized an impairment charge of $60,360 against the carrying value of the Chewitt~~ Property ~~based on the company’s ability to continue as a going concern.~~Condition

~~f) King~~In August ~~Solomon~~2020, ~~Mines~~the ~~Property~~Company sold the 100% interest for $15,336 cash to I am Gold Inc.

~~During the year December 31, 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~~ii. ~~Under~~Work ~~the~~done ~~acquisition~~during ~~agreement,~~ the ~~Company~~year ~~issued~~- equity consideration of 8,000,000 shares of common stock at $0.16 per share 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).None

Iniii. ~~2019~~Details ~~the Company recognized an impairment charge~~ of ~~$1,280,000 against the carrying value of the King Solomon Mines Property based on the company’s ability to continue as a going concern.~~Equipment

g)Currently there is no equipment onsite.

~~Borden~~e. ~~Lake~~Rock ~~North~~formations ~~Property~~and mineralization

OnMcRae ~~January~~Island ~~15,~~is ~~2020,~~in the ~~Company~~central part ~~entered~~of ~~into~~the aeastern ~~mineral~~limit ~~property~~of ~~acquisition~~West ~~agreement,~~Shining ~~pursuant~~Tree toLake. ~~which~~Vegetation ~~the~~consists ~~Company~~of ~~acquired~~mostly ~~100%~~cedar, ~~interest~~birch, inspruce ~~eleven~~and ~~claims~~jack ~~(approximately~~pine ~~495~~trees. ~~acres),~~Some ~~known~~poplar was asnoticed ~~the~~along ~~Borden~~with ~~North~~white ~~Property in Cochrane~~ and ~~Darcy~~red ~~Townships~~pine ~~located~~in ~~about~~certain 6areas.5 ~~kilometers~~Heavy ~~(app.~~brush 4along ~~miles) north of~~ the ~~Newmont~~shoreline ~~Borden~~and ~~Lake~~in ~~gold~~low ~~mine~~wet inareas ~~Northern~~is ~~Ontario~~also present. ~~Under~~ ~~the~~The terrain ~~acquisition~~is ~~agreement,~~relatively ~~the~~flat ~~Company~~except ~~issued~~where ~~equity~~outcrop ~~consideration~~ridges ofare ~~100,000~~located ~~shares~~rising ofno ~~common~~more ~~stock,~~four ~~valued~~to at5 ~~US$0~~meters.15 ~~per~~I ~~share~~can ~~recorded~~only incomment ~~common~~on ~~shares~~the ~~issued~~areas ~~and~~visited during ~~agreed~~this toprogram. aThe ~~two~~ground ~~per cent~~is ~~(2.0%)~~uneven ~~Net~~and ~~Smelter~~has ~~Royalty (NSR) to~~several ~~be paid.~~boulders ~~Vendor granted~~in the ~~Purchaser~~ antill. ~~Option to~~Bed ~~purchase~~rock ~~75%~~is ofcovered ~~the~~by ~~NSR~~sandy ~~(1.5%NSR)~~loam ~~for~~from $1a ~~Million~~few ~~Canadian~~centimetres to ~~dollars~~one ~~($1,000,000).~~to two meters.

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.17

h)Index

~~Halcrow Gold, McCool, Seymour Lake Property~~f. Map

On 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. 18

In 2020, the Company recognized an impairment charge of $145,000 on the carrying value of the Halcrow Gold Property, McCool Property and Seymour Lake Extension Property based on the substantial doubt of the Company’s ability to raise adequate financing.Index

id) C1 Mortimer Property

~~Haycock,~~a. ~~Godfrey,~~Location ~~Roma~~and ~~Lake Property~~Access

OnThis ~~August~~734ha ~~20,~~claims ~~2020,~~group is ~~the~~located ~~Company~~within ~~purchased~~Swayze, aRollo, ~~100%~~Coppel ~~interest~~and inDore ~~twenty claims~~Townships, ~~known~~Porcupine asMining ~~the Haycock Gold Property~~Division, ~~Godfrey~~approximately ~~and~~150 ~~Roma~~km ~~Lake~~northwest ~~Property~~of inthe ~~Northern~~City ~~Ontario. The~~of ~~Company~~Sudbury, west ~~paid~~off ~~two~~Highway ~~million~~144, ~~three~~midway ~~hundred~~between ~~thousand~~the ~~JSHG~~established ~~common~~mining ~~shares~~camps atof ~~$0.06~~Timmins ~~per~~to ~~share for~~ the ~~mineral~~north ~~property~~ and aSudbury ~~three~~to ~~per~~the ~~cent~~south ~~(3%)~~and ~~Net~~km ~~Smelter~~south ~~Royalty ('NSR')~~ of ~~which~~ the town ~~Company~~of ~~has~~Gogama ~~the~~in ~~option to repurchase 75% of~~ the ~~NSR~~province ~~for one million Canadian dollars ($1,000,000) for each~~ of ~~the three properties at any time~~Ontario.

Inb. ~~2020,~~Description ~~the Company recognized an impairment charge of $138,000 on the carrying value of the Haycock Gold Property, Godfrey~~ and ~~Roma~~Claim ~~Lake Property based on the substantial doubt of the Company’s ability to raise adequate~~ Conditions

14The Company owns a one hundred percent interest in 37 contiguous staked mining claims formerly comprised of Legacy Claim Numbers 4275244, 4275245, and 4275246.

~~financing~~This claims 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).

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

~~Hiltz Property~~19

On November 19, 2020, the Company purchased a 100% interest in eight claims, known as the Hiltz in the Asquith Township in Northern Ontario. The Company paid three hundred thousand JSHG common shares at $0.06 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 five hundred thousand Canadian dollars ($1,500,000) at any time. Index

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

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

k)They are recorded in MLAS with the current Assessment Assignment by MNDM with the following Tenure IDs:

Jo-Anne 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
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

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. 20

~~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.~~Index

Additional Description of the Properties

Legacy Claim Id	Tenure ID	Cell ID	MNDM Assessment Assignment
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

~~Joshua Gold holds an interest in twelve mineral properties in Canada~~c. All the properties 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 all contiguous but differ in ownership by the 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. History

~~Background~~In ~~Information~~1965, ~~Concerning~~the ~~Properties~~property ~~Located~~was mapped in(Donovan) ~~the~~Swayze ~~Canadian~~and ~~Province~~Dore townships at a scale of ~~Ontario~~1: ~~Janes~~50,000. ~~Asquith,~~The C1claim ~~Mortimer,~~4270364 ~~Chewitt~~is shown to be underlain by mafic to intermediate massive flows and intermediate to felsic volcainics with porphyritic textures. Limited metasediment lenses occur within the felsic and intermediate volcanics. On a regional scale NW trending fault are noted, ~~King~~as ~~Solomon~~well ~~Mines~~as ENE trending synclinal and ~~Kenty~~anticlinal fold axis, although none are noted on claim 4270364.

~~Upon~~ The ~~recording~~Geological Survey of Canada mapped the ~~mineral~~Swayze ~~claims~~Greenstone ~~with~~Belt ~~the~~at ~~provincial~~a ~~Mining~~scale ~~Recorder’s~~of ~~Office~~1:50,00 ~~the~~(Heather ~~claims~~and ~~will~~Shore, ~~remain~~1999). inGeneral ~~good~~fault ~~standing~~and ~~for~~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 ~~period~~more detailed representation of ~~two~~the ~~years~~geology underlying claim 4270364. The ~~claims~~claim ~~can~~is beunderlain ~~renewed~~ by ~~performing~~intrusive ~~the~~ultramafic volcaincs ~~minimum~~(SNui) ~~specified~~and ~~assessment~~mafic ~~work~~volcanics ~~within~~(SNm), 2with ~~years~~felsic ofunits intercalated with metasediments to the ~~recording~~north ~~date~~and ~~for~~south of the ~~claim~~claims.

~~Modernizing~~Red ofPine Exploration Inc. (2010 - 2011) explored the ~~Mining~~claims ~~Act~~directly insurrounding the ~~Province~~Kenty mine, which include the current claim group. Their work program consisted of ~~Ontario~~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.

The 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 onlined. Present

~~Pre-Conversion~~i. ~~Period~~Property Condition

~~Traditional claim staking in Ontario came to an end on January 8, 2019~~ii. ~~During~~Work ~~this~~done ~~pre-conversion~~during ~~period claim staking will not be permitted, nor will other transactions such as transfers and~~ the ~~filing~~year 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.None

~~Types~~iii. Details of ~~Mining Claims~~ Equipment

AtThere is ~~conversion,~~currently ~~there~~no ~~will~~equipment beion ~~two claim types:~~ site.

~~(a)~~e. ~~Cell~~Rock ~~Claims~~formations and mineralization

AsThe property ~~defined~~is inunderlain by mafic to intermediate volcanic rocks that are bounded to the ~~Mining~~north ~~Act,~~and asouth ~~cell~~by ~~claim~~felsic ~~means~~volcanic arocks. ~~mining~~The ~~claim~~mafic volcanics ~~that~~are ~~relates~~intruded by several smaller felsic porphyry intrusions, as well as intermediate to ~~all~~felsic dykes. A narrow band of ~~the~~altered ultramfic ~~land~~volcanics ~~included~~are insuggested ~~one~~from orhistoric ~~more~~geological ~~cells~~mapping on the ~~provincial~~Kenty ~~grid~~Mine ~~that~~area, isas ~~open~~well ~~for~~as ~~mining~~regional ~~claim~~mapping ~~registration~~by Heather et al (1991). AFaulting ~~cell~~and ~~claim~~shearing isappears ~~created~~to atoccur ~~conversion~~in ~~where~~a ~~there~~north-south ~~are~~orientation ~~one~~group, oras well as a more ~~legacy~~east-west ~~claims~~orientation ingroup athat is ~~cell,~~slight ~~and~~north ~~all~~of ~~are~~the ~~held~~eastern bytrend of the ~~same~~volcanic ~~holder~~rocks. InAirborne ~~this~~and ~~case,~~ground ifgeophysics ~~there~~suggest iselectromagnetic ~~more~~anomalies ~~than~~are ~~one~~associated with ~~legacy~~sediments and felsic volcanic assemblages at the contact with the mafic volcanics, representing accessory graphite mineralization.

15f. Map

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.21

~~(b) Boundary Claims~~ Index

As defined in 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: 22

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

2.e) ~~When~~Chewett ~~the legacy claims are held by the same person who chooses to keep them separate by making an election through the Claim Boundary Report process.~~Property

~~Overall~~a. ~~note:~~Location ~~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.~~Access

·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.

~~Jane~~b. ~~Property~~Description and Claim Conditions

The Company ~~Jane~~owns ~~Property~~a ~~consists~~one ofhundred ~~two~~percent ~~(2)~~interest ~~legacy~~in ~~claims,~~these ~~converted~~nine ~~into~~contiguous 31single ~~cell~~cells ~~claims~~staked ~~(20~~mining ~~standard and 11 boundary~~ claims., ~~These~~eight ~~require annual exploration expenditures~~ of ~~$10,200~~which ~~CAD per year, accompanied by an industry standard report detailing the work completed. These~~ are ~~due~~located onin Chewett ~~the~~Township ~~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 toone ~~apply for a mining lease for extraction~~ of ~~the~~which ~~minerals.~~is ~~This~~located ~~does~~in ~~not~~Collins ~~grant any surface rights to the Crown land~~Township, ~~nor~~all ~~rights~~within ~~to extract or mine aggregates from~~ the ~~claim~~Porcupine ~~areas.~~Mining Division.

16This claims group requires annual exploration expenditures of $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.

~~Jane~~Currently, MNDM ~~Property~~Assessment ~~Claim~~Assignment ~~Summary~~to each of these Tenure IDs is as follows:

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

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

~~The~~535704 (Cell ~~Janes~~ID ~~leases expired during the year and were not renewed~~41O14I046): $50,000.00

·535705 (Cell ID 41O14I045): $50,000.00

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

~~The Asquith Property consists of one~~ 535707 (1)Cell ~~legacy~~ID ~~claims, converted into seven (7~~41O14I065) ~~cell claims (2 standard and 5 boundary claims). These require annual exploration expenditures of~~ : $250,000 ~~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.00

17535708 (Cell ID 41O14I066): $50,000.00

~~Asquith~~535709 (Cell ~~Property~~ID ~~Claim Summary~~41O14I044): $50,000.00

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

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

~~During~~561607 (Cell ~~the~~ID ~~year the Asquith property leases expired and were not renewed~~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

C1c. ~~Property~~History

~~The~~There is C1no ~~Property~~history ~~consists~~ of ~~five~~previous (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~~the ~~claim~~property ~~anniversary~~readily ~~dates which are summarized below:~~available.

18d. Present

C1i. Property ~~Claim Summary~~Condition

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

ii.

Work done during the year - None

·iii. Details of Equipment

19There currently is no equipment on site.

~~Kenty Property~~23

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).Index

~~Kenty~~e. Rock formations ~~Property~~and ~~Leased Claims Summary~~mineralization

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

The Chewatt claims are within the Nemegosenda Lake Alkalic Rock Complex which lies within the Kapuskasing Subprovince of the Superior Province of the Canadian Shield. The complex consists largely of fine- to medium-grained, syenitic to malignitic rocks which are bordered along the southern margin of the complex by an arcuate mass of coarse-grained nepheline syenite (Sage 1987b). The complex is enclosed within a fenitized envelope produced by metasomatism by alkali-iron-rich aqueous fluids from the crystallizing alkaline magma (Parsons 1961). The rocks surrounding the complex are variably altered and fenitized, with the intensity of fenitization increasing towards the intrusion (Pell, 1998). Locally, the Chewett claims are hosted in the Alkalic Intrusive Suite and Carbonatite (circa 1.1 to 1.2 Ga) and contain units of Alkalic syenite, ijolite, nepheline syenite, fenite, associated mafic and ultramafic rocks, and minor carbonatite.

·f. Map

~~Carson Property~~24

The Carson Property consists of a single mining lease number NT-3446, registered with the NWT Mining Recorder, under the name 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 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)Index

~~Carson~~f) King Solomon Mines Property

a. Location and Access

The ~~Carson~~ property is located in athe ~~remote~~northwestern portion ~~area~~of ~~approximately~~Davis ~~195~~Township, ~~kilometers~~Sudbury ~~north-northwest~~Mining ofDivision ~~Yellowknife~~approximately in40km east-northeast of the ~~Northwest~~city ~~Territories~~of Sudbury, ~~Canada~~Ontario. ~~Direct~~The ~~access~~property is accessed ~~only~~by ~~possible~~an ~~via~~unmarked ~~fixed~~road ~~wing~~which orbisects ~~rotary~~the ~~wing~~property. ~~aircraft~~This road is reached by heading east on Hwy 17 from ~~Yellowknife.~~Sudbury then heading north on Hwy 535 from the town of Markstay-Warren and continuing north on the road which passes by the west side of Washagami Lake.

20b. Description and Claim Conditions

~~However,~~The ~~winter~~Company ~~access~~owns ~~via~~a ~~the~~one ~~Colomac~~hundred ~~Winter~~percent interest ~~road~~in isthese ~~possible~~four contiguous staked boundary mining claims (approx.. ~~The~~180 ~~road~~acres). ~~comes~~This ~~within~~claims ~~5km~~group torequires ~~the~~annual ~~West~~exploration expenditures of ~~the~~$800 ~~property~~CAD ~~area~~per year ($200.00 per claim), accompanied by an industry standard report detailing the work completed, due on their July 31st anniversary date.

~~Property~~Currently, ~~and~~MNDM ~~Ownership~~Assessment Assignment to each of these Tenure IDs is as follows:

~~The~~322868 ~~Carson~~(Cell ~~property~~ID is41I10I336): ~~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~~$48, ~~NTS 086G/03, Mackenzie Mining District, North West Territories~~000. ~~The lease number is 3446, issued to John P Rapski June 30, 1993 and expiring June 30, 2024.~~00

~~Regional~~320702 ~~Geology~~(Cell ID 41I10I337): $50,000.00

~~The~~208133 ~~Damoti~~(Cell ~~Lake~~ID ~~area~~41I10I317): ~~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 Yellowknife Supergroup~~$50, ~~and is truncated to the west by Archean age plutons and migamtites, and to the east by gneissic basement rocks~~000. ~~The Indin Lake belt form a series of north to northeast trending volcanic assemblages.~~ 00

~~The~~100056 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~~Cell ~~Ga).~~ID ~~The Chalco Lake group, consisting of conglomerates, sandstone-mudstones, and volcaniclastic rocks (<2.65 Ga~~41I10I316).: ~~Sediments composed of interbedded agillites~~$50, ~~siltstones, and greywacke beds are consistent with turbite deposition~~000. ~~Sedimentary horizons host iron formations of pyrite +/- pyrrhotite, as well as sulphide-bearing argillite units in the eastern area of the Indin Lake area.~~00

Gabbro and quartz-diorite sills in the Indin Lake are thought to be related to volcanic units in the area. Volcanic rocks are intruded by grandodiorite and pegmatites of variable ages. Diabase dykes also cut all units in the Indin Lake area.

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

~~Property Geology~~c. History

~~The~~There ~~Carson property~~ is ~~underlain~~no ~~by mafic and lesser felsic metavolcanic and subordinate metadsedimentary rocks~~ history of ~~the~~previous ~~Yellowknife~~exploration ~~Supergroup.~~work ~~Felsic~~on ~~metavolcanic rocks occur at~~ the ~~metavolcanic-metasedimentary contacts. The 1985 mapping program identified 8 major rock assemblages in the~~ property ~~area,~~readily ~~which contacts trending slightly east of north~~available.

~~To the central area of the property is the Snowden andesite and consists of pillowed, variolitic, porphyritic, and amigoidal flows~~d. 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. Present

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

~~Several felsic porphyritic dykes intrude the property, and can be up to 20 meters in width~~ii. Work done ~~Additionally,~~during ~~several steeply dipping diabase dykes intrude~~ the ~~entire~~year ~~property~~- ~~stratigraphy.~~ None

~~Mineralization~~iii. Details of Equipment

~~Gold~~There ~~mineralization~~currently ~~in the Damoti Lake area~~ is no ~~characterized~~equipment ~~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~~site. ~~The Hillop, Chuck vein, and Pond showings all occur in these northeast trending shear zones.~~

~~This style of mineralization is consistent with volcanic hosted orogenic lode-gold deposits~~e. 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 Rock formations ~~in volcanic~~ and ~~sedimentary sequences that are prospective for polymetallic base metal~~ mineralization.

21Davis Township is primarily underlain by Huronian sediments of the Cobalt Group which have been intruded by broad Nipissing gabbro sills and dike (Thomson and Card, 1963). Terrain in this region is fairly rugged, characterized by prominent NWest trending ridges reaching elevations of up to 200 feet above lake level. These ridges are generally parallel to the gabbro unit which hosts gold-bearing veins in a series of parallel and sub-parallel fractures (McLeod, 1988). The KSM property features a prominent NWest striking Nipissing gabbro sill with a width of up to 3500 feet. This gabbro sill was the focus of this investigation, as it harbours numerous

In the property area, shear zones parallel to regional scale deformation zones host auriferous quartz-carbonate veins occur at the Check vein and the Hilltop showing in felsic, intermediate volcanics and sedimentary rocks. Lithological contacts also present a mineralization target for these styles of veins, of which is exemplified by the Pond showing. 25

~~Previous Exploration Work~~Index

~~Prospecting~~sequences ~~and~~of ~~exploration~~quartz-carbonate filled ~~work~~fractures inwhich ~~the~~also ~~Damoti~~trend ~~Lake~~NWest. ~~and~~Some ~~Indin Lake areas began in 1938 with the discovery~~ of ~~the~~these ~~Barker~~quartz ~~(Anne)~~veins ~~showing.~~are ~~This~~found ~~discovery lead~~ to ~~the~~contain ~~staking and subsequent mapping and prospecting of much of the Indin Lake supracrustal belt by government and invested industry personnel. A number of showings were discovered including Diversiﬁed~~pyrite, ~~North~~chalcopyrite ~~Inca~~ and ~~Colomac,~~gold ~~all of~~ which ~~reached~~may anoccur in ~~advanced~~native ~~stage~~form of(McLeod, ~~exploration~~1988).

~~Reconnaissance mapping of the lndin Lake belt commenced in 1939 by C5~~f. 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). Map

A second round of exploration in the 1970's was focused on volcanic-hosted massive sulphide (VHMS) mineralization. This work resulted in a number of base metal occurrences. During the 1980’s renewed interest in the belt culminated with the development of the Colomac mine and the Cass deposit.26

Between 1970 and 1972, Freeport Oil Company explored the belt for base metal mineralization. A 2700 line kilometer airborne electromagnetic and magnetic 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).Index

Ing) Borden Lake ~~1981,~~North Noranda staked the Betam claims adjacent to the present day Carson property. Geological, geochemical, and geophysical investigation were conducted. Anomalous, but low grade gold values were found in small sulphide-bearing quartz veins in the mafic volcanic rocks and the ground was allowed to lapse (Cluff and Myres, 1982).Property

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

The ~~Geologic~~property ~~Survey~~is ofin Cochrane ~~Canada~~and ~~initiated~~Darcy ~~1:125,000~~Townships ~~scale~~located ~~mapping~~about ~~furthered~~6.5 ~~the~~kilometers ~~geological understanding of the area~~ (~~Frith,~~app. ~~1986;~~4 ~~1993~~miles). ~~Detailed~~north ~~examination~~ of the ~~mineralized~~Newmont ~~areas~~Borden ~~in the Indin~~ Lake ~~area~~gold ~~was~~mine ~~conducted~~in ~~from~~Northern ~~1987 to 1991 (Morgan, 1992)~~Ontario. The ~~Most~~property ~~recently~~Access ~~the~~to ~~Indin belt was examined in~~ the ~~context~~property ofis ~~structural~~best ~~and~~obtained ~~sedimentological~~by ~~relationships~~boat ~~(Pehrsson~~on ~~and~~Henderson ~~Beaumont - Smith, 1994; Pehrsson and Villeneuve, 1999; Pehrsson, 2002; Pehrsson, 2009)~~Lake.

~~In 1992, J~~b. ~~Brophy conducted mapping~~ Description and ~~sampling~~Claim on BIF Island of Damoti Lake. Prospective results from this sampling lead to the staking the discovery of the Damoti Lake deposit by Covello Bryan and Associates in 1993. Exploration at Damoti Lake has been ongoing through to present day. Puritch and Ewert (2005) present a very thorough summary of exploration on the Damoti Lake iron-formation property.Conditions

~~Exploration~~Claims ~~has~~are been periodically conducted in the Indin Lake area since the mid 1930’s with the discovery of lode gold 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, exploration shifted focus to polymetallic base metal targets and lead to the discovery of new occurrences in the Indin Lake belt. The discovery of iron formationnumbered 536933-~~hosted~~536943 gold at Damoti Lake, and active mining at the Colomac deposit, fueled the exploration effort during the 1990’s. At present, elevated gold prices have renewed staking and exploration interest in the Indin Lake belt.(inclusive)

~~The earliest organized exploration recorded on the property was conducted by Snowden Yellowknife Mines (Snowden) in 1947~~c. 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. History

AThere ~~total~~is no history of ~~nine~~previous ~~trenches~~exploration ~~and~~work ~~35 x-ray diamond drill holes have been completed~~ on the ~~Pond~~property ~~showing.~~readily ~~The showing occurs in sheared mafic and felsic volcanic rocks~~available. ~~Drilled gold-bearing intervals show silicacarbonate-pyriteipyrrhoite alteration. One grab sample from Trench 16 assayed 2.66 oz/t.~~

22d. Present

~~The Chuck vein showing is a milky white quartz vein hosted in a ten meter wide shear zone~~i. ~~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.~~ Property Condition

~~The Hilltop showing is a weakly silicified zone in intermediate volcanic rocks~~ii. Work ~~Four~~done ~~trenches~~during ~~have been excavated on~~ the ~~showing.~~year No- ~~signiﬁcant gold assays are reported.~~None

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

InThere ~~1946,~~is ~~Snowden~~currently no ~~acquired~~equipment ~~the Doins claim and commenced with trenching, stripping, and x-ray 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~~site.

~~Comaplex Resource International Ltd~~e. Rock formations ~~in 1981 staked the showing area (KIM 1 claim)~~ and Wollex Exploration (Wollex) located and re-sampled the existing trenches in the summer of 1981. The sampling returned some elevated gold values which included 4820 ppb Au from the Chuck vein and 5940 ppb Au from the G—Zone [Pond] (Dickson, 1983).mineralization

~~The~~Gneissic ~~KIM~~tonalite suite. 1Tonalite ~~claim was allowed~~ to ~~lapse and in 1985 the showing area was re~~granodiorite-~~staked~~foliated as the BR2 claim by W. Brink. Noranda explored the property in 1985. The showing area was prospected then mapped at a scale of 110,000. The property was chip sampled (92 collected), grab sampled (55 samples) and 63 samples were taken for lithogeochemistry. Sampling on the Pond showing returned signiﬁcant gold values up to ~~2.66~~gneissic-with ~~oz/ton~~minor ~~while~~supracrustal ~~the Chuck Vein had a chip sample assaying 870 ppb gold~~inclusions. ~~Noranda did not complete any further work on the property. Geophysical surveys were conducted and the property was taken to lease in June of 1993 (Puritch and Ewert, 2005).~~

~~Mapping, sampling and geochemical analysis~~f. Map

Wollex prospected and sampled the Carson property in 1981. A number of shear zones were identified on the then called KIM1 claim (owned 100% by Comaplex Resources International Ltd.), the largest of which was the G-Zone (Pond zone as of 1985). The G-zone is described to continue from the claim boundaries for many kilometers in both directions and coincide with the contact of the maﬁc and felsic volcanic rocks (Dickson, 1982).27

An 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).Index

~~Four trenches were sampling at the Pond showing.~~ h) Halcrow Gold, ~~values~~McCool, ~~are~~Seymour ~~described~~Lake ~~as erratic with a best result of 0.17 oz/ton Au from an average of two samples (Dickson, 1982).~~Property

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

AThe ~~total~~Halcrow ofGold property 20is ~~lithogeochemical~~located ~~samples,~~in ~~eight~~northeastern ~~grab samples~~Ontario, ~~and~~35 78kilometers ~~chip~~East ~~samples~~of ~~were collected from the Pond zone~~Chapleau.

~~Geophysics~~b. Description and Claim Conditions

~~Noranda~~The ~~completed~~Property ~~ground~~consists ~~magnetic~~of thirty five claims, known as the Halcrow Gold Property, McCool Property and ~~Very~~Seymour ~~Low~~Lake ~~Frequency~~Extension ~~Electromagnetic~~Property ~~(VLF-EM)~~Northern ~~surveys~~Ontario. inThe ~~the~~Halcrow ~~fall~~Gold ofproperty ~~1985~~is located ~~after~~in ~~the~~northeastern ~~geology~~Ontario, ~~program~~35 ~~had~~kilometers ~~finished.~~East Aof 2Chapleau.1 ~~kilometer~~It ~~baseline~~consists ~~oriented~~of attwo ~~034°~~(2) ~~azm~~claim ~~was~~units ~~established~~covering byapproximately ~~chaining~~80 acres. Located A25 ~~line~~km ~~spacing~~ of ~~100~~the ~~meters~~property ~~with~~is 50Newmont’s ~~meter~~Borden ~~station~~Lake ~~spacing~~Mine, ~~were~~an ~~chained~~active ~~and~~gold ~~flagged~~producer ~~from~~with ~~the~~proven ~~baseline~~and toprobable ~~establish~~reserves 15of 2.461 ~~line~~million tonnes ~~kilometers~~ of ~~survey~~estimated, ~~lines~~measured and indicated gold reserves with an average grade of 5.81 g/t Au

~~Magnetic~~The ~~survey~~property is also 11 km southwest 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).

~~Survey speciﬁcations: The magnetometer employed on the survey was a UNIMAG model 6836 proton magnetometer manufactured by Geometrics of Toronto, Ontario~~c. The diurnal variation was monitored with a geometries base station unit. Base station measurements were made every four seconds and used to correct the ﬁeld data. The magnetic variation ranges from 3350 to -1630 nts (Powers, 1986). History

23Significant historical gold values associated with disseminated pyrite, arsenopyrite, quartz veins and red syenite-porphyry were established in two separate shear zones in Archean age volcanic tuffs, sediments, and conglomerates that resulted in the following (Au) values:

~~Discussion:~~0.93 ~~Powers~~g/t ~~(1986)~~Au ~~suggests~~- ~~that~~chip ~~there~~samples isover ~~a trend from low to high magnetic response along the eastern portion of the property interpreted to be the contact between [volcanic~~ 18’ and ~~sedimentary]~~24’ ~~rocks.~~(Government ~~Within~~Geologist ~~the~~Rickaby ~~magnetic~~- ~~terrane there are a number of interpreted linear highs that trend parallel to the regional fabric.~~1934)

~~VLF~~4.35 g/t Au -EM ~~survey~~arsenopyrite-bearing qtz vein and bleached wallrock (Sulpetro - 1981)

~~Survey~~1.4 g/t ~~speciﬁcations:~~Au An- ~~EM16~~pink ~~manufactured~~grey byqtz ~~Geonics~~and ~~Limited of Toronto~~feldspar porphyry-syenite, ~~Ontario~~minor ~~was~~pyrite ~~used~~and tochalcopyrite ~~carry out the VLF-EM survey~~(K. ~~This~~Filo ~~instrument measures the in~~-~~phase~~ ~~and quadrature component of the electromagnetic ﬁeld transmitted from various naval facilities. In this ca5e the transmitter employed was Seattle, Washington (Powers, 1986~~1992).

~~Discussion:~~8.3 g/t ~~Powers (1986) summarizes three VLF~~Au -EM ~~anomalies~~obtained ~~(Figure 5). A small anomaly interpreted to be shallow~~ in ~~origin~~dumps ~~occurs at the north end~~ of the ~~grid~~main ~~(L11+00N~~trench ~~at 1+50E). A second shallow but more prominent anomaly trends approximately parallel to the baseline on the eastern side of the survey grid~~ (~~L6+00N at 3+50E to L4+OOS at 2+50E)~~W. ~~Powers~~Troup ~~(1986)~~- ~~suggests that this anomaly may actually be two anomalies offset between 3+005 and 4+OOS. The third anomaly is coincident with the Chuck vein (L1+OOS and L2+OOS at 3+00W~~1995)~~. All conductors are interpreted to strike parallel to regional foliation.~~”

~~Trenching~~d. Present

~~Snowden exposed 2782 cubic feet in nine trenches on the Carson property (Figure 6)~~i. The locations of nine of these trenches are shown to be at the Pond showing (Glidden and Burton, 1948). Trenches are reported at the Chuck vein and Hilltop zone showings and were sampled during the 1981 Wollex program and 1985 Noranda programs (Dickson, 1982; Powers 1986). The author cannot conﬁrm when the trenches outside the Pond zone were created. Assay values from any material sampled from the trenches is not presented in Glidden and Burton (1948). Property Condition

~~Diamond~~ii. Work ~~drilling~~done during the year - None

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

~~Local~~There ~~Infrastructure~~currently is no equipment on site.

~~The Colomac Winter road passes within 5 km to the west of the property~~e. Rock formations ~~The~~and Colomac Mine is approximately 25 kilometers to the North. No power lines, gas lines, or settlements occur near the property. The property is approximately 100 kilometers north-northeast from Northwest Territories Power Corporation's Snare River Hydro power complex.mineralization

~~C-1 Property Claims and Ownership~~28

~~The 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.~~ Index

~~Kenty Mine Claims and Ownership~~f. Map

The Company 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. 29

~~Regional Geology~~Index

~~The Swayze Greenstone Belt (SGB~~i) ~~is located within the western Abitibi Subprovince of the Superior Province. It is similar in age and composition the better known Abitibi Subprovince~~ Haycock, ~~a prolific producer of greenstone-hosted lode gold deposits~~ Godfrey, ~~and~~Roma isLake thought to be the western extension of the Abitibi. The SGB is bounded to the east by the Kenogamissi Batholith (2713 Ma), to the north by the Nat River granitoid complex (2692 Ma), the Ramsey-Algoma grantitoid complex to the south (2692 Ma), and the Kapukasing Structural Zone to the east. Property

~~The 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~~ Location 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 Access

24The Haycock Gold property is composed of 8 cell units in Haycock township, located in Northwestern Ontario, 12 km east of Kenora, Ontario.

~~Timiskaming sediments, which are thought to resemble the Rideout Group (<2690 Ma)~~b. ~~The Trailbreaker Group consists of ultramafic, mafic,~~ Description and ~~felsic~~Claim ~~volcanic assemblages.~~Conditions

~~Mineralization~~c. History

~~Mineralization~~Historical inExploration ~~the~~work ~~SGB~~established gold ~~targets similar~~ mineralization style to quartz vein hosted lode-gold deposits in the Abitibi Subprovince. These deposits are typically structurally controller epigenetic deposits, characterized by complex structural features hosting laminted quartz-carbonate veins in brittle, steeply dipping fault-fill veins, as well as narrow flat-lying extensional veins. These deposits are typically associated with ~~regional~~impressive ~~unconformities,~~assay Archean-age tholeiitic basalts intruded by felsic porphyry bodies. Additionally, major crustal-scale compressional to transtensional fault zone structures resulting from accretionary processes necessary to create the deformational structures that transport deep crustal Au-rich metamorphic fluid along the deformation structures leading to gold mineralization. results: 

~~Mineralization on the claim group is characterized by quartz-carbonate veins in Archean age metavolcanic rocks, that are typically with porphyritic felsic intrusions~~1. ~~Mineralization~~Assays ~~occurs~~of ~~within quartz-ankerite-pyrite veins with an associated altered volcanic wall rocks and porphyry~~8.7 ~~Gold~~g/t ~~grades~~Au ~~are nuggety and sporadic, with anomalous gold values occurring in the vein material, altered wall rock, and altered porphyritic units on the property~~(0.28 ~~The most impression example is a flat-lying quartz-carbonate vein~~oz/t), ~~named the C-~~7.1 ~~occurrence,~~g/t ~~that~~Au ~~hosts intensely altered, flat-lying, quart-carbonate veins where visible gold is present~~(0.208 ~~Elsewhere~~oz/t) ~~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.

~~Property~~1.4 ~~Geology~~g/t Au (0.04 oz/t) - (G. Clark, 1983)

~~Kenty~~2. ~~Property~~Grades from previous mining operations reported to be $36.00 to $120.00 per ton from several assayed samples while gold 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)

The ~~Kenty~~ property isfeatures ~~underlain~~two bygold ~~pillowed~~zones ~~mafic~~where historic ~~volcanics,~~shafts ~~which~~were ~~are in contact with felsic volanics and metasediments in the southern area of the property~~developed. 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 shaft.

~~Around~~The ~~the~~Sweden ~~No.~~shaft 2was ~~shaft,~~sunk ~~veining~~on ~~and~~the ~~mineralization~~main vein isto ~~associated~~a depth of 21.3 m with a3 ~~"lamprophyrye"~~m ~~body~~of ~~that~~lateral ~~hosts~~development ~~quartz~~by ~~vein~~the ~~style~~Sweden ~~mineralization~~Gold ~~and~~Mining isCompany ~~visible~~of Ontario in 1986. The ~~trenches~~inclined shafts atcollar ~~surface~~dimensions are 2.5 ~~Historically~~x it3 ~~was~~m. ~~identified~~The asmain azone ~~lamprophyre,~~cuts ~~but~~the isinclusion-laden ~~has~~quartz ~~also~~diorite ~~been~~to ~~classified~~the aseast of an ~~altered~~area ~~diorite.~~of ~~The~~muskeg ~~rock~~and swamp and isconsists ~~massive~~of a 1 to 2 m wide shear zone striking 055° and ~~medium~~dipping ~~grained~~70°SE. ~~with~~Vein ~~abundant~~structure ~~biotite~~has been traced over 240 m by a series of trenches and pits located in ~~its~~the ~~matrix.~~vicinity of the shaft.

C1The ~~Property~~Emmons shaft is located 700 m southeast of the Sweden and has collar dimensions of 4 x 2.5 m. Depth of shaft is unknown and water level is measured 7 m below surface. The associated waste rock pile has dimensions of 12 x 3 x 4 m. Multiple trenches and pits were also developed in the vicinity of the shaft.

The property issat ~~underlain~~fairly bydormant ~~mafic~~until staked ~~to intermediate volcanic rocks that are bounded to the north and south~~ by ~~felsic volcanic rocks~~P. ~~The~~Karwcki ~~mafic~~and ~~volcanics are intruded by several smaller felsic porphyry intrusions, as well as intermediate to felsic dykes~~G. AClark ~~narrow~~in ~~band~~1983 ~~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~~was ~~appears~~optioned to ~~occur~~Jalna inResources aLtd ~~north-south~~in ~~orientation group, as well as a more east-west orientation group that is slight north of the eastern trend of the volcanic rocks~~1984. 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.

~~Past Exploration Work~~d. Present

~~Regional Goverment Programs~~i. Property Condition

~~Donovan (1965) mapped Swayze and Dore townships at a scale of 1:50,000~~ii. Work done ~~The~~during ~~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~~year ~~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.~~None

~~The Geological Survey of Canada mapped the Swayze Greenstone Belt at a scale of 1:50,00 (Heather and Shore, 1999)~~iii. ~~General fault and fold structures agree with those observed by Donovan (1965), although additional high strain deformation zones are noted. More differentiation~~ Details 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. Equipment

25Currently there is no equipment onsite.

~~The~~e. Rock formations ~~Kenty~~and ~~Property~~mineralization

~~Initial~~The ~~work~~geology is underlain by ~~Kenty~~quartz ~~Gold~~diorite of ~~Mines~~the inIsland ~~1930~~Lake -intrusion, ~~1934~~which ~~identified~~is ~~several~~characterized ~~auriferous~~by ~~quartz~~the ~~veins,~~irregular ~~and~~occurrence ~~completed~~of amafic ~~diamond~~intrusions. ~~drilling~~The ~~program,~~larger inclusions ashave been ~~well~~fractured asand ~~sinking~~intruded ~~two~~by ~~shafts~~irregular ~~with~~bodies ~~limited~~and ~~drift~~diffuse ~~underground~~veins ~~drift~~of ~~development~~quartz diorite. The ~~No.~~exposed 1bedrock ~~shaft~~in ~~was~~the ~~sunk~~vicinity toof aold ~~total~~workings varies from ofpredominantly ~~500~~basalt ftto ~~(152m),~~predominantly ~~and~~quartz ~~lateral~~diorite. The ~~development~~property ~~took~~is ~~place~~aligned atnorth ~~the~~of ~~250~~a ~~foot~~structural ~~(76m),~~trend ~~375~~leading ~~foot~~in ~~(114m),~~the ~~and~~direction of ~~500~~former operating ~~foot~~mines ~~(152m)~~known ~~levels.~~as ~~The~~the ~~number~~Triumph 2and ~~shaft~~Treasure. ~~was~~The ~~sunk~~structure tofrom athe ~~depth~~Triumph ofMine ~~534~~was ~~feet~~noted ~~(162m),~~to ~~with~~head ~~lateral~~in ~~development~~the ondirection of the ~~290~~property ~~foot~~while ~~(88m)~~it was dewatered and ~~525~~assessed ~~foot~~in ~~(160m) levels~~1987.

In 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. 30

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. Index

~~In 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~~f. 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. Map

~~The C-1 Property~~31

~~JSHG owns a one hundred percent interest in 37 contiguous staked mining claims formerly comprised of Legacy Claim Numbers 4275244, 4275245, and 4275246.~~Index

This 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.j) Hiltz Property

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

~~This~~The ~~claims~~property ~~group~~is ~~requires~~located in ~~annual~~Asquith ~~exploration~~Township 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~~Northern ~~below)~~Ontario.

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

b. Description and Claim Conditions

26The Hiltz property is eight claims covering, roughly, 350 acres in The Shining Tree gold camp.

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

c. History

27There is no history of exploration work on the property that is readily available.

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

d. Present

~~They are recorded in MLAS with the current Assessment Assignment by MNDM with the following Tenure IDs:~~ i. Property Condition

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

ii. Work done during the year - None

28iii. Details of Equipment

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

There currently is no equipment on site.

JSHG signed a revised Joint Venture Agreement on November 19, 2020 with the C1 Syndicate which grants the Company the right to earn a 50% interest in 6 contiguous staked mining claims comprising 66 ha located in Rollo and Swayze Townships and formerly comprised of Legacy Claim Numbers 4270433 and 4275530, currently recorded in MLAS with Tenure IDs: 295435 (41O15H362), 280401 (41O15H360), 240808 (41O15H342), 210391 (41O15H361), 159036 (41O15G380), 107471 (41O15H341)e. Rock formations ~~C1 Syndicate claimholders are 2254022 Ontario Ltd.~~ and ~~Kencana Technical Services Inc., each holding a 50% interest.~~mineralization

The ~~50%~~Hiltz ~~interest~~property ~~JSHG~~is ~~could~~within ~~acquire~~the ~~would~~Abitibi Greenstone ~~grant~~Belt ~~the~~and ~~Company~~is ~~the~~underlain ~~right~~by toan ~~explore~~early ~~for~~Archean ~~minerals,~~metavolcanic sequence ~~and~~with toa ~~apply~~basal ~~for~~layer aof ~~mining~~pyroclastic ~~lease~~and ~~for~~sediments, ~~extraction~~followed by a sequence of ~~the~~mafix ~~minerals~~tholeiitic, and an upper layer felsic metadata volcanics. ~~This~~Volcanics ~~does~~are ~~not~~intruded ~~grant~~by ~~any~~later ~~surface~~stage ~~rights~~felsic tounits as ~~the~~well ~~Crown~~as ~~land,~~diabase dykes. ~~nor~~Gold ~~rights~~mineralization toin ~~extract~~the area is characterized by shear or ~~mine~~vein ~~aggregates~~types ~~from~~characterized ~~the~~by ~~claim~~a mesothermal gold ~~areas~~mineralization model.

~~This claims group requires annual exploration expenditures of $1,600~~f.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). Map

~~This~~There ~~claims~~is ~~group~~no ~~retains~~map ~~a total Exploration Reserve~~ of ~~$44,742.00 value that has potential to secure~~ the ~~claims~~property ~~tenure~~readily ~~for approximately 4 years 2025~~available.

~~They~~ ~~are~~k) Jo-Anne ~~recorded in MLAS with the following Tenure IDs:~~ Property

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

~~Red~~In ~~Pine~~2020, ~~Exploration Inc. (2010 - 2011) explored~~ the ~~claims~~Company ~~directly~~recognized ~~surrounding~~an ~~the~~impairment charge ~~Kenty~~of ~~mine~~$168,000 ~~which~~on ~~include~~ the ~~current~~carrying ~~claim~~value ~~group. Their work program consisted~~ of ~~line-cutting,~~the ~~IP, stripping and trenching, and limited diamond drilling. Trenching and striping identified several anomalous gold values associated with quartz~~Jo-~~carbonate~~Anne ~~altered~~Property ~~volcanics~~based ~~and~~on ~~quartz~~the ~~veins,~~substantial ~~with~~doubt ~~more~~of 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~~Company’s ~~porphyry~~ability ~~unit targeting some IP anomalies, although several IP anomalies with high resistivity and high chargeability related~~ to ~~the~~raise adequate ~~auriferous quartz carbonate vein mineralization remain untested~~financing.

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, 32

29Index

~~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.~~ l) Niobe Property

~~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~~a. ~~Several altered~~ Location 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. Access

~~King~~b. Description and ~~Solomon's~~Claim ~~Mine Property~~Conditions

~~The~~On ~~Company~~May ~~owns~~15, a2021, ~~one~~the ~~hundred~~Company ~~percent~~entered ~~interest~~into a inmineral ~~these~~property ~~four~~acquisition ~~contiguous~~agreement, ~~staked~~pursuant ~~boundary~~to ~~mining~~which ~~claims~~the ~~(aprrox.~~Company ~~180~~acquired ~~acres)~~100% ~~located~~interest in ~~the~~fifteen ~~northwestern~~claims, ~~portion~~known ofas ~~Davis~~the ~~Township,~~Borden North ~~Sudbury~~Property ~~Mining~~in ~~Division~~Collins\Chewett ~~approximately~~Townships 40located kmin ~~east-northeast~~Northern ofOntario. Under the ~~city~~acquisition ~~of Sudbury~~agreement, ~~Ontario.~~the ~~This~~Company ~~claims~~issued ~~group~~equity ~~were~~consideration of ~~all~~2,000,000 ~~part~~shares of ~~the~~common ~~single~~stock, ~~legacy~~valued ~~mining~~at ~~claim~~US$0.06 ~~4281716,~~per ~~currently~~share recorded in ~~MLAS~~shares byto ~~the~~be ~~following~~issued ~~Tenure~~and ~~IDs:~~agreed ~~322868~~to ~~(Cell~~a IDtwo ~~41I10I336~~per cent (2.0%), Net ~~320702~~Smelter Royalty (~~Cell~~NSR) to IDbe paid. ~~41I10I337),~~Vendor granted ~~208133~~the Purchaser ~~(Cell~~an IDOption to ~~41I10I317),~~purchase ~~100056~~50% of the NSR (~~Cell~~1.0%NSR) IDfor ~~41I10I316~~$2 Million Canadian dollars ($2,000,000).

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

~~This~~No ~~claims~~work ~~group~~was ~~requires~~done on ~~annual~~this ~~exploration~~property ~~expenditures~~in of2021 ~~$800~~and ~~CAD~~the ~~per~~property ~~year~~reverted ~~($200.00~~back ~~per~~to ~~claim), accompanied by an industry standard report detailing~~ the ~~work completed, due on their July 31st anniversary date~~Crown.

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

~~Currently, MNDM Assessment Assignment to each of these Tenure IDs is as follows:~~ i. Property Condition

~~322868~~ii. Work done ~~(Cell~~during IDthe ~~41I10I336): $48,000.00~~year – None

~~320702 (Cell ID 41I10I337): $50,000~~iii.00 Details of Equipment

~~208133~~There ~~(Cell~~currently IDis no ~~41I10I317): $50,000~~equipment on site.00

~~100056~~e. Rock formations ~~(Cell~~and ~~ID 41I10I316): $50,000.00~~mineralization

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

f. Map

~~Chewett-Collins Property~~33

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.Index

~~They~~m) Benoit West ~~are recorded in MLAS by the following Tenure IDs:~~ Property

~~535703~~a. Location and ~~(Cell ID 41O14I064)~~Access

~~535704~~b. Description and ~~(Cell~~Claim ~~ID 41O14I046)~~Conditions

30On August 17, 2021, the Company entered into a mineral property acquisition agreement, pursuant to which the Company acquired 100% interest in fifteen claims, known as the Benoit West located in Northern Ontario. Under the acquisition agreement, the Company issued equity consideration of 2,500,000 shares of common stock, valued at US$0.06 per share recorded in shares to be 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 50% of the NSR (1.0%NSR) for $1 Million Canadian dollars ($1,000,000).

~~535705 (Cell ID 41O14I045)~~c. History

~~535706 (Cell ID 41O14I063)~~d. Present

~~535707 (Cell ID 41O14I065)~~i. Property Condition

~~535708~~ii. Work done ~~(Cell~~during IDthe ~~41O14I066)~~year None

~~535709~~iii. Details of ~~(Cell ID 41O14I044)~~Equipment

~~535710~~There ~~(Cell~~currently IDis no ~~41O14I043)~~equipment on site.

~~561607~~e. Rock formations ~~(Cell~~and ~~ID 42B03A224)~~mineralization

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

This claims group requires annual exploration expenditures of $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.34

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

~~535703~~ITEM ~~(Cell~~3. IDLEGAL ~~41O14I064): $50,000.00~~PROCEEDINGS

~~535704~~Except ~~(Cell~~as IDindicated ~~41O14I046): $50~~below,~~000~~ 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.00

~~535705~~At ~~(Cell~~present IDthe ~~41O14I045): $50,000~~Company is involved in three material litigation proceedings.00 These actions are ongoing in the Ontario Superior Court of Justice and all involve the ownership of the Kenty Property.

~~535706~~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: (~~Cell~~i) IDthat ~~41O14I063~~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)~~: $50~~ that at the time he entered into an agreement to sell the Kenty Property to the Company,~~000~~ Mr.00 McClay had no interest in the Kenty Property to sell. The Company has responded to that application.

~~535707~~By ~~(Cell~~separate IDapplication ~~41O14I065): $50~~commenced March 13,~~000~~ 2014 the Company and its co- applicant, Mr.00 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.

~~535708~~These ~~(Cell~~matters IDremain ~~41O14I066): $50,000~~to be resolved.00

~~535709~~In ~~(Cell~~separate IDproceedings, ~~41O14I044):~~ on May 13, 2015, the Company filed a Statement of Claim against Mr. McClay seeking damages totaling $5010,750,000 in the event that the Application of the Company and Mr.00 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.

~~535710~~ITEM ~~(Cell~~4. IDMINE ~~41O14I043): $50,000.00~~SAFETY DISCLOSURES

~~561607~~As ~~(Cell~~the IDmines ~~42B03A224): $50~~operated by the Company are not located in the United States,~~000~~ 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 4.00

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

~~Asquith Property~~Index

~~JSHG~~PART 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 II

31ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

~~110km~~Market ~~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).~~Information

~~These~~Our ~~grant~~common ~~claimholder~~stock ~~JSHG~~has ~~with~~been quoted on the ~~sole~~OTC ~~right~~Pink tomarket ~~explore~~only since August 2019. There is currently a limited public market for ~~minerals,~~our common stock and towe ~~apply~~can provide ~~for~~no assurance that a ~~mining~~significant ~~lease~~trading ~~for~~market ~~extraction~~will ofever ~~the~~develop ~~minerals.~~or ~~This~~that, ~~does~~if ~~not~~developed, ~~grant~~it ~~any~~will ~~surface~~be ~~rights~~sustained. toConsequently, ~~the~~holders of ~~Crown~~our ~~land,~~common ~~nor~~stock ~~rights~~may find it difficult to ~~extract~~resell ortheir ~~mine~~securities ~~aggregates~~at ~~from~~the times and in the ~~claim~~amounts ~~areas~~that they desire.

This claims group requires annual 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.Holders

~~Currently~~As of December 31, ~~MNDM~~2021, ~~Assessment~~there were ~~Assignment~~153,556,362 toshares ~~each~~of common stock issued and outstanding held by approximately 220 stockholders of ~~these~~record. ~~Tenure~~This ~~IDs~~figure isdoes asnot include ~~follows:~~an indeterminate number of stockholders who may hold their shares in “street name.”

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

~~555445~~We ~~(Cell~~have IDnot ~~41P11C057~~declared ~~): $50~~or paid dividends on our common stock since our formation,~~000~~ and we do not anticipate paying dividends in the foreseeable future.00 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 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.”

~~561605~~As ~~(Cell~~at IDDecember ~~41P11C036):~~ 31, 2021, we were in arrears in our dividends on preferred shares. The balance of dividends payable of $50486,~~000~~202 includes dividends of $78,769 and accrued interest of $207,432, accrued at 10.000% interest compounded annually.

~~561606~~Securities ~~(Cell~~authorized IDfor ~~41P11C037): $50,000.00~~issuance under equity compensation plans

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

We have never and have no current plans to issue securities under any equity compensation plans. However, during 2021, securities were to be issued to employees under individual employment agreements as further detailed below in “Recent Sales of Unregistered Securities” and Item 13.

32Recent Sales of Unregistered Securities

~~Borden~~a) ~~Lake~~Common ~~North Property~~Stock

OnDuring ~~January 15, 2020,~~ the ~~Company~~year ~~entered~~ended ~~into a mineral property acquisition agreement~~December 31, ~~pursuant to which the Company acquired 100% interest in eleven claims (approximately 495 acres)~~2021, ~~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~~no ~~consideration of 100,000~~ shares of common stock, ~~valued~~to atdirectors ~~US$0.15 per share recorded in common shares issued~~ and ~~agreed~~employees ~~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~~Company ~~(1.5%NSR)~~ for $1services ~~Million Canadian dollars ($1,000,000)~~rendered.

InDuring ~~2020~~the year ended December 31, 2021, the Company ~~recognized~~issued an7,200,000 ~~impairment~~shares ~~charge~~ of ~~$15,000~~common onstock ~~the~~to ~~carrying~~third ~~value~~parties offor the ~~Borden~~acquisition ~~Lake~~of ~~North~~mineral ~~Property~~rights ~~based~~at on the ~~substantial~~transaction prices ~~doubt~~ranging offrom ~~the~~$0.06 ~~Company’s~~to ~~ability~~$0.07 toper ~~raise~~share ~~adequate~~for ~~financing~~a total value of $459,000.

~~Halcrow~~During ~~Gold~~the year ended December 31, ~~McCool~~2021, ~~Seymour~~the ~~Lake~~Company ~~Property~~issued 3,933,334 shares of common stock to third parties for investor services at the transaction prices ranging from $0.10 to $0.15 per share for a total value of $570,000.

OnDuring ~~April 14, 2020,~~ the ~~Company~~year ~~purchased~~ended aDecember 31, ~~100% interest in thirty five claims~~2021, ~~known as~~ the ~~Halcrow~~Company ~~Gold~~issued ~~Property~~738,347 ~~McCool~~shares ~~Property~~of ~~and~~common ~~Seymour~~stock ~~Lake~~to ~~Extension~~third ~~Property~~parties ~~Northern~~for ~~Ontario. The~~exploration ~~Company~~services ~~paid~~at ~~one~~the ~~million~~transaction ~~JSHG~~price ~~common~~of ~~shares at~~ $0.~~145~~ 07 per share for ~~the mineral property and~~ a ~~two~~total ~~per~~value ~~cent (2%) Net Smelter Royalty ('NSR')~~ of ~~which the Company has the option to repurchase 75% of the NSR for one million Canadian dollars (~~$161,~~000,000) for each of the three properties at any time~~405.

~~The~~During ~~Halcrow~~the ~~Gold~~year ~~property~~ended isDecember 31, ~~located in northeastern Ontario~~2021, ~~35 kilometers East of Chapleau. It consists of two (2) claim units covering approximately 80 acres. Located 25 km of~~ the ~~property~~Company isissued ~~Newmont’s Borden Lake Mine~~200,000 anshares ~~active gold producer with proven and probable reserves~~ of ~~2.61~~common ~~million~~stock ~~tonnes~~to ofthird ~~estimated,~~parties ~~measured~~for ~~and~~a ~~indicated~~private ~~gold~~placement ~~reserves~~$0.02 ~~with~~per anshare ~~average~~for ~~grade~~a total value of 5$10,000.~~81 g/t Au~~

~~The~~Stock ~~property~~To isbe also 11 km southwest 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).Issued

~~Significant~~As ~~historical~~of ~~gold~~December ~~values~~31, ~~associated~~2021, ~~with~~the ~~disseminated~~Company ~~pyrite,~~has ~~arsenopyrite~~yet to issue 9,521,577 ~~quartz~~shares of ~~veins~~common ~~and~~stock ~~red~~at ~~syenite-porphyry~~the ~~were~~transaction ~~established~~prices inranging ~~two~~from ~~separate~~$0.02 ~~shear~~to ~~zones~~$0.15 inper ~~Archean~~share ~~age~~for ~~volcanic~~a ~~tuffs~~total of $2,682,11. ~~sediments~~In addition, ~~and~~3,576,534 ~~conglomerates~~shares of ~~that~~common ~~resulted~~stock are to be issued to directors for services recorded in ~~the~~prior ~~following~~years. ~~(Au)~~An ~~values:~~additional 1,995,043 shares of common stock are yet to be issued for debt settlements from prior years.

~~0.93 g/t Au - chip samples over 18’ and 24’ (Government Geologist Rickaby - 1934)~~ 36

~~4.35 g/t Au - arsenopyrite-bearing qtz vein and bleached wallrock (Sulpetro - 1981)~~Index

~~1.4 g/t~~For Authe -year ~~pink~~ended ~~grey~~December ~~qtz~~31, ~~and~~2021, ~~feldspar porphyry-syenite~~2,000,000 shares ~~minor~~became ~~pyrite~~issuable to directors and ~~chalcopyrite~~officers (Kof the Company for services rendered. ~~Filo~~These -transactions ~~1992)~~have been recorded as consulting fees having a total value of $200,000 within shares to be issued.

~~8.3 g/t~~As AuDecember -31, ~~obtained~~2021, inthe ~~dumps~~Company had not yet issued 1,950,000 shares of ~~the~~common ~~main~~stock ~~trench~~for (Wdebt settlements having a total value of $39,000. ~~Troup~~This -was ~~1995)”~~recorded as reduction in current liabilities and as an increase within shares to be issued.

InPurchases ~~2020, the Company recognized an impairment charge~~ of ~~$145,000~~Equity onSecurity ~~the~~by ~~carrying value of~~ the ~~Halcrow~~Issuer ~~Gold Property, McCool Property~~ and ~~Seymour~~Affiliated ~~Lake Extension Property based on the substantial doubt of the Company’s ability to raise adequate financing.~~Purchasers

~~Haycock,~~None; ~~Godfrey,~~not ~~Roma Lake Property~~applicable.

OnUse 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 a reflected in Shares to be issued.Proceeds

~~The~~On ~~Haycock~~July ~~Gold~~24, ~~property~~2018, isthe ~~composed~~Company ofpublicly 8filed ~~cell~~with the ~~units~~SEC inits ~~Haycock~~Registration ~~township,~~Statement ~~located~~on inForm ~~Northwestern~~S-1 ~~Ontario~~(Registration No. 333-226315), 12which kmregistration ~~east~~statement ofwas ~~Kenora~~declared effective on August 10, ~~Ontario~~2019. The ~~property~~ isRegistration ~~positioned~~Statement onprovided afor ~~number~~the registration of: ~~former~~(i) ~~land~~5,000,000 ~~Patents~~shares ~~(mining~~of ~~rights)~~common ~~and~~stock isfor ~~located~~sale 1by kmthe ~~north~~Company ofunder its ~~the~~Primary ~~historic~~Offering; ~~Triumph~~and ~~Mine~~(ii) ~~which~~62,912,797 ~~operated~~shares ~~between 1896~~of ~~and~~common ~~1900~~stock ~~with~~for ~~reported~~resale ~~grades~~under a Secondary Offering by certain Selling Stockholders of 39the ~~g/t~~Company.

~~The~~As ~~property~~of isJanuary ~~situated~~24, in2019, the ~~Wabigoon~~Company ~~sub~~had sold 75,590 Flow-~~province~~Through shares of common stock under the Primary Offering at a price of $0.15 per share, and ~~within~~the Board of Directors resolved to terminate the Primary Offering only. In accordance with an ~~area~~undertaking made by the Company in the Registration Statement to remove from registration, by means of ~~Kenora~~a post-effective amendment, any of the securities registered thereunder that ~~represents~~remained ~~55%~~unsold at the termination of ~~gold~~the ~~production~~offerings, on inJanuary ~~Ontario~~24, ~~during~~2019, the ~~19th~~Company filed with the SEC Post-Effective Amendment No. 1 to the Registration Statement to remove and ~~early~~ ~~20th~~withdraw from ~~century~~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.

~~The~~On ~~geology~~December is26, ~~underlain~~2019, bythe ~~quartz~~Company ~~diorite~~filed ofwith the SEC ~~Island~~Post-Effective ~~Lake~~Amendment ~~intrusion,~~No. ~~which~~2 isto ~~characterized~~the byRegistration Statement to remove and withdraw from registration the ~~irregular~~62,912,797 ~~occurrence~~shares ofregistered for ~~mafic~~resale ~~intrusions.~~under ~~The~~the ~~larger inclusions~~Secondary ~~have~~Offering ~~been~~as ~~fractured~~these ~~and~~shares ~~intruded~~had bysatisfied ~~irregular~~a ~~bodies~~one ~~and~~year ~~diffuse~~holding ~~veins~~requirement under Rule 144 of the SEC.

33ITEM 6. SELECTED FINANCIAL DATA

ofAs ~~quartz diorite. The exposed bedrock in the vicinity of old workings varies from predominantly basalt to predominantly quartz diorite. The property is aligned north of~~ a ~~structural~~smaller ~~trend~~reporting ~~leading~~company, inwe ~~the~~are ~~direction~~not ~~of former operating mines known as the Triumph and Treasure. The structure from the Triumph Mine was noted~~ required to ~~head~~provide in the ~~direction~~information ofrequired ~~the~~by ~~property~~this ~~while it was dewatered and assessed in 1987~~item.

~~Historical~~ITEM ~~Exploration~~7. ~~work~~MANAGEMENT’S ~~established~~DISCUSSION ~~gold~~AND ~~mineralization~~ANALYSIS ~~with~~OF ~~impressive~~FINANCIAL ~~assay~~CONDITION ~~results:~~ AND RESULTS OF OPERATIONS

1Liquidity and Capital Resources.

~~Assays~~We ofare ~~8.7~~an ~~g/t~~exploration Austage ~~(0.28~~company ~~oz/t),~~focused ~~7.1~~on developing ~~g/t~~our Aubusiness ~~(0.208~~in ~~oz/t)~~the ~~and~~mineral 1exploration sector.4 Our ~~g/t~~principal Aubusiness ~~(0.04~~objective ~~oz/t)~~for -the ~~(G.~~next ~~Clark,~~twelve ~~1983~~(12) months will be to continue to develop our business plan in this sector.

2As of December 31, 2021, we had cash on hand of $293 and current liabilities of $1,463,282. We do not have sufficient capital to operate our business and will require additional funding to sustain operations through December 2022. There is no assurance that we will be able to achieve revenues sufficient to become profitable.

~~Grades~~We ~~from~~have ~~previous~~incurred ~~mining~~losses ~~operations~~since ~~reported~~inception and our ability to becontinue ~~$36.00~~as toa ~~$120.00~~going-concern ~~per~~depends ~~ton~~upon ~~from~~our ~~several~~ability ~~assayed~~to ~~samples~~develop ~~while~~profitable ~~gold~~operations ~~was~~and ~~valued~~to atcontinue ~~$20.00~~to ~~per ounce~~raise adequate financing. We ~~Respectively,~~are ~~grading~~actively ~~between~~targeting ~~55.9~~sources ~~g/t~~of ~~and~~additional ~~186.6~~financing ~~g/t~~to Auprovide (1continuation of our operations.8 ~~oz/t~~In order for us to 6meet ~~oz/t)~~our liabilities -as ~~(The~~they ~~Colonist~~come due and to continue our operations, ~~1896)~~we are solely dependent upon our ability to generate such financing.

~~The~~There ~~property~~can ~~features~~be ~~two~~no ~~gold~~assurance ~~zones~~that ~~where~~the ~~historic~~Company ~~shafts~~will be ~~were~~able ~~developed~~to continue to raise funds, in which case we may be unable to meet our obligations and we may cease operations.

~~The~~Net ~~Sweden~~cash ~~shaft~~used ~~was~~in ~~sunk~~operating on activities. During the ~~main~~fiscal ~~vein~~year toended aDecember ~~depth~~31, of2021, ~~21.3~~net mcash ~~with~~used 3in moperating ofactivities ~~lateral~~was ~~development~~$(65,397) bycompared ~~the~~with ~~Sweden~~$(112,189) ~~Gold~~used ~~Mining Company of Ontario~~ in ~~1986. The~~ ~~inclined~~operating activities ~~shafts~~for ~~collar~~the ~~dimensions~~fiscal ~~are~~year ~~2.5~~ended xDecember 331, m2020. The ~~main~~cash ~~zone~~flow ~~cuts~~used ~~the~~in ~~inclusion-laden~~operating ~~quartz~~activities ~~diorite~~in to the ~~east~~fiscal ofyear anended ~~area~~December 31, of2021 ~~muskeg~~was ~~and swamp~~primarily ~~and~~the ~~consists~~result of aincurred 1operating ~~to 2 m wide shear zone striking 055° and dipping 70°SE~~losses. ~~Vein~~The ~~structure~~cash ~~has~~flow ~~been~~used ~~traced~~in ~~over~~operating ~~240~~activities min bythe afiscal ~~series~~year ofended ~~trenches and~~December 31, ~~pits~~2020 ~~located~~was inprimarily the ~~vicinity~~result of ~~the~~incurred ~~shaft~~operating losses.

~~The~~Net ~~Emmons~~cash ~~shaft~~used isin ~~located~~investing ~~700~~activities. During ~~m southeast of~~ the ~~Sweden~~fiscal ~~and~~year ~~has~~ended ~~collar~~December ~~dimensions~~31, of2021, 4net xcash ~~2.5~~used m.in ~~Depth~~investing ofactivities ~~shaft~~was is$Nil ~~unknown~~compared ~~and~~with ~~water~~$Nil ~~level~~used ~~is measured~~in 7investing mactivities for ~~below~~the ~~surface.~~fiscal ~~The~~year ~~associated~~ended ~~waste~~December ~~rock~~31, ~~pile has dimensions of 12 x 3 x 4 m~~2020. ~~Multiple trenches and pits were also developed in the vicinity of the shaft.~~

~~The property sat fairly dormant until staked by P. Karwcki and G. Clark in 1983 and was optioned to Jalna Resources Ltd in 1984.~~ 37

In 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 financing.Index

~~Hiltz~~Net ~~Property~~cash provided by financing activities. During the fiscal year ended December 31, 2021, net cash provided by financing activities was $66,172 compared with $115,226 provided by financing activities for the fiscal year ended December 31, 2020. The cash flow provided by financing activities in the fiscal year ended December 31, 2021 was primarily attributable to advances from shareholders and a private placement. The cash flow provided by financing activities in the fiscal year ended December 31, 2020 was primarily attributable to advances from shareholders and the issuance of preferred shares.

On November 19, 2020, the Company purchased a 100% interest in eight claims, known as the Hiltz in the Asquith Township in Northern Ontario. The Company paid three hundred thousand JSHG common shares at $0.07 per share for the mineral property and a two per cent (2%b) ~~Net Smelter Royalty ('NSR')~~ Results of ~~which the Company has the option to repurchase 75% of the NSR for one million five hundred thousand Canadian dollars ($1,500,000) at any time~~Operations. ~~As at December 31, 2020, the shares a reflected in Shares to be issued.~~

~~The~~Comparison ~~Hiltz~~of ~~property~~Fiscal isYear ~~eight~~Ended ~~claims~~December ~~covering~~31, ~~roughly,~~2021 350 acres in The Shining Tree gold camp. The Company paid the prospectors three hundred thousand (300,000) JSHG common shares in return for a one hundred per cent (100%) interest in the property. The prospectors retain a two per cent Net Smelter Royalty (2% NSR) ; the Company has the option to ~~repurchase~~Fiscal ~~1.5%~~Year Ended orDecember ~~75% of the total NSR for one million~~31, ~~five hundred thousand ($1,500,000 Canadian) at any time.~~2020

~~The~~We ~~property~~earned isno ~~within~~revenues during the ~~Abitibi~~fiscal ~~Greenstone~~year ~~Belt~~ended December 31, 2021 and iswe ~~underlain~~earned by$15,336 anin ~~early~~revenues ~~Archean~~from ~~metavolcanic~~the ~~sequence~~sale ~~with~~of afour ~~basal~~mining ~~layer~~leases ofduring ~~pyroclastic~~the ~~and~~fiscal ~~sediments~~year ended December 31, ~~followed~~2020. We do bynot ~~a sequence~~anticipate ofearning ~~mafix~~any ~~tholeiitic,~~further ~~and~~revenues anuntil ~~upper~~such ~~layer~~time ~~felsic~~as ~~metadata~~we ~~volcanics. Volcanics~~have entered into commercial production of our mineral properties. We are ~~intruded~~presently byin ~~later~~the exploration stage ~~felsic~~of ~~units~~our asbusiness ~~well~~and aswe ~~diabase~~can ~~dykes. Gold~~provide ~~mineralization~~no inassurance ~~the~~that ~~area~~we iswill ~~characterized~~discover bycommercially ~~shear~~exploitable levels of mineral resources on our properties, or ~~vein~~if ~~types~~such ~~characterized~~resources byare adiscovered, ~~mesothermal~~that ~~gold~~we ~~mineralization~~will ~~model~~enter into commercial production of our mineral properties.

34Consulting Fees. Consulting fees decreased to $116,400 for the fiscal year ended December 31, 2021 from $200,000 for the fiscal year ended December 31, 2020. The increase in consulting fees was primarily attributable to the decrease in the trading price range of the common stock used for stock based executive compensation.

InExploration ~~2020~~Expenses. Exploration expenses decreased to $1,904 for the ~~Company~~fiscal ~~recognized~~year anended ~~impairment~~December ~~charge~~31, of2021 from $2167,~~000~~357 onfor the ~~carrying~~fiscal ~~value~~year ofended ~~the~~December ~~Hiltz~~31, ~~Property~~2020. The decrease ~~based~~in onexploration ~~the~~expenses ~~substantial~~was ~~doubt~~attributable ofto ~~the~~reduced ~~Company’s~~drilling, ~~ability~~staking tofees ~~raise~~and ~~adequate~~geological ~~financing~~consultants.

~~Jo-Anne~~General ~~Property~~and Administrative Expenses. General and administrative expenses increased to $499,546 for the fiscal year ended December 31, 2021 from $13,716 for the fiscal year ended December 31, 2020. The increase was due to increased costs associated with marketing.

OnProfessional ~~November 13, 2020, the Company purchased a 100% interest in two claims, known as the Jo-Anne Property, in Benoit Township in Northern Ontario~~Fees. ~~The~~Professional ~~Company~~fees decreased ~~paid~~to ~~two million four hundred thousand JSHG common shares at~~ $~~0.07~~69,926 ~~per share~~ for the ~~mineral~~fiscal ~~property~~year ~~and~~ended aDecember ~~two~~31, ~~per~~2021 ~~cent~~from ~~(2%) Net Smelter Royalty ('NSR') of which the Company has the option to repurchase 50% of the NSR for two million Canadian dollars (~~$295,~~000,000)~~821for atthe ~~any~~fiscal ~~time. As~~year atended December 31, 2020,. ~~the~~The ~~shares~~fees aare the ~~reflected~~Company’s incosts ~~Shares~~associated towith beCompany ~~issued~~filings.

~~The~~Interest ~~Joe-Anne property is approximately 50 miles (80 kilometers) South-East of Timmins, ON~~Expense. ItInterest ~~consists~~expense was ~~of 42~~$24,013 ~~acres.~~for ~~Geologically~~ the ~~area~~fiscal ~~around~~years ~~Benoit~~ended ~~Township~~December ~~lies~~31, ~~between~~2021 ~~the Larder Lake~~ and ~~Destor-Porcupine~~$18,670 ~~Faults.~~for ~~This~~the ~~area~~fiscal ofyear ~~Abitibi~~ended ~~volcanics~~December ~~extend from Timmins~~31, ~~Ontario to Chibougamau, Quebec~~2020. The ~~area~~interest ~~was~~accrued on ~~mapped~~the byDavid H.Mason L.loan ~~Lovell~~as described in ~~1965~~Note ~~and~~5 ~~appears~~ to ~~be metavolcanics that are tholeitic in appearance and part of~~ the ~~Knojevis~~financial ~~Group~~statements.

~~The~~Depreciation. Depreciation ~~property~~expenses of ~~has~~$Nil ~~yielded~~for ~~gold~~the ~~values~~fiscal ~~over~~year 13ended ~~grams~~December ~~per~~31, ~~tonne~~2021 inand ~~grab~~for ~~samples~~the ~~from~~fiscal ~~previous~~year ~~prospectors. For~~ended ~~more~~December ~~information~~31, on2020. ~~the~~The ~~Joe-Anne~~company ~~property~~did ~~please~~not ~~refer~~acquire toany ~~this~~depreciable assets ~~report:~~during ~~http://www~~the year.~~geologyontario.mndm.gov.on.ca/mndnfiles/afri/data/imaging/20000015238/20000015238~~

InLoss ~~2020,~~on ~~the~~Note ~~Company~~Receivable. The ~~recognized~~loss in an2021 ~~impairment~~was ~~charge~~due ofto ~~$168,000 on~~ the ~~carrying~~settlement ~~value~~ of ~~the~~a ~~Jo-Anne~~debt ~~Property~~netted ~~based~~against ona ~~the~~note ~~substantial~~receivable ~~doubt~~as ofdescribed ~~the~~in ~~Company’s~~Note ~~ability~~7 to ~~raise~~the ~~adequate~~financial ~~financing~~statements.

~~ITEM~~Loss 3on Debt Settlement. The ~~LEGAL~~loss in ~~PROCEEDINGS~~2021 was due to the settlement of a debt exchanged for share of commonstock and warrants as described in Note 7 to the financial statements.

~~Except~~Loss ason ~~indicated~~Disposal ~~below,~~of ~~there~~Mineral ~~are~~Rights. The noloss ~~material~~in ~~pending~~2020 ~~legal~~was ~~proceedings,~~due ~~other than ordinary routine litigation incidental~~ to the ~~business,~~impairment tocharge ~~which~~on ~~the~~mineral ~~Company~~rights ~~is a~~as ~~party~~described orin ofNote ~~which~~4 ~~any~~to ~~of its property is~~ the ~~subject,~~financial ~~or any such proceedings known to be contemplated by any governmental authority~~statements.

AtNet ~~present~~loss. For the ~~Company~~fiscal isyear ~~involved~~ended December in31, ~~three~~2021, ~~material~~we ~~litigation~~incurred ~~proceedings.~~a ~~These~~net ~~actions~~loss ~~are~~of ~~ongoing~~$(1,000,689) inas compared to a net loss of $(860,556) for the ~~Ontario~~fiscal ~~Superior~~year ~~Court~~ended December 31, 2020. The net loss was primarily a result of ~~Justice~~the increase in marketing exploration activity and, ~~all~~not ~~involve~~yet ~~the~~having ~~ownership~~commenced its mining operations, terminated or expired property agreements, impairment of ~~the~~acquired ~~Kenty~~mineral ~~Property~~rights.

~~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:~~ (ic) Off-balance sheet ~~that Brian A~~arrangements. 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.

35We have not entered into any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources and would be considered material to investors.

~~By separate application commenced March 13, 2014 the Company and its co- applicant, Mr~~(d) Inflation. 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~~We ~~matters~~do ~~remain~~not tobelieve bethat ~~resolved~~inflation has had in the past or will have in the future any significant negative impact on our operations.

~~In separate proceedings, on May 13, 2015, the Company filed a Statement of Claim against Mr~~(e) Contractual Obligations. 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.

~~ITEM~~As 4.a ~~MINE~~smaller ~~SAFETY~~reporting ~~DISCLOSURES~~company, we are not required to provide the information required by this item.

AsITEM ~~the~~7A. ~~mines~~QUANTITATIVE ~~operated~~AND byQUALITATIVE ~~the~~DISCLOSURES ~~Company~~ABOUT ~~are~~MARKET ~~not located in the United States, 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.~~ RISK

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

~~ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES~~38

~~Market Information~~Index

~~Our~~ITEM ~~common stock has been quoted on the OTC Pink market only since August 2019~~8. ~~There~~ isFINANCIAL ~~currently~~STATEMENTS ~~a limited~~AND ~~public~~SUPPLEMENTARY ~~market~~DATA 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.

image provided by client

~~Holders~~REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (PCAOB ID 1930)

AsTo ofthe ~~December~~Board ~~31, 2020, there were 141,484,681 shares~~ of ~~common~~Directors ~~stock issued~~ and ~~outstanding~~Stockholders ~~held by approximately 217 stockholders~~ of ~~record.~~Joshua ~~This~~Gold ~~figure~~Resources ~~does not include an indeterminate number of stockholders who may hold their shares in “street name~~Inc.”:

~~Dividends~~Opinion on the Financial Statements

We have ~~not~~audited ~~declared~~the oraccompanying ~~paid~~balance ~~dividends~~sheets onof ~~our~~Joshua ~~common~~Gold ~~stock~~Resources ~~since~~Inc. ~~our formation, and we do not anticipate paying dividends in~~ (the ~~foreseeable~~“Company”) ~~future.~~as ~~Declaration or payment~~ of ~~dividends,~~December ~~if any~~31, in2021 ~~the~~and ~~future,~~2020 ~~will~~and ~~be at~~ the ~~discretion~~related ofstatements ~~our Board~~ of ~~Directors~~operations and ~~will~~comprehensive ~~depend on our then current financial condition~~loss, ~~results~~stockholders’ ~~of operations~~deficit, ~~capital requirements~~ and ~~other~~cash ~~factors~~flows ~~deemed~~for ~~relevant by~~ the ~~Board~~years ofended ~~Directors.~~December ~~There~~31, ~~are~~2021 noand ~~contractual~~2020, ~~restrictions~~and ~~on our ability to declare or pay dividends. See~~ the ~~Risk~~related ~~Factor~~notes ~~entitled "Because~~(collectively wereferred ~~do not intend~~ to ~~pay~~as ~~any~~the ~~cash~~“financial ~~dividends on our common stock, our stockholders will not be able to receive a return on their shares unless they sell them.~~statements”).

AsIn atour ~~December 31~~opinion, ~~2020,~~the wefinancial ~~were~~statements inpresent ~~arrears~~fairly, in ~~our~~all ~~dividends~~material onrespects, ~~preferred~~the ~~shares.~~financial ~~The~~position ~~balance~~ of ~~dividends~~the ~~payable~~Company as of ~~$419~~December 31,~~848~~ ~~includes~~2021 ~~dividends~~and 2020, and the results of ~~$254,400~~its operations and ~~accrued~~its ~~interest~~cash flows for each of ~~$165~~the years in the two year period ended December 31,~~448,~~ ~~accrued~~2021 atin ~~10.0%~~conformity ~~interest~~with ~~compounded~~accounting ~~annually~~principles generally accepted in the United States of America.

~~Securities~~Material ~~authorized~~Uncertainty ~~for~~Related ~~issuance~~to ~~under~~Going ~~equity~~Concern ~~compensation plans~~

WeThe ~~have~~accompanying ~~never~~financial ~~and~~statements have nobeen ~~current~~prepared ~~plans~~assuming tothat ~~issue~~the ~~securities~~Company ~~under~~will ~~any~~continue ~~equity~~as ~~compensation~~a ~~plans~~going concern. ~~However,~~ ~~during~~As ~~2020,~~discussed ~~securities~~in ~~were~~Note 1 to bethe ~~issued~~financial tostatements, ~~employees~~the ~~under~~Company ~~individual~~has ~~employment~~suffered ~~agreements~~recurring losses from operations and has a working capital deficit that raises substantial doubt about its ability to continue as ~~further~~a ~~detailed~~going ~~below~~concern. Management’s plans in ~~“Recent~~regard ~~Sales~~to these matters are also described in Note 1. The financial statements do not include any adjustments that might result from the outcome of ~~Unregistered~~this ~~Securities~~uncertainty. This matter is also described in the “Critical Audit Matters” ~~and~~section ~~Item~~of 13our report.

36Basis for Opinion

~~Recent~~These ~~Sales~~financial statements are the responsibility of ~~Unregistered~~the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

a)We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

~~Common~~Our ~~Stock~~audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provides a reasonable basis for our opinion.

~~During~~Critical ~~the~~Audit ~~year~~Matters ~~ended December 31, 2020, the Company issued no shares of common stock to directors and employees of the Company for services rendered.~~

~~During~~The ~~the~~critical ~~year~~audit ~~ended~~matters ~~December~~communicated ~~31,~~below ~~2020,~~are ~~the~~matters ~~Company~~arising ~~issued~~from ~~3,400,000~~the ~~shares~~current period audit of ~~common~~the ~~stock~~financial statements that were communicated or required to ~~third~~be ~~parties~~communicated ~~for~~to the ~~acquisition~~audit ofcommittee ~~mineral~~and ~~rights~~that: at(1) ~~the~~relate ~~transaction~~to ~~prices~~accounts ~~ranging~~or ~~from~~disclosures ~~$0.06~~that are material to $0the financial statements and (2) involved our especially challenging, subjective, or complex judgments.07 ~~per~~The ~~share~~communication ~~for~~of critical audit matters does not alter in any way our opinion on the financial statements, taken as a ~~total~~whole, ~~value~~and ofwe ~~$298~~are not,~~000~~ by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

~~Stock To be Issued~~39

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. Index

~~For~~Going ~~the~~Concern 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~~Critical ~~31,~~Audit ~~2020,~~Matter ~~the~~Description 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.

~~Purchases~~As described in Note 1, the Company’s operations are mainly funded with debt financing, which is dependent upon many external factors and may be difficult to raise when required. The Company may not have sufficient cash to fund its operations, and therefore, will require additional funding, which if not raised, may result in the delay, postponement or curtailment of ~~Equity~~some ~~Security~~or byall of its activities. Management has prepared future cash flow forecasts, which involves judgement and estimation of key variables, such as planned expenditures, future financings and market conditions. Future economic conditions, including the ~~Issuer~~impact of the global COVID-19 pandemic and ~~Affiliated~~effects ~~Purchasers~~of key events subsequent to the year end, such as debt financing, also impacted management’s judgements and estimates.

~~None;~~We ~~not~~identified ~~applicable~~the Company’s ability to continue as a going concern as a critical audit matter, because auditing the Company’s going concern assessment is complex, and involves a high degree of auditor judgment to assess the reasonableness of the cash flow forecasts, planned refinancing actions and other assumptions used in the Company’s going concern analysis. The Company’s ability to execute the planned refinancing actions are especially judgmental given that the global financial markets and economic conditions have been, and continue to be, volatile as a result of the COVID-19 pandemic.

~~Use~~This matter is also described in the “Material Uncertainty Related to Going Concern” section of ~~Proceeds~~our report.

OnAudit ~~July~~Response 24, 2018, the Company 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.

AsWe ofresponded ~~January~~to ~~24,~~this ~~2019,~~matter ~~the~~by ~~Company~~performing ~~had~~procedures ~~sold~~over ~~75,590~~management’s ~~Flow-Through~~assessment ~~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’s inability ~~the Registration Statement~~ to ~~remove~~continue ~~from~~as ~~registration, by means of~~ a ~~post-effective~~going ~~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~~concern. 1Our toaudit ~~the~~work ~~Registration~~in ~~Statement~~relation to ~~remove~~this ~~and withdraw from registration the 4~~included,~~924,410~~ ~~shares that were registered~~ but ~~remained~~was ~~unsold~~not ~~upon~~restricted ~~the termination of the Primary Offering. Such Post-Effective Amendment No. 1 had no effect on the 62~~to,~~912,797~~ ~~shares registered for resale under~~ the ~~Secondary~~following: ~~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.~~

On December 26, 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.•

~~ITEM~~We 6.inquired ~~SELECTED~~with ~~FINANCIAL~~management ~~DATA~~whether there is substantial doubt regarding the Company’s ability to continue as a going concern;

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

~~ITEM~~We 7.inquired ~~MANAGEMENT~~and evaluated management’Ss ~~DISCUSSION~~plan ~~AND~~for ~~ANALYSIS~~future OFactions, ~~FINANCIAL~~including ~~CONDITION~~subsequent ~~AND~~events, ~~RESULTS~~and OFwhether ~~OPERATIONS~~the outcome of these plans is likely to improve the situation and assessed the feasibility of the plan;

~~(a)~~•

~~Liquidity~~We ~~and~~evaluated ~~Capital~~management’s ~~Resources.~~process for preparing the business plan with forecasted cash flows included in the going concern assessment;

37•

We ~~are~~assessed ~~an exploration stage company focused on developing our business in~~ the ~~mineral~~completeness, ~~exploration~~accuracy, ~~sector. Our~~and ~~principal~~relevance ~~business~~of ~~objective~~underlying ~~for~~data ~~the~~used ~~next twelve (12) months will be to continue to develop our business plan~~ in ~~this~~management’s ~~sector.~~forecast;

As of December 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. •

We ~~have~~assessed ~~incurred~~the ~~losses~~adequacy ~~since~~of ~~inception~~the ~~and our ability to continue as a~~ going- concern ~~depends~~disclosures ~~upon~~included ~~our~~in ~~ability~~Note to1 ~~develop profitable operations and to continue to raise adequate financing. We are actively targeting sources~~ of ~~additional~~the ~~financing~~consolidated tofinancial ~~provide~~statements ~~continuation~~and ofconsider ~~our~~these ~~operations. In order for us~~ to ~~meet~~appropriately ~~our~~reflect ~~liabilities~~the asassessments ~~they~~that ~~come~~management ~~due~~has ~~and to continue our operations, we are solely dependent upon our ability to generate such financing~~performed.

image provided by client

~~There~~/s/ ~~can~~MNP ~~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.~~ LLP

~~Net~~Chartered ~~cash~~Professional used in operating 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.Accountants

~~Net~~Licensed ~~cash~~Public 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.Accountants

~~Net~~We ~~cash~~have ~~provided~~served byas ~~financing activities. During~~ the ~~fiscal~~Company’s ~~year~~auditor ~~ended~~since ~~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~~2016. The cash flow provided by financing activities in the fiscal year ended December 31, 2020 was primarily attributable to advances from shareholders and the issuance 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.

~~(b)~~Mississauga, Canada

~~Results~~March of31, ~~Operations.~~2022

~~Comparison of Fiscal Year Ended December 31, 2020 to Fiscal Year Ended December 31, 2019~~40

We earned $15,336 in revenues from the sale of four 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.Index

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

~~Exploration~~(An ~~Expenses.~~ Exploration ~~expenses~~Stage ~~increased~~Company) to $67,357 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.

~~General~~Balance ~~and~~Sheet Administrative Expenses. General and administrative expenses increased to $13,717 for the 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.

Professional 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.

Presented in US Dollars
	December 31, 2021		December 31, 2020
Current Assets
Cash	$	293	$	3,716
Accounts receivable and other assets		11,043		11,237
Prepaid expenses		88,330		-
Notes receivable (Note 7)		10,521		19,000
Total Current Assets		110,187		33,953
Other Assets
Mineral properties (Note 3)		1		1
TOTAL ASSETS	$	110,188	$	33,954

LIABILITIES AND SHAREHOLDERS' DEFICIT

Current Liabilities
Accounts payable	$	314,671	$	297,594
Accrued liabilities		27,278		27,410
Advances from stockholders (Note 4)		635,131		555,555
Dividends Payable (Note 6)		486,202		419,848
Due on mineral rights (Note 5)		-		39,270
Total Liabilities		1,463,282		1,339,677

Stockholders' Deficit
Preference Shares, $0.0001 par value; 100,000,000		25		25
shares authorized; 243,690 shares issued and
outstanding (December 31, 2020 – 243,690) (Note 6)
Common Stock, $0.0001 par value; 400,000,000
shares authorized; 153,556,362 shares issued and
outstanding (December 31, 2020 –141,484,681) (Note 6)		15,346		14,139
Additional Paid In Capital (Note 6)		12,278,733		11,179,536
Shares to be Issued (Note 6)		2,256,444		2,341,728
Accumulated other comprehensive income		51,549		46,998
Accumulated Deficit		(15,955,191)		(14,888,149)
Total Stockholders' Deficit		(1,353,094)		(1,305,723)
Total Liabilities and Stockholders' Deficit	$	110,188	$	33,954


Going Concern – see Note 1
Commitments and Contingencies – See Note 3

~~Interest~~See ~~Expense. Interest~~accompanying ~~expense~~notes ~~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.

3841

Depreciation. Depreciation expenses of $Nil for the fiscal year ended December 31, 2020 and for the fiscal year ended December 31, 2019. The company did not acquire any depreciable assets during the year.Index

~~Loss~~Joshua onGold ~~Disposal~~Resources ~~of Mineral Rights~~Inc. ~~The~~ ~~loss in 2020 was due to the impairment charge on mineral rights as described in Note 4 to the financial statements.~~

~~Net loss. For the fiscal year ended December 31, 2020, we incurred a net loss of $~~(~~860,557)~~An asExploration ~~compared~~Stage ~~to a net loss of $(2,027,604~~Company) 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.

~~(c)~~Statements of Operations and Comprehensive Loss

~~Off-balance~~Presented ~~sheet~~in ~~arrangements.~~US Dollars

We have not entered into any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources and would be considered material to investors.

	Year ended		Year ended
	December 31, 2021		December 31, 2020
REVENUE
Sale of mineral property leases	$	-	$	15,336
OPERATING EXPENSES

Consulting fees (Note 6)	$	116,400	$	200,000
Professional fees		69,926		95,821
General and administrative		499,546		13,717
Exploration		1,904		67,357
Interest		24,013		18,670
Foreign exchange loss (gain)		701		(6,672)
Loss on note receivable (Note 7)		8,479		-
Loss on debt settlement(Note 6)		9,720		-
Loss on impairment of properties (Note 3)		270,000		487,000
TOTAL OPERATING EXPENSES		1,000,689		875,893

NET LOSS		(1,000,689)		(860,557)

OTHER COMPREHENSIVE LOSS
Foreign currency translation gain (loss)		4,551		(13,532)
NET LOSS AND COMPREHENSIVE LOSS	$	(996,138)	$	(874,089)

NET LOSS	$	(1,000,689)	$	(860,557)
Dividends on Preferred Stock		(66,353)		(59,986)
NET LOSS ATTRIBUTED TO COMMON SHAREHOLDERS	$	(1,067,042)	$	(920,543)

LOSS PER SHARE - BASIC AND DILUTED		$0.0067		$0.0062

WEIGHTED NUMBER OF SHARES
OUTSTANDING - BASIC AND DILUTED		150,986,918		139,729,490

~~(d)~~See accompanying notes to the financial statements

~~Inflation.~~42

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

~~(e)~~Joshua Gold Resources Inc.

~~Contractual~~(An ~~Obligations.~~Exploration Stage Company)

AsStatements aof ~~smaller~~Stockholders’ ~~reporting~~Deficit ~~company, we are not required to provide the information required by this item.~~

~~ITEM~~For ~~7A.~~the ~~QUANTITATIVE~~years ~~AND~~ended ~~QUALITATIVE~~December ~~DISCLOSURES~~31, ~~ABOUT~~2021 ~~MARKET~~and ~~RISK~~December 31, 2020

AsPresented ain ~~smaller~~US ~~reporting~~Dollars ~~company, we are not required to provide the information required by this item.~~

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

	Preferred Stock		Common Stock		Additional Paid-in	Stock to be	Accumulated Other Comprehensive	Accumulated	Total Stockholders’
	Shares	Par Value	Shares	Par Value	Capital	Issued	Income	Deficit	Deficit
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 6)						200,000			200,000

Stock issued from private placement (Note 6)	3,690	1			3,689				3,690

Stock issued for mineral rights (Note 6)			3,400,000	340	297,660				298,000

Stock issued for services (Note 6)						51,685			51,685

Stock to be issued for mineral rights (Note 6)						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)

Stock to be issued for compensation (Note 6)						116,400			116,400

Stock issued from private placement (Note 6)			200,000	20	9,980	-			10,000

Stock issued for debt settlement (Note 6)			738,347	74	61,331	(12,685)			48,720

Stock issued for mineral rights (Note 6)			7,200,000	720	458,280	(189,000)			270,000

Stock issued for services (Note 6)			3,533,334	353	529,647				530,000

Stock issued for services (Note 6)			400,000	40	39,960				40,000

Foreign currency translation							4,551		4,551

Net loss								(1,000,689)	(1,000,689)

Dividends								(66,353)	(66,353)

Balance – December 31, 2021	243,690	25	153,556,362	15,346	12,278,733	2,256,444	51,549	(15,955,191)	(1,353,094)

39See accompanying notes to the financial statements

~~Joshua Gold Resources Inc.~~43

~~(An Exploration Stage Company)~~Index

~~Balance~~Joshua ~~Sheets~~Gold asResources ofInc.

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

(An Exploration Stage Company)

~~Going~~Statements ~~concern~~of ~~(Note~~Cash 2)Flows

~~Commitments~~Presented ~~and~~in ~~contingencies~~US ~~(Note~~Dollars 4)

See accompanying notes to the financial statements

	Year Ended			Year Ended
	December 31, 2021			December 31, 2020
CASH FLOWS USED IN OPERATIONS
OPERATING ACTIVITIES
Net loss	$	(1,000,689)		$	(860,557)
Adjustments for non-cash items:
Loss on impairment of mineral rights		270,000			487,000
Loss on debt settlement (Note 6)		9,720			-
Loss on note receivable (Note 7)		8,479			-
Interest on shareholder loans		24,013			-
Stock based compensation		116,400			200,000
Issuance of Common shares for services (Note 6)		570,000			51,685
Adjustments for changes in working capital
Accounts receivable and other assets		8,673			8,653
Prepaid expenses		(88,330)			-
Accounts payable and accrued liabilities		16,337			(281)
Due on mineral rights		-			1,311
NET CASH USED IN OPERATING ACTIVITIES		(65,397)			(112,189)

FINANCING ACTIVITIES
Advances from stockholders (Note 4)		56,172			111,535
Advances from Private placement (Note 6)		10,000			-
Debt settlement of mineral rights loan (note 7)		(8,479	)		-
Loss on Note receivable (Note 7)		(39,270	)		-
Issuance of shares from debt settlement (Note 7)		39,000			-
Issuance of Preferred shares (Note 6)		-			3,691
NET CASH PROVIDED BY FINANCING ACTIVITIES		57,423			115,226

EFFECT OF EXCHANGE RATE CHANGE FOR OPENING CASH		4,551			(13,532)
NET (DECREASE) IN CASH		(3,423)			(10,495)
CASH, BEGINNING OF YEAR		3,716			14,211
CASH, END OF YEAR	$	293		$	3,716

SUPPLLEMENTARY CASH FLOW INFORMATION
Income taxes paid	$	-		$	-
Interest paid	$	-		$	-
Stock issuances to for services	$	570,000		$	-
Stock issuances to acquire mineral properties	$	270,000		$	487,000

40See accompanying notes to the financial statements.

~~Joshua Gold Resources Inc.~~44

~~(An Exploration Stage Company)~~Index

Joshua Gold Resources Inc. (An Exploration Stage Company) Notes to Financial Statements ofFor ~~Operations~~the ~~and~~year ~~Comprehensive~~ended ~~Loss~~December 31, 2021

~~Presented~~ in1.Nature USof ~~Dollars~~Operations and Going Concern

		Year ended		Year ended
		December 31, 2020		December 31, 2019
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

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

~~See~~The ~~accompanying~~Company ~~notes~~operates as a mineral exploration business headquartered at 1033 Pattullo Avenue, Unit 20 in 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 ~~financial~~exploration ~~statements~~stage and substantially all of the Company’s efforts are devoted to financing and developing these property interests.

41The Company has the rights to ten mineral properties in Ontario and in the Northwest Territories, Canada. There has been no determination whether the Company’s interests in unproven mineral properties contain mineral reserves, which are economically recoverable.

~~Joshua~~During ~~Gold~~the ~~Resources~~year, ~~Inc~~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.

~~(An~~Going ~~Exploration~~Concern ~~Stage Company)~~

~~Statements~~The financial statements have been prepared on a going concern basis. The going concern basis of ~~Stockholders’~~presentation ~~Deficit~~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.

~~For~~The Company has incurred a net loss of $1,000,689 for the ~~years~~year ended December 31, ~~2020~~2021, and ~~December~~a 31working capital deficit of $1,353,095. ~~2019~~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.

~~Presented~~The inCompany UShas ~~Dollars~~been seeking additional debt or equity financing to support its operations until it becomes cash flow positive. There can be no assurances that the action and plan above will be sufficient for the Company to continue operating as a going concern.

	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)

The 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 existence. These adjustments could be material.

~~See accompanying notes to the financial statements.~~45

42Index

Joshua Gold Resources Inc. (An Exploration Stage Company) Notes to Financial Statements For the year ended December 31, 2021

~~(An~~ ~~Exploration~~2.Significant ~~Stage~~Accounting ~~Company)~~Policies

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

~~Presented~~ inMineral USProperties ~~Dollars~~and Exploration and Development Costs

	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

The 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.

~~See~~ ~~accompanying~~Impairment ~~notes~~of tolong-lived ~~the financial statements.~~assets

43Long-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.

~~Joshua~~The ~~Gold~~Company ~~Resources~~evaluates ~~Inc~~at each balance sheet date whether circumstances have occurred that indicate possible impairment. 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.

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

~~Presented~~The Company's accounts have been translated into U.S. dollars in USaccordance ~~Dollars~~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 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.

~~Notes~~ toUse ~~Financial~~of ~~Statements~~Estimates

~~For~~The preparation of financial statements in conformity with accounting principles generally accepted in the ~~Year~~United ~~ended~~States ~~December~~of 31America 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, ~~2020~~and, as adjustments become necessary, they are reported in earnings in the period in which they become known.

1. Comprehensive Loss

~~Nature~~The Company follows the guidance in ASC 220, Comprehensive Income. ASC 220 establishes standards for the reporting and presentation of ~~Operations~~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.

~~Joshua Gold Resources Inc. (referred to herein as “Joshua”, “JSHG”, or the “Company”) was incorporated on July 10, 2009 in the State of Nevada.~~ 46

The 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. Index

~~The~~Joshua ~~Company~~Gold ~~has~~Resources ~~the~~Inc. ~~rights~~(An toExploration ~~twelve~~Stage ~~mineral~~Company) ~~properties~~Notes into ~~Ontario~~Financial ~~and~~Statements inFor the ~~Northwest~~year ~~Territories,~~ended ~~Canada.~~December ~~There has been no determination whether the Company’s interests in unproven mineral properties contain mineral reserves~~31, ~~which are economically recoverable.~~2021

During 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 orders2.Significant AtAccounting ~~this~~Policies ~~time,~~– itcontinued 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.

2. Fair Value of Financial Instruments

~~Going~~In ~~Concern~~accordance with 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.e., the “exit price”) in an orderly transaction between market participants at the measurement date.

~~The~~In ~~financial~~determining ~~statements~~fair ~~have~~value, ~~been~~the ~~prepared~~Company onuses avarious ~~going~~valuation ~~concern basis~~approaches. ~~The~~ ~~going~~A ~~concern~~fair ~~basis~~value ofhierarchy ~~presentation~~for ~~assumes~~inputs is used in measuring fair value that maximizes the ~~Company~~use ~~will~~of ~~continue~~observable ~~operations~~inputs ~~for~~and minimizes the ~~foreseeable~~use ~~future~~of ~~and~~unobservable ~~will~~inputs by requiring that the most observable inputs be ~~able~~used towhen ~~realize~~available. ~~its~~Observable ~~assets~~inputs ~~and~~are ~~discharge~~those ~~its~~that ~~liabilities~~market ~~and~~participants ~~commitments~~would use in pricing the ~~normal~~asset ~~course~~or liability based on market data obtained from sources independent of ~~operation~~the Fund. 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.

The ~~Company~~fair ~~has~~value ~~incurred~~hierarchy ais ~~net~~categorized ~~loss~~into ofthree ~~$860,557~~levels ~~for~~based 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~~inputs ~~ability to continue~~ as ~~a going concern unless it can begin to generate net profit and raise adequate financing.~~ follows:

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.

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.

~~The~~ ~~financial~~Income 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 existence. These adjustments could be material.Taxes

3The 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.

~~Significant Accounting Policies~~47

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

44Joshua Gold Resources Inc. (An Exploration Stage Company) Notes to Financial Statements For the year ended December 31, 2021

~~Mineral~~2.Significant ~~Properties~~Accounting ~~and~~Policies ~~Exploration~~– ~~and~~continued ~~Development Costs~~

~~The~~ 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 unitStock-~~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.Compensation

~~Impairment~~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 ~~long~~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-~~lived~~based ~~assets~~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.

~~Long~~Awards granted to non-~~lived~~employees ~~assets~~fall ~~that~~under ~~are~~ASC ~~held~~505-50 and ~~used~~ are ~~analyzed~~recognized ~~for~~based ~~impairment~~on ~~whenever~~the ~~events~~fair orvalue ~~changes~~of ~~in circumstances indicate that~~ the ~~related~~goods ~~carrying~~or ~~amounts~~services ~~may~~received ~~not~~or bethe ~~recoverable.~~equity ~~Intangible~~instruments, ~~assets~~whichever ~~having~~is anmore ~~indefinite useful life are assessed for impairment annually~~reliable.

~~The~~ ~~Company~~Net ~~evaluates~~Earnings at(Loss) ~~each~~Per balance sheet date whether circumstances have occurred that indicate possible impairment. 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. Share

~~Foreign~~The ~~Currency~~Company ~~Translation~~accounts for earnings (loss) per share pursuant ASC 260, Earnings Per Share, which requires disclosure on the unaudited condensed interim 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 stock dividends, stock splits, and reverse stock splits.

~~The~~There ~~Company's~~were ~~accounts~~no ~~have~~dilutive ~~been~~financial ~~translated~~instruments 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 or loss for the ~~relevant~~ years. ~~Adjustments~~ended ~~resulting~~December ~~from~~31, ~~the~~2021 ~~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~~2020.

~~Use~~ ofRecent ~~Estimates~~Accounting Pronouncements

~~The~~In ~~preparation~~June of2016, ~~financial statements in conformity with accounting principles generally accepted in~~ the ~~United~~FASB ~~States~~issued ofASU ~~America~~2016-13, ~~requires~~Financial ~~management~~Instruments—Credit toLosses ~~make~~(Topic ~~estimates~~326): ~~and~~Measurement ~~assumptions that affect the reported amounts~~ of ~~assets~~Credit ~~and~~Losses ~~liabilities~~on ~~and~~Financial ~~disclosure~~Instruments. ofThe ~~contingent~~standard’s ~~assets~~main ~~and~~goal ~~liabilities~~is atto ~~the~~improve ~~date of the~~ financial ~~statements~~reporting ~~and~~by ~~the~~requiring ~~reported~~earlier ~~amounts~~recognition of ~~revenue~~credit ~~and~~losses ~~expenses~~on ~~during~~financing ~~the~~receivables ~~reporting~~and ~~periods.~~other ~~Actual~~financial ~~results~~assets ~~could~~in ~~differ from those estimates~~scope. ~~Some~~ ofASU ~~the Company's more significant estimates include those related to going concern and the fair value of stock~~2016-~~based~~13 ~~compensation~~is ~~and~~effective ~~other~~for ~~equity~~fiscal ~~instruments. These~~years ~~estimates~~beginning ~~are~~after ~~reviewed~~December ~~periodically~~15, 2020 and, ashad ~~adjustments~~no ~~become~~impact ~~necessary,~~on ~~they are reported in earnings in~~ the ~~period~~Company’s inunaudited ~~which~~condensed ~~they~~interim ~~become~~financial ~~known~~statements.

~~Comprehensive~~In ~~Loss~~November 2019, the FASB issued ASU No. 2019-08, Compensation—Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606): Codification Improvements—Share-Based Consideration Payable to a Customer, that simplifies and increases comparability of accounting for nonemployee share-based payments, specifically those made to customers. The new guidance requires companies to measure and classify (on the balance sheet) share-based payments to customers by applying the guidance in Topic 718. As a result, the amount recorded as a reduction in revenue would be measured based on the grant-date fair value of the share-based payment. ASU 2019-08 is effective for fiscal years beginning after December 15, 2019 and had no impact on the Company’s financial statements.

~~The~~Management ~~Company~~does ~~follows~~not ~~the~~believe ~~guidance~~that inany ~~ASC~~recently ~~220~~issued, ~~Comprehensive~~but ~~Income.~~not ~~ASC~~yet ~~220~~effective ~~establishes~~accounting ~~standards~~pronouncements, ~~for~~when ~~the~~adopted, ~~reporting~~will ~~and~~have ~~presentation of comprehensive loss and its components in~~ a ~~full~~material ~~set~~effect ofon ~~financial statements. Comprehensive loss is presented in~~ the ~~statements~~accompanying ~~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~~.

~~Fair Value of Financial Instruments~~ 48

In accordance with 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.e., the “exit price”) in an orderly transaction between market participants at the measurement date.Index

InJoshua ~~determining~~Gold ~~fair~~Resources ~~value, the Company uses various valuation approaches~~Inc. A ~~fair~~(An ~~value~~Exploration ~~hierarchy~~Stage ~~for~~Company) ~~inputs~~Notes isto ~~used~~Financial inStatements ~~measuring~~For ~~fair value that maximizes~~ the ~~use~~year ofended ~~observable~~December ~~inputs~~31, 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 2021

45 3.Mineral Property Interests

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.

	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			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
Niobe Property (k)			120,000
Benoit West Property (l)			150,000
Impairment charge (k)(l)			(270,000)
Balance at December 31, 2021			1

~~The~~a)Carson ~~fair~~Property ~~value hierarchy is categorized into three levels based on the inputs as follows:~~

	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.

On December 23, 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:

~~Income~~1.Cash ~~Taxes~~consideration of $99,060 (CDN$100,000) to be paid according to an installment schedule between April 30, 2011 and December 31, 2015;

~~The~~2.Equity ~~Company~~consideration ~~accounts~~of ~~for income taxes pursuant to ASC 740~~1,000,000 ~~Income~~shares ~~Taxes. Deferred tax assets and liabilities are recorded for differences between the financial statements and tax basis~~ of ~~the~~common ~~assets~~stock ~~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~~issued ~~tax~~on ~~expense is recorded for the amount of income tax payable~~ or ~~refundable~~before ~~for~~March ~~the~~30, ~~period~~2011; ~~increased or decreased by the change in deferred tax assets~~ and ~~liabilities during the period.~~

~~Stock-based~~3.Royalty ~~Compensation~~of 3% of all net smelter returns upon commencement of commercial production of the property.

The ~~Company~~Carson ~~accounts~~Property ~~for~~is ~~Stock-Based~~1,812 ~~Compensation~~acres in ~~accordance~~area ~~with~~and ~~ASC~~is ~~718,~~located ~~Compensation~~north –by ~~Stock~~north-west ~~Compensation.~~of ~~ASC 718 establishes standards for~~ the ~~accounting~~City ~~for~~of ~~transactions~~Yellowknife, in ~~which~~the anNorthwest ~~entity~~Territories, ~~exchanges its equity instruments for goods or services~~Canada. It ~~also~~The ~~addresses~~Company’s ~~transactions~~interest in ~~which~~the anproperty ~~entity~~consists ~~incurs~~of ~~liabilities~~a in21-year ~~exchange~~mining ~~for~~lease, ~~goods~~which orexpires ~~services that are based~~ on ~~the~~December ~~fair~~31, ~~value~~2024 ofand ~~the~~for ~~entity’s~~which ~~equity instruments or that may be settled by~~ the ~~issuance~~Company ofwas ~~those~~responsible ~~equity instruments. ASC 718 focuses primarily on accounting~~ for ~~transactions~~making inannual ~~which~~lease anpayments ~~entity~~of ~~obtains~~$1,141, ~~employee services~~ in ~~share-based~~order ~~payment transactions. ASC 718 requires that the compensation cost relating~~ to ~~share-based~~keep ~~payment transactions be recognized in~~ the ~~financial~~lease ~~statements measured based on the fair value of the equity or liability instruments issued, when granted~~ in ~~exchange~~good ~~for employee services~~standing.

~~Awards~~On ~~granted~~December to13, ~~non-employees~~2012, ~~fall~~the ~~under~~Company ~~ASC~~terminated ~~505-50~~its ~~and~~acquisition ~~are~~agreement ~~recognized~~for ~~based~~the onCarson ~~the~~Property ~~fair~~with ~~value~~2214098 ofOntario Ltd. Under the ~~goods~~terms orof ~~services~~the ~~received~~agreement, orthe Company returned the ~~equity~~property ~~instruments~~to the vendor, ~~whichever~~and isboth ~~more~~parties ~~reliable~~are released from any further obligation under the agreement.

~~Net Earnings (Loss) Per Share~~49

The 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 weighted average number of shares outstanding as the only constraint is the passage of time.Index

~~There~~Joshua ~~were~~Gold noResources ~~dilutive~~Inc. ~~financial~~(An ~~instruments~~Exploration ~~for~~Stage Company) Notes to Financial Statements For the ~~years~~year ended December 31, ~~2020 and 2019.~~2021

~~Recent~~3.Mineral ~~Accounting~~Property ~~Pronouncements~~Interests -continued

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

InThe ~~December~~Company ~~2019,~~had ~~the~~reflected ~~FASB issued ASU 2019-12, “Income taxes – simplifying~~ the ~~accounting~~termination ~~for~~as ~~income~~a ~~taxes~~loss ~~(Topic~~on ~~740),~~disposal ~~which~~of ismineral ~~intended~~property toon ~~simplify~~the ~~various~~statement ~~aspects~~of ~~related~~operations toof ~~accounting~~$112,686 for ~~income taxes. ASU 2019-12 removes certain exceptions to~~ the ~~general~~year ~~principles~~ended ~~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 1531, ~~2020~~2012. ~~ASU 2019-12 did not have a material effect on its financial statements.~~

~~The~~During ~~Company~~2016, ~~continues~~the toCompany ~~evaluate~~reacquired the ~~impact~~Carson ofProperty ~~these~~in ~~ASU’s~~exchange onfor ~~its~~300,000 ~~financial~~shares ~~statements.~~of ~~Management~~common ~~does~~stock ~~not~~to ~~believe~~be ~~that any recently~~ issued, ~~but~~valued ~~not~~at ~~yet effective accounting pronouncements~~$15, ~~when adopted, will have a material effect on the~~ 000.

46In 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.

~~accompanying~~b)Kenty ~~financial~~Gold ~~statements.~~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 the 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”).

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

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

(a)Closing Date. CDN$50,000 within six (3) business days following the closing date.

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 (~~Cell ID 41P11C056~~b),February ~~555445 (Cell ID 41P11C057 )~~4, ~~561605 (Cell ID 41P11C036), 561606 (Cell ID 41P11C037) for $15,336 (CDN$20,000) in cash~~2013.

a(i)CDN$100,000 on or before February 4, 2013; and

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

On(c)April ~~December 23~~4, ~~2010, the Company entered into a mineral property acquisition agreement with 2214098 Ontario Ltd~~2013. ~~pursuant to which the Company acquired the mining lease to the Carson Property. Under the acquisition agreement, the Company was required to pay:~~

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

~~Cash consideration of $99,060~~ (~~CDN$100~~ii)200,000) tocommon beshares ~~paid~~of ~~according~~Company toon anor ~~installment~~before ~~schedule between~~ April 304, ~~2011~~2013. ~~and December 31, 2015;~~

2(d)October 4, 2013.

~~Equity consideration of 1~~(i)CDN$300,000~~,000~~ ~~shares of common stock to be issued~~ on or before ~~March~~October 304, ~~2011~~2013; and

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

~~Royalty~~(e)April of4, ~~3% of all net smelter returns upon commencement of commercial production of the property~~2014.

~~The Carson Property is 1~~(i)CDN$300,~~812~~000 ~~acres~~on inor ~~area~~before ~~and~~April ~~is located north by north-west of the City of Yellowknife~~4, in2014; ~~the Northwest Territories, Canada. The Company’s interest in the property consists of a 21-year mining lease, which expires on June 30, 2024~~ and ~~for which the Company was responsible for making annual lease payments of $1,141, in order to keep the lease in good standing.~~

~~On December 13~~(ii)250,000 ~~2012,~~common ~~the~~shares ~~Company terminated its acquisition agreement for the Carson Property with 2214098 Ontario Ltd. Under the terms~~ of ~~the agreement, the~~ Company ~~returned~~on ~~the~~or ~~property~~before toApril ~~the vendor~~4, ~~and both parties are released from any further obligation under the agreement~~2014.

47(f)October 4, 2014.

~~The~~(i)CDN$300,000 ~~Company had reflected the termination as a loss~~ on ~~disposal~~or ofbefore ~~mineral~~October ~~property on the statement of operations of $112~~4,~~686~~ ~~for~~2014; ~~the~~and ~~year ended December 31, 2012.~~

~~During 2016~~(ii)250, ~~the Company reacquired the Carson Property in exchange for 300,~~000 common shares of ~~common~~Company ~~stock~~on toor bebefore ~~issued~~October ~~valued at $15~~4,~~000~~ 2014.

In(g)April ~~2016~~4, ~~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~~2015.

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

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

~~McClay Conveyed Property~~(h)Reserve. On ~~October~~Upon 4,completion ~~2012,~~of ~~the~~a ~~Company~~NI ~~entered~~43-101 ~~into~~compliant ~~and closed a~~ mineral ~~property~~resource ~~acquisition~~estimate ~~agreement~~and ~~(the~~pre-feasibility ~~“McClay~~study, ~~Agreement”)~~ with ~~Brian~~an ~~McClay,~~indicated areserve ~~British Columbia, Canada resident~~ (~~“McClay”),~~by ~~pursuant to~~ which ~~McClay agreed to sell to~~ the ~~Company~~parties anmeant ~~undivided~~“indicated ~~one~~mineral ~~hundred percent (100%~~resource”) ~~interest~~of in1,000,000 ~~and~~Troy toOunces ~~certain~~of ~~mineral~~Gold ~~interests~~(Aurum ~~found~~Metal) on the ~~Kenty~~McClay ~~Gold~~Conveyed Property, ~~located~~Company inshall ~~the~~pay ~~Townships of Swayze and Dore~~CDN$1, ~~Ontario~~000,000 ~~Canada~~to ~~(the “~~McClay ~~Conveyed Property”)~~.

~~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:~~50

~~(a)~~Index

~~Closing~~Joshua ~~Date. CDN$50,000~~Gold ~~within~~Resources ~~three~~Inc. (3An Exploration Stage Company) ~~business~~Notes ~~days~~to ~~following~~Financial Statements For the ~~closing~~year ~~date.~~ended December 31, 2021

(bn)Kenty Gold Property-continued

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

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

~~CDN$100~~(ii)Upon production of 3,000,000 onTroy orOunces ~~before~~of ~~February~~Gold 4(Aurum Metal) from the McClay Conveyed Property, ~~2013;~~Company ~~and~~shall pay CDN$2,000,000 to McClay.

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

~~200,000~~(j)Early ~~common~~Buyout ~~shares~~Option. Company shall have the option of ~~Company~~early onbuyout orwithin ~~before~~one ~~February~~year 4of execution for a cash payment of CDN$750,000 ~~2013~~and 750,000 common shares of Company.

In addition, upon the Commencement of Commercial Production (cas 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.

~~April~~During 42014, ~~2013~~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.

~~(i)~~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.

~~CDN$150,000~~The onfirst orapplication ~~before~~is ~~April~~an 4application 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.

~~(ii)~~By 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.

~~200,000~~As ~~common~~at ~~shares~~December of31, ~~Company~~2021, onthese ormatters ~~before~~remain ~~April~~to 4,be ~~2013~~resolved.

~~(d)~~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.

~~October 4, 2013.~~51

~~(i)~~Index

~~CDN$300,000~~Joshua onGold orResources ~~before~~Inc. ~~October~~(An 4,Exploration ~~2013;~~Stage ~~and~~Company) Notes to Financial Statements For the year ended December 31, 2021

~~(ii~~o)C1 Mortimer Property

~~250,000~~In ~~common~~January ~~shares~~2017, ofthe Company onentered orinto ~~before~~a ~~October~~Joint 4,Venture ~~2013~~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:

~~(e)~~1.Pay $10,000 CDN upon signing;

~~April~~2.Pay 410 million shares of common stock of the Company to the prospectors pro rata upon signing, ~~2014~~which was reduced to 9,850,000 shares of common stock, of which 8,840,000 were issued and the remaining are included in stock to be issued.

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

~~CDN$300,000~~4.Grant onLarry orSalo ~~before~~first ~~April~~right 4,of ~~2014;~~refusal ~~and~~on all exploration work.

~~(ii)~~5.Pay the prospector owners, pro rata, CDN$750,000, within 30 months of the signing anniversary.

~~250,000~~The ~~common~~current ~~shares~~owner ofprospectors ~~Company~~will onretain ora ~~before~~three ~~April~~per 4,cent ~~2014~~(3%) Net Smelter Royalty on the property.

~~(f)~~On 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.

On October 48, ~~2014.~~2019 the Joint Venture agreement expired and was replaced with a new Joint Venture Option Agreement signed November 19, 2019 with the following terms:

~~(i)~~1.Pay the prospector owners $75,000 CDN annually for 10 years beginning January 1, 2021 and ending January 1, 2030.

~~CDN~~2.The Company must spend three hundred thousand dollars ($300,000.00) CDN in mineral exploration on orthe ~~before~~property ~~October~~by 4January 1, ~~2014;~~2025. ~~and~~

3.Upon signing, the Company will issue two million, four hundred thousand (ii2,400,000) JSHG common shares to the prospector owners as compensation for the changes to the original Joint Venture Option agreement.

~~250~~4.The Company must keep each and all claims within the group that comprises the Property in good standing. If the Company forfeits one,~~000~~ ~~common~~any ~~shares~~or all of the claims that comprise the Property, then the Company onis obligated to inform the prospector owners of its impending forfeiture of any or ~~before~~all ~~October~~claims 4at least four months previous to the leased claims coming open for staking, ~~2014.~~

~~(g)~~5.Prospector and driller Larry Salo will be granted first right of refusal on all exploration work,

~~April~~6.The 4Company 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, ~~2015.~~

~~(i)~~52

~~CDN$300,000 on or before April 4, 2015; and~~Index

Joshua Gold Resources Inc. (iiAn Exploration Stage Company) Notes to Financial Statements For the year ended December 31, 2021

~~550~~As at December 31, 2021 and December 31, 2020, the Company had yet to issue 2,400,000 common shares of stock to the prospector owners. In 2019, the Company onrecognized oran ~~before~~additional ~~April~~impairment 4charge of $359,760 ~~2015~~on the carrying value of the C1 Mortimer Property based on the substantial doubt of the Company’s ability to raise adequate financing.

(hp)Chewitt Property

~~Reserve. Upon~~During ~~completion~~the ofyear aended NIDecember ~~43-101~~31, ~~compliant~~2020, ~~mineral~~the ~~resource~~Company ~~estimate~~entered ~~and~~into ~~pre-feasibility~~a ~~study,~~mineral ~~with~~property anacquisition ~~indicated~~agreement, ~~reserve~~pursuant ~~(by~~to which the ~~parties~~Company ~~meant~~acquired ~~“indicated~~the ~~mineral~~mining ~~resource”)~~lease to the Chewitt Property. Under the acquisition agreement, the Company issued equity consideration of 1300,000~~,000~~ ~~Troy~~shares of common stock and cash of $360 ($475 CDN).

48In 2019, the Company recognized an impairment charge of $60,360 on the carrying value of the Chewitt Property based on the substantial doubt of the Company’s ability to raise adequate financing.

~~Ounces of Gold (Aurum Metal~~q)King onSolomon ~~the~~Mines ~~McClay Conveyed~~ Property, ~~Company shall pay CDN$1,000,000 to McClay.~~

During the year ended December 31, 2020, 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 (i2.0%) 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).

~~Production~~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.

(ir)Borden Lake North Property

~~Upon~~On ~~production~~January of15, 12020,~~000~~ the Company entered into a mineral property acquisition agreement,~~000~~ ~~Troy~~pursuant ~~Ounces~~to ofwhich ~~Gold~~the Company acquired 100% interest in eleven claims (~~Aurum~~approximately ~~Metal~~495 acres), ~~from~~known as the ~~McClay~~Borden ~~Conveyed~~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 ~~shall~~will ~~pay~~transfer ~~CDN$1~~equity consideration of 100,000 shares of common stock,~~000~~ valued at US$0.15 per share recorded in shares to ~~McClay~~be 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).

~~(ii)~~During the year ended December 31, 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.

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

On 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 (~~iii~~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.

~~Upon~~In ~~production~~2020, the Company recognized an impairment charge of 5$145,000~~,000~~ ~~Troy~~on ~~Ounces~~the carrying value of the Halcrow Gold ~~(Aurum~~Property, ~~Metal)~~McCool ~~from~~Property ~~the~~and ~~McClay~~Seymour ~~Conveyed~~Lake Extension Property, ~~Company~~based ~~shall~~on ~~pay~~the ~~CDN$2,000,000~~substantial doubt of the Company’s ability to ~~McClay~~raise adequate financing.

~~(j)~~53

~~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.~~Index

InJoshua ~~addition,~~Gold ~~upon~~Resources ~~the~~Inc. ~~Commencement of Commercial Production~~ (asAn ~~defined~~Exploration inStage ~~the McClay Agreement), the~~ Company ~~shall pay to McClay a royalty in an amount equal to three percent (3%~~) ofNotes 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~~Financial ~~fifty~~Statements ~~percent~~For ~~(50%) of~~ the ~~Seller~~year ~~NSR~~ended ~~for~~December ~~a purchase price of CDN$1~~31,~~500,000.~~ 2021

~~During 2014~~t)Haycock, ~~the Company recognized an impairment charge of $1~~Godfrey,~~975,999~~ onRoma ~~the~~Lake ~~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.~~

AtOn ~~present~~August 20, 2020, the Company ispurchased ~~involved~~a 100% interest in ~~three~~twenty ~~material~~claims, ~~litigation~~known ~~proceedings.~~as ~~These~~the ~~actions~~Haycock ~~are~~Gold ~~ongoing~~Property, Godfrey and Roma Lake Property in ~~the~~Northern Ontario. ~~Superior~~The ~~Court~~Company ofpaid ~~Justice~~two million three hundred thousand JSHG common shares at $0.06 per share for the mineral property and ~~all~~a ~~involve~~three per cent (3%) Net Smelter Royalty ('NSR') of which the ~~ownership~~Company has the option to repurchase 75% of the ~~Kenty~~NSR ~~Property~~for one million Canadian dollars ($1,000,000) for each of the three properties at any time. As at December 31, 2021, the shares are reflected in Shares to be issued.

~~The~~In ~~first~~2020, ~~application~~the isCompany recognized an ~~application~~impairment ~~brought~~charge byof ~~Emerald~~$138,000 ~~Isle Resources~~ on ~~May 14, 2013 seeking a declaration that it is~~ the ~~legal~~carrying ~~owner~~value of the ~~Kenty~~Haycock ~~Property. The~~Gold ~~application alleges: (i) that Brian A. McClay, the owner of the Kenty~~ Property, ~~had~~Godfrey ~~sold~~and ~~100%~~Roma ofLake ~~his interest therein to Emerald Isle in 1986, although Emerald Isle did not register its acquisition of the Kenty~~ Property atbased ~~that~~on ~~time; and (ii) that at~~ the ~~time~~substantial hedoubt ~~entered~~of ~~into an agreement to sell~~ the ~~Kenty Property to the~~ Company,’s ~~Mr.~~ability ~~McClay had no interest in the Kenty Property~~ to ~~sell. The~~raise ~~Company~~adequate ~~has responded to that application~~financing.

Byu)Hiltz 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.~~

~~These~~On ~~matters~~November ~~remain~~19, 2020, the Company purchased a 100% interest in eight claims, known as the Hiltz in the Asquith Township in Northern Ontario. The Company paid three 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 berepurchase ~~resolved~~75% of the NSR for one million five hundred thousand Canadian dollars ($1,500,000) at any time.

In ~~separate proceedings~~2020, ~~on May 13, 2015,~~ the Company ~~filed~~recognized aan ~~Statement~~impairment charge of ~~Claim against Mr. McClay seeking damages totaling~~ $1021,~~750,~~000 inon the ~~event~~carrying ~~that~~value ~~the Application~~ of the ~~Company~~Hiltz ~~and~~Property ~~Mr.~~based ~~McClay is unsuccessful and~~ on ~~or about September 28, 2015, Mr. McClay filed a counterclaim against~~ the ~~Company~~substantial ~~alleging~~doubt ~~that~~of the Company’s ~~has~~ability ~~failed~~ to ~~deliver~~raise ~~the~~adequate ~~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~~financing. ~~The matter remains in abeyance pending the resolution of the two Applications.~~

bv)Jo-Anne Property

C1On ~~Mortimer~~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.

In ~~January 2017~~2020, the Company ~~entered~~recognized ~~into a Joint Venture Agreement whereby it has~~ an ~~Option~~impairment tocharge ~~acquire~~of a$168,000 ~~fifty~~on ~~per~~the ~~cent~~carrying ~~(50%)~~value ~~interest~~of ~~in a claim known as~~ the C1Jo-Anne ~~Mortimer~~Property ~~property.~~based Inon ~~order~~the tosubstantial ~~earn~~doubt of the ~~fifty~~Company’s ~~per~~ability ~~cent~~to ~~interest~~raise ~~the~~adequate ~~Company must:~~financing.

1.w)Niobe Property

~~Pay~~On ~~$10~~May 15, 2021, the Company entered into a mineral property acquisition agreement, pursuant to which the Company acquired 100% interest in fifteen claims, known as the Borden North Property in Collins\Chewett Townships located in Northern Ontario. Under the acquisition agreement, the Company issued equity consideration of 2,000,000 ~~CDN~~shares ~~upon~~of ~~signing;~~common stock, valued at US$0.06 per share and agreed to a two per cent (2.0%) Net Smelter Royalty (NSR) to be paid. The Vendor granted the Purchaser an Option to purchase 50% of the NSR (1.0%NSR) for $2 Million Canadian dollars ($2,000,000).

2In the year ended December 31, 2021, the Company recognized an impairment charge of $120,000 on the carrying value of the Niobe Property based on the substantial doubt of the Company’s ability to raise adequate financing. In addition, no work was done on these claims and they expired in December of 2021.

~~Pay~~x)Benoit 10West ~~million~~Property shares of common stock of the Company to the prospectors pro rata upon signing, which was reduced to 9,850,000 shares of common stock, of which 8,840,000 were issued and the remaining are included in stock to be issued.

3On August 17, 2021, the Company entered into a mineral property acquisition agreement, pursuant to which the Company acquired 100% interest in fifteen claims, known as the Benoit West located in Northern Ontario. Under the acquisition agreement, the Company issued equity consideration of 2,500,000 shares of common stock, valued at US$0.06 per share 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 (1.0%NSR) for $1 Million Canadian dollars ($1,000,000).

49In the year ended December 31, 2021, the Company recognized an impairment charge of $150,000 on the carrying value of the Benoit West Property based on the substantial doubt of the Company’s ability to raise adequate financing. No work was done on these claims and they expired in December of 2021.

~~Spend five hundred thousand ($500,000) on mineral exploration on the property within 30 months of the signing anniversary.~~54

4.Index

~~Grant~~Joshua ~~Larry~~Gold ~~Silo~~Resources ~~first~~Inc. ~~right~~(An ofExploration ~~refusal~~Stage onCompany) ~~all~~Notes ~~exploration~~to ~~work.~~Financial Statements For the year ended December 31, 2021

5 4.Advances From Stockholders

~~Pay~~The ~~the~~Company ~~prospector~~has ~~owners,~~advances ~~pro~~from ~~rata,~~related ~~CDN$750,000,~~stockholders ~~within~~and 30various ~~months~~individuals ofand ~~the~~corporations ~~signing~~who ~~anniversary~~are not related parties.

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

	December 31, 2021		December 31, 2020

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 Penny Currah, stockholder and consultant to the Company. The amount is non-interest bearing, unsecured and has no specified terms of repayment.		1,172		-

Due to David Mason – former Director and Consultant		122,587		99,053

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 common shares. As the maturity has passed, the amount plus accrued interest is now due on demand. Interest expense on the loan was CDN$30,722 ($24,012) in 2021 and CDN$24,704 ($18,670) in 2020 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. During the year the amount of the advances totalled US $55,000, these amounts were non-interest bearing, unsecured and had no terms of repayment.		431,660		376,791

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
Advances from Shareholders	$	635,131	$	555,555

On 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.55

~~On October 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:~~Index

1Joshua Gold Resources Inc. (An Exploration Stage Company) Notes to Financial Statements For the year ended December 31, 2021

~~Pay~~ ~~the~~5.Amounts ~~prospector~~Due ~~owners~~On ~~$75,000~~Mineral ~~CDN~~Rights ~~annually~~Acquisitions ~~for 10 years beginning January 1, 2021 and ending January 1, 2030.~~

		December 31, 2021		December 31, 2020
Due to Andrew Currah re: Kenty Property		$	-		$	39,270

December 31,

2021

December 31,

2020

Due to Andrew Currah re: Kenty Property

39,270

~~The~~On ~~Company~~December ~~must~~13, ~~spend~~2021 ~~three~~Andrew ~~hundred~~Currah ~~thousand~~sold ~~dollars~~$12,500 (of his loan to a third party for $~~300~~12,~~000.00)~~500 ~~CDN~~cash inat ~~mineral~~fair ~~exploration~~value onafter which the ~~property~~entire bydebt ~~January~~was 1,settled ~~2025~~for shares of common stock and warrants as described in note 6.

3 6.Capital Stock

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

4During the year ended December 31, 2021, the Company issued no shares of common stock to directors and employees of the Company for services rendered.

~~The~~During ~~Company must keep each and all claims within~~ the ~~group~~year ~~that~~ended ~~comprises~~December ~~the~~31, ~~Property~~2020, ~~in good standing. If~~ the Company ~~forfeits~~issued ~~one,~~no ~~any~~shares ~~or all~~ of ~~the~~common ~~claims~~stock ~~that comprise the Property, then the Company is obligated~~ to ~~inform~~directors ~~the~~and ~~prospector~~employees ~~owners~~ of ~~its impending forfeiture of any or all claims at least four months previous to~~ the ~~leased~~Company ~~claims coming open~~ for ~~staking,~~services rendered.

5During the year ended December 31, 2021, the Company issued 7,200,000 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 $459,000.

~~Prospector~~During ~~and~~the ~~driller~~year ~~Larry~~ended ~~Salo~~December ~~will~~31, be2020, ~~granted~~the ~~first~~Company ~~right~~issued 3,400,000 shares of ~~refusal~~common onstock ~~all~~to ~~exploration~~third ~~work~~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.

6During the year ended December 31, 2021, the Company issued 3,933,334 shares of common stock to third parties for investor services at the transaction prices ranging from $0.10 to $0.15 per share for a total value of $570,000.

~~The~~During ~~Company~~the ~~must~~year ~~maintain~~ended ~~proper~~December ~~insurance~~31, on2021, the ~~Property~~Company atissued ~~all~~738,347 ~~times~~shares ~~either~~of bycommon ~~itself~~stock asto athird ~~policy~~parties ~~holder~~for orexploration ~~through~~services ~~policies~~at ~~held by~~ the ~~Company's~~transaction ~~contractors~~price ~~such~~of ~~that~~$0.07 ~~the~~per ~~prospector~~share ~~owners~~for ~~have~~a nototal ~~legal~~value ~~liability~~of ~~at any time on the Property~~$61,405.

InDuring ~~2019,~~ the ~~Company~~year ~~recognized~~ended anDecember ~~additional~~31, ~~impairment charge of $359~~2021,~~760~~ on the ~~carrying~~Company ~~value~~issued 200,000 shares of ~~the~~common C1stock ~~Mortimer~~to ~~Property~~third ~~based~~parties onfor ~~the~~a ~~substantial~~private ~~doubt~~placement of$0.02 ~~the~~per ~~Company’s~~share ~~ability~~for toa ~~raise~~total ~~adequate~~value ~~financing~~of $10,000.

db)Stock ~~Chewitt~~To ~~Property~~be Issued

~~During~~As ~~the~~of ~~year ended~~ December 31, ~~2019~~2021, the Company ~~entered~~has ~~into~~yet ato ~~mineral~~issue ~~property~~9,521,577 ~~acquisition~~(2020 ~~agreement~~– 9,009,924) ~~pursuant~~shares toof ~~which~~common stock at the ~~Company~~transaction ~~acquired~~prices ~~the~~ranging ~~mining~~from ~~lease~~$0.02 to ~~the~~$0.15 ~~Chewitt~~per ~~Property.~~share ~~Under~~for ~~the~~a ~~acquisition~~total ~~agreement~~of $2,256,444 ~~the~~(2020 ~~Company~~-$2,341,728). ~~issued~~In ~~equity~~addition, ~~consideration~~3,576,534 of(2020 ~~300~~– 1,~~000~~576,534) shares of common stock ~~and~~are ~~cash~~to ofbe ~~$360~~issued to directors for services recorded in prior years. An additional 1,995,043 (~~$475~~2020 ~~CDN~~– 1,995,043) shares of common stock are yet to be issued for debt settlements from prior years.

InFor ~~2019,~~ the ~~Company~~year ~~recognized~~ended anDecember ~~impairment~~31, ~~charge~~2021, of2,000,000 ~~$60~~(2020- 2,~~360~~000,000) onshares ~~the~~became ~~carrying~~issuable ~~value~~to directors and officers of the ~~Chewitt~~Company ~~Property~~for ~~based~~services onrendered. ~~the~~These ~~substantial~~transactions ~~doubt~~have been recorded as consulting fees having a total value of ~~the~~$116,400 ~~Company’s~~(2020 ~~ability~~$200,000) towithin ~~raise~~shares ~~adequate~~to ~~financing~~be issued.

~~e) King Solomon Mines Property~~56

During 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 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 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).Index

InJoshua ~~2019,~~Gold ~~the~~Resources ~~Company~~Inc. ~~recognized~~(An anExploration ~~impairment~~Stage ~~charge~~Company) ofNotes ~~$1,280,000~~to onFinancial ~~the~~Statements ~~carrying~~For ~~value of~~ the ~~King~~year ~~Solomon~~ended ~~Property~~December ~~based~~31, ~~on the substantial doubt of the Company’s ability to raise adequate financing.~~2021

506.Capital Stock

fb) ~~Borden~~Stock ~~Lake~~To ~~North~~be ~~Property~~Issued - continued

On ~~January~~For ~~15, 2020,~~ the ~~Company~~year ~~entered~~ended ~~into~~December a31, ~~mineral property acquisition agreement~~2021, ~~pursuant to which~~ the Company ~~acquired~~had ~~100%~~not ~~interest~~yet inissued ~~eleven claims (approximately 495 acres)~~1,950,000 ~~known~~shares asof ~~the~~common ~~Borden~~stock ~~North Property in Cochrane~~ and ~~Darcy~~warrants ~~Townships~~for ~~located~~1,950,000 ~~about~~shares ~~6.5 kilometers (app. 4 miles) north~~ of ~~the~~common ~~Newmont~~stock ~~Borden~~with ~~Lake~~an ~~gold~~expiry ~~mine~~date inof ~~Northern~~December ~~Ontario. Under~~13, ~~the~~2024 ~~acquisition~~for ~~agreement,~~debt ~~the~~settlements ~~Company~~having ~~issued~~a ~~equity~~total ~~consideration~~value of ~~100~~$39,000. ~~shares~~The fair value of ~~common~~the ~~stock,~~commons ~~valued~~shares atwas US$0.15021 per share ~~recorded~~for ina ~~common~~total ~~shares~~of ~~issued~~$40,950. ~~and~~The ~~agreed~~warrants towere avalued ~~two~~at ~~per cent (2.~~$0~~%) Net Smelter Royalty (NSR) to be paid~~.004 ~~Vendor granted~~each ~~the Purchaser~~for ana ~~Option to~~total ~~purchase 75%~~ of ~~the NSR (1.5%NSR) for~~ $17,860 ~~Million~~based ~~Canadian~~on ~~dollars~~the ~~($1,000,000).~~following assumptions:

1.	Exercise price of each warrant	$0.20
2.	Expected life in years	3
3.	Annualized Volatility	100%
4.	Annual rate of quarterly dividends	0%
5.	Discount rate – Bond Equivalent yield	0.95%
6.

g)This was recorded as reduction in current liabilities and as an increase within shares to be issued.

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

OnThe ~~April~~Company ~~14,~~has ~~2020,~~authorized ~~the~~Class ~~Company~~A ~~purchased~~preferred astock ~~100%~~available ~~interest~~to inbe ~~thirty~~issued ~~five~~for ~~claims~~$1.00 per share, ~~known~~are asnon-participating ~~the~~and ~~Halcrow~~non-voting ~~Gold~~and ~~Property,~~accrue ~~McCool~~cumulative ~~Property~~dividends ~~and~~at ~~Seymour~~the ~~Lake~~rate ~~Extension~~of ~~Property~~10% ~~Northern~~per ~~Ontario~~annum. The Company ~~paid~~may ~~one~~retract ~~million~~the ~~JSHG~~stock ~~common shares~~ at ~~$0.145~~any ~~per~~time ~~share~~upon ~~for~~ the ~~mineral~~payment ~~property~~of ~~and~~$1.00 aper ~~two~~share ~~per~~plus ~~cent~~any ~~(2%)~~unpaid ~~Net~~dividends. ~~Smelter~~In ~~Royalty~~the ~~('NSR')~~event of ~~which~~any wind-up of the Company, ~~has~~ the ~~option~~Class toA ~~repurchase~~preferred ~~75%~~stock ofhas ~~the~~a ~~NSR~~priority ~~for~~distribution ~~one~~of ~~million Canadian dollars (~~$1~~,000,000)~~.00 ~~for~~per ~~each~~share ofplus ~~the~~any ~~three~~unpaid ~~properties~~dividends atbefore any ~~time.~~distribution to the common stockholders.

Ind)Dividends 2020, the Company recognized an impairment charge of $145,000 on the carrying value of the Halcrow Gold Property, McCool Property and Seymour Lake Extension Property based on the substantial doubt of the Company’s ability to raise adequate financing.

hAs at December 31, 2021, the Company was in arrears in dividends on preferred shares. The balance of dividends payable of $486,202 (December 31, 2020 - $419,848) includes dividends of $278,769 (December 31, 2020 - $254,400) and accrued interest of $207,433, (December 31, 2020 - $165,448), accrued at 10.0% interest compounded annually.

~~Haycock,~~Preferred ~~Godfrey~~dividends for the year ended December 31, ~~Roma~~2021 ~~Lake~~and ~~Property~~2020 had an effect of $nil on loss per share available to common stockholders.

On 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%e)Warrants 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.

InDuring ~~2020,~~ the ~~Company~~year, ~~recognized an impairment charge of $138~~1,950,000 onwarrants ~~the~~became ~~carrying~~issuable ~~value~~for ofa ~~the~~debt ~~Haycock~~settlement ~~Gold~~as ~~Property,~~described ~~Godfrey~~in ~~and~~note ~~Roma~~6 ~~Lake Property based on the substantial doubt of the Company’s ability to raise adequate financing~~b).

i)The Company had no warrants outstanding at December 31, 2020.

~~Hiltz Property~~57

On November 19, 2020, the Company purchased a 100% interest in eight claims, known as the Hiltz in the Asquith Township in Northern Ontario. The Company paid three 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 75% of the NSR for one million five hundred thousand Canadian dollars ($1,500,000) at any time. As at December 31, 2020, the shares are reflected in Shares to be issued.Index

InJoshua ~~2020,~~Gold ~~the~~Resources ~~Company~~Inc. ~~recognized~~(An anExploration ~~impairment~~Stage ~~charge~~Company) ofNotes ~~$21,000~~to onFinancial ~~the~~Statements ~~carrying~~For ~~value of~~ the ~~Hiltz~~year ~~Property~~ended ~~based~~December on31, ~~the substantial doubt of the Company’s ability to raise adequate financing.~~2021

j)6.Capital Stock – continued

Jof)Stock-~~Anne~~Based ~~Property~~Compensation

OnThe ~~November 13, 2020, the~~ Company ~~purchased~~incurred astock-based ~~100%~~compensation ~~interest~~expense in ~~two~~connection ~~claims,~~with ~~known~~its ascompensation ~~the~~agreements ~~Jo-Anne~~for ~~Property,~~its indirectors ~~Benoit~~and ~~Township~~officers. inUnder ~~Northern~~these ~~Ontario. The~~agreements, ~~Company~~common ~~paid~~stock ~~two~~may ~~million~~be ~~four~~issued ~~hundred~~as ~~thousand~~a ~~JSHG~~signing ~~common~~bonus ~~shares~~or at ~~$0.07~~certain ~~per~~benchmark ~~share~~dates ~~for~~within ~~the~~an ~~mineral~~individual’s ~~property~~period ~~and~~of aservice. ~~two~~Stock-based ~~per~~compensation ~~cent~~is ~~(2%)~~calculated ~~Net~~as ~~Smelter~~the ~~Royalty~~fair ~~('NSR')~~value of ~~which~~ the ~~Company~~stock ~~has~~issued ~~the~~or ~~option~~to be issued to ~~repurchase~~an ~~50%~~individual ofat the ~~NSR~~time ~~for~~the ~~two~~employment ~~million~~contract ~~Canadian~~was ~~dollars~~signed ~~($2,000,000)~~and is recorded at ~~any~~the time it becomes owing to the individual. As atStock ~~December~~issued 31to a director, ~~2020~~manager, ~~the~~or ~~shares~~employee ~~are~~may ~~reflected~~be deferred in ~~Shares~~the event that their contract requires the individual to beremain ~~issued~~employed with the Company for a specified time period after issuance.

InFor ~~2020,~~ the ~~Company~~year ~~recognized~~ended anDecember ~~impairment~~31, ~~charge~~2021, ~~of $168~~2,000,000 onshares ~~the~~(December ~~carrying~~31, ~~value~~2020 of– ~~the~~2,000,000) ~~Jo-Anne~~became ~~Property~~issuable ~~based~~in onconnection ~~the~~with ~~substantial~~stock-based ~~doubt~~compensation ~~of the Company’s ability to raise adequate financing~~arrangements.

51These shares were valued ranging from $0.03 to $0.11 per share and resulted in compensation expense of $116,400. These fees were recorded as a component of consulting fees in the amount of $116,400 (December 31, 2020 – $200,000) on the statements of operations and comprehensive loss.

1 7. ~~Advances~~Related ~~From~~Party ~~Stockholders~~Transactions and Balances

	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

The following transactions with related parties were in the normal course of operations and were measured at the exchange value which represented the amount of consideration established and agreed to by the parties.

2Refer to Note 6(f) for the disclosure of stock-based compensation to the CEO and CFO of the Company.

~~Due~~Refer Onto ~~Mineral~~Note ~~Rights~~4 ~~Acquisitions~~related to advances from stockholders and debt settlements with related parties.

	December 31, 2020	December 31, 2019
Due to Andrew Currah re: Kenty Property	$39,270	$37,959

Receivable from Related Parties

The Andrew 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.

December 31,

2021

December 31,

2020

Receivable from Sabine Frisch for stock to be issued, Sabine Frisch is the wife of Scott Keevil a stockholder and consultant to the Company

10,521

19,000

52This amount is non-interest bearing, unsecured and had no terms of repayment. Subsequent to the year end this receivable was settled by netting the balance of $19,000 against the accounts payable debt amount owing to Firelake Resources Inc. of $13,425 as described in Note 9.

3 8. Income Taxes

As at December 31, ~~2020~~2021 and ~~2019~~2020, the Company had no accrued interest and penalties related to uncertain tax positions. Reconciliation of the statutory tax rate of 21% (~~2019~~2020 - 21%) and income tax benefits at those rates to the effective income tax rates and income tax benefits reported in the statements of operations and comprehensive loss is as follows:

Income tax rate	~~21.0%~~	21.0%	~~21.0%~~		21.0%
	For the Years Ended December 31,
	2020		2019
	2021			2020
Loss before income tax	~~(860,557)~~$	(1,000,689	~~(2,027,604~~)	$	(860,557	)
Expected income tax recovery	~~(180,717)~~	(210,145	~~(425,797~~)		(180,717	)
Unrealized foreign exchange	~~(1,401)~~	147	~~(1,360)~~		(1,401	)
Other permanent difference	~~3,921~~	5,043	~~43,330~~		3,921
Stock-based compensation	~~42,000~~	24,444	-		42,000
Change in valuation allowance	~~136,197~~	180,511	~~383,827~~		136,197
Income tax expense	-$	-	-	$	-

~~The following table summarizes the significant components of deferred tax:~~58

	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)

Index

~~The~~Joshua ~~Company~~Gold ~~has~~Resources ~~net operating loss carryovers of approximately $6,057,000 for federal and state income tax purposes, which begin to expire in 2030~~Inc. ~~The~~(An ~~ultimate~~Exploration ~~realization~~Stage ~~of the net operating loss is dependent upon future taxable income, if any, of the~~ Company.) ~~Based~~Notes onto ~~losses~~Financial ~~from~~Statements ~~inception,~~For the ~~Company~~year ~~determined~~ended ~~that as of~~ December 31, 2020 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 that it is more likely than not that the Company will generate sufficient taxable income to realize the deferred income tax assets. As a result of the analysis, the Company determined that a valuation allowance against the deferred tax assets was required.2021

The ~~tax~~following ~~years~~table ~~that~~summarizes ~~remain subject to examination by major taxing jurisdictions are those for~~ the ~~years~~significant ~~ended~~components ~~December~~of ~~31,~~deferred ~~2020,~~tax: ~~2019, 2017, 2016, 2015, 2014, 2013, 2012, 2011 and 2010.~~

	For the Years Ended December 31,
	2021		2020
Deferred tax asset:
Net operating loss carry forward	$	6,626,368	$	6,056,895
Exploration and development costs		3,555693		3,265,590

Valuation allowance	$	(10,182,061)	$	(9,322,485)

~~Capital~~The ~~Stock~~Company has net operating loss carryovers of approximately $6.6 million for federal and state income tax purposes, which begin to expire in 2029. The ultimate realization of the net operating loss is dependent upon future taxable income, if any, of the Company. Based on losses from inception, the Company determined that as of December 31, 2021 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 th

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