Fintech Select Ltd. — Interim / Quarterly Report 2023

Nov 29, 2023

FINTECH SELECT LTD.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Unaudited

September 30, 2023

FINTECH SELECT LTD. September 30, 2023 CONTENTS

	Page
NOTICE TO READER	1
CONDENSED CONSOLIDATEDINTERIM FINANCIAL STATEMENTS
Condensed Consolidated Interim Statementsof Financial Position	2
Condensed ConsolidatedInterim Statementsof Operations andComprehensive Income(Loss)	3
Condensed ConsolidatedInterim Statementsof Cash Flows	4
Condensed ConsolidatedInterim Statementsof Changes in Shareholders'Deficit	5
Notes to Condensed ConsolidatedInterim Financial Statements	6–16

NOTICE OF NO AUDITOR REVIEW OF CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Under National Instrument 51-102, Part 4, subsection 4.3 (3) (a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that an auditor has not reviewed the financial statements.

The accompanying condensed unaudited interim financial statements of the Company have been prepared by and are the responsibility of the Company's management.

The Company's independent auditor has not performed a review of these condensed financial statements in accordance with standards established by the Canadian Institute of Chartered Accountants for a review of interim financial statements by an entity's auditor.

Fintech Select Ltd. Condensed Consolidated Interim Statements of Financial Position (Unaudited) (Presented in Canadian Dollars) As at September 30, 2023

	Note	September302023	December 312022
ASSETS
CURRENT
Cash		$10,099	$35,558
Accounts receivable		174,857	144,850
Intangibles –short term	4	182,805	112,270
Inventory		13,618	16,347
Prepaid and other assets		32,127	11,656
		413,506	320,681
LONG TERM
Property and equipment	3	78,860	90,430
Intangibles–long term	4	11,510	71,921
		90,370	162,351
		$503,876	$483,032
LIABILITIES & SHAREHOLDER'S EQUITYCURRENT
Accounts payable and accrued liabilities		1,229,463	1,316,009
Deferred revenue		6,448	6,448
Loan from a director	11	93,713	465,162
Demand loan	5	--	4,479
Customer deposits		34,700	34,700
Current portion of lease obligations	8	--	65,714
		1,364,324	1,892,512
NONCURRENT
Lease obligations	8	--	--
		1,364,324	1,892,512
SHAREHOLDERS' EQUITY
Share capital	6	18,686,265	18,686,265
Contributed and other surplus		6,733,043	6,696,166
Warrant capital	7	71,127	108,004
Other comprehensive loss		(161,844)	(233,454)
Deficit		(26,189,039)	(26,666,461)
		(860,448)	(1,409,480)
		$503,876	$483,032
Nature of Operations and Going concern (Note 1)

Approved by the Board

Naveed UI-Hassan Mohammad Abuleil

Director (Signed) Director (Signed)

The accompanying notes form an integral part of these consolidated financial statements.

Fintech Select Ltd. Condensed Consolidated Interim Statements of Operations and Comprehensive Income (Unaudited) (Presented in Canadian Dollars)

For 3 and 9 months ended September 30, 2023

	3monthsended		9months ended
	September30		September	30,
	2023	2022	2023	2022
REVENUE	$ 752,893	$ 599,123	$3,169,078	$1,971,608
EXPENSES
Goods and services purchased	51,832	43,732	173,642	142,102
Salaries and benefits	795,721	675,530	2,271,897	2,042,038
Other general and administrative	43,248	33,184	149,328	162,821
Foreign exchange loss (gain)	(10,200)	(27,333)	15,851	(34,029)
Depreciation and amortization	13,572	31,044	74,170	94,246
Interest expenses	88	2,994	6,768	13,052
	894,261	759,152	2,691,656	2,420,230
Net income (loss)from operations	(141,368)	(160,029)	477,422	(448,622)
Gain on settlement of accounts payable	--	--	--	2,157,450
Net income(loss)	(141,368)	(160,029)	477,422	1,708,828
Exchange difference on translating
foreign operation	(12,549)	(36,796)	1,076	(46,119)
Gain/(loss)on revaluation of intangibles	(18,918)	7,033	70,534	(158,292)
Comprehensive income(loss)	$(172,834)	$(189,792)	$ 549,032	$ 1,504,417
Income (Loss)per share
Basic	$ (0.002)	$(0.002)	$0.006	$0.022
Diluted	$(0.002)	$(0.002)	$0.006	$0.022
Weighted average number of sharesoutstanding
Basic	80,049,515	80,049,515	80,049,515	79,342,372
Diluted	80,049,515	80,049,515	80,049,515	79,342,372

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

Fintech Select Ltd. Condensed Consolidated Interim Statements of Cash Flow (Presented in Canadian Dollars) For 3 and 9 months ended September 30, 2023

	Three months endedSeptember30		NineSeptember 30,	months ended
		2023	2022	2023	2022
Cash provided by (used in)
Operations
Netincome (loss)	$	(141,368)	(160,029)	$ 477,422	$ 1,708,827
Items not affecting cash
Amortization		13,573	31,044	74,170	94,246
Interest expenses		88	2,994	6,768	13,052
Gain on settlement of accounts payable		--	--	--	(2,157,450)
Unrealized foreign exchange loss/(gain)		(12,762)	(37,233)	1,094	(46,665)
		(140,469)	(163,224)	559,454	(387,990)
Net change in non-cash working capital
Accounts receivable		93,115	4,991	(30,007)	17,735
Inventory		1,132	(1,937)	2,729	(738)
Prepaid and other assets		(16,184)	11,586	(20,472)	7,089
Accounts payable and accrued liabilities		23,610	204,615	(86,546)	497,252
		(38,796)	56,031	425,158	133,348
Investing
Disposal of intangible		--	--	--	--
Additions of intangibles andequipment		(201)	(1,317)	(2,190)	(4,411)
		(201)	(1,317)	(2,190)	(4,411)
Financing
Lease payment		(9,664)	(28,728)	(67,120)	(86,184)
Repayment of demand loan		--	(29,262)	(9,841)	(108,577)
Advance(Repayment)of director loan		40,000	--	(371,449)	--
		30,336	(57,990)	(448,410)	(194,761)
Net change in cash		(8,661)	(3,276)	(25,442)	(65,824)
Effect of exchange rate changeson cash		213	437	(17)	548
Cash, beginning of the period		18,547	9,209	35,558	71,646
Cash, end of the period	$	10,099	6,370	$10,099	$6,370

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

Fintech Select Ltd. Condensed Consolidated Interim Statement of Changes in Shareholders' Deficit (Presented in Canadian Dollars) For the 9 months ended September 30, 2023

	Shares	Share CapitalAmount	ContributedSurplus	Optionsand WarrantCapital	AccumulatedOtherComprehensiveIncome (Loss)	Deficit	Total
Balance, December 31, 2022	80,049,515	18,686,265	6,696,166	108,004	(233,454)	(26,666,461)	(1,409,480)
Options and warrants expired	--	--	36,877	(36,877)	--	--	--
Issuance of shares	--	--	--	--	--	--	--
Other comprehensive income fromtranslation of foreign entity	--	--	--	--	1,076	--	1,076
Losson revaluation of intangibles	--	--	--	--	70,534	--	70,534
Net income	--	--	--	--	--	477,422	477,422
As at September30, 2023	80,049,515	18,686,265	6,733,043	71,127	(161,844)	(26,189,039)	(860,448)
Balance, December 31, 2022	72,624,515	18,389,265	6,695,094	109,076	(14,243)	(27,862,845)	(2,683,653)
Issuance of shares	7,425,000	297,000	--	--	--	--	297,000
Other comprehensive income from
translation of foreign entity	--	--	--	--	(46,119)	--	(46,119)
Loss on revaluation of intangibles	--	--	--	--	(158,292)	--	(158,292)
Net income	--	--	--	--	--	1,708,828	1,708,828
As at September 30, 2022	80,049,515	18,686,265	6,695,094	109,076	(218,654)	(26,154,017)	(882,236)

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

1. NATURE OF OPERATIONS AND GOING CONCERN UNCERTAINTY

Fintech Select Ltd. (the "Company") is a leader in financial payment services and is a provider of robust and disruptive payment solutions, including prepaid card programs, Crypto-currency POS, e-wallet and online payment. Fintech Select also operates a 24/7/365 multi-lingual call center that provides customer service support to third party customers in Canada and USA and to the Company's customers across the platforms mentioned. The address of the registered office of Company is 100 King St W, Unit T201a, Chatham, ON, N7M 6A9. The Company's shares are listed on the TSX Venture Exchange under symbol FTEC.

These consolidated financial statements have been prepared on a going concern basis, which assumes the Company will continue its operations in the foreseeable future and that it will be able to realize its assets and discharge its liabilities in the normal course of operations. The facts and circumstances noted below cast significant doubt on the company's ability to continue as going concern.

During the quarter, the company incurred a net loss from operations $141,368 (third quarter of 2022- Net loss $160,029) and comprehensive loss of $172,834 (third quarter of 2022- comprehensive loss $189,792). The company had a net outflow of cash from operations of $38,796 (third quarter of 2022 - inflow $56,031). The Company has a working capital deficiency of $950,818 (December 31, 2022 deficit $1,571,831). The working capital deficiency limits the Company's ability to fund capital expenditures and operations.

The continuation of the Company as a going concern is dependent on its ongoing ability to generate net profits, which are essential for maintaining adequate working capital to sustain its activities. However, there is no assurance that the Company will be able to sustain net profit generation in the immediate future. Insufficient working capital and cash flow could potentially compel the Company to halt its operations.

These consolidated financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the going concern assumption not be appropriate. These adjustments could be material.

The consolidated financial statements were authorized for issuance by the Board of Directors on November 28, 2023.

2. BASIS OF PRESENTATION

Statement of compliance

The condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standards 34, Interim Financial Reporting (IAS 34") using accounting policies consistent with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") and interpretations of the International Financial Reporting Interpretations Committee (IFRIC"). The accounting policies and methods of computation applied by the Company in these condensed consolidated interim financial statements are the same as those applied in the Company's annual financial statements as at and for the year ended December 31, 2022, excepted as outlined below. These condensed consolidated interim financial statements should be read in conjunction with the 2022 annual financial statements.

Basis of presentation

These consolidated financial statements are prepared on the historical cost basis except for intangibles short term which are measured at the fair value, with changes being recognized in other comprehensive income and financial assets classified as "fair value through profit and loss", if any, which are measured at fair value.

Principles of consolidation

The condensed consolidated interim financial statements include the accounts of the Company and its wholly owned subsidiaries, 1382285 Ontario Limited ("SelectComm"), 2143436 Ontario Limited ("SelectCore Comm"), Local Fone Service, Inc. ("LFS"), SelectCore USA, LLC ("SelectCore US") and 2314606 Ontario Limited ("SelectCore Financial Services").

Subsidiaries are all entities over which the Company has the power, is exposed, or has rights, to variable returns from its involvement and has the ability to use its power to affect its returns. Subsidiaries are fully consolidated from the date on which control is transferred to the Company.

The company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.

Inter-Company transactions, balances and unrealized gains or losses between subsidiaries are eliminated in preparing the consolidated financial statements. The financial statements of the subsidiaries are prepared for the same reporting period as the reporting company using consistent accounting policies.

Functional and presentational currency

Unless otherwise noted, all amounts in the accompanying consolidated financial statements and these notes are presented in Canadian funds, which is the functional currency of the Company.

3. PROPERTY AND EQUIPMENT

Activity during the year ended September 30, 2023 is as follows:

		Electronic	Office Furniture
Cost	Terminals	Equipment	& Fixtures	Totals
Balance January 1, 2023	954,633	685,622	184,327	1,824,582
Additions	-	1,989	200	2,189
Balance September 30, 2023	954,633	687,611	184,527	1,826,771
Accumulated Depreciation
Balance January 1, 2023	941,339	625,873	166,939	1,734,151
Depreciation	2,709	8,607	2,444	13,760
Balance September 30, 2023	944,048	634,480	169,383	1,747,911
Net Book Value	10,585	53,131	15,144	78,860

Activity during the year ended September 30, 2022 is as follows:

		Electronic	Office Furniture
Cost	Terminals	Equipment	& Fixtures	Totals
Balance January 1, 2022	954,633	680,694	183,960	1,819,287
Additions	367	4,044	-	4,411
Balance September 30, 2022	955,000	684,738	183,960	1,823,698
Accumulated Depreciation
Balance January 1, 2022	936,619	612,922	163,072	1,712,613
Depreciation	3,670	9,878	2,967	16,515
Balance September 30, 2022	940,289	622,800	166,039	1,729,128
Net Book Value	14,711	61,938	17,921	94,570

4. INTANGIBLES

Intangibles – short term represents bitcoins held for sale. As of September 30, 2023, the Company has 5bitcoins (December 31, 2022: 5 bitcoins). Cryptocurrency was revalued quarterly based on open market quoted price.

	Cryptocurrency
	30-Sep-23		31-Dec-22
Balance January 1,	$112,270	$	292,668
Additions
Disposal	-		-
Revaluation	70,534		(180,398)
Balance period end	$182,804	$	112,270

Intangibles – long term represents computer software, Right-of-Use assets and leasehold improvement.

	Computer	Right-of-use	Leasehold
Cost	Software	Assets	Improvement	Totals
Balance January 1, 2023	1,310,226	499,966	6,522	1,816,714
Additions	-	-	-	-
Impairment provision	-	-	-	-
Balance September30, 2023	1,310,226	499,966	6,522	1,816,714
Accumulated Depreciation
Balance January 1, 2023	1,295,769	443,392	5,632	1,744,793
Depreciation	2,946	56,575	890	60,411
Balance September30, 2023	1,298,715	499,967	6,522	1,805,204
Net Book Value	11,511	1-	-	11,510

	Computer	Right-of-use	Leasehold
Cost	Software	Assets	Improvement	Totals
Balance January 1, 2022	1,591,138	499,967	6,522	2,097,627
Additions
Balance September 30, 2022	1,591,138	499,967	6,522	2,097,627
Accumulated Depreciation
Balance January 1, 2022	1,189,428	346,407	4,297	1,540,132
Depreciation	3,991	72,736	1,001	77,728
Balance September 30, 2022	1,193,419	419,143	5,298	1,617,860
Net Book Value	397,719	80,824	1.224	479,767

5. Demand Loan

	September	30, 2023	December 31, 2022
Demand loan	$	--	$4,479

This loan bears an interest rate of 8% per annum. It was secured by a promissory note and a general security agreement, covering all of the assets of the Company. The loan has been repaid in full.

6. SHARE CAPITAL

Authorized: Unlimited common shares

Issued and fully paid:

	September	30, 2023	December 31, 2022
	Number	Amount		Amount
Common Shares	80,049,515	$ 18,686,265	80,049,515	$ 18,686,265

7. STOCK OPTIONS

The shareholders approved a performance and restricted share unit plan ("PRSU Plan") for officers, directors, employees and consultants of the Company in December 2022. The PRSU Plan provides that the Board of Directors may from time to time, in its discretion, grant to directors, officers, employees and consultants of the Company restricted share units and/or performance share units. As at September 30, 2023, the Company has not issued any shares under the PRSU Plan.

The Board of Directors has adopted a stock option plan for the Company (the "Option Plan"). Pursuant to the Option Plan, the Board of Directors may, from time to time at its discretion, allocate non-transferable options to purchase shares to directors, officers and technical consultants of the Company.

Under the PRSU Plan and the Option Plan, the aggregate number of shares to be issued upon the exercise of options granted as well as other equity incentive plans at any time may not exceed 10% of outstanding shares. Furthermore, the aggregate number of shares to be issued upon exercise of the options granted together with performance and restricted shares issued to any participant shall not exceed 5% of the issued and outstanding shares and the number of shares reserved for issuance to any technical consultant will not exceed 2% of the issued and outstanding shares. The aggregate number of restricted share units and/or performance share units granted to insiders (as a group), within a one (1) year period shall not exceed 5% of the issued and outstanding common shares.

Options shall expire no later than five years after the date of grant. Options may be exercised no later than ninety (90) days following cessation of the optionee's position with the Company, provided that if the cessation of office, directorship or technical consulting arrangement was by reason of death, the option may be exercised within a maximum period of one year after such death, subject to the expiry date of such option.

The exercise price of options granted pursuant to the Option Plan shall be set by the Board of Directors and shall not be less than the applicable discount permitted by the TSX-V or such other stock market on which the shares are then traded. The options issued under the plan vest according to the provisions determined by the Board at the time of grant.

On June 22, 2020, the Company granted 3,850,000 incentive stock options, each giving the holder the right to acquire one common share to certain of its directors and officers. The options are exercisable at $0.05 per option for a period of three years from the date of grant, vesting immediately. 392,857 of these options were exercised in December 2020 and 1,357,143 were exercised in the first quarter of 2021. All the remaining options had expired.

On December 28, 2021, the Company granted 2,160,000 incentive stock options, each giving the holder the right to acquire one common shares to certain of its directors and officers. 1,600,000 of these options are exercisable at $0.05 per option and 560,000 are exercisable at $0.075 per option. All these options are exercisable for a period of three year from the date of grant, vesting immediately. None of these options were exercised as at September 30, 2023.

The Company had following options outstanding and exercisable at September 30, 2022:

	Period ended September30, 2023		Year ended December 31, 2022
In number of units, except forexercise price	Number of options	Weightedaverageexerciseprice	Number of options	Weightedaverageexerciseprice
Outstanding, beginning of year	4,210,000	0.05	4,260,000	0.05

Granted	--	--	--	0.05
Expired	(2,050,000)	0.05	(50,000)	0.05
Outstanding, end of year	2,160,000	0.06	4,210,000	0.05
Exercisable, end of year	2,160,000	0.06	4,210,000	0.05

Below is a summary of exercise prices, and weighted average remaining life as at September 30, 2023 for each grant of options.

	Number ofoptions	Weightedaverageexerciseprice	Remaininglife (Years)
Granted in December 2021	2,160,000	0.06	1.3
Balance, September30, 2023	2,160,000	$0.06	1.3

The following are the valuations of each grant of options and the major assumptions used to value these options.

Date of Expiry	Number ofOptions	Exercise Price	Grant DateFair Value ofoptions
27-Dec-24	1,600,000	$0.05	$53,186

The options granted were valued using the Black-Scholes option pricing model with the following assumptions.

	2021
Expected dividend yield	0.00%
Expected volatility	167%
Risk free interest rate	0.25%
Expected life	3

Date of Expiry	Number ofOptions	Exercise Price	Grant DateFair Value ofoptions
27-Dec-24	560,000	$0.075	$17,941

The options granted were valued using the Black-Scholes option pricing model with the following assumptions.

	2021
Expected dividend yield	0.00%
Expected volatility	167%
Risk free interest rate	0.25%
Expected life	3

8. COMMITMENTS

a) The Company has no lease commitments as at September 30, 2023.

b) Right of use assets

The Company had the following future commitments associated with its lease obligations:

Balance at December 31, 2022	$65,714
Interest expense	1,406
Lease payments	(67,120)
Balance at September30, 2023	$--

9. CAPITAL MANAGEMENT

The Company's objective when managing capital is to maintain its ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders.

The Company includes equity, comprised of issued common shares, warrant reserve, contributed surplus and accumulated other comprehensive income in the definition of capital.

The Company's primary objective with respect to its capital management is to ensure that it has sufficient cash resources to fund its growth activities, and to maintain its ongoing operations. To secure the additional capital necessary to pursue these plans, the Company may attempt to raise additional funds through the issuance of equity and or debt financing.

The Company's overall capital management strategy during the period ended September 30, 2023 and 2022 has been to raise share capital, reach settlement with creditors, shut down money-losing businesses, and expand profitable call center business.

10. FINANCIAL RISK MANAGEMENT

The Company is exposed to a variety of financial risks by virtue of its activities: market risk (including currency risk and interest rate risk), credit risk and liquidity risk. The overall risk management program focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on financial performance.

Risk management is carried out by the accounting and finance department under policies approved by the Board of Directors. This department identifies and evaluates financial risks in close cooperation with management. The finance department is charged with the responsibility of establishing controls and procedures to ensure that financial risks are mitigated in accordance with the approved policies.

(a) Market Risk

(i) Currency Risk

The Company operates primarily in Canada and has a subsidiary in USA that had ceased operation. The Company has exposure to foreign exchange risk. Foreign exchange risk arises from purchase and sales transactions, as well as recognized financial assets and liabilities denominated in foreign currencies.

The Company's main objective in managing its foreign exchange is to maintain Canadian cash on hand to support Canadian forecasted cash flows over a 12-month horizon. To achieve this objective, the Company monitors forecasted cash flows in foreign currencies and attempts to mitigate the risk by modifying the currency of cash held.

Balances denominated in USD at September 30, 2023 and 2022 are as follows:

	2023	2022
Cash	--	362
Accounts receivable and other receivables	153,471	117,881
Accounts payable and accrued liabilities	(115,694)	(115,566)
Total net asset (liability)$	37,777	$2,677

Fluctuations in the Canadian dollar exchange rate have an impact on the Company's results from operations.

Fluctuation of the U.S. dollar relative to the Canadian dollar of 5% would impact net income by approximately $ 1,889 as of September 30, 2023 (2022 impact net income - $134).

(ii) Interest rate risk:

Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates.

Financial assets and financial liabilities with variable interest rates expose the Company to cash flow interest rate risk.

The Company's demand loan has fixed interest rates and is not exposed to interest rate risk.

FINANCIAL RISK MANAGEMENT (Cont'd)

(b) Credit Risk

Credit risk is the risk of a financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligation. The maximum exposure to credit risk of the Company at period-end is the carrying value of its cash and accounts receivables.

The Company manages credit risk by maintaining bank accounts with Schedule 1 banks in Canada.

The Company does not require collateral or other security for accounts receivable or amounts due from related parties. The Company estimates its provision for uncollectable amounts based on analysis of the specific amount and debtor's payment history and prospects. Accounts receivable are stated net of an allowance for doubtful accounts of $20,744 (2022: $20,744).

Top three customers represent 90% of trade accounts receivable as of September 30, 2023 (December 31, 2022 - three customers represented 89%). As of November 21, 2023, 88% of the accounts receivable balance was collected. As of September 30, 2023, approximately $29,414 (December 31, 2022 – $27,910) of the Company's receivable were 60 days past due of which approximately $20,744 (December 31, 2022 - $20,744) have been allowed for as doubtful debts.

(c) Liquidity Risk

Liquidity risk is the risk that the Company will not be able to meet its obligations as they fall due.

The Company manages its liquidity risk by forecasting cash flows from operations and anticipated investing and financing activities. Senior management is also actively involved in the review and approval of planned expenditures.

As at September 30, 2023, the Company has accounts payable and accrued liabilities and loan to a director of $1,323,176 (December 31, 2022 - $1,851,364), cash of $10,099 (December 31, 2022 - $12,308), receivables of $174,857 (December 31, 2022- $144,850) and intangibles-short term of $182,805 (December 31, 2022 - $112,271) to meet its current obligations. As a result, the Company has liquidity risk.

(d) Economic Dependence

One customer represents 92% of the Company's revenue in the current period (2022 - one customer, accounting for more than 88% of total revenues).

The Company depends on large telecommunications carriers to provide certain products and services. If these carriers were unwilling or unable to provide such products and services in the future, the Company's ability to provide products and services to its customers may be adversely affected and the Company may not be able to obtain similar services from alternative carriers on a timely basis or on terms favorable to the Company.

(e) Fair value

The estimated fair values of accounts receivable, accounts payable, accrued liabilities and demand loans debt approximates their carrying values due to the relatively short-term nature of the instruments. The fair value of intangible – short term is based on open market price.

11. RELATED PARTY TRANSACTIONS AND BALANCES

The following summarizes the Company's outstanding balances with related parties:

	September	30, 2023	September30, 2022
Accounts payable (*)	$	180,936	520,048
Loan from a director (**)		93,713	--

* The balances are non-secured and without interest or payment terms. They mainly represent compensations due to directors for services provided.

** It represents a one-year loan from a director. The principal amount might increase up to $500,000. The loan is interest free until May 31, 2023, after which an interest rate equal to the prime commercial rate of interest charged by the Toronto Dominion Bank may apply. The Company also granted a registrable general security to the lender on terms deemed customary and appropriate by the Board of Directors and the advice of independent counsel.

12. KEY MANAGEMENT COMPENSATION

Key management personnel are defined as those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly. Company's key management personnel include the board of directors, Chief Executive Officer & President, Chief Financial Officer and Director of Business Operations.

Remuneration of Directors and key management of Company was as follows:

Three months ended September 30

	2023	2022
Salaries and Benefits	$119,131	$ 107,385
Total	$119,131	$107,385