Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Integra Resources Management Reports 2025

May 20, 2025

44908_rns_2025-05-20_898853a3-1a8b-49db-9b46-6f2f72684df9.pdf

Management Reports

Open in viewer

Opens in your device viewer

BRAVERN VENTURES LTD. INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED MARCH 31, 2025

Dated: May 20, 2025

MANAGEMENT'S RESPONSIBILITY FOR FINANCIAL REPORTING

This interim management’s discussion and analysis (“MD&A”) reports on the operating results and financial condition of Bravern Ventures Ltd. for the three months ended March 31, 2025 and is prepared as at May 20, 2025. Throughout this interim MD&A, unless otherwise specified, “Bravern”, “Company”, “we”, “us” and “our” refer to Bravern Ventures Ltd. and its subsidiary. This interim MD&A should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2024 and the notes thereto which were prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standard Board (“IASB”), together with the unaudited condensed interim consolidated financial statements as at and for the three months ended March 31, 2025 and 2024, which were prepared in accordance with International Accounting Standards (“IAS”) 34, Interim Financial Reporting (collectively referred to as the “Financial Statements”). Other information contained in these documents has also been prepared by management and is consistent with the data contained in the Financial Statements. All dollar amounts referred to in this MD&A are expressed in Canadian dollars except where indicated otherwise.

The Company’s certifying officers, based on their knowledge, having exercised reasonable diligence, are responsible to ensure that this interim MD&A does not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the periods covered. The Financial Statements together with the other financial information included in this MD&A fairly present in all material respects the financial condition, results of operations and cash flows of the Company, as of the date hereof and for the periods presented herein. The Board of Directors approves the Financial Statements and MD&A and ensures that management has discharged its financial responsibilities. The Board’s review is accomplished principally through the Audit Committee, which meets periodically to review all financial reports, prior to filing.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION

This MD&A includes "forward-looking statements", within the meaning of applicable securities legislation, which are based on the opinions and estimates of Management and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions, or other future performance suggested herein. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "budget", "plan", "continue", "estimate", "expect", "forecast", "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe" and similar words suggesting future outcomes or statements regarding an outlook. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially


BRAVERN VENTURES LTD. INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED MARCH 31, 2025

from those anticipated in such forward-looking statements. These forward-looking statements include but are not limited to statements concerning:

  • The Company's strategies and objectives;
  • General business and economic conditions;
  • Foreign political policies and objectives;
  • The net realizable value of its assets held for sale;
  • The Company's success at completing future financings; and
  • The continued financial support of its debtors and shareholders.

Readers are cautioned that the preceding list of risks, uncertainties, assumptions and other factors are not exhaustive. Events or circumstances could cause actual results to differ materially from those estimated or projected and expressed in or implied by these forward-looking statements. Due to the risks, uncertainties and assumptions inherent in forward-looking statements, prospective investors in securities of the Company should not place undue reliance on these forward-looking statements. The forward-looking statements contained in this document are made as of the date hereof. Accordingly, readers should not place undue reliance on forward-looking statements.

CORPORATE OVERVIEW AND OUTLOOK

Bravern is a Canadian corporation listed on the NEX board of the TSX-V under the symbol "BAV.H". The Company was incorporated under the Business Corporation Act of Ontario and the Company's jurisdiction was continued out of Ontario into British Columbia. The Company's head office is located at 515 – 701 West Georgia Street, Vancouver, British Columbia V7Y 1C6 and its registered and records office is located at 2200 – 885 West Georgia Street, Vancouver, British Columbia V6C 3E8.

The Company formerly held an exclusive timber license in Colombia, and operations up to August 23, 2012 consisted of working to secure cutting permits in Colombia. On August 23, 2012, the Company was notified that all its pending forestry cutting permit applications were denied by the National Authority of Environmental Licenses ("ANLA"). The Company appealed the denial of the forestry permit application by the ANLA, but on February 14, 2013, the Company received a resolution from ANLA confirming the denial of the cutting permits and thus denying the appeal.

The Company's ongoing activities are limited to selling the remaining assets which include equipment held in Colombia which were previously written down to their estimated recoverable value of $nil. Effective December 23, 2014 the Company's Colombian operations are in liquidation.


BRAVERN VENTURES LTD.

INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2025

SELECTED ANNUAL INFORMATION¹

For the year ended December 31, 2024 For the year ended December 31, 2023 For the year ended December 31, 2022
Revenue $- $- $-
Loss for the year $(2,623,570) $(2,235,023) $(1,911,085)
Basic/diluted loss per share $(0.46) $(0.47) $(0.40)
Total assets $1,606 $1,093 $1,504
Current liabilities $23,257,339 $21,435,339 $19,200,727
Long-term liabilities $- $- $-

¹Audited financial information prepared in accordance with International Financial Reporting Standards ("IFRS")

Operations of the Company for fiscal 2022/2023/2024 consisted of attempting to dispose of the Company's remaining fixed assets. Losses for each of the years principally related to significant interest accrual on the Company's outstanding loans payable, and to professional fees and administrative costs involved in keeping the public company in good standing.

SUMMARY OF QUARTERLY RESULTS¹

1st Quarter Ended March 31, 2025 4th Quarter Ended December 31, 2024 3rd Quarter Ended September 30, 2024 2nd Quarter Ended June 30, 2024
(a) Revenue $- $- $- $-
(b) Loss for the period $(645,184) $(890,358) $(592,678) $(559,434)
(c) Basic/diluted loss per share $(0.07) $(0.09) $(0.13) $(0.12)
1st Quarter Ended March 31, 2024 4th Quarter Ended December 31, 2023 3rd Quarter Ended September 30, 2023 2nd Quarter Ended June 30, 2023
(a) Revenue $- $- $- $-
(b) Loss for the period $(581,100) $(581,453) $(561,720) $(561,909)
(c) Basic/diluted loss per share $(0.12) $(0.12) $(0.12) $(0.12)

¹Unaudited financial information prepared in accordance with IFRS

Since 2013, the Company has been focused on minimizing costs while selling its remaining assets. As a result, the quarterly losses have been relatively stable. Losses for each of the periods principally related to significant interest accrual on the Company's outstanding loans payable, and to professional fees and administrative costs involved in keeping the public company in good standing.


BRAVERN VENTURES LTD. INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED MARCH 31, 2025

RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2025

The following is an analysis of the Company's operating results for the three months ended March 31, 2025 and includes a comparison against the comparable period in the previous year.

Revenue: For the three months ended March 31, 2025 and 2024 the Company has no sources of revenue as its primary business operation of harvesting hardwood timber has been terminated as its cutting permits were denied by the Colombian government.

General and administrative expenses for the three months ended March 31, 2025 were $65,691 compared to $65,358 for the same period in the previous year. These expenses consist of management fees and the legal, accounting and listing maintenance costs associated with maintaining the Company's listing on the TSX-V.

Finance expense for the three months ended March 31, 2025 was $559,188 compared to $503,720 for the same period in the previous year. Finance expense in the current and previous periods include accrued interest on certain outstanding debts.

Foreign exchange loss for the three months ended March 31, 2025 was $20,305 compared to $12,022 for the same period in the previous year. This figure will fluctuate with any change in the exchange rate of the Colombian Peso.

Loss and comprehensive loss for the period

As a result of the activities discussed above, the Company incurred a loss and comprehensive loss of $645,184 for the three months ended March 31, 2025 (2024 – $581,100).

SHARE CAPITAL

Authorized:
Unlimited common shares without par value
Unlimited preferred shares without par value

Issued and outstanding:

On October 11, 2024, the Company issued 4,583,333 common shares with a fair value of $802,083 in settlement of $550,000 in outstanding trade payables and promissory notes payable. The Company recognized a loss on debt settlement of $252,083.

As at March 31, 2025 and the date of this MD&A, 9,311,328 (December 31, 2024: 9,311,328) common shares are issued and outstanding.


BRAVERN VENTURES LTD. INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED MARCH 31, 2025

Stock Options:

The Company has established a “rolling” stock option plan in compliance with the TSX Venture Exchanges’ policy for granting stock options. Under the stock option plan, the maximum number of shares reserved for issuance may not exceed 10% of the total number of issued and outstanding common shares. The exercise price of each option shall not be less than the market price of the Company’s stock at the grant date. Options have a maximum term of ten years from the grant date. The vesting of stock options is determined at the discretion of the Board of Directors.

The Company’s stock option plan is designed to advance the interests of the Company by encouraging employees, officers, directors and consultants to have equity participation in the Company through the acquisition of common shares.

No options were granted during the periods ended March 31, 2025 and 2024 and no options were outstanding as of December 31, 2024, March 31, 2025, and the date of this MD&A.

LIQUIDITY AND CAPITAL RESOURCES

The Company defines capital as consisting of shareholder’s deficiency (comprised of issued share capital, reserves, and deficit). The Company manages its capital and adjusts it in response to changes, or anticipated changes, in economic conditions, the risk characteristics of the underlying assets and the Company’s working capital requirements. To maintain or adjust its capital structure, the Company may attempt to issue new shares, seek debt financing, acquire or dispose of assets or change the timing of its currently planned projects. The Company does not presently utilize any quantitative measures to monitor its capital but rather relies on the expertise of the Company’s management to sustain the future development of the business. Management reviews its capital management approach on an ongoing basis and believes that this approach, given the relative size of the Company, is reasonable. As at March 31, 2025, the Company is not subject to any externally imposed capital requirements or debt covenants. There was no change to the Company’s approach to capital management during the period ended March 31, 2025.

The Company’s objective in managing liquidity risk is to maintain sufficient liquidity in order to meet operational and investing requirements at any point in time. The Company has historically financed its operations primarily through debt and equity offerings. The Company’s current primary uses of capital are to meet working capital requirements.

Following the denial of the Company’s cutting permits by the ANLA in August of 2012, the Company was forced to curtail its Colombian operations and as a result a significant portion of the Company’s assets were written down to net realizable value and transferred to assets held for sale; having a balance of $541,383 as at December 31, 2013. During the course of fiscal 2014, the Colombian government initiated proceedings to seize the Company’s assets for failure to pay outstanding taxes; consequently, the Company has written down the realizable value of its remaining Colombian assets to $nil. In an effort to preserve the Company’s cash balances and mitigate further debt obligations, the Company continues to make significant efforts to minimize its operating costs.


BRAVERN VENTURES LTD. INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED MARCH 31, 2025

The Company has no sources of revenue, a history of losses and expects to incur further operating losses. As at March 31, 2025 it had a cash balance of $69 and a working capital deficiency of $23,900,917. Additionally, the Company's unsecured debt obligation in the amount of $3,496,000 and the associated accrued interest of $14,819,481 was due May 20, 2012 and currently remains due on demand. Trade payables, promissory note payable, and accrued liabilities, are overdue or fall due within the next year. Consequently, as at March 31, 2025, the Company is subject to significant liquidity risk.

Proceeds from the sale of the Company's assets will be insufficient to repay all the Company's existing debt obligations. Therefore, in order to fund future operating costs and/or settle its obligations with debt holders, the Company may seek to raise additional debt financing, re-negotiate its debt maturity, issue shares of its common stock to either settle the debt or raise equity financing to settle the debt. There is no assurance that the Company will be able to issue shares, raise the debt financing or re-negotiate the terms of the debt on a timely basis or on terms acceptable to it. Should the Company issue common shares to settle its debt it would significantly dilute the existing shareholders.

During the years ended December 31, 2019, 2020, 2021, 2022, 2023, and 2024 the Company borrowed $26,756, $12,200, $37,000, $5,000, $42,500 and $24,000, respectively, from The Emprise Special Opportunities Fund (2017) Limited Partnership ("LP2017") a former related party to fund working capital requirements through the issuance of promissory notes. On January 1, 2024, $14,800 of trade payables were assigned to LP2017 through the issuance of a promissory note. On October 11, 2024 the Company issued 1,819,059 common shares with a fair value on issuance of $318,335 in settlement of $218,287 of principal and interest of these promissory notes resulting in a loss on debt settlement of $100,048. The promissory notes are unsecured, accrue interest at a simple rate of 12% per annum and are due on demand. As of March 31, 2025, interest payable of $6,571 has been accrued (December 31, 2024 - $6,382).

As at March 31, 2025, the total principal balance of the promissory notes payable is $Nil (December 31, 2024 - $Nil).

A summary of the Company's cash flows during the periods ended March 31, 2025, and 2024 is as follows:

2025 2024
Cash flows used in operating activities $ (62) $ (9,023)
Cash flows provided by financing activity - 12,500
Change in cash for the period (62) 3,477
Cash, beginning of the period 131 992
Cash, end of the period $ 69 $ 4,469

Cash flows used in operating activities were $62 for the period ended March 31, 2025 compared to $9,023 during the period ended March 31, 2024. Cash is primarily used to maintain the Company's listing on the TSX-V.

Cash flows provided by financing activity were $Nil for the period ended March 31, 2025, compared to $12,500 during the period ended March 31, 2024. The amounts in the previous period were provided through the issuance of promissory notes from LP2017.


BRAVERN VENTURES LTD. INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED MARCH 31, 2025

RISKS AND UNCERTAINTIES

The Company is subject to a number of risks and uncertainties. The following discussion summarizes certain risk factors that apply to the Company's business. These risks and uncertainties are not the only ones facing the Company. Additional risks and uncertainties not currently known to the Company, or that the Company currently considers immaterial, may also materially adversely affect the business, financial condition and results of operations, or the trading price of the Company's common shares if any such risks actually occur.

An investment in the Company's common shares should be considered highly speculative due to the nature of the Company's existing business and operations.

The Company requires financing in order to maintain and continue its operations.

The Company's ability to continue will largely be reliant on its continued attractiveness to equity investors and its ability to obtain additional financing to maintain and grow operations. Failure to obtain sufficient financing may result in delaying, scaling back, elimination of, or indefinite postponement of, the development schedule and its current or future programs. Additionally, should the Company require additional capital to continue, failure to raise such capital could result in the Company going out of business. There can be no assurance that additional capital or other types of financing will be available if needed or that, if available, the terms of such financing will be favourable to the Company.

From time to time, the Company may issue new shares, seek debt financing, dispose of assets, or enter into transactions to acquire assets or the shares of other corporations. These transactions may be financed wholly or partially with debt, which may temporarily increase the Company's debt levels above industry standards.

The Company has an unsecured loan from Endeavour that matured on May 20, 2012. If the Company is unable to refinance or extend this loan facility, the Company may become insolvent.

The Company holds equipment assets held for sale in Colombia.

The Company's maintains equipment assets held for sale in Colombia. As such, the Company is subject to political, economic and social conditions, government policies and other uncertainties including, but not limited to, expropriation of property without fair compensation, additional restriction on currency conversion and remittances, nationalization, currency fluctuations and devaluations, exchange controls and royalty increases, renegotiation or nullification of existing concessions and contracts, changes in forestry and taxation policies, economic sanctions and other risks arising out of foreign governmental sovereignty over the areas in which the Company's operations are conducted, as well as risks of loss due to civil strife, acts of war, guerrilla activities, insurrections, actions of national labour unions, terrorism and abduction.

Colombia is home to FARC, South America's largest and longest running political insurgency. The country has also experienced significant social upheaval and criminal activity relating to drug trafficking. While the situation has improved dramatically in recent years, there can be no guarantee that the situation will not


BRAVERN VENTURES LTD. INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED MARCH 31, 2025

again deteriorate. Additionally, the continued perception that matters have not improved in Colombia may hinder the Company's ability to access capital in a timely or cost effective manner.

The Company's ability to sell these assets may also be adversely affected by laws and policies of Canada affecting foreign trade, taxation and investment. In the event of a dispute arising in connection with the Company's activities in Colombia, the Company may be subject to the exclusive jurisdiction of foreign courts or it may not be successful in subjecting foreign persons to the jurisdictions of the courts of Canada or enforcing Canadian judgments in such other jurisdictions. The Company may also be hindered or prevented from enforcing its rights with respect to a governmental instrumentality because of the doctrine of sovereign immunity. Accordingly, the Company's activities in Colombia could be substantially affected by factors beyond the Company's control, any of which could have a material adverse effect on the Company's ability to realize the value of assets held for sale, its financial position, and operating results.

The Company depends on the business and technical expertise of its management team.

The Company is dependent on the business and technical expertise of its management team. If it is unable to rely on this business and technical expertise, or if any of the expertise is inadequately performed, the business, financial condition and results of operations of the Company could be materially adversely affected until such time as the expertise could be replaced.

The Company's share price is expected to be volatile.

Securities of micro- and small-cap companies have experienced substantial volatility in the past, often based on factors unrelated to the companies involved. These factors include macroeconomic development globally and market perceptions of the attractiveness of particular industries and location of the assets. The Company's share price is expected to be volatile and will be significantly affected by the status of the operating permit process, or the Company's financial conditions or results of operations as reflected in its liquidity position, earnings reports, timber development, and production results.

Other factors unrelated to Bravern's operations and performance that may have an effect on the price of the Company's shares include: the lessening in trading volume and general market interest in the Company's securities may affect an investor's ability to trade significant numbers of shares; the size of the Company's public float may limit the ability of some institutions to invest in the Company's securities; and a substantial decline in the price of the common shares that persists for a significant period of time could cause the Company's securities to be delisted from TSX-V, further reducing market liquidity.

As a result of any of these factors, the market price of the common shares at any given point in time may not accurately reflect the Company's long-term value. Securities class action litigation often has been brought against companies following periods of volatility in the market price of their securities. The Company may in the future be the target of similar litigation. Securities litigation could result in substantial costs and damages and divert management's attention and resources.


BRAVERN VENTURES LTD. INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED MARCH 31, 2025

The Company is subject to risks presented by fluctuations in exchange rates.

The Company publishes its financial statements in Canadian dollars. Substantially all of its expenses are denominated in Canadian dollars and Colombian pesos. Any significant fluctuation in the exchange rates between the Canadian dollar, and the Colombian peso may have an adverse impact on its results of operations and may adversely affect the value of its revenue and net income.

FINANCIAL INSTRUMENTS

Fair Value

As at March 31, 2025 and December 31, 2024, the Company’s financial instruments consist of cash, GST receivable, trade payables, promissory notes payable, accrued liabilities, and debt. Cash, GST receivable, trade payables, accrued liabilities, promissory notes payable, and debt are classified as amortized cost. The fair values of these financial instruments approximate their carrying values because of their short-term nature.

Financial Risks Factors

The Company’s risk exposure and the impact on the Company’s financial instruments are summarized below:

I. Liquidity risk

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

At March 31, 2025, the Company has a cash balance of $69 to settle current liabilities of $23,902,399. As such, the Company has insufficient cash to fund corporate overhead costs and the repayment of the Company’s debt obligations for the next year and is significantly exposed to liquidity risk as discussed in Note 1 of the Financial Statements.

Specific equipment and other assets have been identified for sale to generate additional cash to discharge obligations to the extent possible; however, the Colombian government has initiated proceedings to seize the Company’s assets for failure to pay outstanding taxes as disclosed in Note 1 of the Financial Statements which are recorded as equity tax liability. This may mean that any cash generated by sales of assets could be garnished by the government. Most of the Company’s financial liabilities are overdue or have contractual maturities of less than 90 days and all the Company’s financial liabilities are due within one year.

Trade payables, promissory note payable, accrued liabilities, and debt as disclosed on the Financial Statements are overdue or fall due within the next year and will be funded to the extent possible with current cash and the proceeds from the sale of selected equipment assets, if any. The ability of the Company to discharge these liabilities is contingent on the amount and timing of sales of the selected equipment assets and other assets as well as obtaining further debt or equity financing or


BRAVERN VENTURES LTD. INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED MARCH 31, 2025

alternate sources of financing as the sale of selected equipment assets and other assets alone will not be sufficient to settle these obligations in full.

II. Credit risk

Credit risk is the risk that the counterparty to a contractual financial instrument will fail to discharge its contractual obligations. The Company is exposed to credit risk on its cash and GST receivable.

The Company reduces its credit risk by placing its cash with institutions of high-credit worthiness and by investing in high credit quality financial instruments. Management has assessed there to be a low level of credit risk associated with its cash balances.

At March 31, 2025, the Company’s GST receivable balance consists of amounts outstanding on Input Tax Credit from Canada Revenue Agency. Therefore, the Company believes that there is minimal exposure to credit risk.

III. Market risk

Market risk is the risk of loss that may arise from changes in market factors such as interest rates, foreign exchange rates and equity prices.

a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows will fluctuate as a result of changes in market risk. The Company’s sensitivity to interest rates relative to its cash balances is currently immaterial. The Company also has no long term debt with variable interest rates so it has no negative exposure to changes in the market interest rate.

b) Currency risk

The Company’s functional currency is the Canadian dollar. Foreign currency risk is the risk that the value of the Company’s financial instruments denominated in foreign currencies will fluctuate due to changes in foreign exchange rates.

The Company is mainly exposed to foreign currency risk on financial instruments denominated in the Colombian Peso, consisting of trade payables and an equity tax liability.

As at March 31, 2025, the Company’s financial instruments denominated in Colombian Pesos, with the equivalent Canadian Dollar amounts are as follows:

Colombian Pesos Canadian Dollars
Financial liabilities
Trade payables 1,318,867,412 $ 451,242
1,318,867,412 $ 451,242

BRAVERN VENTURES LTD. INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED MARCH 31, 2025

Changes in the exchange rate between foreign currencies and the Canadian Dollar could have a significant impact on the Company's financial position, results of operations, and cash flows. The Company does not use derivative instruments to reduce its exposure to foreign currency risk.

It is estimated that a 10% fluctuation in the Columbian peso against the Canadian dollar would affect net loss for the period by approximately $45,000.

c) Price risk

The Company is exposed to price risk with respect to equity prices. Equity price risk is defined as the potential adverse impact on the Company's earnings due to movements in individual equity prices or general movements in the level of the stock market. The Company closely monitors individual equity movements and the stock market to determine the appropriate course of action to be taken by the Company.

CAPITAL MANAGEMENT

The Company manages its capital structure and adjusts it based on the funds available to the Company, and in light of changes in economic conditions and the risk characteristics of the underlying assets, in order to fund existing operations and thereby provide returns to its shareholders. The Company does not establish quantitative return on capital criteria for management but rather relies on the expertise of the Company's management to sustain the future development of the business. The Company defines capital as components of shareholders' deficiency.

To maintain or adjust the capital structure, the Company may attempt to issue new shares, issue debt, acquire or dispose of assets or adjust the amount of cash. The Company requires capital to maintain its operating businesses, sustain corporate operations and repay existing obligations. The Company currently is not able to internally finance on-going operating costs of its businesses and therefore will require additional financing by means of issuing share capital, the sale of assets or debt financing. There can be no certainty of the Company's ability to raise any additional financing from any of these sources.

Management reviews its capital management approach on an ongoing basis and believes that this approach given the relative size of the Company is reasonable. The Company is not subject to any externally imposed capital requirements or debt covenants. There was no change to the Company's approach to capital management during the period ended March 31, 2025.

RELATED PARTY TRANSACTIONS

Key management personnel include those persons having authority and responsibility for planning, directing, and controlling the activities of the Company as a whole. The Company has determined that key management personnel consist of executive and non-executive members of the Company's Board of Directors and corporate officers.

11


BRAVERN VENTURES LTD. INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED MARCH 31, 2025

Remuneration attributed to a company with a director in common with the Company, and to a significant shareholder of the Company, can be summarized as follows:

Type of Service For the periods ended March 31
2025 2024
$ $
Finance expense, interest on promissory notes (LP2017, a limited partnership with a director formerly in common with the Company) 189 5,122

At March 31, 2025, promissory notes payable includes $6,571 (December 31, 2024 - $6,382) of principal and interest accrued on advances from LP2017 (See Liquidity and Capital Resources section).

OFF-BALANCE SHEET ARRANGEMENTS

The Company has not entered into off-balance sheet arrangements. The Company does not have any outstanding derivative financial instruments, forward contracts, foreign exchange contracts or off-balance sheet guarantees.

PROPOSED TRANSACTION

No transaction has been proposed.

CRITICAL ACCOUNTING ESTIMATES, ASSUMPTIONS AND JUDGEMENTS

The preparation of financial statements in conformity with International Financial Reporting Standards ("IFRS") requires management to make estimates, judgments and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the year in which the estimates are revised and in any future years affected. Uncertainty about these estimates, assumptions and judgments could result in outcomes that could require a material adjustment to the carrying amount of assets or liabilities in future years. Information about critical accounting estimates, assumptions and judgments are detailed in Note 3 of the Financial Statements.

ADDITIONAL INFORMATION

Additional information relating to the Company can be found on SEDAR at www.sedarplus.com.