Minnova Corp — Interim / Quarterly Report 2021

Aug 27, 2021

MINNOVA CORP.

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED

JUNE 30, 2021 AND 2020

(Expressed in Canadian Dollars)

NOTICE TO READER

The accompanying unaudited condensed interim consolidated financial statements of Minnova Corp. (the "Company") have been prepared by and are the responsibility of management. The unaudited condensed interim consolidated financial statements as at and for the three months ended June 30, 2021, have not been reviewed by the Company's auditors.

Page 1

MINNOVA CORP. CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (UNAUDITED)

(Expressed in Canadian Dollars)

				June 30,		March 31,
				2021		2021
		ASSETS
CURRENT ASSETS
Cash			$	16,748	$	131,450
Amounts receivable				124,283		142,694
Prepaid expenses				83,379		178,931
TOTAL CURRENT ASSETS				224,410		453,075
NON-CURRENT ASSETS
Restricted cash equivalents (Note 3)				75,000		75,000
Equipment (Note 4)				237,804		242,407
Exploration properties and deferred exploration expenditures (Note 5)				20,536,699		20,168,358
TOTAL NON-CURRENT ASSETS				20,849,503		20,485,765
TOTAL ASSETS			$	21,073,913	$	20,938,840
	LIABILITIES AND EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities (Notes 6 and 12)			$	1,493,306	$	1,298,611
Hydro contract accrual				277,533		277,533
Flow-through premium liability (Note 14)				4,352		44,794
TOTAL CURRENT LIABILITIES				1,775,191		1,620,938
NON-CURRENT LIABILITIES
Provision for closure and reclamation (Note 7)				3,146,663		3,089,986
TOTAL LIABILITIES				4,921,854		4,710,924
EQUITY
Share capital (Note 9(b))				23,901,545		23,901,545
Share-based payment reserves (Note 10)				2,470,002		2,470,002
Deficit			(10,219,488)		(10,143,631)
TOTAL EQUITY				16,152,059		16,227,916
TOTAL LIABILITIES AND EQUITY			$	21,073,913	$	20,938,840
NATURE OF OPERATIONS AND GOING CONCERN(Note 1)
COMMITMENTS AND CONTINGENCIES(Notes 3,		5, 7,13 and 14)
SUBSEQUENT EVENT(Note 15)
APPROVED ON BEHALF OF THE BOARD:

Signed	"James White"	,	Director
Signed	"Gorden Glenn"	,	Director

See accompanying notes to the condensed interim consolidated financial statements

MINNOVA CORP. Page 2 CONDENSED INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (UNAUDITED)

(Expressed in Canadian Dollars)

For the Three Months Ended June 30,		2021		2020
EXPENSES
General and administrative (Note 11)	$	39,845	$	32,283
Management and directors' compensation (Note 12(b))		40,548		31,000
Professional and consulting fees (Note 12(a))		17,287		11,461
Amortization (Note 4)		4,603		5,259
LOSS BEFORE BELOW ITEMS		(102,283)		(80,003)
Foreign exchange (loss) income		(3,266)		(5,629)
Loss on debt settlement (Note 9(vi))		-		20,036
Reversal of flow-through premium liability		40,442		-
Finance cost (Note 7)		(10,750)		(4,389)
NET LOSS AND COMPREHENSIVE LOSS FOR THE PERIOD	$	(75,857)	$	(69,985)
Net loss per common share - basic and diluted	$	(0.00)	$	(0.00)
Weighted average number of shares outstanding
- basic and diluted		54,352,984		32,807,984

See accompanying notes to the condensed interim consolidated financial statements

Page 3

MINNOVA CORP. CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(Expressed in Canadian Dollars)

For the Three Months Ended June 30,		2021		2020
CASH FLOWS USED IN OPERATING ACTIVITIES
Net loss for the period	$	(75,857)	$	(69,985)
Items not involving cash:
Amortization		4,603		5,259
Accretion of provision for closure and reclamation		10,750		4,389
Reversal of flow-through premium liability		(40,442)		-
Write-off of exploration properties and
deferred exploration expenditures		-		-
Change in estimated provision		-		-
Stock-based payments		-		-
Gain on settlement of debt		-		(20,036)
		(100,946)		(80,373)
Changes in non-cash working capital balances:
Amounts receivable		18,411		(514)
Prepaid expenses		95,552		(20,000)
Accounts payable and accrued liabilities		194,695		138,545
		308,658		118,031
Cash flows provided by operating activities		207,712		37,658
CASH FLOWS USED IN INVESTING ACTIVITIES
Increase in exploration properties and deferred exploration expenditures		(322,414)		(39,373)
Cash flows used in investing activities		(322,414)		(39,373)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from private placements or shares to be issued		-		15,000
Cash flows provided by financing activities		-		15,000
Increase/ (decrease) in cash		(114,702)		13,285
Cash, beginning of period		131,450		21,039
Cash, end of period	$	16,748	$	34,324

See accompanying notes to the condensed interim consolidated financial statements

Page 4

MINNOVA CORP.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED)

(Expressed in Canadian Dollars)

	Share-based Payment Reserves Share Capital Shares Stock Share purchase DSU and Number Amount to be issued options warrant reserve RSU Deficit Total
Balance, March 31, 2020 Proceeds received for shares to be issued Loss and comprehensive loss for the period Balance, June 30, 2020	32,807,984 $ 21,508,745 $ - $ 884,434 $ - $ 828,690 $ (9,057,044) $ 14,164,825 - - 15,000 - - - - 15,000 - - - - - - (69,985) (69,985) 32,807,984 $ 21,508,745 $ 15,000 $ 884,434 $ - $ 828,690 $ (9,127,029) $ 14,109,840
Balance, March 31, 2021 Loss and comprehensive loss for the period Balance, June 30, 2021	43,580,484 $ 23,901,545 $ - $ 1,148,909 $ 492,403 $ 828,690 $(10,143,631) $ 16,227,916 - - - - - - (75,857) (75,857) 43,580,484 $ 23,901,545 $ - $ 1,148,909 $ 492,403 $ 828,690 $(10,219,488) $ 16,152,059

See accompanying notes to the consolidated financial statements

MINNOVA CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2021 (UNAUDITED) (Expressed in Canadian Dollars)

Page 5

1. NATURE OF OPERATIONS AND GOING CONCERN

Minnova Corp. (the "Company") is a public company incorporated on July 19, 1994, pursuant to the laws of the Companies Act of Barbados. Since the Company's management and the principal office of the Company are located in Toronto, Ontario, a continuance (the "Continuance") of the Company from the laws of Barbados to the laws of the Province of Ontario was filed on April 21, 2010. As a result of the Continuance, the corporate legislation that governs the Company ceased to be the Barbados Act and the Company is now governed by the Business Corporations Act (Ontario). The registered office of the Company is located at 217 Queen Street West, Suite 401, Toronto, Ontario, M5V 0R2. On June 26, 2014, the Company changed its name to "Minnova Corp." and commenced trading on the Toronto Stock Venture Exchange ("TSX-V") on June 27, 2014, under the new symbol "MCI".

The Company's exploration operations are subject to government legislation, policies and controls relating to prospecting, development, production, environmental protection, mining taxes and labour standards. In order for the Company to carry out its exploration activities, the Company is required to hold certain permits. There is no assurance that the Company's existing permits will be renewed or that new permits that have been or will be applied for will be granted.

Major expenditures are required to locate and establish ore reserves, to develop metallurgical processes and to construct mining and processing facilities at a particular site. The recoverability of valuations assigned to exploration properties and deferred exploration expenditures is dependent upon discovery of economically recoverable reserves, the ability to obtain necessary financing to complete development and future profitable production or proceeds from disposition.

Although the Company has taken steps to verify title to exploration properties in which it has an interest in accordance with industry standards for the current stage of exploration of such properties, these procedures do not guarantee the Company's title. Property title may be subject to other licensing requirements or regulations, social licensing requirements unregistered prior agreements, unregistered claims, aboriginal land claims and non-compliance with regulatory requirements.

In order to meet future expenditures and cover administrative costs, the Company will need to raise additional financing. The Company has a working capital deficiency of $1,550,781 (March 31, 2021 - $1,167,863) and a deficit of $10,219,488 (March 31, 2021 - $10,143,631) as at June 30, 2021 and will require additional financing to fund its continuing exploration efforts. These conditions indicate the existence of material uncertainties that cast significant doubt about the Company's ability to continue as a going concern. Although the Company has been successful in raising funds to date, there can be no assurance that adequate funding will be available in the future, or available under terms acceptable to the Company. These unaudited condensed interim consolidated financial statements have been prepared on a going concern basis that assumes the Company will be able to continue to realize its assets and discharge its liabilities in the normal course of business. In the event the Company is not able to obtain adequate funding, there is uncertainty as to whether the Company will be able to maintain its property interests. These unaudited condensed interim consolidated financial statements do not reflect the adjustments to the carrying values of assets and liabilities that would be necessary if the Company were unable to obtain adequate financing. Such adjustments could be material. Changes in future conditions could require material write downs of the carrying values of certain assets.

The unaudited condensed interim consolidated financial statements were approved by the Board of Directors on August 27, 2021.

Since March 2020, the spread of COVID-19 has severely impacted many local economies around the globe. In many countries, including Canada, organizations and businesses are being forced to cease or limit operations for long or indefinite periods of time. Measures taken to contain the spread of the virus, including travel bans, quarantines, social distancing, and closures of non-essential services have triggered significant disruptions to organizations worldwide, resulting in an economic slowdown. Global stock markets have also experienced great volatility and a significant weakening. Governments and central banks have responded with monetary and fiscal interventions to stabilize economic conditions. Management believes COVID-19 has had no material impact on the Company.

Continued...

MINNOVA CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2021 (UNAUDITED)

Page 6

(Expressed in Canadian Dollars)

2. BASIS OF PREPARATION

Statement of Compliance:

These unaudited condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting. Accordingly, they do not include all of the information required for full annual consolidated financial statements required by 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 applied in these unaudited condensed interim consolidated financial statements are based on IFRS issued and outstanding as at August 27, 2021, the date the Board of Directors approved these unaudited condensed interim consolidated financial statements for issue. The same accounting policies and methods of computation are followed in these unaudited condensed interim consolidated financial statements as compared with the most recent annual financial statements as at and for the year ended March 31, 2021. Any subsequent changes to IFRS that are issued and effective as at March 31, 2022 could result in a restatement of these unaudited condensed interim consolidated financial statements.

Recent Accounting Pronouncements

Certain pronouncements were issued by the IASB or the IFRIC that are mandatory for accounting periods on or after April 1, 2022 or later periods. Many are not applicable or do not have a significant impact to the Company and have been excluded. The following has not yet been adopted and is being evaluated to determine their impact on the Company.

IFRS 10 – Consolidated Financial Statements (“IFRS 10”) and IAS 28 – Investments in Associates and Joint Ventures (“IAS 28”) were amended in September 2014 to address a conflict between the requirements of IAS 28 and IFRS 10 and clarify that in a transaction involving an associate or joint venture, the extent of gain or loss recognition depends on whether the assets sold or contributed constitute a business. The effective date of these amendments is yet to be determined, however early adoption is permitted.

IAS 1 – Presentation of Financial Statements (“IAS 1”) was amended in January 2020 to provide a more general approach to the classification of liabilities under IAS 1 based on the contractual arrangements in place at the reporting date. The amendments clarify that the classification of liabilities as current or noncurrent is based solely on a company’s right to defer settlement at the reporting date. The right needs to be unconditional and must have substance. The amendments also clarify that the transfer of a company’s own equity instruments is regarded as settlement of a liability, unless it results from the exercise of a conversion option meeting the definition of an equity instrument. The amendments are effective for annual periods beginning on January 1, 2023.

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MINNOVA CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2021 (UNAUDITED)

Page 7

(Expressed in Canadian Dollars)

3. RESTRICTED CASH EQUIVALENTS

The Company has guaranteed by pledge of a guaranteed investment certificate an irrevocable standby letter of credit for $75,000 to the Government of Manitoba as a financial assurance guarantee in connection with the Puffy Lake ("PL") Property closure plan (see Note 7).

4. EQUIPMENT

Cost

Cost
							Equipment		Buildings		Total
Balance, March	31,	2021	and June	**30, **	2021	$	105,000	$	305,096	$	410,096

Accumulated Amortization
		Equipment		Buildings		Total
Balance, March 31, 2021	$	63,067	$	104,622	$	167,689
Amortization for theperiod		2,097		2,506		4,603
Balance, June 30, 2021	$	65,164	$	107,128	$	172,292
Carrying Amount
		Equipment		Buildings		Total
Balance, March 31, 2021	$	41,933	$	200,474	$	242,407
Balance, June 30, 2021	$	39,836	$	197,968	$	237,804

Continued...

MINNOVA CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2021 (UNAUDITED)

Page 8

(Expressed in Canadian Dollars)

5. EXPLORATION PROPERTIES AND DEFERRED EXPLORATION EXPENDITURES

As at June 30, 2021

As at June 30, 2021
					Changes for
		March 31,			closure and			June 30,
		2021		Additions	reclamation	Write-off		2021
Exploration and Evaluation Properties
Nokomis Property	$	2,929,472	$	-	$ -	-	$	2,929,472
PL Property		17,238,886		322,414	45,927	-		17,607,227
	**$ **	20,168,358	$	322,414	$ 45,927	-	**$ **	20,536,699
As at March 31, 2021
					Changes for
		March 31,			closure and			March 31,
		2020		Additions	reclamation	Write-off		2021
Exploration and Evaluation Properties
Nokomis Property	$	2,874,772	$	54,700	$ -	-	$	2,929,472
PL Property		16,033,381		1,518,058	(312,553)	-		17,238,886
	**$ **	18,908,153	$	1,572,758	$ (312,553)	-	**$ **	20,168,358

PL Project (PL Property and Nokomis Property)

The Company owns a 100% interest in the PL Mine and contiguous Nokomis property, located in Manitoba, subject to a 3% net smelter royalty (NSR) that reduces to 2.5% and 2% if gold is below US$1,000/oz and US$750/oz, respectively.

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MINNOVA CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2021 (UNAUDITED)

Page 9

(Expressed in Canadian Dollars)

6. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

		June 30,		March 31,
		2021		2021
Trade payables	$	1,027,070	$	851,215
Accrued andpayroll liabilities		466,236		447,396
Total	$	1,493,306	$	1,298,611

The following is an aged analysis of the accounts payable and accrued liabilities:

		June 30,		March 31,
		2021		2021
Less than 1 month	$	563,926	$	307,221
1 to 3 months		302,790		4,639
Over 3 months		626,590		986,751
Total	$	1,493,306	$	1,298,611

7. PROVISION FOR CLOSURE AND RECLAMATION

The Company has provided a letter of credit in the amount of $75,000 to the Government of Manitoba under the terms of the closure plan on the PL Property (see Note 3). The Company further provided all assets, goods and personal property involved in the operation of the PL Property, as a security of up to $5,000,000 for the performance of the closure plan and the rehabilitation program.

The Company's provision for closure and reclamation costs is based on management's estimates of costs to abandon and reclaim mineral properties and facilities as well as an estimate of the future timing of the costs to be incurred. The Company has estimated its total provision for closure and reclamation to be $3,146,663 at June 30, 2021 ($3,089,986 - March 31, 2021), based on a total future liability of approximately $3,073,000 (March 31, 2021 - $3,073,000), an inflation rate of 1.18% (March 31, 2021 - 1.17%) and a discount rate of 1.39% (March 31, 2021 - 1.55%). Reclamation is expected to occur in approximately 10 years.

The following is an analysis of the provision for closure and reclamation:

Balance, March 31, 2021	$	3,089,986
Effect of changes in the inflation and discount rate		45,927
Accretion incurred in theperiod		10,750
Balance, June 30, 2021	$	3,146,663

During the three months ended June 30, 2021, the Company expensed $10,750 as accretion, which was recorded in finance cost on the consolidated statements of operations (three months ended June 30, 2020 -$4,389).

Continued...

MINNOVA CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2021 (UNAUDITED)

Page 10

(Expressed in Canadian Dollars)

8. DEFERRED STOCK UNITS AND RESTRICTED STOCK UNITS

On January 12, 2017, the Company announced that it issued a total of 300,000 Deferred Stock Units ("DSUs") to nonexecutive directors as an annual award as outlined in the DSU Plan adopted in August 2016.

The Company also granted 1,500,000 Restricted Share Units ("RSUs") to executives and consultants. The RSUs were granted in accordance with the Company's Restricted Share Unit Plan and are subject to vesting provisions. More specifically, the grant consists of a base amount of 500,000 units with vesting subject to retention while the remaining bonus units are subject to performance conditions.

The DSUs vested immediately on the date of grant and the RSUs vest as to one-third on the date of grant, one-third in six months and one-third in twelve months.

During the year ended March 31, 2019, 825,000 RSU have been forfeited or expired. As at June 30, 2020, the DSUs and the RSUs had fully vested.

Under the DSU and RSU plan, the maximum number of common shares subject to issuance is 2,160,307.

						DSU	RSU
Balance, March	31,	2021	and June	**30, **	2021	300,000	675,000

9. SHARE CAPITAL

(a) Authorized:

Unlimited number of common shares with no par value.

(b) Common Shares Issued:

						Number of
						Shares	Amount
Balance, March	31,	2020	and June	**30, **	2020	32,807,984	$ 21,508,745
Balance, March	31,	2021	and June	**30, **	2021	43,580,484	$ 23,901,545

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MINNOVA CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2021 (UNAUDITED) (Expressed in Canadian Dollars)

Page 11

10. SHARE-BASED PAYMENT RESERVES

(a) Stock Options

The Company has granted options for the purchase of common shares to its directors, officers, employees and certain consultants. The purpose of the plan is to attract, retain and motivate these parties by providing them with the opportunity, through share options, to acquire a proprietary interest in the Company and to benefit from its growth. These options are valid for a maximum of 5 years from the date of issue. Vesting terms and conditions are determined by the Board of Directors at the time of the grant. The maximum number of options to be issued under the plan shall not exceed 10% of the total number of common shares issued and outstanding.

The following table shows the continuity of stock options for the periods ended June 30, 2021 and 2020:

						Number of	Weighted Average	Weighted Average
						Stock Options		Exercise Price
Balance, March	31,	2020	and June	**30, **	2020	1,900,000	$	0.56
Balance, March	31,	2021	and June	**30, **	2021	3,675,000	$	0.42

The following are the stock options outstanding at June 30, 2021:

				Weighted Average
Number of	Grant Date	Number of	Weighted	Remaining
Options	Fair	Options	Average	Contractual Life
Issued	Value($)	Exercisable	Exercise Price($)	(years)	Expiry Date
250,000	181,097	250,000	0.75	0.07	July 25, 2021
425,000	324,617	425,000	0.85	0.56	January 22, 2022
1,000,000	298,314	1,000,000	0.43	2.59	January 31, 2024
950,000	140,141	950,000	0.25	4.08	July 30, 2025
1,050,000	204,739	1,050,000	0.30	4.70	March 11,2026
3,675,000	1,148,908	3,675,000	0.42	3.17

(b) Share Purchase Warrants The following table shows the continuity of share purchase warrants for the periods ended June 30, 2021 and 2020:

						Number of	Weighted Average	Weighted Average
						Warrants		Exercise Price
Balance, March	31,	2020	and June	**30, **	2020	-	$	-
Balance, March	31,	2021	and June	**30, **	2021	4,371,250	$	0.30

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MINNOVA CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2021 (UNAUDITED)

Page 12

(Expressed in Canadian Dollars)

10. SHARE-BASED PAYMENT RESERVES (Continued)

(b) Share Purchase Warrants

The following are the warrants outstanding as at June 30, 2021.

					Weighted Average
Number of		Grant Date		Weighted	Remaining
Warrants		Fair		Average	Contractual Life
Issued		Value($)	Exercise Price($)		(years)	Expiry Date
2,077,500	$	132,339	$	0.25	1.04	July 16, 2022
1,200,000		117,972		0.35	1.57	January 25, 2023
1,093,750		128,749		0.35	1.60	February4,2023
4,371,250		379,060		0.30	1.33

(c) Broker Warrants

The following table shows the continuity of broker warrants for the periods ended June 30, 2021 and 2020:

						Number of	Weighted Average
						Broker Warrants	Exercise Price
Balance, March	31,	2020	and June	**30, **	2020	-	$ -
Balance, March	31,	2021	and June	**30, **	2021	629,678	$ 0.27

The following are the broker warrants outstanding at June 30, 2021:

			Weighted Average
Number of	Grant Date	Weighted	Remaining
Broker Warrants	Fair	Average	Contractual Life
Issued	Value($)	Exercise Price($)	(years)	Expiry Date
474,000	33,069	0.25	1.04	July 16, 2022
32,928	9,810	0.35	1.57	January 25, 2023
122,750	31,195	0.35	1.60	February4,2023
629,678	74,074	0.27	1.18

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MINNOVA CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2021 (UNAUDITED)

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(Expressed in Canadian Dollars)

11. GENERAL AND ADMINISTRATIVE

For the three months ended June 30,		2021		2020
Office and general	$	23,432	$	115
Business development		5,871		30,000
Stock exchange and transfer agent fees		6,914		373
Shareholder information		3,628		1,795
General and administrative	$	39,845	$	32,283

12. RELATED PARTY TRANSACTIONS

Related parties include the Board of Directors, close family members and enterprises that are controlled by these individuals as well as certain persons performing similar functions.

(a) The Company entered into the following transactions with related parties recorded as professional and consulting fees and share issue costs:

Three months ended June 30,		2021		2020
Irwin Lowy LLP (i) - professional and consulting fees	$	5,598	$	-

• (i) A director of the Company is a partner at Irwin Lowy LLP, a law firm, and the fees relate to professional services provided by the firm. As at June 30, 2021, the Company owed $20,942 (March 31, 2021 - $34,736) to this firm and this amount is included in accounts payable and accrued liabilities. The amount is unsecured, non-interest bearing with no fixed terms of repayment.

• (ii) As at June 30, 2021, the Company owed $102,928 (March 31, 2020 - $445,953) to a corporation controlled by the Chief Executive Officer ("CEO") of the Company and this amount is included in accounts payable and accrued liabilities. During the three months ended June 30, 2021, $45,000 (three months ended June 30, 2020- $45,000) of these fees were recorded as capitalized exploration and evaluation costs and $15,000 (three months ended June 30, 2020 - $15,000) were recorded in management and directors' compensation on the statements of operations and comprehensive loss.

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MINNOVA CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2021 (UNAUDITED)

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(Expressed in Canadian Dollars)

12. RELATED PARTY TRANSACTIONS (Continued)

(b) Remuneration of directors and key management personnel of the Company was as follows:

Three months ended June 30,		2021		2020
Directors fees	$	16,000	$	16,000
Amounts paid or accrued to CEO for
salaries, consulting and benefits	$	60,000	$	60,000

Director fees - the Board of Directors do not have employment or service contracts with the Company. Directors are entitled to director fees and stock options for their services. As at June 30, 2021, the Company owed $81,998 (March 31, 2021 - $65,998) to the directors and $142,352 (March 31, 2021 - $132,625) to the CEO of the Company which was included in the accounts payable and accrued liabilities. These amounts are unsecured, non-interest bearing with no fixed term of repayment.

Salaries and benefits - officers are entitled to stock options, consulting fees or salaries and benefits where employment or service contracts are in place with the Company for their services.

As at June 30, 2021, $9,194 (March 31, 2021 - $127,581) of cash was held in the Irwin Lowy LLP trust account, a law firm, where the interim CFO is a partner.

13. ENVIRONMENTAL CONTINGENCIES

The Company's exploration activities are subject to various laws and regulations governing the protection of the environment. These laws and regulations are continually changing and are generally becoming more restrictive. The Company conducts its operations so as to protect public health and the environment and believes its operations are materially in compliance with all applicable laws and regulations. The Company has made, and expects to make in the future, expenditures to comply with such laws and regulations.

14. COMMITMENTS AND CONTINGENCIES

Pursuant to the terms of the flow-through share agreements, the Company needs to comply with its flow-through contractual obligations with subscribers with respect to the Income Tax Act (Canada). The Company has indemnified the subscribers of current and previous flow-through share offerings against any tax related amounts that become payable by the shareholder as a result of the Company not meeting its expenditure commitments. As at June 30, 2021, the Company is committed to incurring approximately $35,018 in qualifying exploration expenditures in Canada by December 31, 2022.

The Company is party to a management contract. This contract contains clauses requiring additional payments of up to $480,000 be made upon the occurrence of certain events such as a change of control. As a triggering event has not occurred, the contingent payments have not been reflected in these financial statements. Additional minimum management contractual commitments remaining under the agreement are approximately $480,000, of which $240,000 is due within one year.

15. SUBSEQUENT EVENT

On July 25, 2021, 250,000 stock options expired unexercised.

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