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Newpath Resources Inc. Regulatory Filings 2020

Dec 22, 2020

45849_rns_2020-12-21_1a5bdb3f-b1ae-4451-a937-690ab9770eff.PDF

Regulatory Filings

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NOTICE OF CHANGE IN CORPORATE STRUCTURE

Pursuant to Section 4.9 of National Instrument 51-102 Continuous Disclosure Obligations

1. Names of the Parties to the Transaction

Ready Set Gold Corp. (formerly Omni Commerce Corp.) (the " Company "), the company formerly known as Ready Set Gold Corp. (" RSG ") and 1258952 B.C. Ltd. (" Subco ").

2. Description of the Transaction

Pursuant to the amalgamation agreement dated August 12, 2020, the Company and its wholly owned subsidiary Subco completed the previously announced business combination (the “ Transaction ”) with the pre-amalgamation RSG (" Pre-RSG "). Pursuant the terms of the Transaction, the Company changed its name from Omni Commerce Corp. to Ready Set Gold Corp. and the Company acquired all the issued and outstanding share capital of the Pre-RSG in exchange, on a 1:1 basis, for an aggregate of 9,745,563 common shares in the capital of the Company. Subco and Pre-RSG completed an amalgamation with the resulting entity being solely owned by the Company and named “Ready Set Gold ON Ltd.”.

3. Effective Date of the Transaction

December 4, 2020.

4. Name of Each Party that Ceased to be a Reporting Issuer after the Transaction and of each Continuing Entity

The Company did not cease to be a reporting issuer as a result of the Transaction. Prior to the Transaction, the Company was, and continues to be, a reporting issuer in British Columbia and Alberta. As described above, the Company is now known as Ready Set Gold Corp.

DATED December 16, 2020