Northcliff Resources Ltd. — Interim / Quarterly Report 2021

Jun 15, 2021

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Northcliff Resources Ltd.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED APRIL 30, 2021 AND 2020

(Unaudited – Expressed in Canadian Dollars)

NOTICE OF NO AUDITOR REVIEW OF CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

In accordance with National Instrument 51‐102 Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of these condensed consolidated interim financial statements they must be accompanied by a notice indicating that the condensed consolidated interim financial statements have not been reviewed by an auditor.

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

Northcliff Resources Ltd.

Condensed Consolidated Interim Statements of Financial Position

(Unaudited – Expressed in Canadian Dollars)

Note	April 30, October 31, 2021 2020
ASSETS Non-current assets Mineral property and equipment 3 Investment 4 Current assets Amounts receivable and prepaid expenses 6 Cash 5	26,599,262 $ 26,473,686 $ 26,483 18,916
	26,625,745 26,492,602
	19,874 27,715 1,420,139 1,591,395
	1,440,013 1,619,110
TOTAL ASSETS	28,065,758 $ 28,111,712 $
EQUITY Equity attributable to shareholders of the Company Share capital 9 Reserves 9(c) Accumulated deficit Non-controlling interests TOTAL EQUITY LIABILITIES Current liabilities Amounts payable and other liabilities 7 Amounts payable to related parties 11 Loan payable 8	58,901,466 $ 58,901,466 $ 4,469,636 4,414,574 (40,084,441) (39,465,243)
	23,286,661 23,850,797 3,166,996 3,156,507
	26,453,657 27,007,304
	95,037 62,743 719,127 660,353 797,937 381,312
	1,612,101 1,104,408
TOTAL EQUITY AND LIABILITIES	28,065,758 $ 28,111,712 $

Nature and continuance of operations (note 1)

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

These condensed consolidated interim financial statements are approved for issuance on June 14, 2021 by the Audit and Risk Committee of the Company's Board of Directors and are signed on the Company's behalf by the following:

/s/ Peter Mitchell /s/ Marchand Snyman Peter Mitchell Marchand Snyman Director Director

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Northcliff Resources Ltd.

Condensed Consolidated Interim Statements of Comprehensive Loss

(Unaudited – Expressed in Canadian Dollars, except for weighted average number of shares)

Note	Three months ended April 30, Six months ended April 30,
	2021 2020 2021 2020
Expenses Project management and financing General and administration Equity-settled share-basedpayments 10	40,223 $ 61,103 $ 86,435 130,390 178,143 224,320 432,250 502,496 19,061 92,920 85,562 125,420
Loss from operations Interest income Finance expense 8 Foreign exchangegain(loss)	(237,427) (378,343) (604,247) (758,306) 2,629 7,059 5,508 12,387 (22,451) – (37,244) – 174 (749) 174 499
Loss before income tax Income tax	(257,075) (372,033) (635,809) (745,420) – – – –
Net loss	(257,075) $ (372,033) $ (635,809) $ (745,420) $
Other comprehensive income (loss) Items that may not be reclassified subsequently to net loss: Revaluation of marketable securities	– (3,783) 7,566 (3,783)
Other comprehensive income (loss)	– (3,783) 7,566 (3,783)
Total comprehensive loss	(257,075) $ (375,816) $ (628,243) $ (749,203) $
Total comprehensive loss	(257,075) $ (375,816) $ (628,243) $ (749,203) $
Net loss attributable to: Shareholders of the Company Non-controllinginterests	(252,547) $ (360,780) $ (619,198) $ (717,770) $ (4,528) (11,253) (16,611) (27,650)
	(257,075) $ (372,033) $ (635,809) $ (745,420) $
Total comprehensive loss attributable to: Shareholders of the Company Non-controllinginterests	(252,547) $ (364,563) $ (611,632) $ (721,553) $ (4,528) (11,253) (16,611) (27,650)
Total	(257,075) $ (375,816) $ (628,243) $ (749,203) $
Loss per share Basic and diluted loss per share attributable to shareholders of the Company	(0.00) $ (0.00) $ (0.00) $ (0.00) $
Weighted average number of common shares outstanding	191,131,829 191,131,829 191,131,829 182,634,970

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

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Northcliff Resources Ltd.

Condensed Consolidated Interim Statements of Changes in Equity

(Unaudited – Expressed in Canadian Dollars, except for share information)

Note	Attributable to shareholders of the Company Share capital Reserves Number of shares Amount Equity-settled share-based payments Revaluation Deficit Total equity attributable to shareholders of the Company Non- controlling interests Total equity	Attributable to shareholders of the Company Share capital Reserves Number of shares Amount Equity-settled share-based payments Revaluation Deficit Total equity attributable to shareholders of the Company Non- controlling interests Total equity
	Share capital Number of shares Amount
Balance at November 1, 2019 Net Loss Othercomprehensiveloss	173,756,229 58,040,328 $ – – – –	4,470,578 $ (234,867) $ (38,382,172) $ 23,893,867 $ 3,045,608 $ 26,939,475 $ – – (717,770) (717,770) (27,650) (745,420) – (3,783) – (3,783) – (3,783)
Total comprehensive loss Capital contributions from non-controlling interests Equity-settled share-based payments 10 Issuance of common shares pursuant to private placements 9(b)	– – – – – – 17,375,600 861,138	– (3,783) (717,770) (721,553) (27,650) (749,203) – – – – 150,000 150,000 125,420 – – 125,420 – 125,420 – – – 861,138 – 861,138
Balance at April 30, 2020	191,131,829 58,901,466 $	4,595,998 $ (238,650) $ (39,099,942) $ 24,158,872 $ 3,167,958 $ 27,326,830 $
Balance at November 1, 2020 Net Loss Othercomprehensiveloss	191,131,829 58,901,466 $ – – – –	4,645,658 $ (231,084) $ (39,465,243) $ 23,850,797 $ 3,156,507 $ 27,007,304 $ – – (619,198) (619,198) (16,611) (635,809) – 7,566 – 7,566 – 7,566
Total comprehensive loss Capital contributions from non-controlling interests Equity-settled share-based payments 10 Settlement of Restricted Share Units 10(b)	– – – – – – – –	– 7,566 (619,198) (611,632) (16,611) (628,243) – – – – 27,100 27,100 85,562 – – 85,562 – 85,562 (38,066) – – (38,066) – (38,066)
Balance at April 30, 2021	191,131,829 58,901,466 $	4,693,154 $ (223,518) $ (40,084,441) $ 23,286,661 $ 3,166,996 $ 26,453,657 $

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

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Northcliff Resources Ltd.

Condensed Consolidated Interim Statements of Cash Flows

(Unaudited – Expressed in Canadian Dollars)

Note	Six months ended April 30,
	2021 2020
Operating activities Net loss Adjustments for: Amortization 3 Equity-settled share-based payments 10 Interest income Finance expense Foreign exchange loss Changes in non-cash operating working capital: Amounts receivable and prepaid expenses Amounts payable and other liabilities Amounts payable to related parties	(635,809) $ (745,420) $ 338 358 85,562 125,420 (5,508) (7,059) 37,244 – (174) (499) 7,834 35,264 37,079 6,941 58,774 154,149
Cash used in operating activities	(414,660) (430,846)
Investing activities Deferred mineral development costs 3 Interest received	(130,698) (263,551) 5,508 7,059
Cash used in investing activities	(125,190) (256,492)
Financing activities Net proceeds from private placement 9(b) Net proceeds from borrowings Capital contributions from non‐controlling interests Settlement of Restricted Share Units (RSU) in cash 10(b)	– 861,138 379,386 – 27,100 150,000 (38,066) –
Cash provided by financing activities	368,420 1,011,138
(Decrease) increase in cash Foreign exchange translation difference on cash held Cash, beginning balance	(171,430) 323,800 174 499 1,591,395 1,139,475
Cash, ending balance	1,420,139 $ 1,463,774 $

Supplementary cash flow information: (Note 5)

The accompanying notes are an integral part of these condensed consolidated interim financial stateme

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Northcliff Resources Ltd.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended April 30, 2021 and 2020 (Unaudited – Expressed in Canadian Dollars, unless otherwise stated)

1 . NATURE AND CONTINUANCE OF OPERATIONS

Northcliff Resources Ltd. (“Northcliff” or the "Company") is a public company listed on the Toronto Stock Exchange under the symbol “NCF” and was incorporated on May 18, 2010 under the laws of the Province of British Columbia, Canada. The address of the Company's corporate office is 14th Floor, 1040 West Georgia Street, Vancouver, BC, V6E 4H1.

The Company is primarily engaged in the acquisition and development of mineral properties. The Company holds an 88.5% economic interest in the Sisson Tungsten and Molybdenum Project (the “Sisson Project” or the “Property”), located in New Brunswick, Canada. Todd Minerals Ltd. (the “Todd Group”) holds the remaining 11.5% interest in the Sisson Project.

These condensed consolidated interim financial statements (the “Financial Statements”) are comprised of the Company and its subsidiaries (together referred to as the "Group"). Northcliff is the ultimate parent entity of the Group.

The Group is in the process of advancing and developing the Sisson Project. The Group’s continuing operations and the underlying value and recoverability of the amount shown for the mineral property interest, consisting entirely of the Sisson Project, is dependent upon the ability of the Group to obtain the necessary financing to fund working capital requirements and complete the development and construction of the Sisson Project, obtaining the necessary permits to mine, and the future profitable production from the mine or proceeds from the disposition of its mineral property interest.

These Financial Statements are prepared on the basis that the Group will continue as a going concern which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future. The Group’s current sources of funding consist of proceeds from the issuance of common shares of the Company, short term loan (note 8), and contributions by the Todd Group to the Sisson Project Limited Partnership (the “Partnership”) to be used to develop the Sisson Project.

Any change in the commitment or timing of debt and equity funding from existing or new shareholders of Northcliff, alternative capital providers, or existing or new limited partners to the Partnership may require Northcliff and the Partnership to curtail planned development activities or seek alternative sources of funding. The recoverability of the carrying value of its mineral property interest is dependent on ongoing access to financing and the successful development and commercial exploitation, or alternatively, the sale of the Sisson Project or the Company’s interest in the Partnership. As such, there is material uncertainty that casts significant doubt on the Company’s ability to continue as a going concern. Management has concluded that presentation as a going concern is appropriate in these Financial Statements based on the Company’s current financial position, and current plans for the Sisson Project for 2021.

2 . SIGNIFICANT ACCOUNTING POLICIES

(a) Statement of Compliance

These Financial Statements have been prepared in accordance with IAS 34, Interim Financial Reporting (“IAS 34”), as issued by the International Accounting Standards Board (“IASB”). These Financial Statements do not include all of the information and footnotes required by International Financial Reporting Standards (“IFRS”) for complete financial statements for year-end reporting purposes. These Financial Statements should be read in conjunction with the Group’s consolidated financial statements as at and for the year ended October 31, 2020. Results for the interim reporting period are not necessarily indicative of future results. The accounting policies and methods of computation applied by the Group in these Financial Statements are the same as those applied by the Group in its most recent annual consolidated financial statements which are filed under the Company’s profile on SEDAR at www.sedar.com.

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Northcliff Resources Ltd.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended April 30, 2021 and 2020

(Unaudited – Expressed in Canadian Dollars, unless otherwise stated)

(b) Basis of Presentation and Consolidation

These Financial Statements have been prepared on a historical cost basis, except for financial instruments classified as available-for-sale which are stated at fair value. In addition, these Financial Statements have been prepared using the accrual basis of accounting, except for cash flow information.

Intercompany balances and transactions, including any unrealized income and expenses arising from intercompany transactions, are eliminated in full on consolidation. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment.

There was no change in the composition of the Group during the current fiscal quarter.

(c) Significant Accounting Estimates and Judgements

The critical judgements and estimates applied in the preparation of these Financial Statements are consistent with those applied in the Group’s audited consolidated financial statements as at and for the year ended October 31, 2020.

3 . MINERAL PROPERTY AND EQUIPMENT

Six months ended April 30, 2021	Mineral property	Mineral property
	acquisition and
	development costs			Equipment		Total
Cost
Balance at November 1, 2020	$	26,472,814	$	46,287	$	26,519,101
Additions duringtheperiod		125,914		–		125,914
Balance at April 30,2021	$	26,598,728	$	46,287	$	26,645,015
Accumulated amortization
Balance at November 1, 2020	$	–	$	45,415	$	45,415
Amortization for theperiod		–		338		338
Balance at April 30,2021	$	–	$	45,753	$	45,753
Carrying amount
Net carrying amount at April 30, 2021	$	26,598,728	$	534	$	26,599,262

The Company’s mineral property interest on the consolidated statement of financial position represents the 100% economic interest in the Sisson Project, located in New Brunswick, Canada.

The following deferred mineral development costs were recorded by the Group as additions to mineral property interest:

	Three months ended April 30, Six months ended April 30,
	2021 2020 2021 2020
Engineering and design Environmental and permitting Communityand sustainability	20,813 $ 8,417 $ 26,807 $ 21,981 $ – – – 59,275 46,896 49,218 99,107 94,587
Total	67,709 $ 57,635 $ 125,914 $ 175,843 $

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Northcliff Resources Ltd.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended April 30, 2021 and 2020

(Unaudited – Expressed in Canadian Dollars, unless otherwise stated)

Six months ended April 30, 2020	Mineral property	Mineral property
	acquisition and
	development costs			Equipment		Total
Cost
Balance at November 1, 2019	$	26,187,523	$	46,287	$	26,233,810
Additions duringtheperiod		175,843		–		175,843
Balance at April 30,2020	$	26,363,366	$	46,287	$	26,409,653
Accumulated amortization
Balance at November 1, 2019	$	–	$	44,700	$	44,700
Amortization for theperiod		–		358		358
Balance at April 30,2020	$	–	$	45,058	$	45,058
Carrying amount
Net carrying amount at April 30, 2020	$	26,363,366	$	1,229	$	26,364,595

4 . INVESTMENT

The Group’s available-for-sale financial asset is comprised of an investment in Minfocus Exploration Corp. (“Minfocus”), a publicly listed company on the TSX Venture Exchange.

5 . CASH

	April 30, October 31,
	2021 2020
Bank demand deposits	1,420,139 $ 1,591,395 $
Cash held in the Partnership included in the total cash balance above: Cash available for use by the Partnership Cash not available for use by the Partnership: Cash held as collateral against a standbyletter of credit	333,597 $ 40,825 $ 874,000 874,000
Total cash held in the Partnership	1,207,597 $ 914,825 $

6 . AMOUNTS RECEIVABLE AND PREPAID EXPENSES

	April 30, October 31,
	2021 2020
Prepaid expenses Sales tax receivable	13,548 $ 17,290 $ 6,326 10,425
Total	19,874 $ 27,715 $

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Northcliff Resources Ltd.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended April 30, 2021 and 2020

(Unaudited – Expressed in Canadian Dollars, unless otherwise stated)

7 . AMOUNTS PAYABLE AND OTHER LIABILITIES

Due within 12 months	April 30, October 31,
	2021 2020
Amounts payable Accrued liabilities Sales taxpayable	64,717 $ 42,610 $ 29,176 18,688 1,144 1,445
Total	95,037 $ 62,743 $

8 . LOAN PAYABLE

(a) October-2020 Loan

In October 2020, the Company entered into a $400,000 Loan Agreement (the "October-2020 Loan") with Todd Sisson (NZ) Limited ("Todd"), a subsidiary of the Todd Corporation, the Company's largest shareholder.

The October-2020 Loan is secured against the Company’s ownership interest in the Sisson Project, will bear interest at a rate of 10% per annum and has a term of 12 months. Interest will be payable at maturity. The October-2020 Loan, as well as accrued interest thereon, is repayable in cash at any time by the Company without penalty. In the event that the October-2020 Loan is not repaid by the Company in cash, it can be settled at maturity, either through issuances of shares in the Company ("Share Settlement") or transfer of part of the Company's interest in the Sisson Project Limited Partnership and its general partner, Sisson Mines Ltd. ("Partnership Settlement"), at the election of Todd.

The conversion price ("Conversion Price") used for the Share Settlement or Partnership Settlement will be the higher of the 5-day or 30-day volume weighted average share price of the Company on the Toronto Stock Exchange ("TSX") at the maturity date.

For the Share Settlement, the maximum discount (currently 25%) allowed under the TSX rules will be applied to the Conversion Price. Northcliff will be required to obtain disinterested shareholder approval to issue any shares in excess of 19,113,182 shares (10% of issued and outstanding common shares when the October-2020 Loan was advanced).

Alternatively, the general and limited partnership interest to be transferred under the Partnership Settlement will be determined as the percentage that the October-2020 Loan plus accrued interest represents of the implied value of the Sisson Partnership based on the Conversion Price.

In the event the loan is settled through shares of the Company, any remaining balance after issuance of 19,113,182 shares may be settled through transfer of a general and limited partnership interest.

(b) March-2021 Loan

In March 2021, the Company announced that it had entered into an agreement with Todd for an additional $400,000 loan (the "March-2021 Loan") with terms similar to the October-2020 Loan.

The Company has recorded the loan payable, net of transaction costs, at amortized cost as a financial liability.

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Northcliff Resources Ltd.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended April 30, 2021 and 2020

(Unaudited – Expressed in Canadian Dollars, unless otherwise stated)

Loan Payable – Continuity Schedule	Six months Year ended April 30, ended October 31,
	2021 2020
Beginning balance Cash advance received (October-2020 Loan) Cash advance received (March-2021 Loan) Financing Costs Interest accrual Amortization of financingcosts	396,105 $ – $ – 400,000 400,000 – (20,614) (18,688) 15,123 – 7,323 –
Total	797,937 $ 381,312 $

9 . SHARE CAPITAL

(a) Authorized share capital

As at January 31, 2021 and October 31, 2020, the authorized share capital was comprised of an unlimited number of common shares (“Common Shares”) without par value. All issued shares are fully paid.

(b) Issued share capital

On January 29, 2020, the Company announced that it has closed a private placement of 17,375,600 Common Shares at a price of $0.05 per Common Share with the Todd Group for gross proceeds to the Company of $868,780. The net amount of the private placement recorded in equity after deducting regulatory costs was $861,138.

(c) Reserves

Equity-settled share-based payments reserve

The equity-settled share-based payments reserve relates to equity-settled share-based payments described in Note 10.

Revaluation reserve

The investment revaluation reserve represents the cumulative gains and losses arising on the revaluation of the marketable securities (note 4) that have been recognized in other comprehensive income.

10 . EQUITY-SETTLED SHARE-BASED PAYMENTS

The share-based payment expense recorded in these Financial Statements included the following:

	Three months ended April 30, Six months ended April 30,
	2021 2020 2021 2020
Option-based award (note 10(a)) Share‐based award – RSUs (note 10(b)) Share‐based award – DSUs(note 10(c))	– $ 20,607 $ 3,666 $ 53,107 $ 19,061 37,813 30,146 37,813 – 34,500 51,750 34,500
	19,061 $ 92,920 $ 85,562 $ 125,420 $

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Northcliff Resources Ltd.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended April 30, 2021 and 2020 (Unaudited – Expressed in Canadian Dollars, unless otherwise stated)

(a) Share purchase options (the “Options”)

The following summarizes the changes in the Options:

Continuity of Options	April 30,2021 Six months ended April 30,2020 Six months ended
	Weighted Weighted Number of average Number of average Options exerciseprice Options exerciseprice
Outstanding – beginning balance Granted Cancelled Expired	3,535,000 $ 0.07 5,700,800 $ 0.08 – – – – – – (10,000) $ 0.07 – – – –
Outstanding–ending balance	3,535,000 $ 0.07 5,690,800 $ 0.08
Exercisable–ending balance	3,535,000 $ 0.07 3,310,136 $ 0.09

Awards vest in several tranches ranging from 6 months to 18 months.

The following table summarizes information on the Options outstanding as at the following reporting dates:

Options outstanding Exerciseprice	April 30,2021 October 31,2020
	Weighted average Weighted average Number of remaining Number of remaining Options contractual life Options contractual life outstanding (years) outstanding (years)
$ 0.07 $0.09	3,535,000 2.03 3,535,000 2.53 – – 650,000 0.20
Total	3,535,000 2.03 4,185,000 2.17

(b) Restricted Share Units (“RSU”)

The following summarizes the changes in the Company’s RSUs:

Number of RSUs	Six months ended April 30,
	2021 2020
Outstanding – beginning balance Granted Settlement	3,389,251 2,710,565 1,181,642 678,686 (790,048) –
Outstanding–ending balance	3,780,845 3,389,251
Vested–ending balance	– –

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Northcliff Resources Ltd.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended April 30, 2021 and 2020 (Unaudited – Expressed in Canadian Dollars, unless otherwise stated)

(c) Deferred Share Units (“DSU”)

Number of DSUs	Six months ended April 30,
	2021 2020
Outstanding – beginning balance Granted	2,927,170 2,307,940 1,078,126 619,230
Outstanding–ending balance	4,005,296 2,927,170
Vested–ending balance	4,005,296 2,927,170

11 . RELATED PARTY TRANSACTIONS

Balances and transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation.

Amounts payable to related parties are comprised of the following:

		April 30,		October 31,
		2021		2020
Unpaid directors' fees (a)	$	256,312	$	170,875
Amount owingto Hunter Dickinson Services Inc.(b)		462,815		489,478
Total	$	719,127	$	660,353

(a) Transactions with Key Management Personnel

Key management personnel (“KMP”) are those persons that have the authority and responsibility for planning, directing and controlling the activities of the Company, directly and indirectly, and by definition include the directors of the Company.

To conserve cash, the Company ceased to make cash payments for directors’ fees commencing November 1, 2020 and accrued the unpaid amount of directors’ fees in these Financial Statements.

Transactions with KMP were as follows:

	Three months ended April 30, Six months ended April 30,
	2021 2020 2021 2020
Remuneration for services of KMP employed under contract with HDSI (i) Remuneration of KMP directly paid by the Group (ii) Share-based compensation	62,000 $ 103,000 $ 148,000 $ 248,000 $ – – – 21,000 19,000 82,000 85,000 98,000
Total	81,000 $ 185,000 $ 233,000 $ 367,000 $

(i) Certain of the Company's executive directors and senior management are employed by the Company through Hunter Dickinson Services Inc. ("HDSI").

(ii) These payments represent fees paid to independent directors.

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Northcliff Resources Ltd.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and six months ended April 30, 2021 and 2020 (Unaudited – Expressed in Canadian Dollars, unless otherwise stated)

(b) Balances and transactions with related entities

Certain directors and employees of Hunter Dickinson Services Inc. ("HDSI") are KMP of the Company. Pursuant to certain services agreements between the Company and HDSI, the Group receives geological, engineering, corporate development, administrative, management and shareholder communication services from HDSI. The Group determines the nature, timing and extent of services received from HDSI. HDSI also incurs third party costs on behalf of the Group that are reimbursed by the Group at cost with no markup.

The following is a summary of transactions with HDSI:

	Three months ended April 30, Six months ended April 30,
	2021 2020 2021 2020
Services requested from HDSI and received based on annually set rates: Accounting, legal and administration 47,000 $ 49,000 $ 112,000 $ 112,000 $ Corporate communications and stakeholder affairs 1,000 1,000 6,000 3,000 Corporate development – 10,000 – 32,000 Engineering – 44,000 – 92,000 Geology 1,000 – 3,000 1,000 Management and directors’ fees 42,000 44,000 92,000 92,000
91,000 $ 148,000 $ 213,000 $ 332,000 $
Reimbursement of third party costs incurred by HDSI on behalf of the Group 32,000 $ 32,000 $ 52,000 $ 53,000 $

12 . EMPLOYMENT COSTS

Employees’ salaries(i) and benefits, included in various expenses were as follows:

	Three months ended April 30, Six months ended April 30,
	2021 2020 2021 2020
Project management and financing General and administration expenses Equity-settled share-basedpayments	40,223 $ 61,103 $ 86,435 $ 128,527 $ 93,338 128,709 212,126 287,910 19,061 92,920 85,562 125,420
	152,622 $ 282,732 $ 384,123 $ 541,857 $

(i) Salaries include remuneration of KMPs and amounts paid to HDSI for services (note 11(a)).

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