Form 51-102F4

Business Acquisition Report

Item 1 Identity of Company

1.1 Name and Address of Company

Orosur Mining Inc. (the “Company” or “Orosur”)
82 Richmond Street E
Toronto, Ontario
M5C 1P11

1.2 Executive Officer

For further information, please contact Louis Castro, Executive Chairman of the Company, at +44 7775-625-724

Item 2 Details of Acquisition

2.1 Nature of Business Acquired

On November 27, 2024, the Company completed the previously announced acquisition (the “Acquisition”) of all of the issued and outstanding shares of Minera Monte Aguila S.A.S. (“MMA”). MMA is the operator of the Company’s Anza Project in Colombia, which project has been the subject of an Exploration Agreement with Venture Option between the Company and MMA.

MMA was itself a 50/50 joint venture between Newmont Corporation (“Newmont”) and Agnico Eagle Mines Limited (“Agnico”).

The Acquisition was carried out pursuant to the terms of a share purchase agreement dated September 9, 2024, as subsequently amended on November 27, 2024, among the Company, 2754465 Ontario Inc. (“Agnico Subco”), Newmont, Newmont Overseas Exploration Limited (“Newmont Subco”), Agnico, Waymar Resources Ltd. (“Waymar”), Minera Anzá S.A. (Colombia Branch) (“Minera Anzá”) and Minera Anzá S.A. (a BVI corporation) (the “SPA”).

Under the SPA, Orosur’s wholly owned Canadian subsidiary, Waymar, has purchased all of the issued shares of MMA from wholly owned subsidiaries of Newmont and Agnico, resulting in Orosur regaining 100% ownership of the Anza Project in Colombia. No cash was payable up front, with all consideration deferred and wholly contingent upon commercial production from the Anza Project. More details of the consideration are set out in Item 2.3 below. Upon completion of the SPA, Minera Anza S.A., Orosur’s wholly owned Colombian subsidiary, re-took operatorship of the Anza Project.

The Anzá Project is a gold exploration project, comprising granted exploration licences and applications for exploration licences in the prolific Mid-Cauca belt of Colombia. The Anzá Project is located 50km west of Medellin and is easily accessible by all-weather roads and boasts excellent infrastructure including water, power, communications as well as a large exploration camp.

Since the Company acquired the Anzá Project in December 2014, almost 48,000m of drilling has been undertaken, mostly on the central APTA prospect where a high-grade body of gold

mineralisation had been discovered. The most recent drilling activities were at Pepas in the north of the Anzá Project areas where three holes returned excellent results, the best being 150.9m @ 3g/t Au from surface (hole PEP001, announced on September 6, 2022). The Company's initial focus will be on the Pepas discovery.

For additional details regarding the Acquisition and the Anzá Project, see the Company's news releases dated September 10, October 17, November 21, and November 28, 2024, copies of which have been filed on SEDAR+ at www.sedarplus.ca under the Company's SEDAR+ profile.

2.2 Acquisition Date

November 27, 2024 (the "Closing Date").

2.3 Consideration

Consideration for the Acquisition comprises the grant to each of Newmont and Agnico of: (i) a 0.75% net smelter return royalty ("NSR Royalty") on all future mineral production (1.5% in aggregate) and (ii) a fixed royalty of US$37.5 per ounce of gold or gold equivalent ounce (US$75 per ounce in aggregate) on the first 200,000 ounces of mineral production ("Fixed Royalty"). Each NSR Royalty will be subject to a right of first refusal in favour of Minera Anzá in the event that Newmont or Agnico wish to sell their respective NSR Royalty to a third party. Minera Anzá will also have (i) a right to buyback a 0.25% interest of each 0.75% NSR Royalty and (ii) a right to buyback an additional 0.25% interest of each then 0.50% remaining NSR Royalty, which in both cases, will be required to be exercised concurrently with Newmont and Agnico. The amount payable for the buyback of each 0.25% interest will be US$5 million. If all buyback rights are exercised, the aggregate cost would be US$20 million and would reduce each NSR Royalty to 0.25%.

Each of Newmont and Agnico entered into separate NSR Royalty agreements and separate Fixed Royalty agreements with Minera Anzá, (the Colombian branch of Minera Anza S.A.), Minera Anza S.A., MMA and Orosur. Orosur has agreed to guarantee the obligations of Minera Anzá, Minera Anzá S.A. and each of its Affiliates party to the NSR Royalty agreements and the Fixed Royalty agreements. The Fixed Royalty agreements do not have first rights of refusal.

To secure the payments and performance of obligations of Minera Anzá under the NSR Royalty agreements, Minera Anzá, Minera Anzá S.A. and MMA have granted a pledge to Agnico Subco as collateral agent for Newmont Subco and Agnico Subco pursuant to a pledge agreement over the Anzá Project mining titles and the right to explore and exploit the mining titles. Obligations under the Fixed Royalty agreements will not be secured.

In connection with the pledge agreement, Minera Anzá, Minera Anzá S.A., MMA, Newmont Subco and Agnico Subco entered into an intercreditor agreement to: (i) provide for the appointment of a collateral agent acting for Newmont Subco and Agnico Subco (ii) set forth certain responsibilities and obligations of the collateral agent; (iii) set forth certain responsibilities and obligations of the obligors with respect to the collateral; and (iv) establish rights among Newmont Subco and Agnico Subco with respect to payments that may be received by the collateral agent in respect of the collateral.

2.4 Effect on Financial Position

The Company intends to proceed with the exploration of the Anza Project and eventual development of one or more of the discoveries in its licence areas. This will require, among

other things, pre-feasibility and feasibility studies, equity and other financings, permitting, acquiring and hiring staff and equipment, and contracting with third parties, including potential joint venture partners, all of which may have a significant effect on the results and financial position of the Company.

2.5 Prior Valuations

Not applicable.

2.6 Parties to Transaction

Newmont is an “informed person” of the Company as defined in National Instrument 51-102 – Continuous Disclosure Obligations, by virtue of it owning greater than 10% of the Company’s voting securities. Other than Newmont and Newmont Subco, no informed person, associate or affiliate of the Company, as those terms are defined under applicable securities legislation was a party to the Acquisition.

2.7 Date of Report

January 28, 2025.

Item 3 Financial Statements and Other Information

Included in this business acquisition report are the audited annual financial statements of MMA for the financial year ended December 31, 2023 (and the comparative for the financial year ended December 31, 2022), together with the notes thereto and the auditor’s report thereon, attached hereto as Schedule “A”.

Also attached hereto as Schedule “B” are the unaudited financial statements of MMA for the 9 months ended September 30, 2024.

Cautionary Note Regarding Forward-looking Information

This business acquisition report contains certain information that may constitute forward looking information or forward-looking statements under applicable Canadian and United States securities legislation (collectively “forward-looking information”), including but not limited to the plans of the Company to explore and develop certain of the prospects within the Anza Project, all of which will require financings, permitting and other future as yet unspecified matters. This forward-looking information entails various risks and uncertainties that are based on current expectations, and actual results may differ materially from those contained in such information. These uncertainties and risks include, but are not limited to, the strength of the global economy; price of gold; operational, permitting, funding and sovereign and liquidity risks; the degree to which mineral resource estimates are reflective of actual mineral resources; the degree to which factors which would make a mineral deposit commercially viable are present; the risks and hazards associated with exploration, development and mining operations; and the ability of the Company to fund its capital requirements and operations. Risks and uncertainties about the Company’s business are more fully discussed in the Company’s Financial Statements and MD&A for the year ended May 31, 2024 filed with the securities regulatory authorities in Canada and available on the Company’s profile at the SEDAR+ website at www.sedar+.com. Readers are urged to read these materials. The Company assumes no obligation to update any forward-looking information or to update the reasons why actual results could differ from such information unless required by law

SCHEDULE “A”

Audited Annual Financial Statements of Minera Monte Aguila S.A.S

for the Financial Year Ended December 31, 2023

See attached.

Minera Monte Águila

Minera Monte Águila S.A.S.

FINANCIAL STATEMENTS

December 31, 2023

(Expressed in Thousands of Colombian pesos)

Minera Monte Águila S.A.S.

Financial Statements

December 31, 2023

Content

Independent Auditor's Report ... 1

Financial Statements

Statements of Financial Position ... 3
Statement of Income and Other Comprehensive Income ... 4
Statements of Changes in Equity ... 5
Statements of Cash Flows ... 6
Notes to the Financial Statements ... 7

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Independent Auditor's Report

Ernst & Young Audit S.A.S.
Bogotá D.C.
Carrera 11 No 98 - 07
Edificio Pijao Green Office
Tercer Piso
Tel. +57 (601) 484 7000

Ernst & Young Audit S.A.S.
Medellín – Antioquia
Carrera 43A No. 3 Sur-130
Edificio Milla de Oro
Torre 1 – Piso 14
Tel: +57 (604) 369 8400

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Cali – Valle del Cauca
Avenida 4 Norte No. 6N – 61
Edificio Siglo XXI
Oficina 502
Tel: +57 (602) 485 6280

Ernst & Young Audit S.A.S.
Barranquilla - Atlántico
Calle 77B No 59 – 61
Edificio Centro Empresarial
Las Américas II Oficina 311
Tel: +57 (605) 385 2201

A member firm of Ernst & Young Global Limited

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Minera Monte Águila S.A.S

Statements of Financial Position

	As of December 31
	Notes	2023	2022
	(In thousands of Colombian pesos)
Assets
Current Assets
Cash and cash Equivalents	6	$ 606,802	$ 1,995,098
Prepayments	7	-	91,328
Inventories		81,912	90,788
Recoverable taxes	11	48,836	29,567
Total current assets		737,550	2,206,781
Non-current assets
Non-current tax assets	11	2,020,645	1,655,729
Plant and equipment, net	8	652,994	768,544
Rights-of-use assets	10	615,012	541,317
Deferred tax assets	11	59,898	91,179
Intangible assets	-	47,653	56,885
Exploration and evaluation assets	9	67,460,154	54,117,074
Total non-current assets		70,856,356	57,230,728
Total assets		$ 71,593,906	$ 59,437,509
Liabilities
Current Liabilities
Trade and other accounts payable		$ 92,227	$ 59,987
Employee benefit liabilities		102,682	110,148
Lease liabilities	10	81,215	62,028
Tax payable	11	53,091	88,043
Provisions		-	10,000
Total current liabilities		329,215	330,206
Non-current liabilities
Lease liabilities	10	710,991	650,378
Total non-current liabilities		710,991	650,378
Total liabilities		1,040,206	980,584
Equity
Issued capital		2,110,837	1,679,340
Share premium		73,876,442	59,924,685
Retained losses		(5,433,579)	(3,147,100)
Total equity	12	70,553,700	58,456,925
Total liabilities and equity		$ 71,593,906	$ 59,437,509

The notes attached form integral part of the financial statements.

Louis Castro

Legal Representative

Date: 27-JAN-2025

Minera Monte Águila S.A.S

Statements of Income and Other Comprehensive Income

	Notes	Year ended December 31,
		2023	2022
		(In thousands of Colombian pesos)
Administrative expenses	14	$ (2,118,412)	$ (1,750,259)
Other operational expenses	15	(38,294)	(269,852)
Other income	15	–	7,494
Operating Loss		(2,156,706)	(2,012,617)
Finance income interest	15	182,493	283,262
Finance cost	15	(117,545)	(221,219)
Foreign exchange	15	(160,365)	279,252
Loss before income tax		(2,252,123)	(1,671,322)
Income tax expense	11	(34,356)	309,248
Loss for the year		(2,286,479)	(1,362,074)
Other comprehensive income		–	–
Total comprehensive income		$ (2,286,479)	$ (1,362,074)

The notes attached form integral part of the financial statements.

Louis Castro
Legal Representative
Date: 27-JAN-2025

Minera Monte Águila S.A.S.

Statement of Changes in Equity

For the years ended December 31, 2023 and 2022

	Note	Issued Capital	Share premium	Retained losses	Total
			(In thousands of Colombian pesos)
Balance at January 1, 2022		$ 945,053	$ 36,182,637	$(1,785,026)	$ 35,342,664
Capital increase	12	734,287	–	–	734,287
Increase in share premium	12	–	23,742,048	–	23,742,048
Loss for the year		–	–	(1,362,074)	(1,362,074)
Balance at December 31, 2022		1,679,340	59,924,685	(3,147,100)	58,456,925
Capital increase	12	431,497	–	–	431,497
Increase in share premium	12	–	13,951,757	–	13,951,757
Loss for the year		–	–	(2,286,479)	(2,286,479)
Balance as of December 31, 2023		$ 2,110,837	$ 73,876,442	$(5,433,579)	$ 70,553,700

The notes attached form integral part of the financial statements.

Minera Monte Águila S.A.S.

Statements of Cash Flows

	Notes	Year ended December 31,
		2023	2022
		(In thousands of Colombian pesos)
Cash flows from operating activities
Loss for the year		$ (2,286,479)	$ (1,362,074)
Adjustments to reconcile loss for the year to net cash flows:
Depreciation of plant and equipment	8	104,553	67,255
Net residual value of plant and equipment disposals	8	73,241	–
Amortization of intangible assets	14	37,232	31,451
Decrease of provisions		(10,000)	(88,476)
Deferred taxes	11	31,281	(309,248)
Interest income	15	(182,493)	(283,262)
Net foreign exchange variance		160,365	279,252
		(2,072,300)	(1,665,102)
Working capital changes:
Decrease in trade receivable		91,328	179,979
Increase in tax assets		(384,185)	(1,684,262)
Decrease (increase) in inventories		8,876	(90,788)
Increase (decrease) of trade and other accounts payable		32,240	(1,037,457)
(Decrease) increase in employee benefits		(7,466)	1,467
Decrease in tax payables	11	(34,952)	(61,325)
Cash used for operating activities		(2,366,459)	(4,357,488)
Cash flows from Investing activities
Additions to plant and equipment	8	(62,244)	(542,041)
Additions to exploration and evaluation assets	9	(13,263,726)	(20,039,490)
Additions to intangible assets		(28,000)	(88,335)
Interest received	15	182,493	283,262
Cash used in investing activities		(13,171,477)	(20,386,604)
Cash flows from Financing activities
Payment of lease liability	10	(73,249)	(640,666)
Capital increase and share premium	12	14,383,254	24,476,335
Net cash from financing activities		14,310,005	23,835,669
Decrease in cash		(1,227,931)	(908,423)
Net foreign exchange variance		(160,365)	(279,252)
Cash at the beginning of the year	6	1,995,098	3,182,773
Cash end of the year	6	$ 606,802	$ 1,995,098

The notes attached form integral part of the financial statements.

Louis Castro
Legal Representative
Date: 27-JAN-2025

Minera Monte Águila S.A.S.

Notes to the Financial Statements

(In thousands of pesos, except where otherwise indicated)

1. Overview

The Company Minera Monte Águila S.A.S. ("Company"), previously named NEWMONT COLOMBIA S.A.S., was incorporated in Bogotá on July 30, 2018, and registered in the chamber of commerce on August 6, 2018, with No. 02363786 of book IX.

The Company may engage in any lawful commercial or civil activity; however, the main corporate purpose of the Company is the exploration and evaluation of mining rights and, in general, any of the mining activities included in the general mining law, without any reservation or limitation.

The Company was formerly jointly controlled by Newmont Corporation ("Newmont") and Agnico Eagle Mines Limited ("Canada"). Each shareholder owns 50% (fifty percent) of the Company's equity.

On September 7, 2018, the Company (former Newmont Colombia S.A.S.) and Minera Anzá S.A. agreed under the "Exploration Agreement with Venture Option" (the "Agreement") of which Minera Anzá S.A. granted exploration permits to the Company under the mining titles and rights owned by Minera Anzá S.A.

Minera Monte Águila S.A.S., in accordance with the provisions of the "Exploration Agreement with Venture Option", will be responsible for financing all exploration stages. The obligations corresponding to this phase are up to date. Phase 1 was completed successfully by 2022.

Under a share purchase agreement (the "SPA"), between Orosur Mining Inc, Agnico Eagles Mining, Newmont and certain of their respective subsidiaries, Orosur's wholly owned Canadian subsidiary, Waymar Resources Ltd. has acquired all of the issued shares of MMA resulting in Orosur holding 100% indirect ownership of the Project.

Going concern

The Company has prepared the financial statements on the basis that it will continue to operate as a going concern. Management has conducted the necessary analyses and studies to assess the cash requirements for the business.

The Company continues with its cash flow management strategy, the preservation of equity which allows to guarantee the operation and progress of the Company. The shareholders continue to contribute capital as it is the Company's sole source of financing, as planned, following the exploration stage.

Management has rigorously executed the financial and tax strategy, which has allowed to achieve the goals in these areas, with cost efficiency models in accordance with the challenges of the mining industry and new ways of operating, focused on proper cash management, which has enabled it to meet its financial obligations. Material Accounting Policies

2. Basis of Preparation

The financial statements were prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). These financial statements, for the year ended December 31, 2023, are the first the Company has prepared in accordance with IFRS. For periods up to and including the year ended December 31, 2022, the Company prepared its financial statements in accordance with local generally accepted accounting principles (Colombian GAAP). IFRS 1 requires that an entity explains how the transition from previous GAAP to IFRS affected its reported financial position, financial performance, and cash flows. As the Company has previously complied with all the recognition, measurement, and classification requirements of IFRS, there is no significant impact on the reported statement of income and other comprehensive income, statement of financial position, statement of changes in equity or the statement of cash flows.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

2. Basis of Preparation (continued)

Accordingly, the Company has prepared financial statements that comply with IFRS applicable as at 31 December 2023, together with the comparative period data for the year ended 31 December 2022, as described in the summary of material accounting policies

2.1. Basis of Measurement

The financial statements have been prepared on a historical cost basis. Except for financial instruments measured at fair value through profit or loss.

2.2. Functional and Presentation Currency

The items included in the Company's financial statements are expressed in the currency of the principal economic environment in which the Company operates (Colombian pesos or "COP"). The financial statements are presented "in Colombian pesos", which is the functional currency and the presentation currency. All information is presented in thousands of Colombian pesos, unless otherwise stated, and has been rounded to the nearest unit.

2.3. Use of Estimates and Judgments

The preparation of the financial statements in accordance with IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the amounts of assets, liabilities and contingent liabilities at the date, of the statement of financial position. as well as the income and expenses for the year. Actual results may differ from these estimates.

Relevant estimates and assumptions are reviewed regularly. Changes to accounting estimates are recognized in the period in which the estimate is reviewed.

3. Material Accounting Policies

The accounting policies outlined below have been consistently applied in the preparation of these financial statements.

These accounting policies are considered material because they have a significant impact on the Company's financial position, results of operations and cash flows, therefore detailed disclosure of these material accounting policies will be made in the notes to these financial statements, including:

a) The description of the accounting policy
b) The criteria used for its application
c) The significant estimates and judgments made
d) The impact on financial information

Minera Monte Águila S.A.S.

Notes to the Financial Statements

3.1. Materiality and Relative Importance

Information is material or will be material, if it can, individually or in combination, influence the economic decisions made by users based on the financial statements. The materiality will depend on the magnitude and nature of the misstatement or inaccuracy, judged according to the particular circumstances in which they have occurred. The magnitude or nature of the item, or a combination of both, could be the determining factor.

3.2. Foreign Currency Transactions and Balances

Foreign currency transactions are translated into the functional currency using the exchange rates in effect on the dates of the transactions or valuations, in the case of items that have been revalued. Gains and losses in foreign currency resulting from the settlement of these transactions and the conversion to closing exchange rates of monetary assets and liabilities denominated in foreign currency are recognized in the income statement, except if they differ in other comprehensive income such as qualified cash flow hedges and qualified net investment hedges.

Gains and losses on exchange differences relating to loans and cash and cash equivalents are presented in the income statement under the line "Financial income or expenses". All other gains and losses on foreign exchange differences are presented as "Other Net Gains/(Losses)".

3.3. Presentation, Recognition and Measurement of Financial Instruments

A financial instrument is any contract that gives rise to the recognition of a financial asset in one entity and a financial liability or equity instrument in another entity.

3.4. Financial Assets and Liabilities

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Initial recognition and measurement

i) Financial Assets

Financial assets are classified, at initial recognition, and subsequently measured at amortized cost, fair value through OCI, or fair value through profit or loss.

The classification of financial assets at initial recognition depends on the financial asset's contractual cash flow characteristics and the Company business model for managing them. With the exception of trade receivables that do not contain a significant financing component or for which the Company has applied the practical expedient, the Company initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

3.4. Financial Assets and Liabilities (continued)

i) Financial Assets (continued)

For a financial asset to be classified and measured at amortized cost or fair value through OCI, it needs to give rise to cash flows that are 'solely payments of principal and interest (SPPI)' on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. Financial assets with cash flows that are not SPPI are classified and measured at fair value through profit or loss, irrespective of the business model.

The Company's business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or both. Financial assets classified and measured at amortized cost are held within a business model with the objective to hold financial assets to collect contractual cash flows while financial assets classified and measured at fair value through OCI are held within a business model with the objective of both holding to collect contractual cash flows and selling.

Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the marketplace (regular way trades) are recognized on the trade date, i.e., the date that the Group commits to purchase or sell the asset.

Subsequent Measurement

For purposes of subsequent measurement, financial assets are classified in four categories:

Financial assets at amortized cost (debt instruments)
Financial assets at fair value through OCI with recycling of cumulative gains and losses (debt instruments)
Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition (equity instruments)
Financial assets at fair value through profit or loss

ii) Financial Liabilities

Initial Recognition and Measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.

All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.

The Company financial liabilities include trade and other payables, loans and borrowings including bank overdrafts, and derivative financial instruments.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

3.4. Financial Assets and Liabilities (continued)

Subsequent Measurement

For purposes of subsequent measurement, financial liabilities are classified in two categories:

Financial liabilities at fair value through profit or loss
Financial liabilities at amortized cost (loans and borrowings)

The effective interest rate is the rate that exactly discounts the estimated future cash payments or collections over the expected life of the financial asset or financial liability to the gross carrying amount of a financial asset (i.e., its amortized cost before any impairment provision) or at the amortized cost of a financial liability. The calculation does not take into account expected credit losses and includes transaction costs, premiums or discounts, and fees and commissions paid or received that are an integral part of the effective interest rate, such as upfront costs. In the case of acquired or originated credit–impaired financial assets – assets with credit impairment at the time of initial recognition, Minera Monte Águila calculates the adjusted effective credit rate, which is based on the amortized cost of the financial asset rather than its gross carrying amount and incorporates the impact of expected credit losses on estimated future cash flows.

When Minera Monte Águila reviews estimates of future cash flows, the carrying amount of the respective financial assets or liabilities is adjusted to reflect the new discounted estimate using the original effective interest rate. Any changes are recognized in the income statement.

Interest Income

Interest income is calculated by applying the effective interest rate to the gross carrying amount of financial assets, except:

(a) Acquired or originated credit–impaired financial assets, for which the original adjusted effective credit interest rate is applied to the amortized cost of the financial asset.

(b) Financial assets that are not acquired or originated with credit impairment but have subsequently obtained credit impairment (or "stage 3"), for which interest income is calculated by applying the effective interest rate to their amortized cost (i.e., net of the provision for expected credit losses).

3.4.1. Initial Recognition and Measurement

Financial assets and liabilities are recognized when the entity becomes a party to the contractual provisions of the instrument. Periodic purchases and sales of financial assets are recognized on the trading date, the date on which Minera Monte Águila commits to buy or sell the asset.

Upon initial recognition, Minera Monte Águila measures a financial asset or liability at fair value plus or minus, in the case of a financial asset or liability that will not continue to be measured at fair value through profit or loss, the transaction costs that are incremental and directly attributable to the acquisition or issuance of the financial asset or liability, such as fees and commissions. Transaction costs of financial assets and liabilities accounted for at fair value through profit or loss are recognized in the income statement. Immediately after initial recognition, an expected credit loss provision is recognized for financial assets measured at amortized cost and investments in debt instruments measured at fair value with changes in other comprehensive income, resulting in an accounting loss that is recognized in profit or loss when a new asset originates.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

3.4.1. Initial Recognition and Measurement (continued)

When the fair value of financial assets and liabilities differs from the transaction price at initial recognition, the entity recognizes the difference as follows:

(a) When fair value is evidenced by a price quoted in an active market for an identical asset or liability (i.e., a Level 1 measurement) or based on a valuation technique that uses only observable market data, the difference is recognized as a gain or loss.

(b) In all other cases, the difference is deferred and the timing of recognition of the first day's deferred gain or loss is determined individually. It is amortized over the life of the instrument, deferred until the fair value of the instrument can be determined using observable market inputs, or is realized through settlement.

3.4.2. Financial Assets

3.4.2.1. Classification and Subsequent Measurement

The Company applies IFRS 9 and classifies its financial assets into the following measurement categories:

Fair value through profit or loss;
Fair value through other comprehensive income; or
Amortized cost.

3.4.3. Financial Liabilities

3.4.3.1. Classification and Subsequent Measurement

Financial liabilities are classified as measured at amortized cost, except:

Financial liabilities at fair value through profit or loss: this classification applies to derivatives, financial liabilities held for trading and other financial liabilities designated as such at initial recognition. Gains or losses on financial liabilities designated at fair value through profit or loss are presented partially in other comprehensive income (the amount of the change in the fair value of the financial liability attributable to changes in the credit risk of such liability, which is determined as the amount not attributable to changes in market conditions that increase market risks) and partially in profit or loss (the amount remaining from the change in the fair value of liabilities). This occurs unless such presentation generates, or expands, an accounting inconsistency, in which case gains and losses attributable to changes in the credit risk of the liability are also presented in profit or loss.

3.4.3.2. Derecognition

Financial liabilities are derecognized when they are settled (that is, when the obligation specified in the contract is fulfilled, cancelled or expires).

Minera Monte Águila S.A.S.

Notes to the Financial Statements

3.4.3.2. Derecognition (continued)

The exchange between Minera Monte Águila and its original creditors of debt instruments with substantially different terms, as well as material modifications of the terms of existing financial liabilities, are accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. The terms are materially different if the discounted present value of the cash flows under the new terms, including the fees paid net of the fees received and discounted using the original effective interest rate, is at least 10% different from the discounted present value of the remaining cash flows of the original financial liability. Additionally, other qualitative factors such as the currency in which the instrument is denominated, changes in the interest rate are considered, new conversion characteristics attached to the instrument and changes in agreements are also taken into account. If an exchange of debt instruments or a modification of terms is accounted for as extinguishment, all costs or fees incurred are recognized as part of the gain or loss on the extinguishment. If the exchange or modification is not accounted for as extinguishment, all costs or fees incurred adjust the carrying amount of the liability and are amortized over the remaining term of the modified liability.

3.5. Financial Risk Management

The Management of Minera Monte Águila is responsible for establishing and overseeing the risk management framework, which allows for an estimated impact of changes occurring in the environment.

Minera Monte Águila, through its management rules and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

Significant risks related to Minera Monte Águila's business activities include foreign exchange risk, price risk, regulatory risk, liquidity risk and market risk. Each of these risks is detailed below:

a) Market risk

i) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to the Company's purchases denominated in a currency different than COP, which in the case of the Company its exposure to foreign currency is primarily U.S. dollars.

Transactions and balances in foreign currency are translated at the representative market exchange rate certified by the Financial Superintendence of Colombia, which was used for the preparation of the financial statements.

	2023	2022
Exchange rates
Representative Peso/Dollar Market Rate (TRM for its Spanish initials) as of December 31	$ 3,822.05	$ 4,810.20
Average FX over the period	4,325.05	4,255.44

Minera Monte Águila S.A.S.

Notes to the Financial Statements

3.5. Financial Risk Management (continued)

a) Market risk (continued)

The balances in foreign currency are presented below:

	2023		2022
	USD	COP	USD	COP
Cash and cash equivalents (Note 6)	$ 5,753	$ 21,988	$ 14,517	$ 69,828
Other trade payable (Note 13)	–	–	(180)	(872)
Net position	$ 5,753	$ 21,988	$ 14,337	$ 68,956

The basic rules regulations in Colombia allow the free negotiation of foreign currencies through banks and other financial institutions at free exchange rates. However, most foreign currency transactions still require compliance with certain legal requirements. As at December 31, 2023 the risk to foreign currency is a net asset position and thus no significant risk is deemed to exist.

ii) Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company's exposure to the risk of changes in market interest rates relates primarily to the Company's cash and cash equivalent with floating interest rates. As at December 31, 2023 the risk to interest rate variance is not deemed significant as the Company is on a net asset position.

b) Liquidity Risk

Liquidity risk involves ensuring sufficient cash and cash equivalents and having the possibility of committing and/or having committed financing through various sources of credit.

Management informs on a quarterly basis or whenever it deems necessary the shareholders about cash flow position and cash flow needs of the Company, to ensure that sufficient liquidity is available to meet its obligations.

Management oversees projections of Minera Monte Aguila's liquidity reserve based on expected cash flows. The Company's liquidity management policy contemplates: i) making projections of cash flows in the main currencies and considering the level of liquid assets necessary to meet these projections; ii) monitoring of balance sheet liquidity ratios.

The following tables analyze the financial liabilities of Minera Monte Águila by common maturity groups, considering the remaining time from the date of the Statement of Financial Position until their maturity. The amounts presented in the table are the undiscounted contractual cash flows. Balances due within 12 months are equivalent to their carrying amounts as the impact of discounting is not significant.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

3.5. Financial Risk Management (continued)

b) Liquidity Risk (continued)

	2023	2022
Trade and other accounts payable (within 12 months)	$ 92,227	$ 59,897
Current lease liabilities (within 12 months)	81,215	62,028
Non-current lease liabilities (from 13 to 60 months)	710,991	650,378

c) Capital risk Management

The Company's objectives in managing capital are to safeguard the ability to continue as a going concern, keep the operational and exploratory activities, provide benefits to other stakeholders and maintain an optimal capital structure to reduce the cost of capital.

The Company monitors its capital based on the debt-to-equity ratio. This ratio is calculated by dividing liabilities by equity.

The Company is not subject to any externally imposed capital requirements.

At the end of 2023, the entity had no debt with financial institutions or related parties.

	2023	2022
Lease liabilities	$ 792,206	$ 712,146
Trade Accounts Payable	92,227	59,987
(-) Cash and cash equivalents	(606,802)	(1,995,098)
Net debt (cash)	277,631	(1,222,965)
Equity	$ 69,998,135	$ 57,863,879
Debt-to-Equity Ratio	0.4%	(2.1)%

d) Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is mainly exposed to credit risk from its deposits with banks and financial institutions.

Credit risk from balances with banks and financial institutions is managed by Management regularly in order to ensure that investments are made only with institutions of low credit risk.

3.6. Plant and Equipment

Plant and equipment include machinery, vehicles, equipment, furniture and fixtures, office equipment (including communication and computer equipment), satellites and antennas, and scientific equipment.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

3.6. Plant and Equipment (continued)

Plant and equipment are state at their historical cost less depreciation. Historical cost includes expenses directly attributable to the acquisition, construction, or assembly of the elements. The cost also includes interest costs directly attributable to the acquisition, construction or production of qualifying assets.

Spare parts, auxiliary equipment and permanent maintenance equipment are recognized as plant and equipment when their use is expected to be more than one year. Otherwise, they are treated as inventories.

Expenditures for minor repairs, normal maintenance of assets and all activities that maintain the service and ability to use the asset under normal conditions are charged to profit or loss for the period.

Subsequent costs are included in the carrying amount of the asset or recognized as a separate asset, as or recognized as applicable, only when it is likely that future economic benefits associated with the items will flow to Minera Monte Águila and the cost of the item can be reliably determined.

Asset Class	Life (in years)
Machinery and Equipment	10
Office furniture, appliances, and equipment	10
Communication and computing equipment	5
Fleet and transport equipment	5

If there is any indicator that there has been a significant change in the useful life or residual value of an asset, the depreciation of that asset is reviewed prospectively to reflect the new expectation.

The carrying amount of an asset is immediately reduced to its recoverable amount if the carrying value of the asset exceeds its estimated recoverable amount.

An item of Plant and Equipment shall be derecognized upon disposal or when no future economic benefits are expected to arise from the continued use. The gain or loss arising from the sale of an item of property, and equipment is calculated as the difference between its selling value and the carrying value of the asset.

3.7. Exploration and Evaluation ("E&E") Assets

Exploration and evaluation assets are recognized using the successful efforts method. The Company applies this policy consistently, considering the extent to which the expenditures are associated with the discovery of specific mineral resources. E&E expenditure include:

a) acquisition of exploration rights;
b) topographic, geological, geochemical and geophysical studies;
c) exploratory drilling;
d) excavations of trenches and trenches;

Minera Monte Águila S.A.S.

Notes to the Financial Statements

3.7. Exploration and Evaluation ("E&E") Assets (continued)

e) sampling; and
f) activities related to the evaluation of the technical feasibility and commercial viability of the extraction of a mineral resource.

E&E expenditure is capitalized under areas of interest defined by the Company. Overhead costs that are directly attributable to E&E, are also allocated to areas of interest and capitalized.

Exploration and evaluation assets are measured by their cost.

Acquisition and exploration costs are recorded as ongoing exploration and exploration assets until such time as it is determined whether or not exploration drilling has been successful; if it is not successful, all costs incurred are recognized in profit and loss. The expenditure associated with the exploration mine drilling and those related to an exploratory nature are recorded as assets until it is determined whether they are commercially viable; otherwise, they are charged to profit or loss as exploration and evaluation expenses.

The company capitalizes on the exploration and evaluation asset costs directly attributable and/or associated with the discovery of mining resources; such as; a). employee benefit expenses; b). contractors engaged for drilling and topography and c) others. Other expenses, not directly attributable to E&E activities, such as administrative expenses, are charged to profit or loss when incurred.

An exploration and evaluation asset will no longer be classified as such when the technical feasibility and commercial feasibility of extracting a mineral resource is demonstrated. When a project is approved for development, the accumulated capitalized E&E assets are transferred to asset under development. Exploration and evaluaiton assets will be reviewed for impairment and any losses will be recognized prior to transferring to asset under development. No amortization is charged during the E&E phase.

All capitalized costs are subject to technical and commercial reviews at least once a year to confirm continuity of exploration and evaluation activities; otherwise, these costs are charged to profit and loss.

Impairment

E&E assets are subject to impairment analysis. When there are indications that the asset's carrying value exceeds the recoverable value, a loss will be recognized in profit or loss.

E&E assets should be assessed for impairment when facts and circumstances suggest that the carrying amount of an E&E asset may exceed its recoverable amount. One or more of the following facts and circumstances could indicate that an impairment test is required, such as:

Minera Monte Águila S.A.S.

Notes to the Financial Statements

3.7. Exploration and Evaluation (“E&E”) Assets (continued)

Impairment (continued)

c) exploration for and evaluation of mineral resources in the specific area have not led to the discovery of commercially viable quantities of mineral resources and the entity has decided to discontinue such activities in the specific area; and

d) sufficient data exist to indicate that, although a development in the specific area is likely to proceed, the carrying amount of the E&E asset is unlikely to be recovered in full from successful development or by sale.

3.8. Employee Benefits

The Company provides a series of compensations to its employees. These compensations and benefits are defined in the individual employment contracts or are granted on a regular basis to workers when they meet certain pre-established requirements. They are classified as follows:

(a) Short-Term Wages and Benefits

Short-term employee benefit obligations are measured on an undiscounted basis and are recognized as expenses when the related service is rendered.

(b) Defined Contribution Plans

Amounts in terms of defined contribution plans are recognized as an expense when incurred and as a liability after deducting any amounts already paid.

Severance payments are made in the event of termination of contract before the normal retirement date, or when an employee voluntarily accepts to leave in exchange for these benefits. The Company recognizes severance payments for termination of contract, when it can demonstrate its commitment to terminate the contract of its employees in accordance with a detailed formal plan, or as a result of an offer made to the employee.

3.9. Provisions

Provisions for decommissioning and environmental restoration, restructuring costs and legal claims are recognized when the Company has a present legal obligation or assumed obligation as a result of past events, it is more likely than not that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated.

When there are several similar obligations, the probability that a cash outflow will be required is determined by considering the type of obligations as a whole.

Provisions are recognized based on the present value of disbursements expected to be necessary to settle the obligation using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to the passage of time is recognized as a financial expense.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

3.9. Provisions (continued)

As a result of the current stage of the exploration and evaluation activities being carried out, no significant environmental liability obligation has been identified.

3.10. Income Tax

The income tax expense for the period includes current and deferred income tax. The tax is recognized in the income statement, except for items that are recognized in other comprehensive income or directly in equity. In such case, the tax is also recognized in other comprehensive income or directly in equity, respectively.

The current income tax charge is calculated based the tax laws enacted or substantially enacted as of the balance sheet date.

Management evaluates annually the positions taken in the filed tax returns concerning situations where tax laws are subject to interpretation. The Company, when appropriate, establishes provisions for the amounts it expects to pay to the tax authorities. No significant uncertain tax position that would give rise to the recognition of a provision was identified for the years ended December 31, 2023 and 2022.

Deferred income taxes are recognized, using the liability method, on temporary differences that arise between the tax bases of assets and liabilities and their respective values recorded in the financial statements. However, deferred income taxes are not recognized if they arise from the initial recognition of goodwill or from the initial recognition of an asset or liability in a transaction that does not correspond to a business combination and that at the time of the transaction does not affect either the accounting profit or taxable profit (or loss).

Deferred income tax assets are recognized only to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilized. Deferred income taxes are determined using tax rates that have been enacted by the balance sheet date and are expected to apply when the deferred income tax assets are realized, or the deferred income tax liabilities are settled.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income taxes relate to the same taxation authority.

3.11. Leases

The Company recognizes the right-of-use assets on the lease commencement date (i.e., the date the underlying asset becomes available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment loss, and are adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes recognized lease liabilities, upfront direct costs incurred, and lease payments made prior to the lease commencement date minus any lease incentives received. Unless the Company is reasonably certain of obtaining ownership of the leased asset at the end of the lease term, the assets recognized by right-of-use are amortized on a straight-line basis over the shorter period of their estimated useful life or the lease term of the right-of-use assets are subject to impairment.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

3.11. Leases (continued)

Lease Liabilities

At the commencement date of the lease, the Company recognizes lease liabilities at the present value of the payments to be made over the lease term. Lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees.

Lease payments also include the exercise price of a purchase option, in the Company is reasonably certain to exercise that option and to payments for penalties, for terminating the lease, if the lease term reflects the Company exercising the option to terminate the lease. Variable payments that do not depend on an index or rate are recognized as an expense for the period in which the event or condition that triggers those payments occurs.

When calculating the present value of the lease payments, the Company uses the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease cannot be readily determined.

After the commencement date, the amount of lease liabilities is increased to reflect the accrual of interest and is reduced by the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a lease modification, a change in the lease term, a change substance fixed leases payments, or a change in the assessment of an option to purchase the underlying asset.

Short-Term Leases and Low-Value Asset Leases

The Company applies the short-term lease recognition exemption to real estate leases (i.e., those leases with a lease term of 12 months or less from the commencement date). It also applies the recognition exemption for leases of low-value assets to office equipment leases (i.e., those leases where the underlying asset is below USD 5,000). Payments for short-term leases and leases of low-value assets are recognized as an expense on a straight-line basis over the lease term.

3.12. Equity

Issued Capital

Issued capital represents the initial contribution for the incorporation of the Company in Colombia, it is measured at the fair value of cash or other resources received or receivable, net of direct costs. Transaction costs of equity transactions are accounted for as a deduction from equity, net of any related tax benefits.

Share Premium

The share premium account represents the excess of the sale price paid over the nominal value of the subscribed shares.

3.13. Cash and Cash Equivalent

For the purpose of the statement of financial position, cash and cash equivalent comprise cash at banks and on hand and short-term highly liquid deposits with a maturity of three months or less, that are held for the purpose of meeting short-term cash commitments and are readily convertible to a known amount of cash and subject to an insignificant risk of changes in value.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

3.13. Cash and cash equivalent (continued)

For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above, net of outstanding bank overdrafts as they are considered an integral part of the Company's cash management.

3.14. Current Versus non-Current Classification

The Company presents assets and liabilities in the statement of financial position based on current/non-current classification. An asset is current when it is: i) expected to be realized or intended to be sold or consumed in normal operating cycle; ii) held primarily for the purpose of trading; iii) expected to be realized within 12 months after the reporting period; or iv) cash or cash equivalent, unless restricted from being exchanged or used, to settle a liability for at least 12 months after the reporting period

All other assets are classified as non-current.

A liability is current when either: i) it is expected to be settled in the normal operating cycle; ii) it is held primarily for the purpose of trading; iii) it is due to be settled within 12 months after the reporting period; or; iv) there is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting period.

The Company classifies all other liabilities as non-current.

Deferred tax assets and liabilities are classified as non-current assets and liabilities.

Critical Accounting Judgments and Estimates

4.1. Use of Estimates and Judgments

Company Management makes estimates and assumptions that affect the reported amount of assets and liabilities in future years. These estimates and assumptions are continually evaluated based on experience and other factors, including expectations of future events that are believed to be reasonable current circumstances.

The following is a summary of the main accounting estimates and judgments made by the Company in the preparation of the financial statements:

a. Exploration and Evaluation Assets

The application of the Company's accounting policy for E&E expenditure requires judgement to determine whether future economic benefits are likely from either future exploitation or sale, or whether activities have not reached a stage that permits a reasonable assessment of the existence of reserves.

In addition to applying judgement to determine whether future economic benefits are likely to arise from the Company's E&E assets or whether activities have not reached a stage that permits a reasonable assessment of the existence of reserves, the Company has to apply a number of estimates and assumptions.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

4.1. Use of Estimates and Judgments (continued)

a. Exploration and Evaluation Assets (continued)

The determination of a mineral resource is itself an estimation process that involves varying degrees of uncertainty depending on how the resources are classified (i.e., measured, indicated or inferred). The estimates directly impact when the Company defers E&E expenditure.

The deferral policy requires management to make certain estimates and assumptions about future events and circumstances, particularly, whether an economically viable extraction operation can be established. Any such estimates and assumptions may change as new information becomes available. If, after expenditure is capitalized, information becomes available suggesting that the recovery of expenditure is unlikely, the relevant capitalized amount is written off to the statement of profit or loss and other comprehensive income in the period when the new information becomes available.

b. Impairment of non-Monetary Assets

The Company evaluates annually whether its plant and equipment and intangibles have suffered impairment in value in accordance with the policy indicated in Note 2. The Company has not identified events or changes in economic circumstances that indicate that the carrying amount of the assets is not recoverable.

c. Plant and Equipment Useful Life

The determination of the economic useful life of the plant and equipment is subject to the estimation of the Company's management with respect to the level of use of the assets, as well as the expected technological evolution.

d. Income Tax

The Company is subject to Colombian tax regulations. Significant judgments are required in determining tax provisions. There are transactions and calculations for which the determination of taxes is uncertain during the ordinary course of operations. The Company assesses the recognition of liabilities for discrepancies that may arise with the tax authorities based on estimates of additional taxes that may need to be paid. The amounts recorded for the payment of income tax are estimated by management based on its interpretation of current tax regulations and the likelihood of payment.

Actual liabilities may differ from the provisioned amounts, resulting in a negative effect on the Company's results and net position. When the final tax result of these situations is different from the amounts initially recorded, the differences impact the current and deferred income tax on assets and liabilities in the period in which this fact is determined.

The Company assesses the recoverability of deferred tax assets based on estimates of future tax results and the ability to generate sufficient results income during the periods in which such deferred tax is deductible. Deferred tax liabilities are recorded in accordance with estimates made of net assets that will not be tax-deductible in the future.

To the extent that future cash flows and taxable income differ materially from those estimated, this could have an impact on the Company's ability to realize net deferred tax assets recorded at the reporting date.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

4.1. Use of estimates and judgments (continued)

d. Income Tax (continued)

In addition, future changes in tax laws may limit the Company's ability to obtain tax deductions in future periods. Any differences between the estimates and subsequent actual disbursements are recorded in the year in which they occur.

The Company assesses the recoverability of deferred tax assets based on estimates of future taxable income and the ability to generate sufficient income during the periods in which such deferred tax is deductible. Deferred tax liabilities are recorded in accordance with estimates made of net assets that will not be tax-deductible in the future.

e) Leases

The Company determines the lease term as the non-cancellable term of the lease, together with any period covered by an option to extend it if reasonably exercised, or any period covered by an option to terminate the lease, if it is reasonable not to be exercised.

The Company has the option, for some of its leases, to lease the assets for additional periods of three to five years. The Company uses its judgment in assessing whether it is reasonably certain to exercise the renewal option, considering all relevant factors that create an economic incentive to renew. After the lease commencement date, the Company reassesses the lease term if there is a significant event or change in circumstances within its control that affects its ability to exercise (or not exercise) the renewal option (e.g., a change in its business strategy).

The Company cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Company would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The IBR therefore reflects what the Company 'would have to pay', which requires estimation when no observable rates are available (such as for subsidiaries that do not enter into financing transactions) or when they need to be adjusted to reflect the terms and conditions of the lease (for example, when leases are not in the subsidiary's functional currency).

The Company estimates the IBR using observable data (Banco de la República de Colombia interest rates) when available and is required to make certain entity-specific estimates.

4.2. Fair Value Estimation

Several of Minera Monte Aguila's accounting policies and disclosures require the measurement of fair values, both for financial and non-financial assets and liabilities.

Management regularly reviews significant unobservable data and valuation adjustments. If information from third parties, such as broker quotes or pricing services, is used to measure fair values, the valuation team evaluates the evidence obtained from the third parties to support the conclusion that these valuations meet the requirements of the Standards, including the level in the fair value hierarchy at which valuations should be classified.

When measuring the fair value of an asset or a liability, the Company uses observable market data to the extent possible. Fair values are classified at different levels in a fair value hierarchy based on data used in valuation techniques as follows:

Minera Monte Águila S.A.S.

Notes to the Financial Statements

4.2. Fair Value Estimation (continued)

Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: data other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices).
Level 3: Data for the asset or liability that is not based on observable market data (unobservable data).

If the data used to measure the fair value of an asset or liability does not conform to the different levels of fair value hierarchy, then the fair value measurement is classified in its entirety at the same fair value hierarchy level as the lowest level entry that is meaningful to the entire measurement.

The Company recognizes transfers between levels of fair value hierarchy at the end of the reporting period during which the change occurred.

5. Standards Issued But not yet Effective

The new and amended standards and interpretations that are issued, but not yet effective, up to the date of issuance of the Company's consolidated financial statements are presented below. The Company intends to adopt these new and amended standards and interpretations, if applicable, when they become effective.

Amendments / standards	Description
Amendments to IFRS 16: Lease Liability in a Sale and Leaseback	In September 2022, the IASB issued amendments to IFRS 16 to specify the requirements that a seller-lessee uses in measuring lease liability arising from a sale and lease back transaction, in order to ensure that the seller-lessee does not recognise any amount of the gain or loss that relates to the right of use that it holds.
The amendments are effective for annual financial statements periods beginning on or after January 1, 2024 and shall apply retrospectively to sale and leaseback transactions entered into after the initial application date of IFRS 16. Early adoption is permitted but must be disclosed. In January 2020 and October 2022, the IASB issued amendments to paragraphs 69 to 76 of IAS 1 to specify the requirements for classifying liabilities as current or non-current. The amendments clarify:
• What is meant by the right to postpone liquidation.
• That the right to defer should exist at the end of the financial reporting period;
• That the rating is not affected by the likelihood that the entity will exercise its right to defer.
• That only if a derivative embedded in a convertible liability is itself an equity instrument, the terms of a liability will not affect its classification.
Amendments to IAS 1: Classification of Liabilities as Current or Non-Current	In addition, a disclosure requirement has been introduced where a liability arising from a loan agreement is classified as non-current and the entity's right to postpone liquidation is contingent on the fulfilment of future covenants within twelve months.
The changes are effective for annual financial statement periods beginning on or after January 1, 2024 and should be applied retrospectively. In May 2023, the IASB issued amendments to IAS 7 and IFRS 7 to clarify the characteristics of supplier financing arrangements and require additional disclosures of such arrangements. The disclosure requirements in the amendments are intended to assist users of the financial statements in understanding the effects of financing arrangements with suppliers on an entity's obligations, cash flows, and exposure to liquidity risk.
The changes are effective for annual financial statement periods beginning on or after January 1, 2024. Early adoption is permitted but must be disclosed.

These amendments are not expected to have significant impact on the Company's financial statements.

6. Cash and Cash Equivalents

The following is the detail of the composition of the cash account:

	As at December 31, 2023	As at December 31, 2022
National Banks – Current Accounts	$ 584,814	$ 1,925,270
Foreign Banks – Current Accounts (a)	21,988	69,828
	$ 606,802	$ 1,995,098

(a) Corresponds to a current account abroad at Scotiabank in USD.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

Cash and Cash Equivalents (continued)

Bank deposits earn interest at floating rates based on daily bank deposit rates. Short-term deposits are made for varying periods of between one day and three months, depending on the immediate cash requirements of the Company, and earn interest at the respective short-term deposit rates. There are no restrictions on cash and cash equivalent balances. The income generated by these accounts is indicated in note 15.

Prepayments

	As at December 31, 2023	As at December 31, 2022
Prepayments (a)	$ –	$ 91,328

In 2022, the amounts correspond to prepayments made, among which the most relevant are $60,177 for the mandate contract with Minera Anzá S.A.S. and $30,151 as a prepayment for Conexión Empresas S.A.S.

Plant and Equipment, Net

The following is the detail of the machinery and equipment:

	Leasehold Improvements (i)	Machinery in assembly	Machinery and Equipment	Office furniture, communication and computing equipment	Laboratory Equipment	Total
Cost
Balance as of January 1, 2022	$ –	$ 45,151	$ –	$ 45,151	$ –	$ 203,456
Additions	81,524	71,275	6,226	24,235	339,759	19,022
Transfers	–	(45,151)	–	45,151	–	–
Balance as of December 31, 2022	81,524	71,275	6,226	114,537	339,759	222,478
Additions	–	–	8,072	54,172	–	–
Transfers	–	(71,275)	71,275	–	–	–
Disposals	(81,524)	–	–	–	–	(81,524)
Balance as of December 31, 2023	$ –	$ –	$ 85,573	$ 168,709	$ 339,759	$ 222,478
Depreciation
Balance as of January 1, 2022	$ –	$ –	$ –	$ –	$ –	$ –
Depreciation of the period	(8,283)	–	(1,155)	–	(43,357)	(14,460)
Balance as of December 31, 2022	(8,283)	–	(1,155)	–	(43,357)	(14,460)
Depreciation of the period	–	–	(6,201)	(7,030)	(67,952)	(23,370)
Disposals	8,283	–	–	–	–	8,283
Balance as of December 31, 2023	$ –	$ –	$ (7,356)	$ (7,030)	$ (111,309)	$ (37,830)
Net balance
Balance as of December 31, 2022	$ 73,241	$ 71,275	$ 5,071	$ 114,537	$ 296,402	$ 208,018
Balance as of December 31, 2023	$ –	$ –	$ 78,217	$ 161,679	$ 228,450	$ 184,648

Minera Monte Águila S.A.S.

Notes to the Financial Statements

Plant and Equipment, Net (continued)

(i) Leasehold Improvements in, as of December 31, 2023, correspond mainly to the adaptations of the well, drainage system, piping and pumping of drinking water for the Pastorera camp; it is determined to take the expense, since the nature of the improvement does not correspond to improvements that affect the useful life of the asset, nor the cost of the lease.

No assets of the Company have been granted as collateral for liabilities.

To date, the Company does not have fully depreciated plant and equipment.

Impairment Assessment of Plant and Equipment

As at December 31, 2023, no indicators of impairment were identified.

Exploration and Evaluation Assets

	Exploration Titles in Progress
	13635	7248B	IF5	Total
Cost
Balance as of January 1, 2022	$ 33,052,613	$ 368,433	$ -	$ 33,421,046
Additions	20,300,194	395,834	-	20,696,028
Net balance as of December 31, 2022	$ 53,352,807	$ 764,267	$ -	$ 54,117,074
Cost
Balance as of December 31, 2022	$ 53,352,807	$ 764,267	$ -	$ 54,117,074
Additions	8,611,624	2,260,318	2,471,138	13,343,080
Net balance as of December 31, 2023	$ 61,964,431	$ 3,024,585	$ 2,471,138	$ 67,460,154

The increase corresponds to the exploration and sampling works conducted in the authorized areas in accordance with the Agreement. The Company also had non-cash additions to exploration and evaluation assets of $79,354 in 2023 ($656,538 in 2022).

During 2023 and 2022, all payroll, social security, camping expenses, drilling fees, laboratory, transportation of geological samples, among others that are directly attributable to the exploration and evaluation activities were capitalized.

The Agreement between Newmont Colombia S.A.S and Minera Anzá S.A.S. was signed on September 7, 2018, which stipulates, among others:

Minera Anzá will grant exploration permits to Minera Monte Águila, is the owner of the mining titles and rights is Minera Anzá; (Recitals –C).

Minera Monte Águila S.A.S.

Notes to the Financial Statements

Exploration and Evaluation Assets (continued)
Minera Monte Águila SAS, in accordance with the Exploration contract, will be responsible for financing all exploration stages. If all exploration activities are not carried out, Minera Monte Águila must pay Minera Anzá an "In Lieu Payments", which will correspond to the amount that remains outstanding against the agreement for the investment that corresponds to that year. (Paragraph b point 5).
In August 2020, Minera Monte Águila SAS signed a Mandate contract with Minera Anzá, so that Minera Anzá could carry out exploration activities (mandate); and Minera Monte Águila, as principal, will transfer the relevant funds for said operation. Minera Anzá, will deliver monthly support and certification of the expenses that will allow Minera Monte Águila under this figure to record the expenses.
The mandate contract was terminated in August 2021, and Minera Monte Águila SAS exercised the clause that allowed it to continue directly with exploration in the Anzá project.

The first phase of this contract was concluded in September 2022. The Company is in compliance with its commitments in accordance with the Exploration Agreement.

There were no penalties or contingencies for the Company, and no regulatory or environmental non-compliance resulting from the Share Purchase Agreement.

Impairment Assessment of E&E Assets

As indicated in Note 17, the Company was sold to Orosur Mining Inc ("Orosur"). The transaction aims to allow Orosur to continue exploration and evaluation activities of the Company. As at December 31, 2023, no indicators of impairment were identified.

Leases

The following are the Company's right-of-use assets:

	Properties	Total
Balance as of January 1, 2022	$ 614,149	$ 614,149
Additions	589,680	589,680
Amortization of the year	(656,538)	(656,538)
Remeasurement	(5,974)	(5,974)
Net Cost as of December 31, 2022	$ 541,317	$ 541,317
Balance at the beginning of the year 2023	$ 541,317	$ 541,317
Additions	153,049	153,049
Amortization of the year	(79,354)	(79,354)
Net Cost as of December 31, 2023	$ 615,012	$ 615,012

Minera Monte Águila S.A.S.

Notes to the Financial Statements

10. Leases (continued)

The recognized liability is detailed below:

	As at December 31, 2023	As at December 31, 2022
Current	$ 81,215	$ 62,028
Not current	710,991	650,378
Total Lease Liabilities (a)	$ 792,206	$ 712,406

(a) Lease liabilities movements for the years ended December 31, 2023 and 2022 are detailed below:

	As at December 31, 2023	As at December 31, 2022
Opening Balance	$ 712,406	$ 769,366
Remeasurement (b)	–	(5,974)
Additions	153,049	589,680
Payments	(73,249)	(640,666)
Ending balance	$ 792,206	$ 712,406

(b) Variation due to the increase in the rental fee, in accordance with the provisions of the lease contracts, for 2023 the increase was: for the El Vergel property of 15.12% and La Pastorera of 12.99%

11. Taxes

Current Tax Assets and Liabilities

The following is the breakdown of current tax assets and liabilities:

	As at December 31, 2023	As at December 31, 2022
Current tax assets
Income tax withholding in favor	$ 30,839	$ 18,972
Self-withholding of income tax	9,238	9,561
Income tax balance in favor	8,759	1,034
	$ 48,836	$ 29,567
Non-current tax asset
VAT credit (a)	$ 2,020,645	$ 1,655,729
Total Tax Assets	$ 2,020,645	$ 1,655,729
Current tax liabilities
Withholding (Income tax, VAT, and ICA) (b)	$ 49,989	$ 83,229
Industry and commerce tax	3,102	4,814
	$ 53,091	$ 88,043

Minera Monte Águila S.A.S.

Notes to the Financial Statements

Taxes (continued)

Current Tax Assets and Liabilities (continued)

(a) The increase in VAT credits is due to the Company's expenditure, including E&E. The amounts are expected to be recovered in more than 12 months, and thus classified as non-current. Such tax credit does not expire.

(b) Income Tax per $30,839 and $665.

The main items of income tax expense for the twelve-month period ended December 31, 2023 and 2022, respectively, are as follows:

Income Statement

	As at December 31, 2023	As at December 31, 2022
Income tax	$ (3,075)	$ –
Deferred tax	(31,281)	309,248
	$ (34,356)	$ 309,248

The Company does not present a reconciliation of the effective tax rate for 2023, nor for 2022, due to the fact that it has not recorded deferred tax assets over its deferred tax losses. Refer below for further details on unrecognized tax losses.

	As at December 31, 2023	As at December 31, 2022
Loss before income tax	$ (2,252,123)	$ (1,671,322)
Non-deductible expenses
Unrealized foreign exchange difference	(384,289)	(10,220)
Payroll expenses	–	1,091
Service expenses – foreign	–	7,811
Tax on financial movements	14,603	1,433
Third-party taxes assumed by the Company	9,807	11,206
Penalties and fines paid to official entities	424	20
Non-deductible costs and expenses	154,579	537,015
	$ (204,876)	$ 548,356
Tax loss	$ (2,456,999)	$ (1,122,966)

Minera Monte Águila S.A.S.

Notes to the Financial Statements

Taxes (continued)

Deferred tax

The net deferred tax liability balance is comprised of the following items:

| | Statement of Financial Position
December 31, | | Income Statement
December 31, | |
| --- | --- | --- | --- | --- |
| | 2023 | 2022 | 2023 | 2022 |
| | (in thousands of pesos) | | | |
| Deferred Tax Asset/Liability | | | | |
| Right-of-use assets | $ (215,254) | $ (189,461) | $ (25,793) | $ 111,471 |
| Exploration and Evaluation assets | (2,120) | 27,747 | (29,867) | 232,824 |
| Plant and Equipment | – | – | – | 15,804 |
| Lease liabilities | 277,272 | 249,343 | 27,929 | (19,935) |
| Trade and Other Accounts Payable | – | 50 | (50) | 51 |
| Provisions | – | 3,500 | (3,500) | (30,967) |
| Net Deferred Tax Liabilities/Assets | $ 59,898 | $ 91,179 | $ (31,281) | $ 309,248 |

For the year 2023, deferred tax is of an income nature amounting to $63,198, which is represented by the temporary differences between the accounting treatment of right-of-use assets and exploration assets.

The movement of the net asset/liability for deferred tax corresponding to the years ended December 31, 2023 and 2022, are as follows:

	As at December 31, 2023	As at December 31, 2022
Balance at the beginning of the year	$ 91,179	$ (218,069)
Income (Expense) recognized in profit or loss from continuing operations	(31,281)	309,248
Balance at the end of the year	$ 59,898	$ 91,179

There was no deferred tax recognized in other comprehensive income for the years ended December 31, 2023 and 2022.

Unrecognized Deferred Tax Asset

In accordance with current tax legislation, the losses generated in income tax and complementary taxes may be offset against the net income obtained in the subsequent periods, taking into account the formula established in numeral 5 of article 290 of the Tax Code. The determined tax losses should not be adjusted for tax purposes.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

Taxes (continued)

Unrecognized Deferred Tax Asset (continued)

From 2017 onwards, companies can offset tax losses obtained in the given current period, with the net income generated in the 12 taxable periods following the obtaining of the aforementioned tax losses, without prejudice to the presumptive income for the year.

As at December 31, 2023, the Company maintains tax losses as shown below.

	Accounting Loss	Tax Loss	Tax Liquid Equity	Presumptive Tax Basis	Tax for the Year
(in thousands of Colombian pesos)
Year 2019	$ 4,106,128	$ 179,521	$ 2,062,121	$ 855	$ 282
Year 2020	495,774	363,852	21,732,095	10,311	3,300
Year 2021	1,567,331	1,302,186	34,972,148	–	–
Year 2022	1,955,120	1,122,965	56,931,840	–	–
Year 2023	2,248,998	2,456,999	68,696,035	–	–

The deferred tax asset related to these tax losses has not been recognized, as the Company takes into account that exploration periods exceed the minimum 5 years, which is contemplated by the tax regulation, for recovery projections. In light of the exploration and evaluation stage, the Company does not have any tax planning opportunities available that could support the recognition of these balances as deferred tax assets. Accordingly, the Company did not recognize deferred tax assets over these tax losses.

The Company maintains excess presumptive income of $855 and $10,311 for the taxable year 2019 and 2020, respectively.

From the above returns, the Tax Authority has not initiated the review process of the taxable years 2019, 2020, 2021, 2022 and 2023 that will be filed in 2024.

The process of reviewing income tax returns and complementary tax returns is not expected to provide comments and/or adjustments from the tax authorities that imply a higher payment of taxes.

In addition, the entity has not considered tax uncertainties that lead to disputes with the Tax Authority or that may give rise to recognition of income tax provisions and/or contingencies.

Equity

The following corresponds to the Company's issued capital:

	As at December 31, 2023	As at December 31, 2022
Issued capital (a)	$ 2,110,837	$ 1,679,340
	$ 2,110,837	$ 1,679,340

Minera Monte Águila S.A.S.

Notes to the Financial Statements

Equity (continued)

(a) As at December 31, 2023 and 2022, the total amount of issued capital amounted to $2,110,837 and $1,679,340, respectively, corresponding to the transfers received from shareholders.

As at December 31, 2023, the number of subscribed and paid shares is 2,110,837, each with a nominal value of 100 COP per share (1,679,340 as at December 31, 2022).

Below is a summary of the transfers that have been received as capitalization from January 1, 2022 to December 31, 2023.

	Minute reference	Capital	Share Premium	Total
Balance as of December 31, 2021		$ 945,053	$ 36,182,637	$ 37,127,690
Year 2022 contributions	13, 14, 15	734,287	23,742,048	24,476,335
Balance as of December 31, 2022		1,679,340	59,924,685	61,604,025
Year 2023 contributions	17,19,22	431,497	13,951,757	14,383,254
Balance as of December 31, 2023		$ 2,110,837	$ 73,876,442	$ 75,987,279

Share Premium

Below is a summary of the transfers that have been received as capitalization under share premium:

	As at December 31, 2023	As at December 31, 2022
Share premium account	$ 73,876,442	$ 59,924,685
	$ 73,876,442	$ 59,924,685

Related Parties

During the year, the Company entered into the following transactions with related parties as follows:

	As at December 31, 2023	As at December 31, 2022
NEWMONT PERU S.R.L. (a)	$ –	$ 78,908
	$ –	$ 78,908

(a) In 2022 it corresponds to consulting services specialized in geophysics.

The following balances are accounts payable at the end of the reporting period:

Minera Monte Águila S.A.S.

Notes to the Financial Statements

Related Parties (continued)

	As at December 31, 2023	As at December 31, 2022
NEWMONT PERU S.R.L. (b)	$ –	$ 872
	$ –	$ 872

(a) Accounts payable to related parties in 2022 correspond mainly to transactions for consulting services rendered.

Accounts receivable and payable do not earn interest. There are no provisions on related party receivables.

Administrative Expenses

The administrative expenses are detailed below:

	As at December 31, 2023	As at December 31, 2022
Fees (a)	$ (904,489)	$ (1,298,877)
Employee benefit expenses (b)	(803,004)	(20,751)
Services (c)	(185,561)	(103,952)
Depreciation	(104,553)	(67,255)
Amortization	(37,231)	(31,451)
Travel expenses (d)	(10,624)	(18,296)
Others	(68,002)	(204,863)
Taxes	(3,102)	(4,814)
Lease expenses	(1,816)	–
Adaptations and installations	(30)	–
	$ (2,118,412)	$ (1,750,259)

(a) The decrease corresponds to legal advisor's fees (Jose Lloreda) and the Mining Management System for fees.
(b) The salary expense corresponding to the Tamarindo project.
(c) In 2023, for the Tamarindo project, transportation (Sertrans) was contracted, and employees through the temporary Acción del Cauca.
(d) Includes representation expenses of $81,797, utilities and stationery of $39,241, business events $25,249 and contributions and affiliations of $23,528, mainly.

Other Gains and Losses

Corresponds to the net of other income and other financial and non-financial expenses, which are detailed below.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

Other Gains and Losses (continued)

	As at December 31, 2023	As at December 31, 2022
Finance income interest (a)	$ 182,493	$ 283,262
Finance cost (b)	(117,545)	(221,219)
Net foreign exchange variance	(160,365)	(279,252)
Other expenses (c)	(38,294)	(269,852)
Other income	–	7,494
	$ (133,711)	$ (479,567)

(a) Corresponds to interest paid by the Scotiabank Colpatria bank for financial returns from the account in pesos.

(b) Finance costs include:

	As at December 31, 2023	As at December 31, 2022
Financial interests lease liability	$ (76,672)	$ (100,790)
Financial interests – other	(24,603)	(1,050)
Commissions	(7,433)	(11,640)
Tax on financial movement	(6,449)	(107,739)
Other	(2,388)	–
	$ (117,545)	$ (221,219)

	As at December 31, 2023	As at December 31, 2022
Other non-income Taxes	$ (9,806)	$ (10,583)
Fines and penalties	(424)	–
Withholdings - other	–	(624)
Other expenses (i)	(28,064)	(258,645)
	$ (38,294)	$ (269,852)

(i) It corresponds to other expenses not related to administrative expenses.

Contingencies and Commitments

Contingencies

The Company's management and its legal advisors state that, as of the date of issuance of these financial statements, they are not aware of any labor, administrative, or civil legal proceedings, or other loss contingencies that would significantly affect the balances and/or disclosures in the financial statements as of and for the year ended December 31, 2023.

Minera Monte Águila S.A.S.

Notes to the Financial Statements

Contingencies and Commitments (continued)
Commitments

The Company has no contracts with municipalities in Colombia.

Subsequent Events

On September 9, 2024, the shareholders of the Company entered into a sales and purchase agreement ("SPA") for the sale of their shares in the Company to Orosur. On November 27, 2024, the sale was concluded, resulting in Orosur becoming the ultimate parent, owning 100% of the shares of the Company.

Under the terms of the transaction, Orosur's wholly owned Canadian subsidiary, Waymar Resources Ltd., has purchased all of the issued shares of the Company. No cash is payable up front, with all consideration deferred and contingent upon commercial production from the Company.

Consideration for the acquisition will be comprised of the grant to each of Newmont and Agnico of: (i) a 0.75% net smelter return royalty ("NSR Royalty") on all future mineral production (1.5% in aggregate) and (ii) a fixed royalty of US$37.5 per ounce of gold or gold equivalent ounce (US$75 per ounce in aggregate) on the first 200,000 ounces of mineral production ("Fixed Royalty").

Approval of the Financial Statements

The Financial Statements were authorized for issuance by the Legal Representative on January 27, 2025.

SCHEDULE “B”

Unaudited Financial Statements of Minera Monte Aguila S.A.S

for the 9 months ended September 30, 2024

See attached.

Minera Monte Águila

Minera Monte Águila SAS

Interim Condensed Financial Statements

As of September 30, 2024

(Expressed in Thousands of Colombia pesos)

Minera Monte Águila S.A.S

Interim Condensed Financial Statements

As of September 30, 2024

Content

Opinion of the Independent Auditor ... 1
Interim condensed Financial Statements
Interim condensed Statements of Financial Position ... 4
Interim condensed Income Statements ... 5
Interim condensed Statement of Changes in Equity ... 6
Interim condensed Statements of Cash Flows ... 7
Notes to the internal condensed Financial Statements ... 8

A member firm of Ernst & Young Global Limited

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Building a better working world

Report of the Independent Auditor

Minera Monte Águila S.A.S

Interim Condensed Statement of Financial Position

| | Notes | September 30
2024
(In thousands of pesos) | December 31,
2023 |
| --- | --- | --- | --- |
| Assets | | | |
| Current Assets | | | |
| Cash and cash equivalents | 6 | $ 380,928 | $ 606,802 |
| Other trade receivables | 7 | 275,438 | – |
| Inventories | 8 | 79,791 | 81,912 |
| Current tax assets | 14 | 53,427 | 48,836 |
| Total current assets | | 789,584 | 737,550 |
| Non-current assets | | | |
| Tax assets | 14 | 2,207,950 | 2,020,645 |
| Plant and equipment, net | 9 | 566,273 | 652,994 |
| Rights-of-use assets | 11 | 604,867 | 615,012 |
| Intangible assets | 12 | 73,249 | 47,653 |
| Exploration and evaluation assets | 10 | 69,502,081 | 67,460,154 |
| Total non-current assets | | 72,954,420 | 70,796,458 |
| Total assets | | $ 73,744,004 | $ 71,534,008 |
| Liabilities | | | |
| Current Liabilities | | | |
| Rights-of-use liabilities | 11 | $ 118,422 | $ 81,215 |
| Trade and other accounts payable | 13 | 35,467 | 92,227 |
| Employee benefits | 15 | 126,628 | 102,908 |
| Current tax liabilities | 14 | 14,611 | 53,091 |
| Related Parties | 17 | 299,833 | – |
| Total current liabilities | | 594,961 | 329,441 |
| Non-current liabilities | | | |
| Rights-of-use liabilities | 11 | 676,464 | 710,991 |
| Deferred tax liabilities | 14 | 495,441 | 495,441 |
| Total non-current liabilities | | 1,171,905 | 1,206,432 |
| Total liabilities | | 1,766,866 | 1,535,873 |
| Equity | | | |
| Issued capital | | 2,198,380 | 2,110,837 |
| Share premium account | | 76,697,907 | 73,876,442 |
| Loss for the period | | (930,005) | (2,248,998) |
| Retained losses | | (5,989,144) | (3,740,146) |
| Total equity | 16 | 71,977,138 | 69,998,135 |
| Total liabilities and equity | | $ 73,744,004 | $ 71,534,008 |

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

Minera Monte Águila S.A.S

Interim Condensed Income Statement

| | Note | For nine months finished
on September 30 | |
| --- | --- | --- | --- |
| | | 2024 | 2023 |
| | (In thousands of pesos) | | |
| Other gains and losses | 19 | $ (96,452) | $ (90,726) |
| Administrative expenses | 18 | (833,553) | (1,831,550) |
| Loss before tax | | (930,005) | (1,922,276) |
| Income tax expense | 14 | - | (3,300) |
| Loss for the period | | $ (930,005) | $ (1,925,576) |

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

Minera Monte Águila S.A.S

Interim Condensed Statement of Changes in Equity

For nine months ended September 30, 2024

	Issued capital	Share premium account	Retained losses	Loss for the period	Total
Balance January 1, 2023	$ 1,679,340	$ 59,924,685	$ (1,785,026)	$ (1,955,120)	$ 57,863,879
Capitalization	431,497	–	–	–	431,497
Increase in share premium account	–	13,951,757	–	–	13,951,757
Transfer of the year	–	–	(1,955,120)	1,955,120	–
Loss of the period	–	–	–	(2,248,998)	(2,248,998)
Balance December 31, 2023	$ 2,110,837	$ 73,876,442	$ (3,740,146)	$ (2,248,998)	$ 69,998,135
Capitalization	87,543	–	–	–	87,543
Increase in share premium account	–	2,821,465	–	–	2,821,465
Transfer of the year	–	–	(2,248,998)	2,248,998	–
Loss of the period	–	–	–	(930,005)	(930,005)
Balance September 30, 2024	$ 2,198,380	$ 76,697,907	$ (5,989,144)	$ (930,005)	$ 71,977,138

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

Minera Monte Águila S.A.S

Interim Condensed Statement of cash flows

| | Note | from September 30
2024 | From December 31
2023 |
| --- | --- | --- | --- |
| | | (Figures expressed in thousands of
Colombian pesos) | |
| Cash flow from operating activities | | | |
| Loss for the period | | $ (930,005) | $ (2,248,998) |
| Adjustments to reconcile Net Loss before tax to net cash | | | |
| Depreciation of plant and equipment | 9 | 86,721 | 104,553 |
| Amortization of intangibles | 12 | 10,404 | 37,231 |
| Depreciation of right-of-use assets | 11 | 76,019 | 79,354 |
| Deferred tax, net | 14 | - | (3,125) |
| | | (756,861) | (2,030,985) |
| Net Changes in operating assets and liabilities: | | | |
| Increase (decrease) other trade receivable | | (275,438) | 91,328 |
| Increase in current tax assets | | (191,896) | (387,485) |
| (Decrease) Increase in trade and other accounts payable | | (56,760) | 32,240 |
| Decrease in inventories | | 2,121 | 8,876 |
| Increase (decrease) of employee benefits | | 23,720 | (7,240) |
| (Decrease) of estimated liabilities and provisions | | - | (10,000) |
| (Decrease) in other non-financial liabilities | | (38,480) | (34,952) |
| (Decrease) in related party | | 299,833 | |
| Cash used for operating activities | | (993,761) | (2,338,218) |
| Cash flow from investing activities | | | |
| (Acquisition) of plant and equipment | 9 | - | (133,519) |
| Transfer of fixed assets | 9 | - | 71,275 |
| Fixed Asset Retirement | 9 | - | 81,524 |
| Write off assets | 9 | - | (8,283) |
| Investments in exploration and appraisal assets | 10 | (2,041,927) | (13,343,080) |
| Increase in intangible assets | 12 | (36,000) | (28,000) |
| Cash used in investing activities | | (2,077,927) | (13,360,083) |
| Cash flow from financing activities | | | |
| Payment of lease liabilities | 11 | (63,194) | (73,249) |
| Capitalizations | 16 | 2,909,008 | 14,383,254 |
| Cash provided from financing activities | | 2,845,814 | 14,310,005 |
| (Decrease) in cash | | (225,874) | (1,388,296) |
| Cash at the beginning of the period | 6 | 606,802 | 1,995,098 |
| Cash end of the period | 6 | $ 380,928 | $ 606,802 |

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

Minera Monte Águila S.A.S.

Notes to the Interim Condensed Financial Statements

As of September 30, 2024
(In thousands of pesos, except where otherwise indicated)

Overview

The Company Minera Monte Águila S.A.S., was incorporated in Bogotá on July 30, 2018 and registered in the chamber of commerce on August 6, 2018, with No. 02363786 of book IX.

The company may engage in any lawful commercial or civil activity, however, the main corporate purpose of the company will be mainly the exploration and exploitation of mining rights and, in general, any the mining activities included in the general mining law, without any reservation or limitation.

By minute No. 06 of September 29, 2020, registered in the Chamber of Commerce on October 1, 2020, the Company changed its name from NEWMONT COLOMBIA S.A.S to Minera Monte Águila S.A.S.

Below is a list of the main companies of the investors of Minera Monte Águila S.A.S: Newmont Corporation USA, Agnico Eagle Mines Limited Canada.

On September 7, 2018, the "Exploration Agreement with Venture Option" between Newmont Colombia S.A.S and Minera Anzá S.A.S. Newmont Colombia S.A.S. changed its of corporate name to Minera Monte Águila, as a result of an investment from abroad, with the entry of Ontario Inc as an investor.

The exploration contract stipulates that Minera Anzá S.A.S. will grant exploration permits to Minera Monte Águila S.A.S., as the mining titles and rights are owned by Minera Anzá S.A.S.

Going Concern

The Company has conducted the necessary analyses and studies to determine that the business operates under financial, operational, and legal conditions that are normal or similar to those that occurred in 2024 and at currently.

The Company continues to implement its strategy for cash flow management, permanent control of debt levels, the preservation of equity and, upon on the recommendation of the managing partners, taking care of the work team. This approach ensures the operation and progress of the Company. Investors continue to contribute capital as the Company's sole source of financing, as the Company is in the exploration stage.

The management has rigorously executed the financial and tax strategy, which has allowed to archive the goals in these areas, with expense efficiency models in accordance with the challenges of the mining industry and new ways of operating. Focused on proper cash management, which has enabled it to meet its labor, supplier, and government obligations. It has successfully maintained its cost strategy in early-stage exploration projects, which now serve as case studies for other exploration projects.

Material Accounting Policies

2.1. Preparation Bases

As of September 30, 2024, the Company prepared its interim condensed financial statements in accordance with International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB).

The preparation of interim condensed financial statements requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the interim condensed financial statements and the amounts of expenses and costs during the reported period. These estimates are based on Management's best knowledge of reported amounts, events or actions.

The interim condensed financial statements have been prepared on a historical cost basis, except that derivative financial instruments, which are measured at fair value.

In the presentation of these interim condensed financial statements, the Company has followed the same accounting policies and calculation methods as in the most recent annual interim condensed financial statements.

2.2. Bases of Measurement

The interim condensed financial statements have been prepared on a historical cost basis except for the following significant items included in the interim condensed statement of financial position:

a) When applicable, depreciation, amortization and impairment or fair value.
b) Financial instruments at fair value through profit or loss are measured at fair value.
c) In relation to employee benefits, the defined benefit asset is recognized as the net between the fair value of the plan assets and the present value of the defined benefit obligation as at the reporting date.

2.3. Functional and Presentation Currency

The items included in the Company's Interim condensed financial statements are expressed in the currency of the principal economic environment in which the entity operates "Colombian pesos". Interim condensed Financial statements are presented in Colombian pesos, which is the functional currency and the presentation currency. All information is presented in thousands of Colombia pesos and has been rounded to the nearest unit.

2.4. Use of Estimates and Judgments

The International Accounting Standards Board (IASB) interim condensed financial statements in accordance with the International Financial Reporting Standards (IFRS) requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the amounts of assets, liabilities and contingent liabilities at the date of the statement of financial position. as well as the income and expenses for the interim period presented. Actual results may differ from these estimates.

Relevant estimates and assumptions are reviewed regularly. Revisions to accounting estimates are recognized in the period in which the estimate is reviewed and in any future periods affected.

2.4.1. Significant judgments, estimates and hypotheses

The application of the Company's accounting policy on exploration and production expenses requires the making value judgments to determine whether future economic benefits are likely to be realized from future exploitation or sale, or whether the activities have not reached a stage that permits a reasonable assessment of the existence of reserves. In addition to applying judgment to determine whether future economic benefits are likely to be realized from the Company's exploration and evaluation (E&E) assets or whether the activities

have not reached a stage that permits a reasonable assessment of the existence of reserves, the Company must apply several estimates and assumptions. The determination of a mineral resource is itself an estimation process that involves varying degrees of uncertainty depending on how the resources are classified (i.e., measured, indicated, or inferred). These estimates directly influence when the company defers E&E expenses. The deferral policy requires management to make certain estimates and assumptions about future events and circumstances, particularly, whether an economically viable extraction operation can be established. These estimates and assumptions may change as new information becomes available. If, after capitalization of expenses, information suggesting that the recovery of expenses is unlikely, the corresponding capitalized amount is amortized in the income statement and other comprehensive income in the period in which the new information becomes available.

3. Material Accounting Policies

The accounting policies outlined below have been consistently applied in the preparation of these financial statements, which are prepared in accordance with International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB).

These accounting policies are considered material because they have a significant impact on the Company's financial position, results of operations and cash flows, therefore, detailed disclosure of these material accounting policies will be made in the notes to these financial statements, including:

a) The description of the accounting policy
b) The criteria used for its application
c) The significant estimates and judgments made
d) The impact on financial information

3.1. Materiality and relative importance

Information is material, or will be material, if it can, individually or as a whole, influence the economic decisions made by users based on the financial statements. The materiality will depend on the magnitude and nature of the misstatement or inaccuracy, judged according to the particular circumstances in which they have occurred. The magnitude or nature of the item, or a combination of both, could be the determining factor.

3.2. Foreign currency transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates in effect on the dates of the transactions or valuations, in the case of items that have been revalued. Gains and losses in foreign currency resulting from the settlement of these transactions and the conversion to closing exchange rates of monetary assets and liabilities denominated in foreign currency are recognized in the income statement, except if they differ in other comprehensive income, such as qualified cash flow hedges and qualified net investment hedges.

3.3. Presentation, Recognition and Measurement of Financial Instrument

A financial instrument is any contract that gives rise to the recognition of a financial asset in one entity and a financial liability or equity instrument in another entity.

3.4. Financial assets and liabilities

3.4.1. Measurement methods

3.4.1.1. Amortized cost and effective interest rate

The amortized cost is the amount at which the financial asset or liability was initially measured, less the principal repayments, plus or minus the accumulated amortization, using the effective interest method of any difference between the initial value and the amortized value at maturity and, for financial assets, the impairment allowance adjustment.

The effective interest rate is the rate that exactly discounts the estimated future cash payments or collections over the expected life of the financial asset or financial liability to the gross carrying amount of a financial asset (i.e., its amortized cost before any impairment provision) or at the amortized cost of a financial liability. The calculation does not take into account expected credit losses and includes transaction costs, premiums or discounts, and fees and commissions paid or received that are an integral part of the effective interest rate, such as upfront costs. In the case of acquired or originated credit-impaired financial assets – assets with credit impairment at the time of initial recognition, Minera Monte Águila calculates the adjusted effective credit rate, which is based on the amortized cost of the financial asset rather than its gross carrying amount and incorporates the impact of expected credit losses on estimated future cash flows.

Interest income

Interest income is calculated by applying the effective interest rate to the gross carrying amount of financial assets, except:

(a) Acquired or originated credit-impaired financial assets, for which the original adjusted effective credit interest rate is applied to the amortized cost of the financial asset.

3.4.1.2. Initial recognition and measurement

When the fair value of financial assets and liabilities differs from the transaction price at initial recognition, the entity recognises the difference as follows:

3.4.2. Financial assets

3.4.2.1. Classification and subsequent measurement

Minera Monte Águila applies IFRS 9 and classifies its financial assets into the following measurement categories:

Fair value through profit or loss;
Fair value through other comprehensive income; or
Amortized cost.

3.4.3. Financial liabilities

3.4.3.1. Classification and subsequent measurement

Financial liabilities are classified as measured at amortized cost, except:

Financial liabilities at fair value through profit or loss: this classification applies to derivatives, financial liabilities held for trading, and other financial liabilities designated as such at initial recognition. Gains or losses on financial liabilities designated at fair value through profit or loss are presented partially in other comprehensive income (the amount of the change in the fair value of the financial liability attributable to changes in the credit risk of such liability, which is determined as the amount not attributable to changes in market conditions that increase market risks) and partially in profit or loss (the amount remaining from the change in the fair value of liabilities). This occurs unless such presentation generates, or expands, an accounting inconsistency, in which case gains and losses attributable to changes in the credit risk of the liability are also presented in profit or loss;
Financial liabilities arising from the transfer of financial assets that did not qualify for derecognition, through which a financial liability is recognized for the compensation received for the transfer. In subsequent periods, Minera Monte Águila recognizes any expenses incurred in the financial liability; and
Financial guarantee contracts and loan commitments.

3.4.3.2. Cancellation of accounts

Financial liabilities are derecognized when they are (that is, when the obligation specified in the contract is fulfilled, cancelled, or expires).

3.4.4. Trade accounts payable and other accounts payable

Trade payables are payment obligations for goods or services that have been acquired from suppliers in the ordinary course of business. Accounts payable are classified as current liabilities if payment is due within of year or less (or in Minera Monte Aguila's normal operating cycle if longer). If the payment is due in a period of more than one year, they are presented as non-current liabilities.

Trade payables are initially recognized at fair value and subsequently measured at amortized cost using the effective interest method.

3.5. Financial Risk Management

The Management of Minera Monte Águila is responsible for establishing and governing the risk management framework, which allows for an estimated impact of changes occurring in the environment.

Minera Monte Águila, through its management rules and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

Significant risks related to Minera Monte Águila's business activities include foreign exchange risk, price risk, regulatory risk, liquidity risk, and market risk. Each of these risks is detailed below:

a) Market-type risk

Exchange rate risk

Exchange rate risk occurs when a company's profit can be affected by variations in the exchange rate, as purchases can be denominated in both Colombian pesos and U.S. dollars. The Company faces the risk of loss from the exchange of U.S. dollars to Colombian pesos. In this context, the exchange rate risk is assumed by Minera Monte Águila and the risk is considered low, taking into account the fluctuations in the exchange rate.

The balances in foreign currency are presented below:

	September 30, 2024		December 31, 2023
	USD	COP	USD	COP
Cash and cash equivalents (Note 6)	5,753	23,956	5,753	21,988
Related Parties (Note 17)	(9,799)	(40,806)	–	–
Net Position	(4,046)	(16,850)	5,753	21,988

	September 31, 2024	December 31, 2023
Exchange rates
Representative Peso/Dollar Market Rate (TRM for this Spanish initials)	$ 4,164.21	$ 3,822.05
Average MRR over the period	3,979.14	4,325.05

The functional currency of the Company is the Colombian peso (COP). Exchange rate market risk PRIMARILY arises mainly from the effect that the devaluation or revaluation of the Colombian peso against the United States dollar has on the payments of such debts.

b) Liquidity risk

Liquidity risk involves ensuring sufficient cash and cash equivalents and having the possibility of committing and/or having committed financing through various sources of credit. Minera Monte Águila has adequate cash levels and cash equivalents at the end of the period. Similarly, the liabilities were decreasing in a representative manner in 2024.

Minera Monte Águila informs its investors on a quarterly basis or whenever it deems necessary to ensure that sufficient liquidity is available to meet its obligations.

Management oversees projections of Minera Monte Aguila's liquidity reserve based on expected cash flows. Minera Monte Águila's liquidity management policy contemplates: i) making projections of cash flows in the main currencies and considering the level of liquid assets necessary to meet these projections; ii) monitoring of balance sheet liquidity ratios.

The following tables analyze the financial liabilities of Minera Monte Águila by common maturity groups considering the remaining time from the date of the interim condensed Statement of Financial Position until their maturity. The amounts presented in the table are the undiscounted contractual cash flows. Balances due within 9 months and 12 months, are equivalent to their carrying amounts as the impact of discounting is not significant.

	September 31, 2024	December 31, 2023
Trade and Other Accounts Payable	$ 35,467	$ 92,227
Foreing suppliers	40,806	-
	$ 76,273	$ 92,227

i) Market Risk

Market risk is the risk that the fair value or future cash flows of a financial instrument fluctuate due to changes in market prices. The financial instruments affected by market risk include the liabilities held by Minera Monte Águila.

ii) Capital risk management

The Company's objectives in managing capital are to safeguard the ability to continue as a going concern, generate returns to its shareholders, provide benefits to other stakeholders, and maintain an optimal capital structure to reduce the cost of capital.

The Company monitors its capital based on the debt to equity. This ratio is calculated by dividing liabilities by equity.

The Company is not subject to any externally imposed capital requirements.

At the end of September 2024 and December 2023, the entity had no debt with financial institutions or related parties.

	As of September 31 2024	As of December 31 2023
Lease liabilities	$ 794,886	$ 792,206
Trade Accounts Payable	35,467	92,227
(Less) Cash and cash Equivalents	(380,928)	(606,802)
Net debt	449,425	277,631
Equity	$ 71,977,138	$ 69,998,135
Debt/to Equity Ratio	(0.6)%	(0.4)%

iii) Capital risk management

The debt to equity radio for September 2024 shows a low level of debt, around 0.62% to its equity.

3.6. Plant and Equipment

Spare parts, auxiliary equipment and permanent maintenance equipment are recognized as property and equipment when their use is expected to be more than one year, and their individual value exceeds 35 Monthly legal minimum wages in force. Otherwise, they are treated as inventories.

Expenditures for minor repairs, normal maintenance of assets, and all activities that maintain the service and ability to use the asset under normal conditions are charged to expenses for the period.

Asset Class	Life (in years)
Machinery and Equipment	10
Office furniture, appliances and equipment	10
Communication and computing equipment	5
Fleet and transport equipment	5

If there is any indicator that there has been a significant change in the depreciation rate, useful life, or residual value of an asset, the depreciation of that asset is reviewed prospectively to reflect the new expectations.

The carrying amount of an asset is immediately reduced to its recoverable amount if the carrying value of the asset exceeds its estimated recoverable amount.

An item of plant and equipment shall be derecognized upon disposal or when no future economic benefits are expected to arise from the continued use. The gain or loss arising from the retirement of an item of property and equipment is calculated as the difference between the value of sale value and the carrying value of the asset.

3.8. Exploration and Evaluation (E&E) Assets

Initial Recognition

Exploration and evaluation assets are recognized in the accounting records using the successful efforts method for recording exploration and production activities, in accordance with IFRS 6 - Exploration for and Evaluation of Mineral Resources. The Company applies this policy consistently, considering the extent to which the expenditures are associated with the discovery of specific mineral resources. The following are examples of expenditures included in the initial measurement of E&E assets, but they are not exhaustive.

a) acquisition of exploration rights;
b) topographic, geological, geochemical and geophysical studies;
c) exploratory drilling;
d) excavations of trenches, and trenches;
e) sampling; and

f) activities related to the evaluation of the technical feasibility and commercial viability of the extraction of a mineral resource.

Initial Measurement

Exploration and evaluation assets are measured by their cost.

Acquisition and exploration costs are recorded as ongoing exploration and exploration assets until such time as it is determined whether or not exploration drilling has been successful; if it is not successful, all costs incurred are recognized in profit and loss. The outlays associated with the exploration mine drilling and those related to stratigraphic mines of an exploratory nature are charged as assets until it is determined whether they are commercially viable; otherwise, they are charged to results as exploration and evaluation expenses. Other expenses are recognized in profit or loss when incurred.

All capitalized costs are subject to technical and commercial reviews at least once a year to confirm continuity, to develop and produce such fields; otherwise, these costs are charged to profit and loss.

Development costs correspond to those costs incurred to access proven natural resources and provide the necessary facilities for extraction, treatment, collection, and storage. When a project is approved for development, the cumulative amount of the acquisition and exploration costs are classified as E&E assets, costs incurred after the exploration stage are capitalized as development costs of properties comprising such natural resource assets. All development costs are capitalized, including the costs of unsuccessfully drilling development wells.

The company currently capitalizes on the exploration and evaluation asset COSTS DIRECTLY ATTRIBUTABLE and/or associated with the discovery of mining resources; such as; a). Personnel costs b). Perforation c). Topography d). Camp expenses e). Among others.

The Company records in the income statement for the period, the disbursements for the following items: cleaning, travel expenses, supplies and stationery, subscriptions, cafeteria, transportation, freight and cartage, taxes, public services, advertising, laundry, mail, shipping and telegrams, etc., that are not directly related to the exploration activity.

Capitalized costs also include the cost of abandonment and decommissioning, as well as the estimated value for future environmental obligations. The estimate includes the costs of plugging and abandoning wells, dismantling of facilities and environmental recovery of areas and wells. Changes resulting from new estimates of the abandonment and decommissioning liability are carried forward to the corresponding asset.

Amortization

The amortization of E&E assets is determined using the units of production per field method using proven developed reserves as a basis, except in limited exceptional cases that require greater judgment by Management to determine a better amortization factor for future economic benefits over the useful life of the asset.

Amortization factors are reviewed annually, based (through the depletion rate; this consists of taking the value of the asset over the number of units of mineral extracted throughout its useful life in the future), in the study of reserves and the impact of changes in these factors on the amortization expense is recognized prospectively in the interim financial statements.

Reserves

Reserves are estimated and certified by internationally recognized external consultants and approved by the Company's Board of Directors. Proven reserves consist of the estimated quantities of minerals demonstrated with reasonable certainty by geological and engineering data that will be recoverable in future years from known reserves under existing economic and operating conditions, i.e., at the prices and costs that apply as of the date of the estimate.

Imparment

Assets associated with exploration, evaluation, and production are subject to review for possible impairment in their recoverable value. When there are indications that the asset’s carrying value exceeds the recoverable value; a loss will be recognized in profit or loss.

E&E assets should be assessed for impairment when facts and circumstances suggest that the carrying amount of an E&E asset may exceed its recoverable amount. Under IFRS 6, one or more of the following facts and circumstances could indicate that an impairment test is required. The list is not intended to be exhaustive:

a) the period for which the entity has the right to explore in the specific area has expired during the period or will expire in the near future, and is not expected to be renewed;
b) substantive expenditure on further exploration for and evaluation of mineral resources in the specific area is neither budgeted nor planned;
c) exploration for and evaluation of mineral resources in the specific area have not led to the discovery of commercially viable quantities of mineral resources and the entity has decided to discontinue such activities in the specific area; and
d) sufficient data exist to indicate that, although a development in the specific area is likely to proceed, the carrying amount of the E&E asset is unlikely to be recovered in full from successful development or by sale.

3.10. Employee Benefits

Minera Monte Águila provides a series of compensations aimed at addressing the needs of its employees, these compensations and benefits are defined in the individual employment contracts or are granted on a regular basis to workers when they meet certain pre-established requirements. They are classified as follows:

(a) Short-term wages and benefits

Short-term employee benefit obligations are measured on an undiscounted basis and are recognized as expenses when the related service is rendered.

(b) Defined Contribution Plans

Amounts in terms of defined contribution plans are recognized as an expense when incurred and as a liability after deducting any amounts already paid.

(c) Severance payments

3.11. Provisions

When there are several similar obligations, the probability that a cash outflow will be required is determined by considering the type of obligations as a whole.

Provisions are recognized for the present value of disbursements expected to be necessary to settle the obligation, using a pre-tax discount rate that reflects current market assessments of the time value of money and the ricks specific to the obligation. The increase in the provision due to the passage of time is recognized as a financial expense.

As a result of the exploration activities that have been carried out, the Company does not consider a potential environmental liability obligation.

3.12. Income tax

The current income tax charge is calculated based the tax laws enacted or substantially enacted as of the balance sheet date.

In compliance with the uncertainty regarding income tax treatments, management annually evaluates the positions taken in the field tax returns concerning situations where tax laws are subject to interpretation. This evaluation is documented in a memorandum, which indicates the conclusion based on the analysis performed. The Company, when appropriate, establishes provisions for the amounts it expects to pay to the tax authorities. For the year 2024, according to the analysis results, there is no uncertainty, that would give rise to the recognition of a provision for this concept.

Deferred income taxes are recognized, using the liability method, on temporary differences that arise between the tax bases of assets and liabilities and their respective values recorded in the interim financial statements. However, deferred income taxes are not recognized if they arise from the initial recognition of goodwill or from the initial recognition of an asset or liability in a transaction that does not correspond to a business combination and that, at the time of the transaction, does not affect either the accounting profit or taxable profit (or loss).

Deferred income tax assets are recognized only to the extent that is probable that future taxable profits will be available against which the temporary differences can be utilized. Deferred income taxes are determined using tax rates that have been enacted by the balance sheet date and are expected apply when the deferred income tax assets are realized, or the deferred income tax liabilities are settled.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities, and when the deferred income taxes relate to the same taxation authority.

3.13. Revenue and financial cost

The Company's financial income and financial costs include the following:

Income from financial returns.
Gain or loss on the conversion of financial assets and financial liabilities into foreign currency.

3.14. Cost and expense recognition

The Company recognizes its costs and expenses, to the extent that economic events occur in such a way that they are systematically recorded in the corresponding accounting period (causation), regardless of the flow of monetary or financial resources (cash).

An expense is recognized immediately, when a disbursement does not generate future economic benefits or when it does not meet the necessary requirements for its registration as an asset.

3.15. Right-of-use leases

The Company recognizes the right-of-use assets on the lease commencement date (i.e., the date the underlying asset becomes available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment loss, and are adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes recognized lease liabilities, upfront direct costs incurred, and lease payments made prior to the lease commencement date, minus any lease incentives received. Unless the Company is reasonably certain of obtaining ownership of the leased asset at the end of the lease term, the assets recognized by right-of-use are amortized on a straight-line basis over the shorter period of their estimated useful life or the lease term of the right-of-use assets are subject to impairment.

Lease liabilities

Lease payments also include the exercise price of a purchase option, in the Company is reasonably certain to exercise that option, and to payments for penalties, for terminating the lease, if the lease term reflects the Company exercising the option to terminate the lease. Variable payments that do not depend on an index or rate are recognized as an expense for the period in which the event or condition that triggers those payments occurs.

After the commencement date, the amount of lease liabilities is increased to reflect the accrual of interest and is reduced by the leases payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a lease modification, a change in the lease term, a change substance fixed leases payments, or a change in the assessment of an option to purchase the underlying asset.

Short-term leases and low-value asset leases

The Company applies the short term lease recognition exemption real estate leases (i.e., those leases with a lease term of 12 months or less from the commencement date and that do not contain a purchase option). It also applies the recognition exemption for leases of low-value assets to office equipment leases (i.e. those leases where the underlying assets is below USD 5,000). Payments for short-term and leases of low-value assets are recognized as an expense on straight-line basis over the lease term.

Important Judgments in Determining the Lease Term of Contracts with Renewal Options

3.16. Equity

Assigned capital

Assigned capital represents the initial contribution for the incorporation of the Company in Colombia, it is measured at the fair value of cash or other resources received or receivable, net of direct costs. Transaction costs of equity transactions are accounted for as a deduction from equity, net of any related tax benefits.

Share premium account

The share premium account represents the excess of the sale price paid over the nominal value of the subscribed shares.

Loss of the period

This represents the net result of operations for the period.

Retained Loss

It represents the accumulation of the results of the previous periods. As the Company is in the exploration and evaluation stage, expenses that are not capitalizable constitute the loss of the period.

Critical Accounting Judgments and Estimates

4.1. Use of estimates and judgments

The following is a summary of the main accounting estimates and judgments made by the Company in the preparation of the interim condensed financial statements:

a. Impairment of non-monetary assets

The Company evaluates annually whether its property, plant and equipment and intangibles have suffered impairment in value in accordance with the policy indicated in Note 2. The Company has not identified events or changes in economic circumstances that indicate that the carrying amount of the assets is not recoverable.

b. Plant and equipment useful life

The determination of the economic useful life of the property and equipment is subject to the estimation of the Company's management with respect to the level of use of the assets, as well as the expected technological evolution. The Company regularly reviews all of its depreciation rates and residual values to account for any changes in the level of utilization, technological framework and future development. These factors are difficult to foresee, and any changes could affect future depreciation charges and the carrying amounts of the assets.

c. Income tax

The Company is subject to Colombian tax regulations. Significant judgments are required in determining tax provisions. There are transactions and calculations for which the determination of taxes is uncertain during the ordinary course of operations. The Company assesses the recognition of liabilities for discrepancies that may arise with the tax authorities based on estimates of additional taxes that may need to be paid. The amounts provisioned for the payment of income tax are estimated by management based on its interpretation of current tax regulations and the likelihood of payment.

d. Fair value of financial instruments

The fair value of financial assets and liabilities for initial recognition and financial reporting purposes is estimated by discounting future contractual cash flows at the current market interest rate available to the Company for similar financial instruments.

The fair value of financial instruments traded in active markets is based on market prices at the balance sheet date. The market quote price used for financial assets is current bid price. The fair value of financial instruments that are not traded in an active market is determined using valuation techniques. The Company applies its judgment to select a variety of methods and makes assumptions that are primarily based on market conditions existing as of the balance sheet date. Other techniques, such as estimated discounted cash flows, are used to determine the fair value of other financial instruments,

It is assumed that the carrying amount, less the impairment provision of accounts receivable, is close to their fair value.

e. The use of professional Provisions

The Company makes estimates of the amounts to be settled in the future, including any corresponding contractual obligations, pending litigation or other liabilities.

Such estimates are subject to interpretations of current facts and circumstances, projections of future events and estimates of the financial effects of such events.

f. The Company's leasing activities and how they are accounted for

The Company leases equipment. Lease contracts are normally made for fixed periods of 1 to 10 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. Leases do not impose any covenants, but leased assets cannot be used as collateral for lending purposes.

g. Lease Extension and Termination Options

Extension and termination options are included in various Company property and equipment leases. These conditions are used to maximize operational flexibility in terms of contract management. Most of the extension and termination options maintained are exercisable by the Company and by the Lessor.

h. Lease terms

In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an extension option, or not to exercise a termination option. The evaluation is reviewed if a significant event or change in circumstances occurs that affects this assessment.

i. Recovery of Asset Deferred Taxes

Judgment is required to determine whether deferred tax assets should be recognized in the statement of financial position. Deferred tax assets require management to evaluate the likelihood that the Company will generate taxable profit in future periods in order to use the deferred tax assets. Estimates of future taxable Profits are based on financial projections and the application of existing tax laws in each jurisdiction.

4.2. Fair value estimation

Several of Minera Monte Aguila's accounting policies and disclosures require the measurement of fair values, both for financial and non-financial assets and liabilities.

The Company has an established control framework with respect to the measurement of fair values. This includes a valuation team that has overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values, and reports directly to the financial manager.

The valuation team regularly reviews significant unobservable data and valuation adjustments. If information from third parties, such as broker quotes or pricing services, is used to measure fair values, the valuation team evaluates the evidence obtained from the third parties to support the conclusion that these valuations meet the requirements of the Standards, including the level in the fair value hierarchy at which valuations should be classified.

Significant valuation issues are reported to the Company's financial management.

Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: data other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices).
Level 3: Data for the asset or liability that is not based on observable market data (unobservable data).

The Company recognizes transfers between levels of fair value hierarchy at the end of the reporting period during which the change occurred.

New and amended International Financial Reporting Standards that enter into force for the current period.

IAS 7 and IFRS 7 regarding supplier financing arrangements: The amendments required entities to disclose information about their supplier financing arrangements to enable users of the financial statements to assess the effects of those arrangements on the entity's liabilities and cash flows. Additionally, IFRS 7 was amended to include supplier financing arrangements as an example within the requirements for disclosing information on an entity's exposure to liquidity risk concentration.

The amendments to IAS 7 and IFRS 7 address the need to adapt the standards to the reality of supplier financing agreements, providing a more appropriate treatment of cash flows and liabilities, thus improving the clarity and consistency of financial information.

The amendments to IAS 7 and IFRS 7 do not affect Minera Monte Águila, as we do not participate in supplier financing agreements or contracts involving elements of extended financing or insurance, particularly since we do not operate in the insurance industry.

Furthermore, our transactions with suppliers are limited to conventional payment terms, without the inclusion of long-term financing or loan-like structures. Therefore, changes in the classification and measurement of cash flows and liabilities derived from these agreements do not have a material impact on the presentation of our financial statements.

IAS 1 Non-current liabilities with covenants: The amendments to IAS 1 specify that only covenants that an entity must comply with on or before the end of the reporting period affect an entity's right to defer settlement of a liability for at least twelve months after the reporting date and should therefore be considered in assessing the classification of the liability as current or non-current.

The amendment to IAS 1 mainly relates to changes in the classification of liabilities when a Company has specific conditions (covenants) in its debt arrangements. These covenants are clauses that require the Company to comply with certain financial or other conditions, and failure to comply may result in the reclassification of liabilities from non-current to current.

Based on this amendment, no significant impact is identified, as the Company does not have liabilities with covenants that could give rise to significant reclassifications between current and non-current liabilities, the changes introduced by this modification do not have a relevant impact on the presentation of our financial statements.

IFRS 16 regarding lease liabilities in a sale and leaseback transaction: The amendments to IFRS 16 add subsequent measurement requirements for sale and leaseback transactions that satisfy the requirements of IFRS 15 to be accounted for as a sale. The amendments require the seller-lessee to determine 'lease payments' or 'revised lease payments' such that the seller-lessee does not recognize a gain or loss that relates to the seller-lessee's retained right-of-use, after the commencement date.

Amendments do not affect the gain or loss recognized by the seller-lessee related to the partial or total termination of a lease. Without these new requirements, a seller-lessee could have recognized a gain on the right of use that it retains solely due to a remeasurement of the lease liability (e.g., after a lease modification or a change in the lease term) by applying the requirements in IFRS 16. This might have been particularly the case in a subsequent lease that includes variable lease payments that are not dependent on an index or rate.

The amendment to this Standard has significant implications for companies involved in sale and lease transactions. Sale and leaseback is a transaction where a Company sells an asset, usually a property, and then leases it back to the buyer. After reviewing the amendment to IFRS 16, it has been determined that such amendment is not applicable to Minera Monte Águila, this is because the Company has not carried out, nor does it intend to carry out sale transactions with subsequent lease that meet the criteria established in the standard. In particular, no asset sales have been carried out with the commitment to lease such assets again, which means that there are no lease liabilities that must be recognized or modified under the specific conditions by this modification and therefore changes in the financial statements resulting from the application of Full IFRS.

5.1. New and revised International Financial Reporting Standards but not yet in force

Amendments to IAS 21 The Effects of Exchange Rate Changes entitled Non-Interchangeability.

The amendments specify how to assess whether a currency is interchangeable, and how to determine the exchange rate when it is not. According to the amendments, one currency is interchangeable with another currency when an entity can obtain the other currency within a timeframe that allows for normal administrative delay and through a market or exchange mechanism in which an exchange transaction would create enforceable rights and obligations. An entity assesses whether a currency is interchangeable with another currency is interchangeable with another currency on a measurement date and for a specific purpose. If an entity cannot obtain more than a negligible amount from the other currency on the measurement date for the specified purpose, the currency is not interchangeable to the other currency. The assessment of whether one currency is exchangeable for another currency depends on the entity's ability to obtain the other currency and not on its intention or decision to do so. When a currency is not exchangeable to another currency on a measurement date, the entity is required to estimate the spot exchange rate on that date. An entity's objective in estimating the spot exchange rate is to reflect the rate at which an orderly exchange transaction would take place on the measurement date between market participants under prevailing economic conditions. The amendments do not specify how an entity should estimates the spot exchange rate to meet that objective. An entity may use an observable exchange rate without adjustment or another estimation technique. Examples of an observable exchange rate include:

A spot exchange rate for a purpose other than that for which an entity assesses interchangeability
The first exchange rate at which an entity can obtain the other currency for the specified purpose after the currency's interchangeability is restored (first subsequent exchange rate).

An entity using another estimation technique may use any observable exchange rate, including exchange rates from transactions in markets or exchange rate mechanisms that do not create enforceable rights and obligations, and adjust that rate, as necessary, to meet the objective set out above.

When an entity estimates a spot exchange rate because a currency is not interchangeable to another currency, the entity is required to disclose information that enables users of its financial statements to understand how the fact that the currency is not interchangeable to the other currency affects, or is expected to affect, the financial performance, financial position and cash flows of the entity.

The amendments add a new appendix as an integral part of IAS 21. The appendix provides guidance for the implementation of the requirements introduced by the amendments.

The amendments also add new Illustrative Examples accompanying IAS 21, which illustrate how an entity might apply some of the requirements in hypothetical situations based on the limited facts presented. In addition, the IASB made consequential amendments to IFRS 1 to align with and reference the revised IAS 21 to assess interchangeability. The amendments are effective for annual reporting periods beginning on or after January 1, 2025, and are allowed to be applied early.

Minera Monte Águila does not expect IAS 21 to apply for purposes of the Company's financial statements.

IFRS 18 Presentation and Disclosure in the Financial Statements

IFRS 18 replaces IAS 1, keeping many of the requirements of IAS 1 unchanged and supplementing them with new requirements. In addition, some paragraphs of IAS 1 have been moved to IAS 8 and IFRS 7. In addition, the IASB has made minor amendments to IAS 7 and IAS 33 Earnings per Share. IFRS 18 introduces new requirements for:

Present specified categories and defined subtotals in the profit and loss statement
provide information on management-defined performance measures (MPMs) in the notes to the financial statements
Improve aggregation and disaggregation

An entity is required to apply IFRS 18 for annual reporting periods beginning on or after 1 January 2027, with prior application permitted. Amendments to IAS 7 and IAS 33, as well as to revised IAS 8 and IFRS 7, come into force when an entity applies IFRS 18. IFRS 18 requires retroactive application with specific transitional provisions.

Minera Monte Águila does not foresee the early application of this amendment, however, in the financial statements in which its application is required, it will evaluate the possible impacts for the presentation of the financial statements.

IFRS 19 Non-Publicly Disclosed Subsidiaries: Disclosing Information

IFRS 19 Non-Publicly Liable Subsidiaries: Information to Be Disclosed IFRS 19 allows an eligible subsidiary to provide reduced information when applying IFRS Accounting Standards in its financial statements. A subsidiary is eligible for reduced disclosures if it has no public liability and its ultimate parent or any intermediate parent produces publicly available consolidated financial statements that comply with IFRS Accounting Standards. IFRS 19 is optional for subsidiaries that are eligible and sets out disclosure requirements for subsidiaries that choose to apply it. An entity may only apply IFRS 19 if, at the end of the reporting period:

It is a subsidiary (this includes an intermediate parent)
has no public responsibility, and
Its final parent or any other intermediate parent produces publicly available consolidated financial statements that comply with IFRS Accounting Standards.

A subsidiary has public liability if:

your debt or equity instruments are traded on a public market or you are in the process of issuing such instruments for trading on a public market (a domestic or foreign stock exchange or an over-the-counter market, including local and regional markets), or
Holds assets in a fiduciary capacity for a broad group of people outside the company as one of its core businesses (e.g., banks, credit unions, insurance entities, brokers/dealers, mutual funds, and investment banks often meet this second criterion).

Eligible entities may apply IFRS 19 in their consolidated, separate or individual financial statements. An eligible intermediate parent that does not apply IFRS 19 in its consolidated financial statements may do so in its separate financial statements.

The new rule is effective for reporting periods beginning on or after January 1, 2027, and prior application is permitted. If an entity elects to apply IFRS 19 for a reporting period prior to the reporting period in which it first applies IFRS 18, it is required to apply a modified set of disclosure requirements set out in an appendix to IFRS 19. If an entity elects to apply IFRS 19 for an annual reporting period prior to applying the amendments to IAS 21, it is not required to apply the disclosure requirements of IFRS 19 with respect to Non-Interchangeability.

Minera Monte Águila does not anticipate that IFRS 19 will be applied for purposes of the Company's financial statements.

6. Cash and cash equivalents

The following is the detail of the composition of the cash account:

	As of September 31 As of December 31
	2024	2023
National Banks – Current Accounts	$ 356,972	$ 584,814
Foreign Banks – Current Accounts (a)	23,956	21,988
	$ 380,928	$ 606,802

(a) Corresponds to a current account abroad at Scotiabank.

There are no restrictions on cash and cash equivalent balances.

7. Other trade receivable

Other trade receivable include:

	As of September 31 As of December 31
	2024	2023
Other trade receivable	$ 275,438	$ –

In 2024, the main advance payment given to suppliers was pending legalization in September

In 2023 all advances were legalized, and the Company has no commercial activity that gave rise to commercial receivables.

8. Inventories

	As of September 31 As of December 31
	2024	2023
Inventories (a)	$ 79,791	$ 81,912

a) This inventory corresponds to core boxes and bags for sample collection.

The decrease in 2024 corresponds to inventory consumption in exploration tasks; As of September 30, The is no obsolescence or expiration among the items in this inventory.

Plant and equipment, net

The following is the detail of the plant and equipment:

	Improvements to Third-Party Property	Machinery in assembly	Machinery and Equipment	Office furniture, appliances and equipment	Communication and computer equipment	Scientific team	Total
Cost
Balance as of December 31, 2022	$ 81,524	$ 71,275	$ 6,226	$ 114,537	$ 339,759	$ 222,478	$ 835,799
Additions	-	-	79,347	54,172	-	-	133,519
Transfers	-	(71,275)	-	-	-	-	(71,275)
Retreats	(81,524)	-	-	-	-	-	(81,524)
Balance as of December 31, 2023	-	-	85,573	168,709	339,759	222,478	816,519
Balance as of September 30, 2024	-	-	85,573	168,709	339,759	222,478	816,519
Depreciation
Balance as of December 31, 2022	(8,283)	-	(1,155)	-	(43,357)	(14,460)	(67,255)
Depreciation of the period	-	-	(6,201)	(7,030)	(67,952)	(23,370)	(104,553)
Retreats	8,283	-	-	-	-	-	8,283
Balance as of December 31, 2023	-	-	(7,356)	(7,030)	(111,309)	(37,830)	(163,525)
Depreciation of the period	-	-	(7,845)	(12,653)	(50,964)	(15,259)	(86,721)
Balance as of September 30, 2024	-	-	(15,201)	(19,683)	(162,273)	(53,089)	(250,246)
Net balance
Balance as of December 31, 2023	-	-	78,217	161,679	228,450	184,648	652,994
Balance as of September 30, 2024	-	-	70,372	149,026	177,486	169,389	566,273

No assets of the Company have been granted as collateral for liabilities.

To date, the Company does not have fully depreciated plant and equipment.

Impairment assessment of plant and equipment

The company carried out the impairment review of its assets in accordance with the criteria of IFRS 6 and IFRS 36. As of September 30, 2024, no indicators were identified suggesting that the assets were impaired.

Exploration and evaluation assets

The following is the detail of exploration and evaluation assets:

	Exploration Titles in Progress
Cost
Balance as of December 31, 2022	$54,117,074
Acquisitions / capitalizations	13,343,080
Net balance as of December 31, 2023	$67,460,154
Acquisitions / capitalizations	2,041,927
Net balance as of September 30, 2024	$69,502,081

The increase corresponds to continued the fact that during 2024 the Company continues to carry out exploration and sampling work in the authorized areas

During 2024 and 2023, all payroll, social security, camping expenses, drilling fees, laboratory, transportation of geological samples, among others, were capitalized, in accordance with the provisions of IFRS 6 and applied directly in the exploration stage carried out by the Company.

10. Exploration and appraisal assets (continued)

On September 7, 2018, the "Exploration Agreement with Venture Option" between Newmont Colombia S.A.S and Minera Anzá S.A.S. was made official.

The exploration contract stipulates that Minera Anzá will grant exploration permits to Minera Monte Águila, is the owner of the mining titles and rights is Minera Anzá; (Recitals –C).
Minera Monte Águila SAS, in accordance with the exploration contract, will be responsible for financing all exploration stages. If all exploration activities are not carried out, Minera Monte Águila must pay Minera Anzá an "In Lieu Payments", which will correspond to the amount that remains outstanding against the agreement for the investment that corresponds to that year. (Paragraph b point 5).
The contract stipulates the figure of mandate for the accounting of expenses. In August 2020, Minera Monte Águila SAS signed a Mandate contract with Minera Anzá, so that Minera Anzá could carry out exploration activities (mandate); and Minera Monte Águila, as principal, will transfer the relevant funds for said operation. Minera Anzá, will deliver monthly support and certification of the expenses that will allow Minera Monte Águila under this figure to record the expenses.
The mandate contract was terminated in August 2021, and Minera Monte Águila SAS exercised the clause that allowed it to continue directly with exploration in the Anzá project.
By 2021 they were in the first phase of this contract, which ended in September 2022.
For 2023 and 2024, the Company is in full compliance with its commitments in accordance with the JV.

The company carried out the impairment test of its assets in accordance with the criteria of IFRS 6 and IFRS 36 and determined that as of September 30, 2024, no situations were identified that could indicate that the assets were impaired.

11. Rights-of-use assets

The following are the Company's right-of-use assets:

	Properties
Balance at the beginning of the year 2023	$ 541,317
Increase	153,049
Amortization of the year	(79,354)
Net Cost as of December 31, 2023	$ 615,012
Increase	65,874
Amortization of the year	(76,019)
Net Cost as of September 30, 2024	$ 604,867

The maturities of financial leases range from 5, 10 and 15 years.

The recognized liability is detailed below:

	As of September 30 2024	As of December 31 2023
Current	$ 118,422	$ 81,215
Not current	676,464	710,991
Total Lease Liabilities (a)	$ 794,886	$ 792,206

(a) Corresponds to the financial lease liability in accordance with the application of IFRS 16, the movement of which is detailed below:

11. Rights-of-use assets (continued)

	As of September 30 As of December 31
	2024	2023
Opening Balance	$ 792,206	$ 712,406
Variation due to increase (b)	65,874	153,049
Payments of principal	(63,194)	(73,249)
Ending balance	$ 794,886	$ 792,206

(b) Variation due to the increase in the rental fee, in accordance with the provisions of the lease contracts. For 2024 the increase was: for the El Vergel property of 11.28%. For 2023, the increase was: for the El Vergel property 15.12% and La Pastorera 12.99%.

12. Intangibles assets

Intangible assets correspond to software licenses, the values of which are shown below.

	Licences
Cost
Balance as of January 1, 2023	$ 88,335
Increase	28,000
Accrued Cost	$ 116,335
Amortization
Balance as of January 1, 2023	$ (31,451)
Period amortization	(37,231)
Accumulated amortization	(68,682)
Net balance as of December 31, 2023	$ 47,653
Cost
Balance as of January 1, 2024	$ 116,335
Increase	36,000
Accrued Cost	$ 152,335
Amortization
Balance as of January 1, 2024	$ (68,682)
Period amortization	(10,404)
Accumulated amortization	(79,086)
Net balance as of 30 September 2024	$ 73,249

13. Trade and Other Accounts Payable

Trade creditors and accounts payable comprise the following:

	As of September 30	As of December 31
	2024	2023
Fees (a)	$ 31,143	$ 90,965
Other	4,324	1,262
Costs and expenses	$35,467	$92,227

(a) The decrease in 2024 corresponds to the payment of the invoice from Ernst & Young Audit S.A.S., for the tax audit for 2023.

14. Income Tax

Current assets and liabilities

The following is the breakdown of current tax assets and liabilities:

	As of September 30 As of December 31
	2024	2023
Current tax assets
Income tax withholding in favor	$ 2,751	$ 30,839
Self-withholding of income tax	1,842	9,238
Income tax balance in favor	48,834	8,759
	$ 53,427	$ 48,836
Non-Current tax asset
VAT credit (a)	$ 2,207,950	$ 2,020,645
Total Tax Assets	$ 2,207,950	$ 2,020,645
Current tax liabilities
Income tax, VAT and ICA withholding	$ 14,583	$ 49,989
Industry and commerce tax	28	3,102
	$ 14,611	$ 53,091

(a) The increase corresponds to the balance in favor of the sales tax accumulated in the nine months of 2024, which is classified as non-current, taking into account that its recovery is greater than one year.

The main items of income tax expense for the twelve-month period ended December 31, 2024 and 2023, respectively, are as follows:

Income Statement

	For nine months ended on September 30
	2024	2023
Income tax	$ -	$ (3,300)
Deferred tax	-	-
	$ -	$ (3,300)

The Company makes the provision of deferred tax and income at the end of the Colombian fiscal year, i.e. as of December 31, 2024, therefore, as of the date of the report, it does not present a balance.

Deferred tax

The net deferred tax asset/liability is presented in the statement of financial position as follows:

	As of September 31 2024	As of December 31 2023
Deferred tax asset	$ 277,595	$ 277,595
Deferred tax liability	(773,036)	(773,036)
Net deferred tax liability	$ (495,441)	$ (495,441)

There was no net asset/liability balance for deferred tax recognized in other comprehensive income as of September 31, 2024.

14. Income Tax (continued)

Recognized Deferred Tax Asset

The deferred tax asset recognized in financial statements amounts to $277,595, mainly composed of the impact of the IFRS 16 right-of-use:

Deferred tax assets	Basis 2023	Deferred Tax2023
Cash and cash equivalents	$ 923	$ 323
Right-of-use asset	792,206	277,272
Estimated liabilities	–	–
Totals (a)	$ 793,129	$ 277,595

(a) The Company decided to recognize the forementioned amount, as it has compelling evidence that supports the recoverability of the deferred tax asset in future periods and justifies its recognition.

For the abode the Company identified that the way to recover the deferred tax asset and liability originated by the right-of-use is through the:

Depreciation of the right-of-use asset and,
Liabilities with the canon payments.

The deferred tax asset recognized in financial statements amounts to $773,036, mainly composed of adjustments for the application of IFRS 16 and other adjustments for non-financial assets:

Deferred tax liability	Basis 2023	Deferred Tax2023
Lease liabilities	$ 615,012	$ 215,254
Exploration and Evaluation	1,590,456	556,660
Accounts Payable	3,206	1,122
Estimated liabilities	–	–
	$ 2,208,674	$ 773,036

Unrecognized Deferred Tax Assets

From 2017 onwards, companies can offset tax losses obtained in the given current period with the net income generated in the 12 taxable periods following the obtaining of the aforementioned tax losses, without prejudice to the presumptive income for the year.

As of September 30, 2024, the Company maintains tax losses as shown below.

	Accounting Loss	Lost Fiscal	Fiscal Liquid Equity	Presumptive Tax Base	Tax Year
	(in thousands of Colombian pesos)
Year 2019	$ 4,106,128	$ 179,521	$ 2,062,121	$ 855	$ 282
Year 2020	495,774	363,852	21,732,095	10,311	3,300
Year 2021	1,567,331	1,302,186	34,972,148	–	–
Year 2022	1,955,120	1,122,965	56,931,840	–	–
Year 2023	2,248,998	2,456,999	68,696,035	–	–

14. Income tax (continued)

The deferred tax asset related to these tax losses has not been recognized, as the Company, takes into account that exploration periods exceed the minimum 5 years, which is contemplated by the tax regulation, for recovery projections.

The Company maintains excess presumptive income of $855 and $10,311 for the taxable year 2019 and 2020, respectively.

Provisions, contingent liabilities of income tax

From the above returns, the Tax:

Period	Declaration	Date of Presentation	Amount In thousands	Remarks
2018	Income	May 03, 2019	–
2019	Income	April 28, 2023	$179,521	Tax loss to compensation in future periods
2020	Income	April 28, 2023	363,852	Tax loss to compensation in future periods
2021	Income	April 4, 2022	1,302,186	Tax loss to compensation in future periods
2022	Income	April 13, 2023	1,122,965	Tax loss to compensation in future periods
2023	Income	To be presented in 2024	2,456,999	Tax loss to compensation in future periods

Authority has not initiated the review process of the taxable years 2019, 2020, 2021, 2022 and 2023 (to be filed in 2024), it is important to mention that the 2024 income tax return will be filed in 2025.

The process of reviewing income tax returns and complementary tax returns is not expected to provide comments and/or adjustments from the tax authorities that imply a higher payment of taxes.

In addition, the entity has not considered tax uncertainties that lead to disputes with the Tax Authority or that may give rise to recognition of income tax provisions and/or contingencies.

Finality of Income Tax and Complementary Tax Returns

The general term of finality of tax returns is three (3) years from the date of their expiration or from the date of their filing, when filed late. For Companies subject to compliance with transfer pricing regulations, the 2010 Law established that the term of finality will be five (5) years, for returns filed as of January 1, 2020.

Returns that presented tax losses may be reviewed by the Tax Authorities within five (5) years of the date of filing. For returns presenting balances in favor, the term of finality is three (3) year from the date of submission of the request for refund or compensation.

15. Employee benefits

The Company's employment benefits as of December 31 comprise:

	As of September 31 As of December 31
	2024	2023
Consolidated Severance	$ 17,511	$ 29,439
Interest on severance pay	1,576	3,532
Holidays (a)	80,764	69,937
Other contributions (b)	18,741	-
Wages Payable	2,199	-
Service premium (b)	5,837	-
	$ 126,628	$ 102,908

(a) The increase originates from accumulated days, pending to be enjoyed by the administrative staff. The concepts were paid at the end of December 2023.

16. Equity

The following corresponds to the Company's allocated capital:

	As of September 31 As of December 31
	2024	2023
Capital (a)	$ 2,198,380	$ 2,110,837

(a) As of September 30, 2024 and December 31, 2023, the total amount of capitalizations amounted to $87,543 and $431,497, respectively, corresponding to the transfers received from shareholders.

As of September 31, 2024, the number of subscribed and paid shares is 2,198,380, each with a nominal value of 100 COP per share.

As of December 31, 2023, the number of subscribed and paid shares is 2,110,387, each with a nominal value of 100 COP per share.

Below is a summary of the transfers that have been received as capitalization to date:

	Nro. of minutes	Capital	Cousin	Total
Balance as of December 31,	1,2,4,7,8,9,11,12,13,14,1
2022	5	$ 1,679,340	$ 59,924,685	$ 61,604,025
Year 2023 contribution	17,19,22	431,497	13,951,757	14,383,254
Balance as of December 31,
2023		$ 2,110,837	$ 73,876,442	$ 75,987,279
Year 2024 contribution		87,543	2,821,465	2,909,008
Balance as of September 31,
2024		$ 2,198,380	$ 76,697,907	$ 78,896,287

Share Premium account

	As of September 31 As of December 31
	2024	2023
Share premium account	$ 76,697,907	$ 73,876,442
Accumulated losses
	As of September 31 As of December 31
	2024	2023
Opening Balance	$ (5,989,144)	$ (3,740,146)
Loss for the year	(930,005)	(2,248,998)
Final Balance	$ (6,919,149)	$ (5,989,144)

17. Related parties

During the year, the Company entered into the following transactions with related parties as follows:

	As of September 30 As of December 31
	2024	2023
Liabilities
Accounts payable to related parties (a)	$ 259,027	$ -
Accounts Payable to Economic Linked Individuals in USD	40,806	-
	$ 299,833	$ -

(a) Accounts payable to related parties in 2024 correspond mainly to transactions for consulting services rendered, which are canceled in the short term.

Accounts receivable and payable do not earn interest. There are no provisions on related party receivables.

18. Administrative Expenses

The administrative expenses are detailed below:

	For nine months ended on September 30
	2024	2023
Fees (a)	$ (478,289)	$ (682,196)
Services (b)	(243,535)	(167,857)
Depreciation	(86,721)	(75,645)
Amortization	(10,404)	(50,798)
Contributions and Affiliations	(8,327)	(5,935)
Legal	(4,584)	(81)
Sundry	(1,153)	(50,626)
Travel expenses	(540)	(10,184)
Personnel (c)	-	(786,682)
Lease	-	(1,516)
Adaptations and Installations	-	(30)
	$ (833,553)	$ (1,831,550)

(a) The decrease corresponds to attorney's fees (Jose Lloreda)
(b) The increase corresponds to expenses for Agnico administrative services of $198,434
(c) The variation is due to the fact that in 2023 the personnel costs of the tamarind project were expensed, while in 2024 this project was not continued,

19. Other Gains and Losses

Corresponds to the net of other income and other financial and non-financial expenses, which are detailed below.

	For nine months ended on September 30
	2024	2023
Finance cost (a)	$ (102,479)	$ (1,634,377)
Finance income (b)	75,398	1,558,373
Other expenses (c)	(69,372)	(29,144)
Other income	1	14,422
	$ (96,452)	$ (90,726)

19. Other Gains and Losses (continued)

(a) Finance costs include:

	For nine months ended on September 30
	2024	2023
Financial interests lease liability	$ (61,225)	$ (52,530)
Tax on financial movement	(15,864)	(22,457)
Realized foreign exchange difference	(15,439)	(626,378)
Unrealized foreign exchange difference	(5,002)	(923,494)
Commissions	(4,269)	(6,466)
Financial interests other concepts	(680)	(668)
Interests	–	(2,384)
	$ (102,479)	$ (1,634,377)

(b) Finance income includes:

	For nine months ended on September 30
	2024	2023
Interest	$ 39,304	$ 160,442
Realized foreign exchange difference (ii)	33,371	93,691
Unrealized foreign exchange difference (iii)	2,723	1,304,240
	$ 75,398	$ 1,558,373

(i) In 2024, it corresponds to interest paid by the Scotiabank Colpatria bank for financial returns on the account in Colombia pesos.

(ii) The Realized foreign exchange is caused by the realized foreign rates at the time when investors transfer resources versus when they are monetized.

(iii) The unrealized foreign exchange difference arises from valuing the balance of cash and accounts payable in foreign currency at the closing MRR.

	For nine months ended on September 30
	2024	2023
Other expenses	$ 45,661	$ (24,914)
Assumed taxes	(23,711)	(3,806)
Fines and penalties	–	(424)
	$ (69,372)	$ (29,144)

20. Contingencies and Commitments

Contingencies

The Company's directors and legal advisors represent that, as of the date of issuance of these financial statements, they are not aware of any labor, administrative, or civil judicial proceedings against the Company or other contingencies that could result in losses materially affecting the balances and/or disclosures of the interim financial statements as of and for the year ended September 30, 2024.

Commitments

The Company has no contracts with municipalities in Colombia.

21. Subsequent events

On November 27, 2024, shareholders Newmont Corporation ("Newmont") and Agnico Eagle Mines Limited ("Agnico") sold all of their shares in the Company to Orosur Mining Inc., resulting in Orosur owning 100% of the shares of MMA.

22. Approval of the Financial Statements

The Financial Statements were authorized for issuance by the Legal Representative on December 20, 2024

AI assistant

Orosur Mining Inc — M&A Activity 2025

10536_rns_2025-01-28_f13142d7-7cd9-42ae-b092-09b4204da58a.pdf

2.2 Acquisition Date

2.3 Consideration

2.4 Effect on Financial Position

2.5 Prior Valuations

2.6 Parties to Transaction

2.7 Date of Report

Item 3 Financial Statements and Other Information

Cautionary Note Regarding Forward-looking Information

Content

Shape the future with confidence

EY

Minera Monte Águila S.A.S

Statements of Financial Position

Statements of Income and Other Comprehensive Income

Statement of Changes in Equity

Notes to the Financial Statements

1. Overview

Going concern

2. Basis of Preparation

2. Basis of Preparation (continued)

2.1. Basis of Measurement

2.2. Functional and Presentation Currency

2.3. Use of Estimates and Judgments

3. Material Accounting Policies

Notes to the Financial Statements

3.4.3.2. Derecognition (continued)

3.5. Financial Risk Management

a) Market risk

i) Foreign currency risk

Notes to the Financial Statements

3.6. Plant and Equipment (continued)

3.7. Exploration and Evaluation ("E&E") Assets

4.2. Fair Value Estimation (continued)

5. Standards Issued But not yet Effective

6. Cash and Cash Equivalents

Notes to the Financial Statements

10. Leases (continued)

11. Taxes

Current Tax Assets and Liabilities

Interim Condensed Financial Statements

Content

EY

Minera Monte Águila S.A.S

Interim Condensed Statement of Financial Position

Interim Condensed Income Statement

Minera Monte Águila S.A.S

Interim Condensed Statement of cash flows

3. Material Accounting Policies

3.1. Materiality and relative importance

3.2. Foreign currency transactions and balances

3.3. Presentation, Recognition and Measurement of Financial Instrument

3.4. Financial assets and liabilities

3.4.1. Measurement methods

3.4.1.1. Amortized cost and effective interest rate

Interest income

3.4.1.2. Initial recognition and measurement

3.4.2. Financial assets

3.4.2.1. Classification and subsequent measurement

3.4.3. Financial liabilities

3.4.3.1. Classification and subsequent measurement

3.4.3.2. Cancellation of accounts

3.4.4. Trade accounts payable and other accounts payable

3.5. Financial Risk Management

a) Market-type risk

Initial Measurement

Amortization

Reserves

Imparment

3.10. Employee Benefits

(a) Short-term wages and benefits

(b) Defined Contribution Plans

(c) Severance payments

3.11. Provisions

3.12. Income tax

3.13. Revenue and financial cost

3.14. Cost and expense recognition

3.15. Right-of-use leases

Orosur Mining Inc M&A Activity 2025