Condensed
Consolidated Interim Financial Statements for the period ended
January 31, 2020
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Management’s
Discussion and Analysis for the period ended January 31,
2020
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Form
52-109FV2 Certification of Interim Filings Venture Issuer Basic
Certificate - CEO
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Form
52-109FV2 Certification of Interim Filings Venture Issuer Basic
Certificate - CFO
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Quartz Mountain Resources Ltd.
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(Registrant)
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Date:
March 16, 2020
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By:
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/s/ Michael Lee
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Name:
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Michael
Lee
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Title:
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Chief
Financial Officer
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January 31,
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July 31,
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Note
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2020
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2019
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Assets
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Current
assets
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Cash
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$717
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$72,373
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Amounts
receivable and other assets
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3
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16,376
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8,188
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17,093
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80,561
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Non-current
assets
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Mineral
property interests
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4
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1
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1
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Total
assets
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$17,094
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$80,562
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Liabilities and Shareholders' Deficiency
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Current
liabilities
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Amounts
payable and other liabilities
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6
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$27,699
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$2,062
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Loan
payable
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7(c)
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107,289
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101,209
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Due
to a related party
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7(b)
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77,778
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2,972,945
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Total
liabilities
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212,766
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3,076,216
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Shareholders'
deficiency
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Share
capital
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5(a)
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26,674,981
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26,548,981
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Subscription
receipts
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5(b)
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8,200
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–
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Reserves
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592,011
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592,011
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Accumulated
deficit
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(27,470,864)
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(30,136,646)
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Total
shareholders' deficiency
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(195,672)
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(2,995,654)
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Total
liabilities and shareholders' deficiency
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$17,094
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$80,562
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/s/ Trevor Thomas
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/s/ Leonie Tomlinson
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Trevor Thomas
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Leonie Tomlinson
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Director
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Director
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Three months ended January 31,
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Six months ended January 31,
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Note
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2020
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2019
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2020
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2019
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Expenses
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General
and administration
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Administrative
fees
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7(b)
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19,984
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7,296
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34,742
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24,412
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Legal,
accounting and audit
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9,613
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380
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17,113
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16,584
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Office
and miscellaneous
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14,508
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12,143
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26,793
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23,694
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Regulatory,
trust and filing
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20,349
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6,176
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30,131
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14,010
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Operating
expenses
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(64,454)
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(25,995)
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(108,779)
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(78,700)
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Other items
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Interest
income
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9
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362
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326
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577
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Interest
expense
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7(c)
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(2,636)
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(1,233)
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(5,210)
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(1,233)
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Foreign
exchange loss
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(159)
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(205)
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(437)
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(155)
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Gain
on settlement of debt
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7(b)
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2,779,882
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–
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2,779,882
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–
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Income (loss) and comprehensive income (loss) for the
period
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$2,712,642
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$(27,071)
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$2,665,782
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$(79,511)
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Basic and diluted income (loss) per common share
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$0.69
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$(0.01)
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$0.68
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$(0.02)
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Weighted average common shares outstanding
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(basic
and dilutive)
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3,947,137
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3,347,137
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3,947,137
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3,347,137
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Share Capital
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Reserves
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Note
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Number of shares
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Amount
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Subscription receipts
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Equity-settled share-based payments
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Accumulated deficit
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Total shareholders' deficiency
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Balance
at August 1, 2018
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3,347,137
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$26,548,981
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$592,011
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$(29,982,931)
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$(2,841,939)
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Loss
for the period
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–
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–
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–
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(79,511)
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(79,511)
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Balance
at January 31, 2019
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3,347,137
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$26,548,981
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$592,011
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$(30,062,442)
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$(2,921,450)
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Balance
at August 1, 2019
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3,347,137
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$26,548,981
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$592,011
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$(30,136,646)
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$(2,995,654)
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Shares
issued for debt settlement
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7(b)
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600,000
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126,000
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126,000
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Subscription
receipts issued
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5(b)
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8,200
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8,200
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Income
for the period
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–
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–
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–
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2,665,782
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2,665,782
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Balance
at January 31, 2020
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3,947,137
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$26,674,981
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$8,200
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$592,011
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$(27,470,864)
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$(195,672)
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Six months ended January 31,
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Note
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2020
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2019
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Operating activities
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Gain
(loss) for the period
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$2,665,782
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$(79,511)
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Adjusted
for:
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Interest
income
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(326)
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(577)
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Interest
expense
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5,210
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1,233
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Changes
in working capital items:
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Amounts
receivable and other assets
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(8,188)
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(5,547)
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Amounts
payable and other liabilities
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25,637
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23,619
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Due
to a related party
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7(b)
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(2,769,167)
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34,298
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Net
cash used in operating activities
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(81,052)
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(26,485)
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Investing activities
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Interest
received
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326
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577
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Net
cash provided by investing activities
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326
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577
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Financing activities
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Proceeds
from related party loan
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7(c)
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870
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100,000
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Proceeds
from private placement
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5(b)
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8,200
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–
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Net
cash provided by financing activities
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9,070
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100,000
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(Decrease) increase in cash
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(71,656)
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74,092
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Cash,
beginning balance
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72,373
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67,205
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Cash, ending balance
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$717
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$141,297
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January
31,
2020
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July
31,
2019
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Sales tax
receivable
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$1,611
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$1,098
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Prepaid
insurance
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14,766
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7,090
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Total
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$16,376
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$8,188
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January
31,
2020
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July
31,
2019
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Angel's Camp
royalty
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$1
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$1
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January
31,
2020
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July
31,
2019
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Amounts
payable
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$27,699
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$2,062
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Three months
endedJanuary 31,
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Six months
endedJanuary 31,
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2020
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2019
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2020
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2019
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Short-term employee
benefits, including salaries
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$10,150
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$3,450
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$17,825
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$10,150
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Three months
endedJanuary 31
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Six months
endedJanuary 31
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2020
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2019
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2020
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2019
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Services received
based on management services agreement
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$19,984
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$7,297
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$34,742
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$24,412
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Reimbursement of
third party expenses paid
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$4,825
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$3,723
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$8,305
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$8,252
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Total
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$24,809
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$11,020
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$43,047
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$32,667
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January
31,
2020
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July
31,
2019
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Balance payable to
HDSI
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$77,778
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$2,972,945
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1.1
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Date
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3
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1.2
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Overview
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3
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1.3
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Selected Annual Information
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4
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1.4
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Summary of Quarterly Results
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5
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1.5
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Results of Operations and Financial Condition
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5
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1.6
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Liquidity
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5
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1.7
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Capital Resources
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6
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1.8
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Off-Balance Sheet Arrangements
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6
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1.9
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Transactions with Related Parties
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6
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1.10
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Fourth Quarter
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7
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1.11
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Proposed Transactions
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7
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1.12
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Critical Accounting Estimates
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7
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1.13
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Changes in Accounting Policies including Initial
Adoption
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7
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1.14
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Financial Instruments and Other Instruments
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7
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1.15
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Other MD&A Requirements
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8
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1.16
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Risk Factors
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9
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Fiscal Quarter Ended
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|||||||
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Jan-312020
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Oct-312019
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Jul-312019
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Apr-302019
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Jan-312019
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Oct-312018
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Jul-312018
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Apr-302018
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(Income)
Loss for the period
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$(2,713)
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$47
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$37
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$38
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$27
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$52
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$42
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$38
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Basic
and diluted (income) loss per common share
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$(0.69)
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$0.01
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$0.01
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$0.01
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$0.01
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$0.02
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$0.01
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$0.01
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(a)
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exploration and evaluation assets or expenditures
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The required disclosure is presented in Section 1.5 of this
MD&A.
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(b)
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expensed research and development costs
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Not applicable
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(c)
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intangible assets arising from development
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Not applicable
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(d)
|
general and administration expenses
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The required disclosure is presented in Section 1.5 of this
MD&A.
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(e)
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any material costs, whether expensed or recognized as assets, not
referred to in paragraphs (a) through (d)
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None
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Common shares issued and outstanding
|
3,947,137
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|
|
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NOTE
TO READER
In
contrast to the certificate required for non-venture issuers under
National Instrument 52-109 Certification of Disclosure in Issuers’
Annual and Interim Filings (NI 52-109), this Venture Issuer
Basic Certificate does not include representations relating to the
establishment and maintenance of disclosure controls and procedures
(DC&P) and internal control over financial reporting (ICFR), as
defined in NI 52-109. In particular, the certifying officers filing
this certificate are not making any representations relating to the
establishment and maintenance of
i) controls
and other procedures designed to provide reasonable assurance that
information required to be disclosed by the issuer in its annual
filings, interim filings or other reports filed or submitted under
securities legislation is recorded, processed, summarized and
reported within the time periods specified in securities
legislation; and
ii) a process
to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for
external purposes in accordance with the issuer’s
GAAP.
The
issuer’s certifying officers are responsible for ensuring
that processes are in place to provide them with sufficient
knowledge to support the representations they are making in this
certificate. Investors should be aware that inherent limitations on
the ability of certifying officers of a venture issuer to design
and implement on a cost effective basis DC&P and ICFR as
defined in NI 52-109 may result in additional risks to the quality,
reliability, transparency and timeliness of interim and annual
filings and other reports provided under securities
legislation.
|
|
|
|
|
|
|
|
|
NOTE
TO READER
In
contrast to the certificate required for non-venture issuers under
National Instrument 52-109 Certification of Disclosure in Issuers’
Annual and Interim Filings (NI 52-109), this Venture Issuer
Basic Certificate does not include representations relating to the
establishment and maintenance of disclosure controls and procedures
(DC&P) and internal control over financial reporting (ICFR), as
defined in NI 52-109. In particular, the certifying officers filing
this certificate are not making any representations relating to the
establishment and maintenance of
i) controls
and other procedures designed to provide reasonable assurance that
information required to be disclosed by the issuer in its annual
filings, interim filings or other reports filed or submitted under
securities legislation is recorded, processed, summarized and
reported within the time periods specified in securities
legislation; and
ii) a process
to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for
external purposes in accordance with the issuer’s
GAAP.
The
issuer’s certifying officers are responsible for ensuring
that processes are in place to provide them with sufficient
knowledge to support the representations they are making in this
certificate. Investors should be aware that inherent limitations on
the ability of certifying officers of a venture issuer to design
and implement on a cost effective basis DC&P and ICFR as
defined in NI 52-109 may result in additional risks to the quality,
reliability, transparency and timeliness of interim and annual
filings and other reports provided under securities
legislation.
|
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|
|
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