Annual Financial Report - Dec 31, 2025 FS

‌GOLD TERRA RESOURCE CORP. CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2025 (Expressed in Canadian Dollars)

To the Shareholders of Gold Terra Resource Corp.

We have audited the consolidated financial statements of Gold Terra Resource Corp. (the "Company"), which comprise the statements of financial position as at December 31, 2025 and 2024, and the consolidated statements of comprehensive loss, changes in shareholders' equity and cash flows for the years then ended, and notes to the consolidated financial statements, including material accounting policies and basis of preparation (collectively referred as the "financial statements").

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2025 and 2024, and its financial performance and its cash flows for the years then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (IASB).

We conducted our audit in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We draw attention to Note 1 to the financial statements, which describes events or conditions that indicate the existence of a material uncertainty which may cast significant doubt about the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Key audit matters are those matters, that in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Except for the matter described in the Material Uncertainty Related to Going Concern section, we have determined that there are no other key audit matters to communicate in our report.

Management is responsible for the other information. The other information comprises the information included in Management's Discussion and Analysis.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

We obtained Management's Discussion and Analysis prior to the date of this auditor's report. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management is responsible for the preparation and fair presentation of the financial statements in accordance with IFRS Accounting Standards as issued by the IASB, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Company's financial reporting process.

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting

  a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partner on the audit resulting in this independent auditor's report is Rakesh Patel.

DMCL LLP

CHARTERED PROFESSIONAL ACCOUNTANTS

Vancouver, BC March 17, 2026

LIABILITIES

Current

Nature and continuance of operations (Note 1)

Subsequent events (Note 15)

These consolidated financial statements are authorized for issue by the Board of Directors on March 17, 2026. They are signed on the Company's behalf by:

"Gerald Panneton" "Patsie Ducharme"

Gerald Panneton, Chairman and Chief Executive Officer

Patsie Ducharme, Director

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

Years ended December 31

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

GOLD TERRA RESOURCE CORP.

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

(Expressed in Canadian dollars)

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

GOLD TERRA RESOURCE CORP. CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in Canadian dollars)

Years ended December 31

Supplemental cash flow information (Note 12)

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

1. NATURE AND CONTINUANCE OF OPERATIONS

   Gold Terra Resource Corp. (the "Company" or "Gold Terra") was incorporated under the Business Corporations Act (British Columbia) on August 1, 2007 and its principal activity is the exploration and development of mineral properties in Canada. The Company trades on the TSX Venture Exchange ("TSX-V") under the symbol "YGT" and OTCQB Market under the symbol "YGTFF".

   The head office of the Company is located at 410-325 Howe Street, Vancouver, British Columbia, Canada, V6C 1Z7. The registered address and records office of the Company is located at 2200-885 West Georgia Street, Vancouver, British Columbia, Canada, V6C 3E8.

   The Company has one wholly-owned subsidiary, Gold Matter Corporation ("Gold Matter"), which was incorporated under the Business Corporations Act (Ontario).

   These consolidated financial statements have been prepared on the assumption that the Company will continue as a going concern, meaning it will continue in operation for the foreseeable future and will be able to realize assets and discharge liabilities in the ordinary course of operations. Different bases of measurement may be appropriate if the Company is not expected to continue operations for the foreseeable future. As at December 31, 2025, the Company has not advanced its properties to commercial production and is not able to finance day to day activities through operations. The Company's continuation as a going concern is dependent upon the successful results from its mineral property exploration activities and its ability to attain profitable operations and generate funds there from and/or raise equity capital or borrowings sufficient to meet current and future obligations. Management is aware, in making its assessment, of material uncertainties related to events and conditions that may cast significant doubt upon the Company's ability to continue as a going concern as described above, and accordingly, the appropriateness of the use of accounting principles applicable to a going concern.

   These consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Such adjustments could be material.

2. MATERIAL ACCOUNTING POLICIES AND BASIS OF PREPARATION

Statement of compliance to International Financial Reporting Standards ("IFRS")

These consolidated financial statements, including comparatives, have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (IASB).

Basis of consolidation and presentation

These consolidated financial statements incorporate the financial statements of the Company and its wholly-owned subsidiary Gold Matter.

Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities. All intercompany transactions and balances are eliminated upon consolidation.

These consolidated financial statements of the Company have been prepared on an accrual basis and are based on historical costs, modified where applicable. The financial statements are presented in Canadian dollars, the Company's functional currency, unless otherwise noted.

2. MATERIAL ACCOUNTING POLICIES AND BASIS OF PREPARATION (cont'd)

Material estimates and assumptions

The preparation of financial statements in accordance with IFRS requires the Company to make estimates and assumptions concerning the future. The Company's management reviews these estimates and underlying assumptions on an ongoing basis, based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Revisions to estimates are adjusted for prospectively in the period in which the estimates are revised.

Estimates and assumptions where there is significant risk of material adjustments to assets and liabilities in future accounting periods include stock-based awards and payments assumptions, the recoverability of the carrying value of exploration and evaluation assets, fair value measurements for financial instruments, the recoverability and measurement of deferred tax assets, and provisions for restoration and environmental obligations.

Material judgments

The preparation of financial statements in accordance with IFRS requires the Company to make judgments, apart from those involving estimates, in applying accounting policies. The most material judgments in applying the Company's financial statements include:

• the assessment of the Company's ability to continue as a going concern and whether there are events or conditions that may give rise to significant uncertainty;

• the classification / allocation of expenditures as exploration and evaluation expenditures or operating expenses; and

• the impairment of exploration and evaluation assets.

Exploration and evaluation expenditures

Exploration and evaluation expenditures include the costs of acquiring licenses, costs associated with exploration and evaluation activity, and the fair value (at acquisition date) of exploration and evaluation assets acquired in a business combination. Exploration and evaluation expenditures are capitalized. Costs incurred before the Company has obtained the legal rights to explore an area are recognized in profit or loss.

Government tax credits received are recorded as a reduction to the cumulative costs incurred and capitalized on the related property.

Exploration and evaluation assets are assessed for impairment if (i) sufficient data exists to determine technical feasibility and commercial viability, and (ii) facts and circumstances suggest that the carrying amount exceeds the recoverable amount.

Once the technical feasibility and commercial viability of the extraction of mineral resources in an area of interest are demonstrable, exploration and evaluation assets attributable to that area of interest are first tested for impairment and then reclassified to mining property and development assets within property, plant and equipment.

Recoverability of the carrying amount of any exploration and evaluation assets is dependent on successful development and commercial exploitation, or alternatively, sale of the respective areas of interest.

Farm outs

The Company does not record any expenditure made by the farmee on its account. It also does not recognize any gain or loss on its exploration and evaluation farm out arrangements but reallocates any costs previously capitalized in relation to the whole interest as relating to the partial interest retained and any consideration received directly from the farmee is credited against costs previously capitalized.

1. MATERIAL ACCOUNTING POLICIES AND BASIS OF PREPARATION (cont'd)

   Equipment

   Equipment is stated at cost, less accumulated amortization. Amortization expense is calculated using the straight-line method, applying an annual rate of 30%.

   Subsequent costs are included in the asset's carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to the statement of comprehensive loss during the financial period in which they are incurred.

   Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognized in the statement of comprehensive loss.

   Share-based payments

   Share-based payments to employees are measured at the fair value of the instruments issued and amortized over the vesting periods. Share-based payments to non-employees are measured at the fair value of goods or services received or the fair value of the equity instruments issued, if it is determined the fair value of the goods or services cannot be reliably measured, and are recorded at the date the goods or services are received. The corresponding amount is recorded to the share-based payment reserve. The fair value of options is determined using the Black-Scholes Option Pricing Model which incorporates all market vesting conditions. The number of shares and options expected to vest is reviewed and adjusted at the end of each reporting period such that the amount recognized for services received as consideration for the equity instruments granted shall be based on the number of equity instruments that eventually vest.

   Loss per share

   Basic loss per share is calculated by dividing the loss attributable to common shareholders by the weighted average number of common shares outstanding in the period. For all periods presented, the loss attributable to common shareholders equals the reported loss attributable to owners of the Company. Diluted loss per share is calculated by the treasury stock method. Under the treasury stock method, the weighted average number of common shares outstanding for the calculation of diluted loss per share assumes that the proceeds to be received on the exercise of dilutive share options and warrants are used to repurchase common shares at the average market price during the period.

   Financial instruments

   1. Classification

      The Company classifies its financial instruments in the following categories: at fair value through profit and loss ("FVTPL"), at fair value through other comprehensive income (loss) ("FVTOCI") or at amortized cost.

      The Company determines the classification of financial assets at initial recognition. The classification of debt instruments is driven by the Company's business model for managing the financial assets and their contractual cash flow characteristics. Equity instruments that are held for trading are classified as FVTPL. For other equity instruments, on the day of acquisition the Company can make an irrevocable election (on an instrument-by-instrument basis) to designate them as at FVTOCI. Financial liabilities are measured at amortized cost, unless they are required to be measured at FVTPL (such as instruments held for trading or derivatives) or the Company has opted to measure them at FVTPL.

      Financial Assets

      Cash and cash equivalents FVTPL

      Reclamation deposits Amortized cost

      Financial Liabilities

      Trade payables Amortized cost

      2. MATERIAL ACCOUNTING POLICIES AND BASIS OF PREPARATION (cont'd)

      Financial instruments (cont'd)

   2. Measurement

      Debt investments at FVTOCI

      These assets are subsequently measured at fair value. Interest income calculated using the effective interest method, foreign exchange gains and losses and impairment are recognized in profit or loss. Other net gains and losses are recognized in other comprehensive income ("OCI"). On derecognition, gains and losses accumulated in OCI are reclassified to profit or loss

      Equity investments at FVTOCI

      These assets are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in OCI and are never reclassified to profit or loss.

      Financial assets and liabilities at amortized cost

      Financial assets and liabilities at amortized cost are initially recognized at fair value plus or minus transaction costs, respectively, and subsequently carried at amortized cost less any impairment.

      Financial assets and liabilities at FVTPL

      Financial assets and liabilities carried at FVTPL are initially recorded at fair value and transaction costs are expensed in the statements of comprehensive loss. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTPL are included in the statements of comprehensive loss in the period in which they arise. Where management has opted to recognize a financial liability at FVTPL, any changes associated with the Company's own credit risk will be recognized in other comprehensive income (loss).

   3. Derecognition

Financial assets

The Company derecognizes financial assets only when the contractual rights to cash flows from the financial assets expire, or when it transfers the financial assets and substantially all of the associated risks and rewards of ownership to another entity.

Financial liabilities

The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled, or expire. The Company also derecognizes a financial liability when the terms of the liability are modified such that the terms and / or cash flows of the modified instrument are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

Gains and losses on derecognition are generally recognized in profit or loss.

2. MATERIAL ACCOUNTING POLICIES AND BASIS OF PREPARATION (cont'd)

Impairment of assets

The carrying amount of the Company's long-lived assets (which includes equipment and exploration and evaluation assets) is reviewed at each reporting date to determine whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. An impairment loss is recognized whenever the carrying amount of an asset or its cash generating unit exceeds its recoverable amount. Impairment losses are recognized in the statement of comprehensive loss.

The recoverable amount of assets is the greater of an asset's fair value less cost to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate cash inflows largely independent of those from other assets, the recoverable amount is determined for the cash-generating unit to which the asset belongs.

An impairment loss is only reversed if there is an indication that the impairment loss may no longer exist and there has been a change in the estimates used to determine the recoverable amount, however, not to an amount higher than the carrying amount that would have been determined had no impairment loss been recognized in previous years.

Assets that have an indefinite useful life are not subject to amortization and are tested annually for impairment.

Cash and cash equivalents

Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts.

Income taxes

Current income tax:

Current income tax assets and liabilities for the current period are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date, in the countries where the Company operates and generates taxable income.

Current income tax relating to items recognized directly in other comprehensive income or equity is recognized in other comprehensive income or equity and not in profit or loss. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Deferred income tax:

Deferred income tax is provided using the asset and liability method on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

The carrying amount of deferred income tax assets is reviewed at the end of each reporting period and recognized only to the extent that it is probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilized.

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

Deferred income tax assets and deferred income tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current income tax liabilities and the deferred income taxes relate to the same taxable entity and the same taxation authority.

2. MATERIAL ACCOUNTING POLICIES AND BASIS OF PREPARATION (cont'd)

Income taxes (cont'd)

Flow-through shares:

The Company renounces qualifying Canadian exploration expenditures to certain share subscribers who subscribe for flow-through shares in accordance with the Income Tax Act (Canada). Under these provisions, the Company is required to incur and renounce qualifying expenditures on a timely basis for the respective flow-through subscriptions and, accordingly, it is not entitled to the related tax deductions and tax credits for such expenditures.

Any premium received by the Company on the issuance of flow-through shares is initially recorded as a liability ("deferred premium on flow through shares"). As the qualifying expenditures are incurred, a deferred tax liability is recognized and the deferred premium will be reversed provided that the Company has renounced, or there is reasonable expectation that the Company will renounce, the tax benefits associated with the related expenditures. To the extent that suitable deferred tax assets are available, the Company will reduce the deferred tax liability.

Restoration and environmental obligations

The Company recognizes liabilities for statutory, contractual, constructive or legal obligations associated with the retirement of long-term assets, when those obligations result from the acquisition, construction, development or normal operation of the assets. The net present value of future restoration cost estimates arising from the decommissioning of plant and other site preparation work is capitalized to exploration and evaluation assets along with a corresponding increase in the restoration provision in the period incurred. Discount rates using a pre-tax rate that reflect the time value of money are used to calculate the net present value. The restoration asset will be depreciated on the same basis as other mining assets.

The Company's estimates of restoration costs could change as a result of changes in regulatory requirements, discount rates and assumptions regarding the amount and timing of the future expenditures. These changes are recorded directly to mining assets with a corresponding entry to the restoration provision. The Company's estimates are reviewed annually for changes in regulatory requirements, discount rates, effects of inflation and changes in estimates.

Changes in the net present value, excluding changes in the Company's estimates of reclamation costs, are charged to profit and loss for the period. The net present value of restoration costs arising from subsequent site damage that is incurred on an ongoing basis during production are charged to profit or loss in the period incurred. The costs of restoration projects that were included in the provision are recorded against the provision as incurred. The costs to prevent and control environmental impacts at specific properties are capitalized in accordance with the Company's accounting policy for exploration and evaluation assets.

As at December 31, 2025, the Company has no known material restoration and environmental obligations

Accounting standards issued but not yet effective

In April 2024, the IASB issued IFRS 18 Presentation and Disclosure in Financial Statements ("IFRS 18") which replaces IAS 1 Presentation of Financial Statements. This standard aims to improve how companies communicate in their financial statements, with a focus on information about financial performance in the statement of profit or loss, in particular additional defined subtotals, disclosures about management-defined performance measures and new principles for aggregation and disaggregation of information. IFRS 18 is accompanied by limited amendments to the requirements in IAS 7 Statement of Cash Flows. IFRS 18 is effective from January 1, 2027. Companies are permitted to apply IFRS 18 before that date. The Company is currently assessing the impact the new standard will have on its financial statements.

Other accounting pronouncements with future effective dates are either not applicable or are not expected to have a material impact on the Company's financial statements.

1. MARKETABLE SECURITIES

   On June 26, 2023, the Company received 2,200,000 shares of Midas Minerals Ltd. ("Midas") pursuant to a definitive agreement signed on May 31, 2023 (Note 6a). The shares are measured and presented at fair value using the observable market share price as at the date of the statements of financial position. The gain or loss as a result of the re-measurement is recorded through profit and loss. On June 17, 2024 all the shares were sold for proceeds of $117,708.

   Years ended December 31

   2025 2024

   Net changes in fair value on marketable securities through profit and loss:

   Beginning of the year Fair value changes	$	- $ 277,231 - 370,076
   Proceeds from sale on June 17, 2024		- (117,708)
   Loss on sale on June 17, 2024		- (529,599)
   Fair Value at the end of the year	$	- $ -

2. RECLAMATION DEPOSITS

   As of December 31, 2025, security deposits of $152,540 (December 31, 2024 - $152,540) were deposited with the Minister of Aboriginal Affairs and Northern Development Canada for land use permits issued by the Mackenzie Valley Land and Water Board ("MVLWB") for the Company's exploration properties in the Northwest Territories. The security deposits will be refunded once the land use permit ends and a final report describing land use activities during the respective term of the permits are submitted to the MVLWB and reclamation activities are completed.

3. EXPLORATION AND EVALUATION ASSETS

   1. Yellowknife Project, Northwest Territories

The Yellowknife project ("YP") is comprised of the Northbelt, Southbelt, Eastbelt and Quyta-Bell properties in the Northwest Territories as well as additional claims and property interests that have been acquired and incorporated into the Northbelt, Southbelt and Eastbelt properties as described in more detail below.

In May 2013 and May 2015, the Company granted Osisko Gold Royalties Ltd. ("Osisko"; now known as OR Royalties Inc. ("OR Royalties")) an option to acquire a 3% net smelter return royalty ("NSR") on certain properties in the YP by making a payment of $4,000,000 within three months following commencement of production.

In March 2025, OR Royalties elected to early exercise the first tranche of its royalty option for a 2% NSR on Gold Terra's Yellowknife property in exchange for a cash payment of $2,000,000.

In August 2025, the Company received a grant of $65,389 from the government of Northwest Territories to help fund the exploration program for this current year.

Northbelt Property

The Company owns 100% of the mineral lease and claims in the Northbelt Property. On certain leases and claims, the Company is obligated to pay an annual advance royalty of $20,000 until the commencement of production.

To December 31, 2025, the Company has incurred total exploration and evaluation expenditures, net of recoveries, of $32,837,941 (December 31, 2024 - $34,798,072) on the Northbelt Property.

Southbelt Property

The Company owns 100% of the mineral claims in the Southbelt Property.

To December 31, 2025, the Company has incurred exploration and evaluation expenditures totalling

$636,598 (December 31, 2024 - $591,736) on the Southbelt Property.

1. EXPLORATION AND EVALUATION ASSETS (cont'd)

   1. Yellowknife Project, Northwest Territories (cont'd)

Eastbelt Property

On February 1, 2017, the Company announced that it had staked certain claims east of the City of Yellowknife known as the Eastbelt Property that have been incorporated into the YP.

On September 15, 2017, the Company acquired contiguous claims which have been incorporated into the Eastbelt Property. The claims are subject to a 2% NSR. The Company has the right, at any time, to purchase 1% of the 2% NSR for $1,000,000. On completion of the acquisition, the Company is also obligated to pay an annual advance royalty of $6,000 until the commencement of production. As consideration, the Company paid a total of $50,000 and issued a total of 150,000 common shares with a fair value of $58,500.

On November 17, 2017, the Company acquired an additional contiguous claim that has been incorporated into the Eastbelt Property. As consideration, the Company paid $5,000 and issued 40,000 common shares at a fair value of $20,000. The Company also incurred additional acquisition costs of $17,166.

On September 25, 2018, the Company acquired additional contiguous claims, the Tom and Sickle claims, that have been incorporated into the Eastbelt Property. As consideration, the Company paid $25,000 and issued 250,000 common shares at a fair value of $95,000. The Company also incurred additional acquisition costs of $132,380. These claims are subject to a 2% NSR.

On January 30, 2020, the Company acquired 100% interest in two claims, Aurora 1 and 2 in Yellowknife which are contiguous to the existing properties. The acquisition terms are:

• $10,000 cash paid;

• 100,000 common shares, with a fair value of $25,000; and

• A 2% NSR royalty with a buyback of 1% for $1,000,000 and an additional 0.5% buyback for a further

$1,000,000.

To December 31, 2025, the Company has incurred total exploration and evaluation expenditures, net of recoveries (see "Midas option agreement on Eastbelt and Quyta-Bell Properties" below), of $1,305,914 (December 31, 2024 - $1,295,929) on the Eastbelt Property.

Quyta-Bell Property

On March 7, 2018, the Company expanded its land position at the YP through the staking of an additional

337.5 square kilometers immediately to the north of its current properties. These additional 47 claims have been named the Quyta-Bell property and have been incorporated into the YP.

On March 16, 2021, the Company entered into an option agreement to acquire 100% interest in a claim in Yellowknife which is contiguous to the existing properties. The acquisition terms are:

• cash payments of $15,000 and 40,000 shares issued at a fair value of $9,200;

• cash payments of $5,000 and 20,000 shares issued by April 6, 2022 at a fair value of $4,600;

• cash payments of $5,000 and 20,000 shares issued by April 6, 2023 at a fair value of $2,800; and

• cash payments of $5,000 and 20,000 shares issued by April 6, 2024 at a fair value of $1,200 (Note 9).

To December 31, 2025, the Company has incurred total exploration and evaluation expenditures, net of recoveries (see "Midas option agreement on Eastbelt and Quyta-Bell Properties" below), of $113,445 (December 31, 2024 - $112,329) on the Quyta-Bell property.

1. EXPLORATION AND EVALUATION ASSETS (cont'd)

   1. Yellowknife Project, Northwest Territories (cont'd)

      Midas option agreement on Eastbelt and Quyta-Bell Properties

      On May 31, 2023, the Company signed a definitive agreement to provide, among other things, where Midas can earn an up to an 80% participating interest in two stages for only the critical minerals (pegmatite-hosted lithium, tantalum and tin, lithium-cesium-tantalum (LCT), and rare earths or other rare earth deposits) contained within the Company's Quyta-Bell and Eastbelt Properties. To earn an initial 51% interest, Midas must pay to the Company the sum of $1,200,000 in cash ($150,000 paid to-date including the committed $100,000), must deliver to the Company 2,200,000 common shares of Midas, must incur exploration expenditures of $5,000,000 and must grant the Company a 1% gross revenue royalty ("GRR") on the basis of 100% production of critical minerals. Midas may purchase one-half of the 1% GRR (in whole but not in part) for the sum of $5,000,000. Out of the foregoing earn-in requirements, Midas paid

      $100,000 in cash, issued 2,200,000 Midas common shares (Note 4), and incurred exploration expenditures of $250,000 on or before September 30, 2023 (met) with the rest of the earn-in requirements being optional.

      If Midas exercises the option to earn a 51% participating interest, then Midas can elect to earn an additional 29% participating interest by incurring by no later than September 30, 2028, an additional

      $5,000,000 in exploration expenditures. If Midas does not elect to earn the additional 29% participating interest (after having earned the 51% participating interest), then Midas must transfer a 2% participating interest to Gold Terra so that the participating interests between Gold Terra and Midas will be 51%/49%.

      Gold Terra and Midas will form a critical mineral joint venture upon the exercise by Midas of the first option (to acquire the 51% participating interest).

      If Midas earns the 80% participating interest, the interest of Gold Terra in the critical mineral joint venture will be fully carried until the critical mineral joint venture has approved a bankable feasibility study for the development of a critical mineral project on any part of the Quyta-Bell and Eastbelt Properties.

      During the year ended December 31, 2023, the Company received $150,000 from Midas in option payments as part of the agreement and also received $100,000 to stake properties on behalf of Midas which formed part of the option agreement. During the year ended December 31, 2023, the Company incurred $86,978 in staking expenditures and the remaining $13,022 is recorded in trade payables and accrued liabilities to be spent on further staking on the Eastbelt and Quyta-Bell Properties.

      On April 5, 2024, Midas terminated the option arrangement.

   2. Con Mine Option Property, Northwest Territories

      On November 22, 2021, the Company announced that it entered into a definitive option agreement (the "Option Agreement") with Newmont Canada FN Holdings ULC ("Newmont FN") and Miramar Northern Mining Ltd. ("MNML"), both wholly owned subsidiaries of Newmont Corporation ("Newmont"), which grants Gold Terra the option, upon meeting certain requirements, to purchase MNML from Newmont FN, which includes 100% of all the assets, mineral leases, Crown mineral claims and surface rights comprising the former Con mine, as well as the areas immediately adjacent to the former Con mine (together known as the "Con Mine Option Property"). The Option Agreement replaced and superseded the initial exploration agreement signed on September 4, 2020. Pursuant to the Option Agreement in order to complete this purchase:

      • Gold Terra to incur a minimum of $8,000,000 (incurred) in exploration expenditures over a period of six years, which will include all exploration expenditures incurred to date under the initial exploration agreement.

      • Gold Terra and Newmont agreed that Gold Terra spent approximately $3,200,000 in exploration expenditures to October 31, 2021.

1. EXPLORATION AND EVALUATION ASSETS (cont'd)

   1. Con Mine Option Property, Northwest Territories (cont'd)

      • Gold Terra is also required to:

        • Complete a prefeasibility study ("PFS") with a minimum of 1.5 million ounces in all mineral resource categories;

        • Obtain all necessary regulatory approvals for the purchase and transfer of MNML's assets and liabilities to Gold Terra; and

        • Post a cash bond to reflect the status of the Con mine reclamation plan at the time of closing.

      • Upon completion of the above, Gold Terra must make a final cash payment of $8,000,000.

        Newmont will retain a 2% NSR on minerals produced from the Con Mine Option Property. The NSR may be reduced by 50% by the Company paying Newmont the sum of $10,000,000, for a period of two years following the announcement of commercial production.

        After Gold Terra exercises its option, Newmont will have a period of two years to exercise its back-in right of a 51% participating interest in MNML and the Con Mine Option Property, which can be triggered by Gold Terra delineating a minimum of 5 million ounces of gold in the measured and indicated mineral resource categories supported by a National Instrument 43-101 technical report. To be eligible to exercise the backin right, Newmont will:

      • Reimburse Gold Terra three times the amount of all of the expenditures incurred on the Con Mine Option Property from September 4, 2020;

      • Refund to Gold Terra the $8,000,000 cash payment;

      • Payment of $30 (U.S.) per ounce of gold for 51% of the total ounces reported in the technical report; and

      • Assume 51% of the environmental liability and its share of the posted bond.

        If exercised, the back-in right is expected to be completed by a new joint venture led by Newmont. At such time, the 2% NSR would also be eliminated.

        In August 2025, the Company received a grant of $153,535 from the government of Northwest Territories to help fund the exploration program for this current year.

        To December 31, 2025, the Company has incurred total exploration and evaluation expenditures, net of recoveries, of $16,076,330 (December 31, 2024 - $13,633,474) on the Con Mine Option Property.

   2. Stewart Property, Newfoundland

      The Company acquired a 100% interest in the Stewart Property through the completion of the 2010 option agreement (amended in 2012). The Stewart Property is subject to a 2% NSR. The Company has the right, at any time, to purchase half of the 2% NSR for $1,000,000. On December 31, 2025, Stewart license has expired.

   3. Mulligan Property, New Brunswick

      On October 21, 2019, the Company acquired a 100% interest in the Mulligan Property through the acquisition of Gold Matter.

      In March 2025, the Company received a grant of $29,204 from the government of New Brunswick to help fund the exploration program for this current year.

      To December 31, 2025, the Company has incurred expenditures including acquisition costs totalling

      $1,683,744 (December 31, 2024 - $1,600,478) on the Mulligan Property.

      GOLD TERRA RESOURCE CORP.

      NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

      (Expressed in Canadian dollars)

      Years ended December 31, 2025 and 2024

      6. EXPLORATION AND EVALUATION ASSETS (cont'd)
      The following are details of the Company's exploration and evaluation assets:
      Yellowknife Project (YP)
      Northbelt Southbelt Eastbelt				Quyta-Bell	Con Mine Option	Stewart	Mulligan	Total
      Balance at January 1, 2024 $ 34,654,579 $ 582,161 $ 1,289,929				$ 185,241	$ 10,893,438	$ 1	$ 1,544,568	$ 49,149,917
      Acquisition costs 119,468 9,575 6,000				7,316	-	-	14,778	157,137
      Exploration costs:
      Assays and drilling	17,562	-	-	-	2,592,863	- 20,029		2,630,454
      Community	1,900	-	-	-	6,700	- -		8,600
      Consulting	4,563	-	-	-	10,910	- 33,938		49,411
      Environmental	-	-	-	-	300	- -		300
      Field expenses	-	-	-	-	129,263	- 315		129,578
      Geochemical survey	-	-	-	-	-	- 25,850		25,850
      24,025		-	-	-	2,740,036	-	80,132	2,844,193
      Recoveries -		-	-	(80,228)	-	-	(39,000)	(119,228)
      Balance at December 31, 2024 34,798,072		591,736	1,295,929	112,329	13,633,474	1	1,600,478	52,032,019
      Acquisition costs 54,526		-	9,985	1,116	146,558	-	8,260	220,445
      Exploration costs: Assays and drilling 10,055		-	-	-	2,226,756	-	63,058	2,299,869
      Community 26,000		-	-	-	8,110	-	-	34,110
      Consulting 5,270		-	-	-	43,090	-	-	48,360
      Environmental -		27,717	-	-	-	-	-	27,717
      Field expenses 9,407		17,145	-	-	171,877	-	41,152	239,581
      50,732		44,862	-	-	2,449,833	-	104,210	2,649,637
      Impairment	-	-	-	-	-	(1)	-	(1)
      Royalty option payment (Note 6a)	(2,000,000)	-	-	-	-	-	-	(2,000,000)
      Government grants	(65,389)	-	-	-	(153,535)	-	(29,204)	(248,128)
      Balance at December 31, 2025	$ 32,837,941	$ 636,598	$ 1,305,914	$ 113,445	$ 16,076,330	$ - $	1,683,744	$ 52,653,972
      									20

2. TRADE PAYABLES AND ACCRUED LIABILITIES

Trade payables and accrued liabilities consist of the following:

As at December 31, 2025, $28,465 (December 31, 2024 - $116,825) was due to managers or directors of the Company or to companies controlled by officers of the Company and recorded in trade payables and accrued liabilities (Note 7) (see table below). These amounts are unsecured and non-interest bearing with no fixed terms of repayment.

Key Management Compensation

The Company's related parties include key management. Key management includes executive directors and non-executive directors. The remuneration to key management of the Company and the payments to companies controlled by officers of the Company as defined above were as follows:

Amounts Incurred During Due to Related Parties

Years ended December 31,

2025 December 31, 2024

As at As at

December 31,

2025 December 31, 2024

During the year ended December 31, 2025:

(a)The Company incurred $152,000 (2024 - $145,000) in professional fees to a company controlled by the Chief Financial Officer of the Company.

1. SHARE CAPITAL

   Authorized share capital

   Unlimited number of voting common shares without par value.

   Issued share capital

   Fiscal 2024:

   1. On April 1, 2024, the Company issued 20,000 common shares with a fair value of $1,200 towards consideration for the acquisition of exploration and evaluation assets (Note 6(a)).

   2. On April 19, 2024, the Company closed a non-brokered private placement (the "Offering") consisting of 50,000,000 common shares of the Company (the "Shares") at a price of $0.05 per Share for gross proceeds of $2,500,000. The Offering was non-brokered with no warrants and the Company paid

      $33,120 cash as finder's fee to eligible parties in accordance with applicable securities laws and TSX-V policies. Share issuance costs of $30,136 were incurred with respect to this Offering.

   3. On October 23, 2024, the Company closed a non-brokered private placement for gross proceeds of

      $572,500 from the sale of 11,450,000 common shares of the Company at a price of $0.05 per common share. $15,600 cash finders' fee was paid to certain finders. Share issuance costs of $9,694 were incurred with respect to this private placement.

   4. On December 4, 2024, the Company closed a non-brokered private placement for gross proceeds of

      $510,000 from the sale of 10,200,000 common shares of the Company at a price of $0.05 per common share. $6,000 cash finders' fee was paid to certain finders.

   5. On December 16, 2024, the Company closed a flow-through portion of a non-brokered private placement for gross proceeds of $180,000 from the sale of 3,000,000 flow-through common shares of the Company at a price of $0.06 per common share. The Company also closed a charitable flow-through portion of a non-brokered private placement for gross proceeds of $1,134,000 from the sale of 16,200,000 charitable flow-through common shares of the Company at a price of $0.07 per common share. Share issuance costs of $17,450 were incurred with respect to this private placement (Note 13).

Fiscal 2025:

1. On January 10, 2025, the Company issued 1,625,000 common shares to settle outstanding debt for

   $89,365.

2. On April 11, 2025, the Company closed the first tranche and on May 12, 2025, the Company closed the second and final tranche of a non-brokered financing for total gross proceeds of $2,400,000. The Company issued 20,000,000 common shares at a price of $0.05 per share for gross proceeds of

   $1,000,000 and 20,000,000 charitable flow-through ("CFT") common shares at a price of $0.07 per CFT share for gross proceeds of $1,400,000 (Note 13). The Company paid a total of $34,320 to certain finders for the two tranches of the financing. Share issuance costs of $14,526 were incurred with respect to this private placement.

3. On November 28, 2025, the Company closed a private placement of $7,000,000, consisting of 15,000,000 common shares at an issue price of $0.10 per share for gross proceeds of $1,500,000, 35,000,000 charitable flow-through ("CFT") shares at an issue price of $0.14 per CFT share for gross proceeds of $4,900,000 and 5,000,000 flow-through ("FT") common shares at an issue price of $0.12 per FT share for gross proceeds of $600,000 (Note 13). Finders' fees totalling $28,000 were paid. Share issuance costs of $16,219 were incurred with respect to this private placement.

4. On December 4, 2025, 112,500 options were exercised at $0.10 for gross proceeds of $11,250.

9. SHARE CAPITAL (cont'd)

Stock options

The Company has adopted a stock option plan which permits the Company to grant to directors, officers and consultants of the Company, non-transferable options to purchase common shares, provided that the number of common shares reserved for issuance will not exceed 10% of the issued and outstanding common shares and be exercisable for a period of up to five years from the date of grant. The number of common shares reserved for issuance to any individual director or officer cannot exceed 5% of the issued and outstanding common shares and the number of common shares reserved for issuance to any one consultant or individual conducting investor relations activities cannot exceed 2% of the issued and outstanding common shares.

Stock option transactions and the number of stock options for the years ended December 31, 2025 and 2024 are summarized as follows:

1. 12,500 options were vested subsequently. (Note 15 Subsequent events)

2. 25,000 options were vested subsequently. (Note 15 Subsequent events)

   The weighted average market price on the date of exercise was $0.195.

   As at December 31, 2025, the weighted average remaining life of options outstanding was 2.79 years.

   1. SHARE CAPITAL (cont'd)

      Stock options (cont'd)

      Year ended December 31, 2025:

      On January 17, 2025, the Company granted stock options to its directors, officers, employees and consultants to purchase up to an aggregate 2,000,000 common shares. The options are exercisable at a price of $0.10 per share for a period of five years and are subject to the policies of the TSX-V and the Company's stock option plan which includes a vesting period beginning six months after issue for 25% of the options, and 25% every six months following. The fair value of $70,103 was estimated using Black-Scholes Option Pricing Model assuming an expected life of 5 years, expected dividend yield of 0%, a risk-free rate of 3.02% and an expected volatility of 67.26%.

      On October 6, 2025, the Company granted stock options to its consultant to purchase 200,000 common shares. The options are exercisable at a price of $0.145 per share for a period of five years and are subject to the policies of the TSX-V and the Company's stock option plan which includes a vesting period beginning six months after issue for 25% of the options, and 25% every six months following. The fair value of $15,768 was estimated using Black-Scholes Option Pricing Model assuming an expected life of 5 years, expected dividend yield of 0%, a risk-free rate of 2.74% and an expected volatility of 66.09%.

      The Company recorded $80,038 of share-based compensation expense during the year ended December 31, 2025, where $22,402 was granted in previous periods but vested during the year ended December 31, 2025.

      Year ended December 31, 2024:

      On January 2, 2024, the Company granted stock options to its directors, officers, employees and consultants to purchase up to an aggregate 1,200,000 common shares. The options are exercisable at a price of $0.10 per share for a period of five years and are subject to the policies of the TSX-V and the Company's stock option plan which includes a vesting period beginning six months after issue for 25% of the options, and 25% every six months following. The fair value of $40,475 was estimated using Black-Scholes Option Pricing Model assuming an expected life of 5 years, expected dividend yield of 0%, a risk-free rate of 3.24% and an expected volatility of 64.38%.

      On October 15, 2024, the Company granted 600,000 stock options expiring on October 15, 2029 to two consultants. The options are exercisable at a price of $0.10 per share for a period of five years and are subject to the policies of the TSX-V and the Company's stock option plan which includes a vesting period beginning six months after issue for 25% of the options, and 25% every six months following. The fair value of $14,468 was estimated using Black-Scholes Option Pricing Model assuming an expected life of 5 years, expected dividend yield of 0%, a risk-free rate of 2.88% and an expected volatility of 66.61%.

      The Company recorded $79,033 of share-based compensation expense during the year ended December 31, 2024, where $43,895 was granted in previous periods but vested during the year ended December 31, 2024.

   2. SHARE-BASED PAYMENT RESERVE

      The share-based payment reserve records items recognized as share-based payments until such time that the stock options and finder's warrants are issued, granted, and exercised, at which time the corresponding amount will be transferred to share capital.

   3. FINANCIAL RISK AND CAPITAL MANAGEMENT

The Company is exposed in varying degrees to a variety of financial instrument-related risks. The Board of Directors approves and monitors the risk management processes, inclusive of documented investment policies, counterparty limits, and controlling and reporting structures. The type of risk exposure and the way in which such exposure is managed is provided as follows:

Credit risk

Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The Company's primary exposure to credit risk is on its cash held in bank accounts and its receivables. The majority of cash is deposited in bank accounts held with major banks in Canada. As most of the Company's cash is held by two banks there is a concentration of credit risk. This risk is managed by using major banks that are high credit quality financial institutions as determined by rating agencies. The Company's receivables are mostly tax receivables from the government. The risk related to bank balances and receivables is assessed as low.

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company has a planning and budgeting process in place to help determine the funds required to support the Company's normal operating requirements on an ongoing basis. The Company ensures that there are sufficient funds to meet its short-term business requirements, considering its anticipated cash flows from operations and its holdings of cash and cash equivalents.

Historically, the Company's sole source of funding has been the issuance of equity securities for cash, primarily through private placements. The Company's access to financing is always uncertain. There can be no assurance of continued access to significant equity funding. Liquidity risk is, therefore, assessed as high.

Foreign exchange risk

Foreign currency risk is the risk that a change in exchange rates between the Canadian dollar and other foreign currencies will affect the Company's financial instruments. The Company has no financial instruments denominated in currencies other than its functional currency and is, therefore, not exposed to foreign exchange risk arising from financial instruments denominated in a foreign currency.

Interest rate risk

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company has no financial instruments subject to variable interest rate and, therefore, is not subject to interest rate risk.

Capital management

The Company's policy is to maintain a strong capital base so as to maintain investor and creditor confidence and to sustain future development of the business. The capital structure of the Company consists of equity, comprising share capital, net of accumulated deficit.

There were no changes in the Company's approach to capital management during the year. The Company is not subject to any externally imposed capital requirements.

1. FINANCIAL RISK AND CAPITAL MANAGEMENT (cont'd)

   Fair value

   The Company classifies its financial instruments into categories as follows: receivables as financial assets at amortized cost, cash and cash equivalents at FVTPL; and trade payables as financial liabilities at amortized cost. The fair value of the Company's financial assets and liabilities approximates their carrying amount.

   Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values. The three levels of the fair value hierarchy are:

   • Level 1 - unadjusted quoted prices in active markets for identical assets and liabilities;

   • Level 2 - inputs other than quoted prices that are observable for the asset or liability either directly or indirectly; and

   • Level 3 - inputs that are not based on observable market data.

     Cash and cash equivalents are classified as level 1.

2. SUPPLEMENTAL CASH FLOW INFORMATION

   During the years ended December 31, 2025 and 2024, the Company incurred the following non-cash transactions that are not reflected in the statements of cash flows:

   Years ended December 31

   	2025	2024
   Exploration expenditures included in trade payables and accrued liabilities	$ 49,468	$ 311,654
   Fair value of shares issued for mineral property acquisition	$ -	$ 1,200

3. DEFERRED PREMIUM ON FLOW-THROUGH SHARES

   	December 31, 2025	December 31, 2024
   Balance, beginning of year	$ 350,301	$ 130,272
   Deferred premium on flow-through shares issued	1,850,000	354,000
   Flow-through share premium reversal	(655,623)	(133,971)
   Balance, end of year	$ 1,544,678	$ 350,301

   Under the IFRS framework, the increase to share capital when flow-through shares are issued is measured based on the current market price of common shares. The incremental proceeds, or "premium", are recorded as deferred income. As at December 31, 2025, the Company had no remaining qualifying expenditure commitment from the proceeds of flow-through shares issued on December 16, 2024.

   Flow-through common shares require the Company to spend an amount equivalent to the proceeds of the issued flow-through common shares on Canadian qualifying exploration expenditures. The Company may be required to indemnify the holders of such shares for any tax and other costs payable by them in the event the Company has not made the required exploration expenditures.

   During the year ended December 31, 2024, the Company received $1,314,000 from the issuance of flow-through shares at a premium to the market price and recognized a deferred premium on flow-through shares of $354,000 (Note 9(e)). The Company incurred and renounced eligible expenditures of $13,729 during the year ended December 31, 2024. These expenditures will not be available to the Company for future deduction from taxable income.

   During the year ended December 31, 2025, the Company received $6,900,000 from the issuance of flow-through shares at a premium to the market price and recognized a deferred premium on flow-through shares of $1,850,000 (Note 9(b) and (c)). The Company incurred and renounced eligible expenditures of

   $1,221,289 during the year ended December 31, 2025. These expenditures will not be available to the Company for future deduction from taxable income.

4. INCOME TAX

Provision for deferred tax

As future taxable profits of the Company are uncertain, the net deferred tax asset has not been recognized. As at December 31, 2025, the Company has approximately $26,114,000 of non-capital losses that can be offset against taxable income in future years which begin expiring at various dates commencing in 2028.

A reconciliation of the expected income tax recovery to the actual income tax expense is as follows:

Years Ended December 31

1. INCOME TAX (cont'd)

   The Company has the following tax effected taxable and deductible temporary differences for which a deferred tax liability has been recognized:

   	December 31, 2025	December 31, 2024
   Exploration and evaluation assets	$ (7,753,000)	$ (7,071,000)
   Non-capital loss carry-forwards	7,051,000	6,211,108
   Capital loss carry-forwards	-	71,000
   Equipment	65,000	64,000
   Share issuance costs	154,000	227,000
   Valuation allowance	(40,000)	(39,000)
   Deferred income tax liability	$ (523,000)	$ (536,892)

   The tax pools relating to the significant deductible temporary differences expire as follows:

   		Exploration and evaluation assets and equipment	Non-capital losses carry-forwards	Share issuance costs
   2025	$	-	$ -	$ 363,000
   2026		-	-	342,000
   2027		-	-	160,000
   2028		-	36,000	41,000
   2029		-	102,000	19,000
   2030		-	147,000	-
   2031		-	427,000	-
   2032		-	260,000	-
   2033		-	219,000	-
   2034		-	438,000	-
   2035		-	892,000	-
   2036		-	953,000	-
   2037		-	1,292,000	-
   2038		-	1,725,000	-
   2039		-	1,954,000	-
   2040		-	2,177,000	-
   2041		-	2,796,000	-
   2042 January		-	2,385,000	-
   2042 December		-	2,569,000	-
   2043		-	2,524,000	-
   2044		-	2,647,000	-
   2045			2,571,000
   No expiry		23,790,000	-	-
   	$	23,790,000	$ 26,114,000	$ 925,000

2. SUBSEQUENT EVENTS

On January 2, 2026, the Company granted stock options to its directors, officers, employees and consultants to purchase up to an aggregate of 3,600,000 common shares. The options are exercisable at a price of $0.19 per share for a period of five years effective on January 2, 2026, expiring on January 2, 2031, and are subject to the policies of the TSX-V and the Company's stock option plan, which includes a vesting period beginning six months after issue for 25% of the options and 25% every six months following.

On January 23, 2026, the Company granted stock options to its officer to purchase 800,000 common shares. The options are exercisable at a price of $0.215 per share for a period of five years effective on January 23, 2026, expiring on January 23, 2031, and are subject to the policies of the TSX-V and the Company's stock option plan, which includes a vesting period beginning six months after issue for 25% of the options and 25% every six months following.

On February 4, 2026, 37,500 options were vested with an exercise price of $0.10 (Note 9).