Annual Audited Financial Statements, as of Mar 31, 2025

July 29, 2025

INDEPENDENT AUDITOR'S REPORT Edmonton, Alberta

To the Shareholders of St-Georges Eco-Mining Corp.

Opinion

We have audited the consolidated financial statements of St-Georges Eco-Mining Corp. and its subsidiaries (the Company), which comprise the consolidated statements of financial position as at March 31, 2025 and 2024, and the consolidated statements of loss and comprehensive loss, changes in shareholders' equity (deficiency) and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of material accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company as at March 31, 2025 and 2024, and the consolidated financial performance and consolidated cash flows for the years then ended in accordance with International Financial Reporting Standards (IFRS).

Basis for Opinion

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 Consolidated Financial Statements section of our report. We are independent of the Company in accordance with ethical requirements that are relevant to our audit of the consolidated 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.

Emphasis of Matter - Material Uncertainty Relating to Going Concern

We draw your attention to Note 1 in the consolidated financial statements, which indicates that the Company incurred a net loss and has not generated any significant revenues during the year ended March 31, 2025 and, as of that date, the Company has an accumulated deficit and working capital deficit. As stated in Note 1, these events or conditions, along with other matters as set forth in Note 1, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in the audit of the consolidated financial statements of the current period. This matter was addressed in the context of the audit of the consolidated financial statements as a whole, and in forming the auditor's opinion thereon, and we do not provide a separate opinion on this matter. For the matter below, our description of how our audit addressed the matter is provided in that context.

In addition to the matter described in the Emphasis of Matter - Material Uncertainty Related to Going Concern section, we have determined that matters described below to be key audit matters to be communicated in our auditor's report.

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Existence and recoverability of exploration and evaluation assets

We refer to financial statement summary of significant accounting policies in Note 4 and related disclosure in Note 7.

At March 31, 2025, the value of exploration and evaluation assets amounted to $23,341,553.

At each reporting period end, management applies judgment in assessing whether there are any indicators of impairment relating to mining claims and deferred exploration costs. If there are indicators of impairment, the recoverable amount of the related asset is estimated in order to determine the extent of any impairment. Exploration and evaluation assets are assessed for impairment if sufficient evidence exists to determine technical feasibility and commercial viability, and facts and circumstances suggest the carrying amount exceeds the recoverable amount. Once technical feasibility and commercial viability of the extraction of mineral resources in an area of interest are demonstrable, exploration and evaluation assets attributable to the area of interest are first tested for impairment and then reclassified to mining property development assets within property and equipment.

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

We considered this a key audit matter due to the significance of the exploration and evaluation assets balance and the judgments made by management in its assessment of indicators of impairment related to mining claims and deferred exploration costs, which have resulted in a high degree of subjectivity in performing audit procedures related to these judgments applied by management.

To address the risk for material misstatement on exploration and evaluation assets, our audit procedures included, amongst other procedures:

• Assessed the compliance of Company's accounting policies over exploration and evaluation assets with applicable accounting standards in IFRS 6.

• Obtained, for all mining claims, by reference to government registries, evidence to support the right to explore the area and claim expiration dates through examination of applicable licenses.

• Assessed the asset valuation processes and practices.

• Enquired with management and reviewing budgets and other documentation as evidence that further exploration and evaluation activities in the area of interest will be continued in the future.

• Assessed whether any data exists to suggest that the carrying value of the exploration and evaluation assets is unlikely to be recovered through development or sale.

  We assessed the adequacy of the Company's presentation and disclosures related to exploration and evaluation assets.

  Other Information

  Management is responsible for the other information. The other information comprises the information, other than the consolidated financial statements and our auditor's report thereon, which includes 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 on this other information, we conclude that there is a material misstatement of this other information, we are required to report that fact in this auditor's report. We have nothing to report in this regard.

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  Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

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

  In preparing the consolidated 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.

  Auditor's Responsibilities for the Audit of the Consolidated Financial Statements

  Our objectives are to obtain reasonable assurance about whether the consolidated 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 consolidated 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 consolidated 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 consolidated 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 consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

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 Justin Rousseau.

Kingston Ross Pasnak LLP

Chartered Professional Accountants

(Expressed in Canadian dollars, except as otherwise noted)

2025

signed "Mark Billings" signed "Richard Barnett"

Mark Billings

Chair of audit committee and director

Richard Barnett

Chief Financial Officer

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

(Expressed in Canadian dollars, except as otherwise noted)

Year Ended March 31,

(Expressed in Canadian dollars, except as otherwise noted)

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

Consolidated Statements of Cash Flows

(Expressed in Canadian dollars, except as otherwise noted)

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

1. Corporate Information and Going Concern of Operations

   St-Georges Eco-Mining Corp. (the "Company" or "St-Georges") was incorporated under the Canada Business Corporations Act on June 21, 2002. The Company is listed on the Canadian Securities Exchange ("CSE"), having the symbol SX, on the OTCQB, having the symbol SXOOF, and on the Deutsche Börse in Frankfurt (FSE) under the symbol 85G1. The address of the Company's corporate office and principal place of business is 2700-1000 Rue Sherbrooke West, Montreal, QC H3A 3G4, Canada. The Company maintains a diversified portfolio of complementary businesses focused on Critical and Strategic Minerals (CSMs) and covering key activities from mining exploration to minerals recovery and valorization.

   In May 2018, the Company signed an Arrangement Agreement ("Arrangement") providing for the spin-out of its subsidiary ZeU Technologies Inc. ZeU distributed 11,098,074 shares of the 20,000,000 shares held by the Company to the Company's shareholders pursuant to the Arrangement.

   During the year ended March 31, 2024, the Company disposed of 3,246,000 shares of ZeU. At March 31, 2024, the Company retained 8,276,519 shares of ZeU. ZeU is no longer required to be consolidated into the financial statements of the Company (Note 2).

   The consolidated financial statements have been prepared on a going concern basis, which contemplates continuity of normal business activities and the realization of assets and discharge of liabilities in the normal course of business. At March 31, 2025, the Company had not yet achieved profitable operations, had an accumulated deficit of $41,967,121 (2024 - $38,123,838) and accumulated other comprehensive loss of $484,775 (2024 - $nil), had no operating income and had a working capital deficiency of $3,976,570 (2024 - $13,677 working capital), reoccurring losses and no revenue from operations. As such, the Company's ability to continue as a going concern depends on its ability to raise additional financing successfully. If additional capital is not raised, the going concern basis may not be appropriate with the result that the Company may have to realize its assets and extinguish its liabilities other than in the ordinary course of business and at amounts different from those stated in the financial statements. No adjustments for such circumstances have been made in the consolidated financial statements.

   The recoverability of amounts shown for exploration and evaluation assets is dependent upon the discovery of economically recoverable reserves, continuation of the Company's interest in the underlying resource claims, the ability of the Company to obtain the necessary financing to complete their development and upon future profitable production or proceeds from the disposition thereof. Although the Company has been successful in the past in obtaining financing, there is no assurance that it will be able to obtain adequate financing in the future or that such financing will be available on acceptable terms. These factors indicate the existence of a material uncertainty that may cast significant doubt about the Company's ability to continue as a going concern.

2. Deconsolidation of A Subsidiary

As of December 31, 2019, the Company retained 8,750,175 shares of ZeU and de facto control of ZeU. ZeU was consolidated due to the fact that common management of the Company controlled the operations of ZeU. The Company continued to consolidate ZeU from December 31, 2019 to March 25, 2024.

In October 2023, the Company filed a Form 45-102F1 (Notice of Intention to Distribute Securities under Section 2.8 of NI 45-102 Resale of Securities) on SEDAR to signify its intention to sell in the public market or privately, up to 8,888,000 common shares of ZeU in multiple transactions. During the year ended March 31, 2024, the Company disposed of 3,246,000 shares of ZeU. At March 31, 2024, the Company retained 8,276,519 shares of ZeU.

1. Deconsolidation of A Subsidiary (continued)

   As of year ended March 31, 2024, the Company has no power to govern the financial and operating policies of ZeU due to the disposal of ZeU shares and the common management resignation.

   Upon deconsolidation, the Company no longer presents the subsidiary's assets, liabilities, and results of operations in its consolidated financial statements. On March 31, 2024, ZeU is no longer required to be consolidated and the Company now accounts for the retained investment in ZeU as an investment at FVTPL. A loss of $4,345,848, including a loss on noncontrolling investment in subsidiary of $1,101,741, resulted from the loss of control of a subsidiary.

   The carrying value of ZeU's net assets deconsolidated and the gain resulting from loss of control of subsidiary are as follows:

   	March 25, 2024 $
   Cash and cash equivalents	44,941
   Accounts receivable	26,465
   Prepaid expenses	506
   Accounts payable and accrued liabilities	2,632,446
   Convertible debentures	13,037
   Debt due on demand	4,584,040
   Loan from related party	20,000
   Non-controlling interest	(12,295,089)
   Loss resulting from loss of control of subsidiaries	(4,345,848)

   On March 31, 2023, ZeU and the Company agreed to consolidate the $807,467 of loans and $140,000 additional loans into a $947,467 non-convertible debenture, and the accrued interest of $138,632 on the prior loans converted into 1,386,328 shares of ZeU at a deemed price of $0.10 per share. The new loan was bearing interest at 18% per annum with a maturity date of April 30, 2027.

   Based on ZeU's performance, financial situation and ability to pay or on the conversion price, during the year ended March 31, 2024, the Company fully impaired the $947,467 convertible debenture, and interest income recognized was

   $42,636 during the year ended March 31, 2024.

   During the year ended March 31, 2025, the Company impaired the receivable accrued interest and recognized a write-off on accounts receivable of $42,636.

2. Basis of Presentation

   1. Statement of Compliance

      The consolidated financial statements of the Company have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") and interpretations of the International Financial Reporting Interpretation committee ("IFRIC").

      The consolidated financial statements of the Company were authorized for issue by the Board of Directors on July 29, 2025.

   2. Basis of Measurement

      The consolidated financial statements have been prepared on a historical cost basis except for certain assets and liabilities measured at fair value as required under specific IFRS pronouncements.

      The preparation of financial statements in compliance with IFRS requires management to make certain critical

      accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies.

      The areas involving a higher degree of judgement or complexity or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.

   3. Basis of Consolidation

      These consolidated financial statements comprise the accounts of the Company and the following controlled subsidiaries:

      Name	Country of incorporation	Ownership Percentage
      Iceland Resources EHF ("Iceland Resources")	Iceland	100%
      Melmi ehf Iceland ("Melmi")	Iceland	100%
      Borealis Commodities Exchange ehf ("Borealis")	Iceland	100%
      St-Georges Metallurgy Corp. ("SXM")	Canada	100%
      EVSX Corp. ("EVSX")	Canada	100%
      H2SX Corp. ("H2SX")	Canada	90.10%

      On December 31, 2024, the Company discontinued operations in Borealis Commodities Exchange ehf (Note 7).

      All intercompany transactions, balances and unrealized gains and losses from intercompany transactions are eliminated on consolidation.

   4. Functional and Presentation Currency

      The functional currency of the parent company is the Canadian dollar, which is also the presentation currency of the consolidated financial statements. The functional currency of its Canadian subsidiaries is the Canadian dollar, and the functional currency of its other subsidiaries Iceland Resources ehf, Melmi ehf, and Borealis Commodities Exchange ehf., is the Icelandic Krona.

3. Material Accounting Policies Information Newly Applied Accounting Standards

Effective for annual periods beginning on or after January 1, 2024

IAS 1, "Presentation of Financial Statements" which sets out the overall requirements for financial statements, including how they should be structured, the minimum requirements for their content and overriding concepts such as going concern, the accrual basis of accounting and the current/non-current distinction.

The Company adopted this in the financial statements, and they had no material impact on the financial statements.

Standards, Amendments and Interpretations Issued but not yet Adopted

The following future accounting standards may include the following, which we believe are unlikely to have a material impact on future financial statements:

IFRS 10, "Consolidated Financial Statements" outlines the requirements for the preparation and presentation of

consolidated financial statements, requiring entities to consolidate entities it controls.

IFRS 18, "Presentation and Disclosure in Financial Statements was issued by the International Accounting Standards Board (IASB) on 09 April 2024. The IASB will undertake activities to support implementation and consistent application of the Standard. IFRS 18 was issued in April 2024 and applies to an annual reporting period beginning on or after 1 January 2027."

Amendments to IAS 21, "in August 2023, the IASB issued Lack of Exchangeability, which amended IAS 21 to add requirements to help entities to determine whether a currency is exchangeable into another currency, and the spot exchange rate to use when it is not. These new requirements will apply from 2025, with early application permitted."

On June 26, 2023, the International Sustainability Standards Board (ISSB) released:

• IFRS S1 General Requirements for Disclosure of Sustainability-related Financial Information; and

• IFRS S2: Climate-related Disclosures.

  The Canadian Sustainability Standards Board (CSSB) used these standards as baselines to develop.

• Exposure Draft, "CSDS 1, General Requirements for Disclosure of Sustainability-related Financial Information"; and

• Exposure Draft "CSDS 2, Climate-related Disclosures."

CSDS 1 and CSDS 2 are based on IFRS S1 and IFRS S2, respectively.

4. Material Accounting Policies Information (continued)

CSDS 1 proposes to adopt IFRS S1 without any modifications, except for the effective date and transition relief. Its primary objective is to require an entity to disclose information about its sustainability-related risks and opportunities. Proposed CSDS 1 includes definitions and information required to prepare a complete set of sustainability disclosures and a standard for sustainability-related disclosures.

Accordingly, the CSSB proposes that CSDS 1 and CSDS 2, once finalized, become effective on the same date. However, the Board proposes extending the one-year transition relief within IFRS S1 to two years for disclosures beyond climate-related risks and opportunities.

The CSSB's goal is to balance these concerns with the urgent need to address climate-related risks. Proposed CSDS 2 provides additional transitional relief by proposing that the entity is not required to disclose its Scope 3 GHG emissions in the first two annual reporting periods in which an entity applies the standard.

The proposed standards became voluntarily effective for annual reporting periods beginning on or after January 1, 2025.

The proposed transition relief for disclosures beyond climate-related risks and opportunities has been extended from one year granted by the ISSB to two years.

The accounting policies set out below have been applied consistently to all periods presented in these consolidated financial statements.

a) Mining Properties and Deferred Exploration and Evaluation Expenditures

Pre-exploration Costs

Pre-exploration costs are expensed in the year in which they are incurred.

Exploration and Evaluation Expenditures

Once the legal right to explore a property has been acquired, costs directly related to exploration and evaluation ("E&E") expenditures are recognized and capitalized, in addition to the acquisition costs. These direct expenditures include such costs as materials used, surveying costs, drilling costs, payments made to contractors and depreciation on plant and equipment during the exploration phase. Costs not directly attributable to exploration and evaluation activities, including general administrative overhead costs, are expensed in the year in which they occur. Tax credits and mining duties are applied to reduce related E&E expenditures in the period recognized.

The Company may occasionally enter into farm-out arrangements, whereby the Company will transfer part of a mineral interest, as consideration, for an agreement by the transferee to meet certain exploration and evaluation expenditures which would have otherwise been undertaken by the Company. The Company does not record any expenditures made by the farmer on its behalf. Any cash consideration received from the agreement is credited against the costs previously capitalized to the mineral interest given up by the Company, with any excess cash accounted for as a gain on disposal.

When a project is deemed to no longer have commercially viable prospects for the Company, E&E expenditures in respect of that project are deemed to be impaired. As a result, those E&E expenditures, in excess of estimated recoveries, are written off to the consolidated statements of loss and comprehensive loss.

1. Material Accounting Policies Information (continued)

   1. Mining Properties and Deferred Exploration and Evaluation Expenditures (continued)

      The Company assesses E&E assets for impairment when facts and circumstances suggest that the carrying amount of an asset may exceed its recoverable amount. The recoverable amount is the higher of the asset's fair value less costs to sell and value in use.

      Once the technical feasibility and commercial viability of extracting the mineral resource have been determined, the property is considered to be a mine under development and is classified as 'mines under construction'. E&E assets are also tested for impairment before the assets are transferred to development properties. Mining exploration and evaluation expenditures are classified as intangible assets.

   2. Impairment of Non-Financial Assets

      Impairment tests on intangible assets with indefinite useful economic lives are undertaken annually at the financial year-end. Other non-financial assets, including exploration and evaluation assets, are subject to impairment tests whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. Where the carrying value of an asset exceeds its recoverable amount, which is the higher of value in use and fair value less costs to sell, the asset is written down accordingly.

      Where it is not possible to estimate the recoverable amount of an individual asset, the impairment test is carried out on the asset's cash-generating unit, which is the lowest group of assets in which the asset belongs for which there are separately identifiable cash inflows that are largely independent of the cash inflows from other assets. An impairment loss is charged to profit or loss, except to the extent they reverse gains previously recognized in accumulated other comprehensive loss.

   3. Financial Instruments

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 if the Company has opted to measure them at FVTPL.

Cash, funds held in trust, marketable securities, loans from related parties, convertible debentures and derivative liability are classified as FVTPL. Accounts receivable and accounts payable are classified as amortized cost.

Measurement

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.

4. Material Accounting Policies Information (continued)

c) Financial Instruments (continued)

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 consolidated 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 consolidated statements of loss and 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 loss.

Debt investments at FVTOCI

These assets are subsequently measured at fair value. Interest income is 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.

Impairment of financial assets at amortized cost

IFRS 9 requires the use of an expected credit loss model on financial assets that are measured at amortized cost to account for expected credit losses at each reporting date to reflect changes in credit risk.

At each reporting date, the Company measures the loss allowance for the financial asset at an amount equal to the lifetime expected credit losses if the credit risk on the financial asset has increased significantly since initial recognition. If at the reporting date, the financial asset has not increased significantly since initial recognition, the Company measures the loss allowance for the financial asset at an amount equal to the twelve-month expected credit losses. The Company shall recognize in the statements of loss and comprehensive loss, as an impairment gain or loss, the amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognized.

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. Gains and losses on derecognition are generally recognized in the consolidated statements of loss and comprehensive loss.

1. Material Accounting Policies Information (continued)

   1. Financial Instruments (continued)

      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 the consolidated statements of loss and comprehensive loss.

      Other financial liabilities

      Financial liabilities are classified as other financial liabilities, based on the purpose for which the liability was incurred, and comprise of trade payables and accrued liabilities, debt due on demand and certain convertible debentures. These liabilities are initially recognized at fair value net of any transaction costs directly attributable to the issuance of the instrument and subsequently carried at amortized cost using the effective interest rate method. This ensures that any interest expense over the period to repayment is at a constant rate on the balance of the liability carried in the statements of financial position. Interest expense in this context includes initial transaction costs and premiums payable on redemption, as well as any interest or coupon payable while the liability is outstanding includes accounts payable and accrued liabilities, certain convertible debentures, and debt due on demand.

   2. Intangible assets

      Intangible assets also include pending patent applications/patents from Wintech Energy Co. Ltd and ZeeOne Corporation Inc. These are indefinite assets with no expiration date and are tested annually for impairment, with any impairment recorded as a loss.

   3. Research and development

      Expenditure on research activities is recognized as an expense in the period in which it is incurred. An internally generated intangible asset arising from development (or from the development phase of an internal project) is recognized if, and only if, all of the following have been demonstrated:

      • The technical feasibility of completing the intangible asset so that it will be available for use or sale;

      • The intention to complete the intangible asset and use or sell it;

      • The ability to use or sell the intangible asset;

      • How the intangible asset will generate probable future economic benefits;

      • The availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset; and

      • The ability to measure the expenditure attributable to the intangible asset reliably during its development.

The amount initially recognized for internally-generated intangible assets is the sum of the expenditure incurred from the date when the intangible asset first meets the recognition criteria listed above. Where no internally generated intangible asset can be recognized, development expenditure is recognized in the loss in the period in which the expenditure is incurred.

Subsequent to initial recognition, internally-generated intangible assets are recorded at cost less accumulated amortization and accumulated impairment losses, on the same basis as intangible assets that are acquired separately.

1. Material Accounting Policies Information (continued)

   1. Research and development (continued)

      At March 31, 2025 and 2024, the Company had not recognized any internally-generated intangible assets and had recorded all amounts incurred as research costs.

   2. Convertible debentures

      Convertible debentures issued for cash are recorded at amortized cost and accounted for as a hybrid financial instrument with separate debt and derivative liability components. The derivative liability is recorded at fair value and deducted from the face value of the debt to arrive at the liability component, which will be accreted to face value over the life of the debenture. The derivative liability is remeasured at fair value at each period subsequent to initial recognition. Convertible debentures issued in consideration for goods and services are accounted as share-base payments under IFRS

      2. At inception the fair value of the debt component is estimated and recorded as a liability, and the fair value of the conversion feature is determined and either recorded as a liability or as equity and allocated to capital surplus.

      The carrying value of convertible debentures measured at amortized cost will be accreted to face value over the life of the debenture. The carrying value of convertible debentures measured at fair value is determined at each reporting date with changes in fair value recorded in profit or loss.

      Any equity portion derecognized on settlements will be transferred to contributed surplus.

   3. Tax Credits and Mining Duties

      The Government of Quebec provides a 16% non-taxable refundable credit for losses to help operators meet exploration, mineral deposit evaluation and mine development costs by refunding part of eligible expenditures incurred. This credit is based on the lesser of:

      • The amount of the annual loss; and

      • 50% of eligible exploration expenditures, mineral deposit evaluation and mine development expenses, reduced by tax credits related to resources.

      The Government of Quebec also offers businesses having establishments and that carry on activities in Quebec a refundable tax credit of 28% on eligible exploration expenses. Tax credits and mining duties, which are earned as a result of qualifying mineral exploration expenses, are recognized when the exploration expenses are incurred and collection is reasonably assured. They are applied to reduce related mineral exploration expense in the period recognized.

      4. Material Accounting Policies Information (continued)

   4. Income Taxes

      Income tax expense comprises of current and deferred tax. Current tax and deferred tax are recognized in net income except to the extent that it relates to a business combination or items recognized directly in equity or in other comprehensive loss.

      Current income taxes are recognized for the estimated income taxes payable or receivable on taxable income or loss for the current year and any adjustment to income taxes payable in respect of previous years. Current income taxes are determined using tax rates and tax laws that have been enacted or substantively enacted by the year-end date.

      Deferred tax assets and liabilities are recognized where the carrying amount of an asset or liability differs from its tax base, except for taxable temporary differences arising on the initial recognition of goodwill and temporary differences arising on the initial recognition of an asset or liability in a transaction which is not a business combination and at the time of the transaction affects neither accounting nor taxable profit or loss.

      Recognition of deferred tax assets for unused tax losses, tax credits and deductible temporary differences is restricted to those instances where it is probable that future taxable profit will be available against which the deferred tax asset can be utilized. At the end of each reporting year, the Company reassesses unrecognized deferred tax assets. The Company recognizes a previously unrecognized deferred tax asset to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

   5. Comprehensive Income or Loss

      Other comprehensive income or loss is the change in equity from transactions and other events and circumstances from non-shareholder sources. It refers to items recognized in comprehensive income or loss but are excluded from net income or loss calculated in accordance with IFRS.

   6. Provisions

      Provisions are recognized if, as a result of a past event, the Company has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate of the time value of money and the risks specific to the liability.

   7. Share Capital

Equity instruments are contracts that give a residual interest in the net assets of the Company. Financial instruments issued by the Company are classified as equity only to the extent that they do not meet the definition of a financial liability or financial asset. The Company's common shares, preferred shares, share warrants and flow-through shares are classified as equity instruments.

Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

Flow-through Shares

The Company may, from time to time, issue flow-through common shares to finance a significant portion of its exploration program. Pursuant to the terms of the flow-through share agreements, these shares transfer the tax deductibility of qualifying resource expenditures to investors. On issuance, the Company bifurcates the flow-through share into i) a flow-through share premium, equal to the estimated premium, if any, investors pay for the flow-through feature, which is recognized as a liability, and ii) share capital.

1. Material Accounting Policies Information (continued)

   1. Share Capital (continued)

      Upon expenditures being incurred, the Company derecognizes the liability and recognizes a deferred tax liability for the amount of tax reduction renounced to the shareholders. The premium is recognized as other income, and the related deferred tax is recognized as a tax provision.

      Proceeds received from the issuance of flow-through shares are restricted to be used only for Canadian resource property exploration expenditures within a two-year period. The portion of the proceeds received but not yet expended at the end of the Company's reporting year is disclosed separately as flow-through share proceeds.

      The Company may also be subject to a Part XII.6 tax on flow-through proceeds renounced under the Look-back Rule, in accordance with Government of Canada flow-through regulations. When applicable, this tax is accrued as a financial expense until paid.

   2. Share-based Payments

      Where equity-settled share options are awarded to employees, the fair value of the options at the date of grant is charged to the consolidated statements of loss and comprehensive loss over the vesting period. Performance vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognized over the vesting period is based on the number of options that eventually vest. Non-vesting conditions and market vesting conditions are factored into the fair value of the options granted. As long as all other vesting conditions are satisfied, a charge is made irrespective of whether these vesting conditions are satisfied. The cumulative expense is not adjusted for failure to achieve a market vesting condition or where a non-vesting condition is not satisfied.

      Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to the consolidated statements of loss and comprehensive loss over the remaining vesting period.

      Where equity instruments are granted to employees, they are recorded at the fair value of the equity instrument granted at the grant date. The grant date fair value is recognized in comprehensive loss over the vesting period, described as the period during which all the vesting conditions are to be satisfied.

      Where equity instruments are granted to non-employees, they are recorded at the fair value of the goods or services received in the consolidated statements of loss and comprehensive loss. Options or warrants granted related to the issuance of shares are recorded as a reduction of share capital.

      When the value of goods or services received in exchange for the share-based payment cannot be reliably estimated, the fair value is measured by the use of a valuation model.

      All equity-settled share-based payments are reflected in reserves until exercised. Upon exercise, shares are issued from the treasury, and the amount reflected in reserves is credited to share capital, adjusted for any consideration paid.

      Where a grant of options is cancelled or settled during the vesting period, excluding forfeitures when vesting conditions are not satisfied, the Company immediately accounts for the cancellation as an acceleration of vesting and recognizes the amount that otherwise would have been recognized for services received over the remainder of the vesting period. Any payment made to the employee on the cancellation is accounted for as the repurchase of an equity interest except to the extent the payment exceeds the fair value of the equity instrument granted, measured at the repurchase date. Any such excess is recognized as an expense.

      4. Material Accounting Policies Information (continued)

   3. Income or Loss per Share

      The basic loss per share is computed by dividing the net income or loss applicable to common shares of the Company by the weighted average number of common shares outstanding for the relevant year.

      The diluted loss per common share is computed by dividing the net income or loss applicable to common shares by the sum of the weighted average number of common shares issued and outstanding and all additional common shares that would have been outstanding, if potentially dilutive instruments were converted. Anti-dilutive instruments are ignored.

   4. Rehabilitation Provisions

      The Company is subject to various government laws and regulations relating to environmental disturbance caused by exploration and evaluation activities. The Company records the present value of the estimated costs of legal and constructive obligations required to restore the exploration sites in the period in which the obligation is incurred. The nature of the rehabilitation activities includes restoration, reclamation, and revegetation of the affected exploration sites.

      The rehabilitation provision generally arises when the environmental disturbance is subject to government laws and regulations. When the liability is recognized, the present value of the estimated costs is capitalized by increasing the carrying amount of the related mining assets. Over time, the discounted liability is increased for the changes in present value based on current market discount rates and liability specific risks.

      Additional environment disturbances or changes in rehabilitation costs will be recognized as additions to the corresponding assets and rehabilitation liability in the period in which they occur. As of March 31, 2025 and 2024, no rehabilitation provision has been recorded.

   5. Net Smelters Return ("NSR") Royalties

      The NSR royalties are generally not to be accounted for when acquiring the mining property since they are deemed to be a contingent liability. Royalties are only accounted for when probable and can be measured with sufficient reliability.

   6. Leases

      During the year ended December 31, 2020, the Company entered into a lease in Iceland for three year to November 30, 2023. From December 1, 2023 the Company pays the rental fees month to month (Note 20).

      During the year ended March 31, 2023, the Company entered into a lease in Ontario Canada (Note 20). The right of use asset and the lease obligations have been disclosed in the consolidated statements of financial position.

      On April 25, 2024, the Company entered into a lease amending agreement in Ontario Canada. The amending lease agreement effective May 1, 2024 to a new location and the terms of the amending lease extended by four months to the end on April 30, 2028 (Note 20). The right of use asset and the lease obligations have been disclosed in the consolidated statements of financial position.

      4. Material Accounting Policies Information (continued)

   7. Foreign Currency Translation

      The Company's reporting currency and the functional currency of all its operations is the Canadian dollar as this is the principal currency of the economic environment in which the Company operates. The functional currency determination was conducted through an analysis of consideration factors identified in IAS 21, The Effect of Changes in Foreign Exchange Rates.

      Transactions in foreign currencies are translated at the exchange rate in effect at the date of the transaction. Foreign denominated monetary assets and liabilities are translated to their Canadian dollar equivalents using foreign exchange rates prevailing at the financial position reporting date. Exchange gains or losses arising on foreign currency translation are reflected in profit or loss.

   8. Non-Current Assets Held for Sale and Discontinued Operations

      Non-current assets held for sale are no longer depreciated and are presented separately in the statement of financial position at the lower of their carrying amount and fair value less costs to sell. Non-current asset is regarded as held for sale if its carrying amount will be recovered principally through a sale transaction, rather than through continuing use. For this to be the case, the asset must be available for immediate sale and its sale must be highly probable.

      A discontinued operation represents a major line of business or geographic area of operations for the Company that either has been disposed of or is classified as held for sale. The items in the statement of financial position related to these discontinued operations are presented on specific lines in the annual consolidated financial statements. Profit or loss items related to these discontinued operations are shown separately in the consolidated financial statements for all periods presented if they are material to the Company.

   9. Events after the Reporting Period

      Events after the reporting period are those events, favorable and unfavorable, that occur between the end of the reporting period and the date when the financial statements are authorized for issue. The two types of events are:

      • those that provide evidence of conditions that existed at the end of the reporting period (adjusting events); and

      • those that are indicative of conditions that arose after the reporting period (non-adjusting events).

        An entity adjusts the amounts recognized in its financial statements to reflect adjusting events, but it does not adjust those amounts to reflect non-adjusting events. If non-adjusting events after the reporting period are material, IAS 10 prescribes disclosures.

   10. Earnings (Loss) Per Share

       Basic earnings or loss per share is calculated by dividing the earnings or 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 earnings or 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 year. For all periods presented, basic loss per share equals diluted loss per share as the Company either made a loss, or all potentially dilutive instruments were not in the money.

       1. Material Accounting Policies Information (continued)

   11. Revenue Recognition Policy

Generally accepted accounting principles require that revenues are recognized according to the revenue recognition principle, which is a feature of accrual accounting. This means that revenue is recognized on the income statement in the period when realized and earned-not necessarily when cash is received.

The revenue-generating activity must be fully or essentially complete for it to be included in revenue during the respective accounting period. Also, there must be a reasonable level of certainty that earned revenue payment will be received. Lastly, according to the matching principle, the revenue and its associated costs must be reported in the same accounting period.

The five steps needed to satisfy the updated revenue recognition principle are: (1) identify the contract with the customer; (2) identify contractual performance obligations; (3) determine the amount of consideration/price for the transaction; (4) allocate the determined amount of consideration/price to the contractual obligations; and (5) recognize revenue when the performing party satisfies the performance obligation.

1. Critical Accounting Judgments and Estimates

   The Company makes estimates and assumptions about the future that affect the reported amounts of assets and liabilities. Estimates and judgments are continually evaluated based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions.

   The effect of a change in an accounting estimate is recognized prospectively by including it in comprehensive loss in the year of the change, if the change affects that year only, or in the year of the change and future years, if the change affects both.

   Information about critical judgments in applying accounting policies that have the most significant risk of causing material adjustment to the carrying amounts of assets and liabilities recognized in the consolidated financial statements within the next financial year is discussed below:

   1. Judgments

      1. Exploration and Evaluation Expenditures

         The application of the Company's accounting policy for exploration and evaluation expenditure requires judgment in determining whether it is likely that future economic benefits will flow to the Company, which may be based on assumptions about future events or circumstances. Estimates and assumptions made may change if new information becomes available. If, after expenditure is capitalized, information becomes available suggesting that the recovery of expenditure is unlikely, the amount capitalized is written off in the profit or loss in the year the new information becomes available.

      2. Going Concern

         Management has made an assessment of the Company's ability to continue as a going concern and is satisfied that the Company has the resources to continue in business for the foreseeable future. The factors considered by management are disclosed in Note 1.

         1. Critical Accounting Judgments and Estimates (continued)

            1. Judgments (continued)

      3. Income Taxes

         Significant judgment is required in determining the provision for income taxes. There are many transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determination is uncertain. The Company recognizes liabilities and contingencies for anticipated tax audit issues based on the Company's current understanding of the tax law. For matters where it is probable that an adjustment will be made, the Company records its best estimate of the tax liability including the related interest and penalties in the current tax provision. Management believes they have adequately provided for the probable outcome of these matters; however, the final outcome may result in a materially different outcome than the amount included in the tax liabilities.

         In addition, the Company recognizes deferred tax assets relating to tax losses carried forward to the extent that it is probable that taxable profit will be available against which a deductible temporary difference can be utilized. This is deemed to be the case when there are sufficient taxable temporary differences relating to the same taxation authority and the same taxable entity, which are expected to reverse in the same year as the expected reversal of the deductible temporary difference, or in years into which a tax loss arising from the deferred tax asset can be carried back or forward. However, utilization of the tax losses also depends on the ability of the taxable entity to satisfy certain tests at the time the losses are recouped.

      4. Investment in BWA Shares Acquired

         Investment transaction are accounted for on the trade date. Cost is determined on an average cost basis except for money market securities, for which the cost is determined using the first-in, first-out method, incurred in the purchase and sale of securities by the funds are recognized in the statements of comprehensive income. The difference between the unrealized appreciation (depreciation) of investments at the beginning and at the end of the period is included in unrealized gain/loss on investments in the statements of comprehensive income. On disposal of an investment, the difference between the fair value and the cost of the investment is included in realized gain/loss on investments in the statements of comprehensive income.

         When no quoted prices are available, the fair value is estimated using present value or other valuation methods, which are influenced by the assumptions used concerning the amount and timing of estimated future cash flows and discount rates, which reflect varying degrees of risk, including liquidity risk, credit risk, risks related to interest rates, exchange rates, and price and rate volatility.

         The calculation of the fair values may differ given the role that judgment plays in applying the valuation techniques and the acceptable estimation, Fair value reflects market conditions at a given date and, for this reason, it may not be representative of future fair values.

      5. Evaluation of Levels of Control and Influence

The Company treats investments when it holds less than 20% of the equity as investments available for sale. Those investments available for sale are carried at market value.

The Company owns between 20% to 50% of the equity of an entity and is in a position to exercise significant influence

over the entity's operating and financial policies, the Company treats the entity as a subsidiary.

5. Critical Accounting Judgments and Estimates (continued)

Tax credit related to resources and mining tax credit for the current and prior periods are measured at the amount expected to be recovered from the taxation authorities using the tax rates and tax laws that have been enacted or substantively enacted at the statements of financial position date. Uncertainties exist with respect to the interpretation of tax regulations for which certain expenditures could be disallowed by the taxation authorities in the calculation of credits, and the amount and timing of their collection.

The calculation of the Company's credits necessarily involves a degree of estimation and judgment in respect of certain items with tax treatments which cannot be finally determined until notice of assessments and payments have been received from the relevant taxation authority. Differences arising between the actual results following final resolution of some of these items and the assumptions made could necessitate adjustments to tax credits related to resources and to mining tax credits, exploration and evaluation assets and income tax expense in future periods.

1. Critical Accounting Judgments and Estimates (continued)

   The amounts recognized in the consolidated financial statements are derived from the Company's best estimation and management's judgment as described above. However, the inherent uncertainty regarding the outcome of these items means that the eventual resolution could differ from the accounting estimates and therefore have an impact on the Company's financial position and its cash flows.

2. Intangible assets

   During the year ended March 31, 2024, pursuant to a license agreement, H2SX issued a total of 990,000 common shares at a value of $990 for the licensed technology and the Company recorded intangible assets of $990 (Note 7).

3. Exploration and Evaluation Assets

Julie Project

Le Royal Project

Manicouagan Project

Villebon Project

Notre Dame Project

22F16

Project

Iceland Total Projects

$ $ $ $ $ $ $ $

The exploration and evaluation assets are described in more detail below.

Julie Project

The Julie Project is located via a 90-minute drive from the deep seaport city of Baie-Comeau on the Quebec North Shore. The Project comprises 294 claims for an area of 16,226.99 hectares. It is contained on NTS sheets 22K03, 22F13 and 22F14. The Project is prospective for nickel, copper, cobalt, palladium, platinum, silver, and magnesium.

In 2021, the Company entered into a purchase agreement for 28 mineral claims adjacent to the Julie Project pursuant to which the Company issued 100,000 common shares at a fair value of $27,000, a cash payment of $50,000 and a 1.5% NSR to the vendor.

7. Exploration and Evaluation Assets (continued) Villebon Project

The Villebon Project is located within the Abitibi Greenstone Belt of northwestern Quebec. The project is comprised of 59 mining claims of 3,220 hectares. It is contained on NTS sheet 31N14.

In a prior year, the Company concluded there were indications that certain of the remaining claims comprising the asset were impaired and, as a result, the Company recorded an impairment charge to write off the project in 2019.

There were no exploration credits in 25 mining claims, which expired during the year ended March 31, 2025.

Le Royal Project

The project, comprised of 5 mining claims for an area of 286 hectares, is located in the lithium mining camp of LaCorne, in the Abitibi region of Quebec. The acquisition was done jointly with Lepidico Ltd. (ASX: LPD) (formerly known as Platypus Minerals Ltd.) ("Lepidco"). St-Georges currently owns 90% of the project, and Lepidico owns 10%.

During the year ended March 31, 2023, the Company determined the Le Royal project was not economically viable for the time being and impaired $234,848 on the project.

Manicouagan Project

The Manicouagan Project is located approximately 70 km north of the Manicouagan Crater and 350 km northwest of Baie-Comeau, QC. It comprises 328 claims for an area of 17,206.66 hectares contained on NTS sheets 22C03, 22C04 and 23C05. The Project is prospective for Critical and Strategic Minerals including nickel, copper, cobalt, platinum, palladium, rhodium, ruthenium, osmium, and iridium.

On January 27, 2020, the Company entered into an agreement to acquire 100% of the Manicouagan project, comprised of 77 mining claims and located on the Quebec North Shore. This project was co-owned by Exploration J. F. Inc and Frank Dumas (then a director of the Company). 2% NSR was granted to the vendors as well as a zone of influence covering the 2 NTS sheets where the project is located.

On August 13, 2020, the Company entered into an agreement to acquire two mining claims, strategically located within the boundaries of the Manicouagan project of the Company, from two arms-length vendors.

The agreement calls for the signing of an NSR agreement within 30 days following the acquisition. The NSR covering these claims will be set at 1.5%, of which 1% can be bought back for $2,225,000 at any time at the Company's discretion. The NSR agreement will have to include an option in favor of the buyer to buy back 0.5% of this royalty for $750,000 and a subsequent 0.5% of the remaining NSR royalty for $1,500,000.

On November 17, 2021, the Company entered into an agreement to acquire the production royalty from one of the two royalty holders. On November 22, 2021, pursuant to the agreement, the Company issued 1,000,000 common shares with a deemed value of $500,000 to Exploration J. F. Inc.

In February 2025, 60 claims on the project were not renewed.

7. Exploration and Evaluation Assets (continued) Notre-Dame Project

The Notre Dame Project comprises 116 mining claims and is located near the municipality of Notre-Dame de Lorette on

the northern flank of the Lac St-Jean in Québec, on NTS Sheets 32H01 and 32H02. It is prospective for niobium, cesium, lanthanum, neodymium, praseodymium, samarium, and yttrium.

On October 24, 2023, the Company announced it entered into a binding term sheet with Slam Exploration Ltd. ("Slam")

(TSX: SXL) to option its Notre-Dame Niobium critical minerals project.

On February 5, 2024, Slam Exploration Ltd. terminated the Binding Term Sheet for the acquisition of a 100% interest in the Notre-Dame claims.

22F16 Project

In January 2024, the Company acquired 5 claims contained on NTS sheets 22F16 at no cost.

Lithium Extraction Technology

On December 7, 2017, the Company and Iconic Minerals Ltd (TSX-V: ICM) ("Iconic") entered into a definitive exclusive technology licensing agreement for all sites to be operated by Iconic and/or its affiliates in the state of Nevada. In return for a perpetual license for the SX Technologies (the Company's proprietary lithium extraction suite of technologies), and its future improvements, Iconic will provide the following to the Company:

• Invest by way of private placement CAD $100,000 in the Company's equity within 6 months or the next private placement offering (Iconic executed its options to invest $100,000 into the share capital of the Company in the private placement closed on January 14, 2019);

• Issue in total 5 million common shares ("Shares") of Iconic to be released in stages, based on benchmarks reached. The shares will be issued according to the performance schedule outlining the stages of each development phase below:

  1. 2,000,000 shares at Stage 1 Benchmark completion: which is defined by the delivery of an independent laboratory report by the Company (received on August 29, 2019);

  2. 1,500,000 shares at Stage 2 Benchmark completion: which is defined by an independent report describing results of initial pilot mining operations and the processing of a minimum of one (1) metric ton in a simulated industrial environment; and

  3. 1,500,000 shares at Stage 3 Benchmark completion: which is defined by the reception of a Preliminary Economical Assessment Report (PEA) or at commercialization decision or the third (3rd) year anniversary mark of this agreement assuming other issuances have all been done.

     The shares the Company earns in each stage will be escrowed for the duration of 36 months.

• A perpetual Net Revenue Interest Royalty (NRI) of 5% will be granted on all minerals produced on sites licensed with SX Technologies.

On July 24, 2019, the Company completed the Independent Review of Stage 1, and the report was delivered to Iconic. On August 29, 2019, Iconic issued 2,000,000 common shares to the Company (Note 10) with a fair value of $118,293 upon completion of the Stage 1 benchmark.

7. Exploration and Evaluation Assets (continued)

On August 18, 2023, the Company received 816,515 shares of Nevada Lithium Resources Inc. ("Nevada Lithium") at a fair value of $244,955 determined based on the prevailing market price on the date of issuance pursuant to the completion of a plan of arrangement between Nevada Lithium and Iconic and as a shareholder of Iconic (Note 10). The Company recorded a gain of $244,955 on investments in the statements of loss and comprehensive loss as at the year ended March 31, 2024.

Research and development in the Bonnie Claire project was paused initially due to permitting delays barring the Company from receiving further materials. The parties have agreed to pause research indefinitely after the transaction between Iconic and Nevada Lithium on Bonnie Claire project. All clauses of the agreement are still enforceable outside of the mutually agreed pause. However, the parties could decide to terminate some or all of them in the future.

Iceland Resources EHF

On November 16, 2016, the Company entered into a Binding Term Sheet with Iceland Resources EHF ("Iceland Resources"), an exploration company incorporated under the laws of the Republic of Iceland. On February 28, 2017, the Company and Iceland Resources executed a Purchase of Business Agreement (the "Purchase Agreement"), whereby the Company acquired all of the issued and outstanding shares of Iceland Resources for total consideration of $850,000.

On October 6, 2018, the Company entered into a share purchase agreement ("SPA") with the minority shareholders of Iceland Resources to acquire the remaining 40% interest in Iceland Resources, such that Iceland Resources is now a wholly owned subsidiary of the Company.

On October 11, 2018, Iceland Resources executed a share purchase and subscription agreement with Spá EHF and Íslensk Vatnsorka EHF to allow Iceland Resources to acquire a 15% interest in Íslensk Vatnsorka EHF, a private company with its main project being Hagavatnsvirkjun, a 10-20 MW hydropower plant located just south of Langjokull in Iceland.

On June 29, 2020, the Company signed a binding letter of intent to acquire all of the issued and outstanding shares of Melmi ehf ("Melmi"), which owns a 100% interest in the Thor Gold Property. The Company only had a 41% farm-in option. Under the terms of the binding letter of intent, the Company will pay up to $775,000 in consideration of the Melmi shares as follows:

• Paid $65,000 upon the execution of the definitive share purchase agreement ("Definitive Agreement");

• Paid an additional $60,000 on the earlier of: (a) 90 days after execution of the Definitive Agreement; and (b) the start of drilling on the Thor Property;

• Issued $400,000 of non-transferable debentures of the Company bearing a 6% annual interest, maturing 3 years from issuance, of which $100,000 will be convertible into common shares of the Company at a deemed price of $0.10 per share, $150,000 at a deemed price of $0.15 per share, and $150,000 at a deemed price of $0.20 per share;

  The fair value of the cash and the convertible debentures was determined to be $519,573 and was based on a discount rate of 19% and a Black Scholes Pricing Model for the conversion feature.

• As additional consideration, subject to and upon all the licenses applications having been granted, issue $250,000 non-transferable debentures of the Company bearing a 6% annual interest, maturing 3 years from issuance, and convertible into shares of the Company at a deemed price of $0.20 per share. (All the licenses applications were not granted. The requirement is void.)

On November 25, 2023, Iceland Resources acquired surface and minerals rights from private landowners on the Elbow Creek Project. Results from work done by the Company on behalf of the landowners are now available.

7. Exploration and Evaluation Assets (continued)

Pursuant to the terms of the agreement, the Company has granted the landowners a 2.5% NSR, of which 1.3% can be bought back for USD$1.3M within 90 days of completing a final feasibility study on the project. Any additional payments to landowners prior to production will be applied against future royalty payments, except for the partial buyback option. The Company paid US$50,000 in January 2024 to access the project.

St-Georges Metallurgy Corp.

On February 27, 2020, the Company incorporated a new subsidiary, St-Georges Metallurgy Corp. ("SXM)". This entity is owned 100% by the Company.

Altair International Ltd.

On December 1, 2020, the Company signed a Binding Letter of Intent with Altair International Corp. ("Altair") (US-OTC: ATAO), pursuant to which the Company agreed to provide access to its patent-pending lithium processing technology for lithium-in-clay mineral deposits, and also agreed to jointly develop a patentable electric vehicle battery recycling industrial process.

In return for the access to the lithium processing technology and as part of their contribution in the development of patentable intellectual property related to EV Battery Recycling, Altair will issue a total of 6,000,000 common shares in 3 tranches as milestones mutually agreed upon are met. Altair will also make a total of US$300,000 cash payment to the Company.

On February 11, 2021, the Company, SXM and Altair entered into a License and Royalty Agreement for Altair to license SXM's patent-pending extraction methods and technology in separation, recovery, and purification of lithium and to act as an agent of the Company's developing technology in battery recycling.

During the fifteen months ended March 31, 2022, the Company received 2,000,000 shares of Altair at a fair value of

$557,920 (Note 10).

On February 21, 2025, Altair, the Company and its subsidiary SXM agreed to terminate the License and Royalty agreement dated February 11, 2021.

LiOH Corp.

On June 5, 2024, the Company entered into an exclusive agreement with LiOH Corp. ("LiOH), a corporation created to finance and market the lithium technology. The license is exclusive for an initial period of five years. LiOH will pay all cash disbursements required to finance and operate the initial showcase lithium nitrate and lithium hydroxide operations.

The exclusive license is renewable for an additional five years under certain circumstances, including:

• Completion of the pilot operations with other partners under SXM's supervision.

• Completion of an independent study by March 31, 2027, and

• Starting the preliminary engineering work for the larger industrial plant by March 31, 2027.

• Operating the larger showcase plant or being advanced in the design and financing of the industrial plant, capable of producing 20,000 tons per year and have the permitting process underway.