2024 GUIDE TO LISTING 39 1. “G&A” means general and administrative expenses. 2. TSX will consider a property to be sufficiently advanced if continuity of mineralization is demonstrated in three dimensions at economically interesting grades. 3. A company must hold or have the right to earn and maintain a 50% interest in the property. Companies holding less than a 50% interest will be considered on a case-by-case basis looking at program size stage of advancement of the property and strategic alliances. 4. “Tier 1 property*” means a property that has substantial geological merit and is: a. a property in which the Issuer holds a material interest; b. a property on which previous exploration, including detailed surface geological, geophysical and/or geochemical surveying and at least an initial phase of drilling or other detailed sampling (such as trench or underground opening sampling), has been completed; c. a property that has, at a minimum, a current inferred mineral resource; and d. an independent geological report recommends a minimum $500,000 Phase 1 drilling (or other form of detailed sampling) program based on the merits of previous exploration results; or an independent, positive feasibility study demonstrates that the property is capable of generating positive cash flow from ongoing operations. * see guidance note at Policy 1.1 of the TSXV Corporate Finance Manual 5. “significant interest” means at least 50% interest. 6. “geological report” or “technical report”, in the case of a mining property, is a report prepared in accordance with National Instrument 43-101†–Standards of Disclosure for Mineral Projects or any successor instrument. †Mining Disclosure Standards National Instrument 43-101 is the Canadian Securities Administrators’ policy that governs the scientific and technical disclosure for mineral projects made by mineral exploration and mining companies, including the preparation of technical reports. The instrument covers oral statements as well as written documents and websites. NI 43-101 requires that all technical disclosure be prepared by or under the supervision of a “qualified person.” Issuers are required to make disclosure of reserves and resources using definitions approved by the Canadian Institute of Mining, Metallurgy and Petroleum. TSXV TSXV TIER 1 TSXV TIER 2 PROPERTY REQUIREMENTS Material interest in a Tier 1 property.4 Significant interest5 in a qualifying property or, at discretion of TSXV, a right to earn a significant interest5 in a qualifying property. Sufficient evidence of no less than $100,000 of exploration expenditures on the qualifying property in the past three years. RECOMMENDED WORK PROGRAM $500,000 on the Tier 1 property4 as recommended in a geological report.6 $100,000 of Approved Expenditures on the qualifying property within 36 months period preceding application of listing; $200,000 on the qualifying property as recommended in a geological report.6 WORKING CAPITAL AND FINANCIAL RESOURCES Adequate working capital and financial resources to carry out stated work program or execute business plan for 18 months following listing; $200,000 in unallocated funds. Adequate working capital and financial resources to carry out stated work program or execute business plan for 12 months following listing; $100,000 in unallocated funds. NET TANGIBLE ASSETS, EARNINGS OR REVENUE $2,000,000 net tangible assets. No requirement. OTHER CRITERIA A geological report6 recommending completion of work program. MANAGEMENT AND BOARD OF DIRECTORS Management, including board of directors, should have adequate experience and technical expertise relevant to the company’s mining projects as well as adequate public company experience. Companies are required to have at least two independent directors, a Chief Executive Officer (CEO), a Chief Financial Officer who is not also the CEO, and a Corporate Secretary. DISTRIBUTION, MARKET CAPITALIZATION AND PUBLIC FLOAT Public float of 1,000,000 shares; 250 public shareholders each holding a board lot and having no resale restrictions on their shares; 20% of issued and outstanding shares in the hands of public shareholders. Public float of 500,000 shares; 200 public shareholders each holding a board lot and having no resale restrictions on their shares; 20% of issued and outstanding shares in the hands of public shareholders. SPONSORSHIP Sponsor report may be required. NI 43-101 is available at: www.osc.gov.on.ca/en/15019.htm
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