Galore Resources : Financial Statements for year ended March 31, 2022

Consolidated Financial Statements

March 31, 2022

and

March 31, 2021

(Expressed in Canadian Dollars)

INDEPENDENT AUDITOR'S REPORT

To the Shareholders of Galore Resources Inc.

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the consolidated financial statements of Galore Resources Inc. (the "Company"), which comprise the consolidated statements of financial position as at March 31, 2022 and 2021 and the consolidated statements of comprehensive loss, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the financial position of the Company as at March 31, 2022 and 2021 and its financial performance and its 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 the ethical requirements that are relevant to our audit of the financial statements in Canada, and we have fulfilled our 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.

Material Uncertainty Related to Going Concern

We draw attention to Note 1 in the consolidated financial statements, which indicates that the Company's ability to continue as a going concern is dependent upon its ability to raise sufficient funds in order to finance exploration and administrative expenses. These matters, 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.

Other Information

Management is responsible for the other information. The other information comprises the information included in "Management's Discussion and Analysis" but does not include the consolidated financial statements and our auditor's report thereon.

Our opinion on the consolidated 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 consolidated financial statements, our responsibility is to read the other information, and in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. 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.

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.

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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.

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.

The engagement partner on the audit resulting in this independent auditor's report is G. Cameron Dong.

Chartered Professional Accountants

Vancouver, BC, Canada

July 29, 2022

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GALORE RESOURCES INC.

Consolidated Statements of Financial Position

As at March 31,

(Expressed in Canadian Dollars)

	2022	2021
	$	$
Assets
Current assets
Cash	74,670	344
Amounts receivable	4,474	5,785
Prepaid expenses	15,201	-
	94,345	6,129
Exploration and evaluation assets (note 3)	8,582,099	7,645,151
	8,676,444	7,651,280
Liabilities and Equity
Current liabilities
Accounts payable and accrued liabilities (note 4)	3,976,109	3,157,681
Due to related party (note 5)	582,043	570,848
Loans payable (note 6)	39,135	86,844
	4,597,287	3,815,373
Shareholders' equity
Share capital (note 7(a))	18,366,800	17,485,274
Reserves (note 7(c))	3,062,887	2,902,152
Deficit	(17,350,530)	(16,551,519)
	4,079,157	3,835,907
	8,676,444	7,651,280

See accompanying notes to the consolidated financial statements

Nature and continuance of operations (note 1)

Commitments (note 13)

Approved by the Board of Directors and authorized for issue on July 29, 2022.

"Charles Troup"		"Mike McMillan"
Charles Troup, Director		Mike McMillan, Director

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GALORE RESOURCES INC.

Consolidated Statements of Comprehensive Loss For the years ended March 31,

(Expressed in Canadian Dollars)

20222021

$$

Operating costs and expenses

Amortization Consulting (note 4)

Corporate development and investor relations Interest expense (note 5 & 6)

Management fees (note 4) Office and miscellaneous Professional fees Shareholder communications Share-based compensation (note 4) Trust and filing fees

Loss from operations

Foreign exchange gain (loss)

Bonus shares (note 7 (a))

Loan bonus (note 6)

Impairment of equipment

Net loss and comprehensive loss for the year

Weighted average number of common shares outstanding

Basic and diluted loss per share

		-		2,515
		19,710		8,445
		12,091		3,865
		225,800		204,871
		316,216		267,366
		14,805		8,190
		66,576		46,979
		12,286		364
		160,735		25,448
		62,424		26,466
		(890,643)		(594,509)
		101,632		167,860
		(10,000)		-
		-		(2,800)
		-		(9,668)
		(799,011)		(439,117)
	149,260,969		134,266,984
	$	(0.01)	$	(0.00)

See accompanying notes to the consolidated financial statements

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