1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
FORM 10-K
[ x ]
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended March 31, 2012
or
[ ]
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________________ to
__________________
Commission file number 000-53291
LAKE VICTORIA MINING COMPANY,
INC.
(Exact name of registrant as specified in its
charter)
Nevada
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51-0628651
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State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization
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Identification No.)
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Suite 810 675 West Hastings Street
Vancouver,
British Columbia, Canada V6B 1N2
(Address of principal executive
offices, including zip code)
604.681.9635
(telephone number, including
area code)
Securities registered pursuant to Section 12(b) of the Act
Title of Each Class
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Name of each Exchange on which registered
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Nil
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N/A
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Securities registered pursuant to Section 12(g) of the Act
Common Stock, par value $0.00001 per
share
(Title of Class)
Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities Act.
YES
[ ]
NO
[ x ]
Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or 15(d) of the Act:
YES
[ ]
NO
[ x
]
Indicate by check mark whether the registrant(1) has filed all
reports required by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 day.
YES
[ x ]
NO
[ ]
Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Website, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule405 of Regulation S-T (§229.405 of this chapter) during the preceding
12 months (or for such shorter period that the registrant was required to submit
and post such files).
YES
[ x ]
NO
[ ]
2
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulations S-K is not contained herein, and will not be
contained, to the best of registrants knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K.[ ]
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See the definitions of large accelerated filer,
accelerated filer and smaller reporting company in Rule 12b-2 if the
Exchange Act.
Large Accelerated Filer
[ ]
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Accelerated Filer
[ ]
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Non-accelerated Filer
[ ]
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Smaller Reporting Company
[ x ]
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(Do not check if a smaller reporting company)
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Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Act).
YES
[ ]
NO
[ x ]
State the aggregate market value of the voting and non-voting
common equity held by non-affiliates computed by reference to the price at which
the common equity was sold, or the average bid and asked prices of such common
equity, as of the last business day of the registrants most recently completed
second fiscal quarter: $24,225,254 based on a price of $0.31 per share, being
the average bid and ask price of the registrants common stock as quoted on
the OTC Bulletin Board on September 30, 2011.
Indicate the number of shares outstanding of each of the
registrant's classes of common stock as of the latest practicable date
111,770,733 shares of common stock as of June 29, 2012.
DOCUMENTS INCORPORATED BY REFERENCE
List hereunder the following documents if incorporated by
reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which
the document is incorporated: (1) Any annual report to security holders; (2) Any
proxy or information statement; and (3) Any prospectus filed pursuant to Rule
424(b) or (c) under the Securities Act of 1933. The listed documents should be
clearly described for identification purposes (e.g., annual report to security
holders for fiscal year ended December 24, 1980).
Not Applicable
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TABLE OF CONTENTS
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PART I
Forward Looking Statements
This annual report contains forward-looking statements.
Forward-looking statements are projections of events, revenues, income, future
economic performance or managements plans and objectives for our future
operations. In some cases, you can identify forward-looking statements by
terminology such as may, should, expects, plans, anticipates,
believes, estimates, predicts, potential or continue or the negative
of these terms or other comparable terminology. These statements are only
predictions and involve known and unknown risks, uncertainties and other
factors, including the risks in the section entitled Risk Factors and the
risks set out below, any of which may cause our or our industrys actual
results, levels of activity, performance or achievements to be materially
different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements. These
risks include, by way of example and not in limitation:
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risks and uncertainties relating to the interpretation of sampling results,
the geology, grade and continuity of mineral deposits;
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risks and uncertainties that results of initial sampling and mapping will
not be consistent with our expectations;
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mining and development risks, including risks related to accidents,
equipment breakdowns, labor disputes or other unanticipated difficulties with
or interruptions in production;
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the potential for delays in exploration activities;
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risks related to the inherent uncertainty of cost estimates and the
potential for unexpected costs and expenses;
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risks related to commodity price fluctuations;
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the uncertainty of profitability based upon our limited history;
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risks related to failure to obtain adequate financing on a timely basis and
on acceptable terms for our planned exploration projects;
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risks related to environmental regulation and liability;
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risks that the amounts reserved or allocated for environmental compliance,
reclamation, post-closure control measures, monitoring and on-going
maintenance may not be sufficient to cover such costs;
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risks related to tax assessments;
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political and regulatory risks associated with mining development and
exploration; and
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other risks and uncertainties related to our mineral property and business
strategy.
This list is not an exhaustive list of the factors that may
affect any of our forward-looking statements. These and other factors should be
considered carefully and readers should not place undue reliance on our
forward-looking statements.
Forward looking statements are made based on managements
beliefs, estimates and opinions on the date the statements are made and we
undertake no obligation to update forward-looking statements if these beliefs,
estimates and opinions or other circumstances should change. Although we believe
that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity, performance
or achievements. Except as required by applicable law, including the securities
laws of the United States and Canada, we do not intend to update any of the
forward-looking statements to conform these statements to actual results.
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In this annual report, unless otherwise specified, all dollar
amounts are expressed in United States dollars and all references to common
stock refer to the common shares in our capital stock.
As used in this annual report, the terms we, us, our, the
Company and Lake Victoria mean Lake Victoria Mining Company, Inc., and our
wholly owned subsidiaries Kilimanjaro Mining Company Inc., Lake Victoria
Resources (T) Limited, Chrysos 197 Company Tanzania Ltd and Jin 197 Company
Tanzania Ltd, unless otherwise indicated.
General
Lake Victoria Mining Company, Inc. was incorporated on December
11, 2006 under the laws of the State of Nevada. We are an exploration stage
corporation focused on acquiring, exploring and developing gold deposits in the
Lake Victoria Greenstone Belt in Tanzania, East Africa. As of March 31, 2012, we
hold prospective gold projects, consisting of 29 Prospecting Licenses (PLs) and
71 Primary Mining Licenses (PMLs) and four uranium projects consisting of 6
Prospecting Licenses, within its Tanzania property portfolio, covering
approximately 2,280 square kilometers. We carry out our business by acquiring,
exploring and evaluating mineral properties through our ongoing exploration
programs. Following exploration, we intend to either advance them to a
commercially feasible mining stage, enter joint ventures to further develop
these properties or dispose of them if the properties do not meet our
requirements. Our properties are all early stage exploration properties. Within
our mineral exploration land in Tanzania our focus is primarily on gold,
although our portfolio also contains uranium prospects.
Since inception we have had no revenues and have relied upon
the sale of our securities to fund operations. To date, we have not discovered a
commercially viable ore body, mineral deposit or mineral reserve on any of our
properties and we will be unable to do so until further exploration is done and
a comprehensive evaluation concludes an economic and legal feasibility
study.
Our property portfolio is large, therefore we may interest
other companies in our properties to either participate by means of option or
joint venture agreements in the exploration of them or to finance and establish
production if mineralization is found.
We maintain our registered agents office at The Corporation
Trust Company of Nevada, 6100 Neil Road, Suite 500, Reno, Nevada 89511 and our
business and administrative office is located at Suite 810 675 West Hastings
Street, Vancouver, British Columbia, V6B 1N2, Canada. Our telephone number is
604.681.9635.
Recent Corporate Developments
Since the commencement of our fourth quarter ended March 31,
2012, we experienced the following significant corporate developments:
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1.
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On the Uyowa Gold Project, we conducted a 2,486 meter
reverse circulation drilling during the latter part of 2011 and identified
two narrow, but continuous, gold rich zones extending about 1.3 kilometers
in strike length. Reconnaissance investigation is currently underway on
the Uyowa block of licenses, located 40 kilometers southeast of the Kahama
South license. A number of ground magnetic anomalies within the licenses
are being targeted with soil and termite sampling programs. In May 2012, a
1459 meter diamond drilling program was completed at the Target 1
location. Assays are pending and will be reported when available and
confirmed. At least seven ground magnetic targets within the northern
license are to be prioritized for a Rotary Air Blast (RAB) drilling
program during the course of this year.
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2.
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In late 2011, we commenced opening a number of the old
collapsed trenches across the BIF hill at the Kiabakari East Prospect
located within the central part of the Musoma-Mara Greenstone Belt in the
Musoma District in northeastern Tanzania. Sampling of some of the
artisanal workings and shafts on the hill returned encouraging results.
Mapping and channel sampling were completed before cessation of field
activities and samples were submitted to SGS Laboratories, Mwanza for
analysis of gold. Additional infill trenches have been planned, pending
results from this initial trench program. At the nearby Kinyambwiga
property, an auger drill program is currently in progress to test strike
extensions of the Kanunga 1 gold rich vein beneath areas of thin clay rich
soil cover. Once completed, the auger rig will be utilised to
explore coincident ground magnetic and IP gradient targets,
overlain by similar soil cover, on nearby Suguti and Murangi
licenses.
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3.
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In April, 2012 we closed a private placement of
14,285,000 shares at a price of $0.06 per share for gross proceeds of
$857,100. We issued an aggregate of 2,000,000 shares to one subscriber
that represented that they were not US person (as that term is defined in
Regulation S of the Securities Act of 1933) in an offshore transaction
pursuant to Regulation S and/or Section 4(2) of the Securities Act of 1933
and an additional 12,285,000 shares to eight accredited investors, who
represented that they were each a US Person as defined in Regulation S,
pursuant to Rule 506 of Regulation D and/or Section 4(2) of the Securities
Act of 1933. Proceeds of the private placement are intended to be applied
to the Companys ongoing work program on its mining projects, continued
exploration for new projects and general working capital.
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4.
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Effective April 24, 2012, we appointed Lorne B. Anderson
as a director of our company. Mr. Anderson is a Chartered Accountant with
over 45 years of experience since his designation and has been an
Independent Financial consultant to the minerals industry since 1998. He
has served as a director of Tahoe Resources Inc. since June 2010 to date
and as the Director of Skyline Gold Corporation from June 2006 to date and
CFO from December 2008 to date. He was the CFO of Tyhee Gold Corp from May
2005 until January 2012 and was the CFO and Treasurer of Glamis Gold Ltd.
from 1988 to 1998. Mr. Anderson has more than 20 years experience in the
mining industry, during which time he has been involved with
administration, equity and bank financings, and investor relation
programs. In connection with the appointment of Mr. Anderson to the board,
we granted stock options to Mr. Anderson to purchase 300,000 shares of our
common stock at an exercise price of $0.09 per share exercisable until
April 30, 2015.
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5.
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At Kahama South, we have commenced a ground magnetic
survey and a geologic mapping program of the 245 square kilometer
project.
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6.
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During 2012, early stage exploration programs are planned
for a number of additional Company licenses within the North Mara
Greenstone Belt of northeastern Tanzania.
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Competitive Factors
The gold mining industry is fragmented, that is there are many
gold prospectors and producers, small and large. We are a small exploration
stage mining company and we do not have the financial, personnel or equipment
resources that many competitors possess. Because of our lack of resources we may
not be able to adequately withstand the competitive forces that exist in the
mining industry generally and specifically with respect to gold mining.
Regulations
Mineral rights in the United Republic of Tanzania are governed
by the Mining Act of 1998 and The Mining (Mineral Rights) Regulations, 2010 and
control over minerals is vested in the United Republic of Tanzania. Prospecting
for minerals may only be conducted under authority of a mineral right granted by
the Ministry of Energy and Minerals under this Act.
The three types of mineral rights most often encountered, which
are applicable to us include: prospecting licenses; retention licenses; and
mining licenses. A prospecting license grants the holder thereof the exclusive
right to prospect in the area covered by the license for all minerals, other
than building and gemstones, for an initial period of four years. Thereafter,
the license is renewable for two further periods of three and two years
consecutively. On each renewal of a prospecting license, 50 percent of the area
covered by the license must be relinquished. The maximum initial area for a
prospecting license is 300 square kilometers. A company applying for a
prospecting license must, inter alia, state the financial and technical
resources available to it. A retention license can also be requested from the
Minister, after the expiry of the 4-3-2-year prospecting license period, for
reasons ranging from funds to technical considerations.
Mining is carried out through either a mining license or a
special mining license or a primary mining license, all three of which confer on
the holder thereof the exclusive right to conduct mining operations in or on the
area covered by the license. A mining license is granted for a period of 10
years and is renewable for a further period of 10 years. A special mining
license is granted for a period of 25 years and is renewable for the estimated
life of the ore body or such period as the applicant may request whichever
period is shorter. If the holder of a prospecting license has identified a mineral deposit within the prospecting
area which is potentially of commercial significance, but it cannot be developed
immediately by reason of technical constraints, adverse market conditions or
other economic factors of a temporary character, it can apply for a retention
license which will entitle the holder thereof to apply for a special mining
license when it sees fit to proceed with mining operations.
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A retention license is valid for a period of five years and is
thereafter renewable for a single period of five years. A mineral right may be
freely transferred by the holder thereof to another person, except for a mining
license, which must have the approval of the Ministry to be assigned.
However, this approval requirement for the assignment of a
mining license will not apply if the mining license is assigned to an affiliate
company of the holder or to a financial institution or bank as security for any
loan or guarantee in respect of mining operations.
A holder of a mineral right may enter into a development
agreement with the Ministry to guarantee the fiscal stability of a long-term
mining project and make special provision for the payment of royalties, taxes,
fees and other fiscal imposts.
We have complied with all applicable requirements and the
relevant licenses have been issued.
Environmental Law
We are also subject to Tanzania laws dealing with environmental
matters relating to the exploration and development of mining properties. While
in the exploration stage, on any of our project areas, we are conscious of any
environmental impact we may be having. However, our obligations are very
limited, as our activities cause minimal environmental disturbances and are
limited to mapping, sampling, trenching, geophysical surveying and drilling.
Once project areas reach a point of being commercially feasible for mining then
we will be required to conduct proper environmental impact studies based on
feasibility reports and planned mining operations. We do protect the environment
through any regulations affecting:
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Health and Safety
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Archaeological Sites
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3.
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Exploration Access
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Subsidiaries
We have four wholly owned subsidiaries. Kilimanjaro Mining
Company Inc., a US corporation, Lake Victoria Resources (T) Limited, Chrysos 197
Company Tanzania Ltd and Jin 179 Company Tanzania Ltd. which are Tanzanian
corporations.
Employees
On April 26, 2011, we entered into employment and contract
agreements with our officers and directors. Our president David Kalenuik and
secretary Heidi Kalenuik agreed to handle our administrative duties. See Item
11. Executive Compensation Employment Agreements, below.
To the extent possible we intend to use the services of
subcontractors for manual labor and exploration work on our properties. Lake
Victoria Resources (T) Limited, our wholly owned Tanzania subsidiary may hire
subcontractors and employees to complete exploration work. A large skilled and
unskilled workforce is readily available within Tanzania to satisfy any labour
requirements we may have. Through contractors and skilled professional employees
we do provide any necessary on the job training to accomplish our exploration
objectives.
Much of the information included in this annual report includes
or is based upon estimates, projections or other forward looking statements.
Such forward looking statements include any projections and estimates made by us
and our management in connection with our business operations. While these
forward-looking statements, and any assumptions upon which they are based, are made in good faith
and reflect our current judgment regarding the direction of our business, actual
results will almost always vary, sometimes materially, from any estimates,
predictions, projections, assumptions or other future performance suggested
herein.
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Such estimates, projections or other forward looking
statements involve various risks and uncertainties as outlined below. We
caution the reader that important factors in some cases have affected and, in
the future, could materially affect actual results and cause actual results to
differ materially from the results expressed in any such estimates, projections
or other forward looking statements.
Risks Associated with Mining
All of our properties are in the exploration stage. There is
no assurance that we can establish the existence of any mineral resource on any
of our properties in commercially exploitable quantities. Until we can do so, we
cannot earn any revenues from operations and if we do not do so we will lose all
of the funds that we expend on exploration. If we do not discover any mineral
resource in a commercially exploitable quantity, our business could fail.
Despite exploration work on our mineral properties, we have not
established that any of them contain any mineral reserve, nor can there be any
assurance that we will be able to do so. If we do not, our business could fail.
A mineral reserve is defined by the Securities and Exchange
Commission in its Industry Guide 7 (which can be viewed over the Internet at
http://www.sec.gov/divisions/corpfin/forms/industry.htm#secguide7
) as
that part of a mineral deposit which could be economically and legally extracted
or produced at the time of the reserve determination. The probability of an
individual prospect ever having a reserve that meets the requirements of the
Securities and Exchange Commissions Industry Guide 7 is extremely remote; in
all probability our mineral resource property does not contain any reserve and
any funds that we spend on exploration will probably be lost.
Even if we do eventually discover a mineral reserve on one or
more of our properties, there can be no assurance that we will be able to
develop our properties into producing mines and extract those resources. Both
mineral exploration and development involve a high degree of risk and few
properties which are explored are ultimately developed into producing mines.
The commercial viability of an established mineral deposit will
depend on a number of factors including, by way of example, the size, grade and
other attributes of the mineral deposit, the proximity of the resource to
infrastructure such as a smelter, roads and a point for shipping, government
regulation and market prices. Most of these factors will be beyond our control,
and any of them could increase costs and make extraction of any identified
mineral resource unprofitable.
Mineral operations are subject to applicable law and
government regulation. Even if we discover a mineral resource in a commercially
exploitable quantity, these laws and regulations could restrict or prohibit the
exploitation of that mineral resource. If we cannot exploit any mineral resource
that we might discover on our properties, our business may fail.
Both mineral exploration and extraction require permits from
various foreign, federal, state, provincial and local governmental authorities
and are governed by laws and regulations, including those with respect to
prospecting, mine development, mineral production, transport, export, taxation,
labour standards, occupational health, waste disposal, toxic substances, land
use, environmental protection, mine safety and other matters. There can be no
assurance that we will be able to obtain or maintain any of the permits required
for the continued exploration of our mineral properties or for the construction
and operation of a mine on our properties at economically viable costs. If we
cannot accomplish these objectives, our business could fail.
We believe that we are in compliance with all material laws and
regulations that currently apply to our activities but there can be no assurance
that we can continue to remain in compliance. Current laws and regulations could
be amended and we might not be able to comply with them, as amended. Further,
there can be no assurance that we will be able to obtain or maintain all permits
necessary for our future operations, or that we will be able to obtain them on
reasonable terms. To the extent such approvals are required and are not
obtained, we may be delayed or prohibited from proceeding with planned
exploration or development of our mineral properties.
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Our business activities are conducted in Tanzania.
Our mineral exploration activities in Tanzania may be affected
in varying degrees by political stability and government regulations relating to
the mining industry and foreign investment in that country. The government of
Tanzania may institute regulatory policies that adversely affect the exploration
and development (if any) s properties. Any changes in regulations or shifts in
political conditions in this country are beyond the control and may adversely
affect its business. Investors should assess the political and regulatory risks
related to wes foreign country investments. Our operations may be affected in
varying degrees by government regulations with respect to restrictions on
production, price controls, export controls, foreign exchange controls, income
taxes, expropriation of property, environmental legislation and mine safety.
We may not have clear title to our properties.
Acquisition of title to mineral properties is a very detailed
and time-consuming process, and wes title to its properties may be affected by
prior unregistered agreements or transfers, or undetected defects. Several s
prospecting licenses are currently subject to renewal by the Ministry of Energy
and Minerals of Tanzania. In result, there is a risk that we may not have clear
title to all our mineral property interests, or they may be subject to challenge
or impugned in the future. We have exploration licenses. We do not have a
license to mine any minerals or reserves whatsoever commercially at this time on
any part of our properties. Once exploration has advanced to a point where
mining on one or more of our properties is feasible, we plan to apply for a
mining license or licenses.
If we establish the existence of a mineral resource on any
of our properties in a commercially exploitable quantity, we will require
additional capital in order to develop the property into a producing mine. If we
cannot raise this additional capital, we will not be able to exploit the
resource, and our business could fail.
If we do discover mineral resources in commercially exploitable
quantities on any of our properties, we will be required to expend substantial
sums of money to establish the extent of the resource, develop processes to
extract it and develop extraction and processing facilities and infrastructure.
Although we may derive substantial benefits from the discovery of a major
deposit, there can be no assurance that such a resource will be large enough to
justify commercial operations, nor can there be any assurance that we will be
able to raise the funds required for development on a timely basis. If we cannot
raise the necessary capital or complete the necessary facilities and
infrastructure, our business may fail.
Mineral exploration and development is subject to
extraordinary operating risks. We do not currently insure against these risks.
In the event of a cave-in or similar occurrence, our liability may exceed our
resources, which would have an adverse impact on our company.
Mineral exploration, development and production involve many
risks, which even a combination of experience, knowledge and careful evaluation
may not be able to overcome. Our operations will be subject to all the hazards
and risks inherent in the exploration for mineral resources and, if we discover
a mineral resource in commercially exploitable quantity, our operations could be
subject to all of the hazards and risks inherent in the development and
production of resources, including liability for pollution, cave-ins or similar
hazards against which we cannot insure or against which we may elect not to
insure. Any such event could result in work stoppages and damage to property,
including damage to the environment. We do not currently maintain any insurance
coverage against these operating hazards nor do we expect to get such insurance
for the foreseeable future. If a hazard were to occur, the costs of rectifying
the hazard may exceed our asset value and cause us to liquidate all of our
assets, resulting in the loss of your entire investment in our company.
Mineral prices are subject to dramatic and unpredictable
fluctuations.
We expect to derive revenues, if any, either from the sale of
our mineral resource properties or from the extraction and sale of precious and
base metals such as gold, silver and copper. The price of those commodities has
fluctuated widely in recent years, and is affected by numerous factors beyond
our control, including international, economic and political trends,
expectations of inflation, currency exchange fluctuations, interest rates,
global or regional consumptive patterns, speculative activities and increased
production due to new extraction developments and improved extraction and
production methods. The effect of these factors on the price of base and
precious metals, and therefore the economic viability of any of our exploration
properties and projects, cannot accurately be predicted.
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The mining industry is highly competitive and there is no
assurance that we will continue to be successful in acquiring mineral claims. If
we cannot continue to acquire properties to explore for mineral resources, we
may be required to reduce or cease operations.
The mineral exploration, development, and production industry
is largely un-integrated. We compete with other exploration companies looking
for mineral resource properties. While we compete with other exploration
companies in the effort to locate and acquire mineral resource properties, we
will not compete with them for the removal or sales of mineral products from our
properties if we should eventually discover the presence of them in quantities
sufficient to make production economically feasible. Readily available markets
exist worldwide for the sale of mineral products. Therefore, we will likely be
able to sell any mineral products that we identify and produce.
In identifying and acquiring mineral resource properties, we
compete with many companies possessing greater financial resources and technical
facilities. This competition could adversely affect our ability to acquire
suitable prospects for exploration in the future. Accordingly, there can be no
assurance that we will acquire any interest in additional mineral resource
properties that might yield reserves or result in commercial mining
operations.
If our costs of exploration are greater than anticipated,
then we may not be able to complete the exploration program for our Tanzanian
properties without additional financing, of which there is no assurance that we
would be able to obtain.
We are proceeding with the initial stages of exploration on our
Tanzanian properties. We are carrying out an exploration program that has been
recommended by a consulting geologist. This exploration program outlines a
budget for completion of the recommended exploration program. However, there is
no assurance that our actual costs will not exceed the budgeted costs. Factors
that could cause actual costs to exceed budgeted costs include increased prices
due to competition for personnel and supplies during the exploration season,
unanticipated problems in completing the exploration program and delays
experienced in completing the exploration program. Increases in exploration
costs could result in our not being able to carry out our exploration program
without additional financing. There is no assurance that we would be able to
obtain additional financing in this event.
Because of the speculative nature of exploration of mining
properties, there is substantial risk that no commercially exploitable minerals
will be found and our business will fail.
We are in the initial stage of exploration of our mineral
property, and thus have no way to evaluate the likelihood that we will be
successful in establishing commercially exploitable reserves of gold, silver or
other valuable minerals on our Tanzanian properties.
The search for valuable minerals as a business is extremely
risky. We may not find commercially exploitable reserves of gold, silver or
other valuable minerals in our mineral property. Exploration for minerals is a
speculative venture necessarily involving substantial risk. The expenditures to
be made by us on our exploration program may not result in the discovery of
commercial quantities of ore. The likelihood of success must be considered in
light of the problems, expenses, difficulties, complications and delays
encountered in connection with the exploration of the mineral properties that we
plan to undertake. Problems such as unusual or unexpected formations and other
conditions are involved in mineral exploration and often result in unsuccessful
exploration efforts. In such a case, we would be unable to complete our business
plan.
Because our executive officers have limited experience in
mineral exploration and do not have formal training specific to the
technicalities of mineral exploration, there is a higher risk that our business
will fail.
Our executive officers have limited experience in mineral
exploration and do not have formal training as geologists or in the technical
aspects of management of a mineral resource exploration company. As a result of
this inexperience, there is a higher risk of our being unable to complete our
business plan for the exploration of our mineral property. With no direct
training or experience in these areas, our management may not be fully aware of
many of the specific requirements related to working within this industry. Our
decisions and choices may not take into account standard engineering or
managerial approaches mineral resource exploration companies commonly use.
Consequently, the lack of training and experience of our management in this
industry could result in management making decisions that could result in a
reduced likelihood of our being able to locate commercially exploitable reserves
on our mineral property with the result that we would not be able to achieve
revenues or raise further financing to continue exploration activities. In
addition, we will have to rely on the technical services of others with expertise in geological exploration in order for us to carry
out our planned exploration program. If we are unable to contract for the
services of such individuals, it will make it difficult and maybe impossible to
pursue our business plan. There is thus a higher risk that our operations,
earnings and ultimate financial success could suffer irreparable harm and our
business will likely fail.
11
Risks Relating to Our Common Stock
If we issue additional shares in the future, it will result
in the dilution of our existing shareholders.
Our articles of incorporation authorize the issuance of up to
250,000,000 shares of common stock with a par value of $0.00001 per share. Our
board of directors may choose to issue some or all of such shares to acquire one
or more businesses or to provide additional financing in the future. The
issuance of any such shares will reduce the book value and market price of the
outstanding shares of our common stock. If we issue any such additional shares,
such issuance will reduce the proportionate ownership and voting power of all
current shareholders. Further, such issuance may result in a change of control
of our corporation.
Our common stock is illiquid and shareholders may be unable
to sell their shares.
There is currently a limited market for our common stock and we
can provide no assurance to investors that a market will develop. If a market
for our common stock does not develop, our shareholders may not be able to
re-sell the shares of our common stock that they have purchased and they may
lose all of their investment. Public announcements regarding our company,
changes in government regulations, conditions in our market segment or changes
in earnings estimates by analysts may cause the price of our common shares to
fluctuate substantially. In addition, stock prices for junior mineral
exploration companies fluctuate widely for reasons that may be unrelated to
their operating results. These fluctuations may adversely affect the trading
price of our common shares.
Penny stock rules will limit the ability of our stockholders
to sell their stock.
The Securities and Exchange Commission has adopted regulations
which generally define penny stock to be any equity security that has a market
price (as defined) less than $5.00 per share or an exercise price of less than
$5.00 per share, subject to certain exceptions. Our securities are covered by
the penny stock rules, which impose additional sales practice requirements on
broker-dealers who sell to persons other than established customers and
accredited investors. The term accredited investor refers generally to
institutions with assets in excess of $5,000,000 or individuals with a net worth
in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly
with their spouse. The penny stock rules require a broker-dealer, prior to a
transaction in a penny stock not otherwise exempt from the rules, to deliver a
standardized risk disclosure document in a form prepared by the Securities and
Exchange Commission which provides information about penny stocks and the nature
and level of risks in the penny stock market. The broker-dealer also must
provide the customer with current bid and offer quotations for the penny stock,
the compensation of the broker-dealer and its salesperson in the transaction and
monthly account statements showing the market value of each penny stock held in
the customers account. The bid and offer quotations, and the broker-dealer and
salesperson compensation information, must be given to the customer orally or in
writing prior to effecting the transaction and must be given to the customer in
writing before or with the customers confirmation. In addition, the penny stock
rules require that prior to a transaction in a penny stock not otherwise exempt
from these rules, the broker-dealer must make a special written determination
that the penny stock is a suitable investment for the purchaser and receive the
purchasers written agreement to the transaction. These disclosure requirements
may have the effect of reducing the level of trading activity in the secondary
market for the stock that is subject to these penny stock rules. Consequently,
these penny stock rules may affect the ability of broker-dealers to trade our
securities. We believe that the penny stock rules discourage investor interest
in and limit the marketability of our common stock.
The Financial Industry Regulatory Authority, or FINRA, has
adopted sales practice requirements which may also limit a shareholders ability
to buy and sell our stock.
In addition to the penny stock rules described above, FINRA
has adopted rules that require that in recommending an investment to a customer,
a broker-dealer must have reasonable grounds for believing that the investment
is suitable for that customer. Prior to recommending speculative low priced
securities to their non-institutional customers, broker-dealers must make
reasonable efforts to obtain information about the customers financial status,
tax status, investment objectives and other information. Under interpretations
of these rules, FINRA believes that there is a high probability that speculative low priced
securities will not be suitable for at least some customers. FINRA requirements
make it more difficult for broker-dealers to recommend that their customers buy
our common stock, which may limit your ability to buy and sell our stock and
have an adverse effect on the market for its shares.
12
Because of the early stage of development and the nature of
our business, our securities are considered highly speculative.
Our securities must be considered highly speculative, generally
because of the nature of our business and the early stage of our development. We
are engaged in the business of identifying, acquiring, exploring and developing
commercial reserves of primarily gold and potentially uranium. Our properties
are in the exploration stage only and are without known reserves of gold and/or
uranium. Accordingly, we have not generated any revenues nor have we realized a
profit from our operations to date and there is little likelihood that we will
generate any revenues or realize any profits in the short term. Any
profitability in the future from our business will be dependent upon locating
and developing economic reserves of gold and/or uranium, which itself is subject
to numerous risk factors as set forth herein. Since we have not generated any
revenues, we will have to raise additional monies through the sale of our equity
securities or debt in order to continue our business operations.
We do not intend to pay dividends on any investment in the
shares of stock of our company.
We have never paid any cash dividends and currently do not
intend to pay any dividends for the foreseeable future. To the extent that we
require additional funding currently not provided for in our financing plan, our
funding sources may prohibit the payment of a dividend. Because we do not intend
to declare dividends, any gain on an investment in our company will need to come
through an increase in the stocks price. This may never happen and investors
may lose all of their investment in our company.
Risks Related to Our Company
Our by-laws contain provisions indemnifying our officers and
directors.
Our by-laws provide the indemnification of our directors and
officers to the fullest extent legally permissible under the Nevada corporate
law against all expenses, liability and loss reasonably incurred or suffered by
them in connection with any action, suit or proceeding. Furthermore, our by-laws
provide that our board of directors may cause our company to purchase and
maintain insurance for our directors and officers, and we have implemented
director and officer insurance coverage.
Because most of our directors and officers are residents of
other countries other than the United States, investors may find it difficult to
enforce, within the United States, any judgments obtained against our directors
and officers.
Most of our directors and officers are nationals and/or
residents of countries other than the United States, and all or a substantial
portion of such persons assets are located outside the United States. As a
result, it may be difficult for investors to enforce within the United States
any judgments obtained against our officers or directors, including judgments
predicated upon the civil liability provisions of the securities laws of the
United States or any state thereof.
ITEM 1B.
|
UNRESOLVED STAFF COMMENTS.
|
Not applicable.
Executive Offices
As of the date of this report, our executive offices consist of
approximately 200 square feet, plus common area, located at Suite 810, 675 West
Hastings Street, Vancouver, British Columbia V6B 1N2, Canada. We rent the office
at a rate of $1,400 plus tax per month on a month to month basis. We believe
that our office space and facilities are sufficient to meet our present needs
and do not anticipate any difficulty securing alternative or additional space,
as needed, on terms acceptable to us.
13
Mineral Properties
Acquisition of Primary Mining Licenses in Singida,
Tanzania
On May 15, 2009, the Company signed a Mineral Financing
Agreement with one director of the Company authorizing him, on behalf of the
Company, to acquire Primary Mining Licenses (PMLs) in the Singida area. As of
December 31, 2010, this director has entered into Mineral Properties Sales and
Purchase agreements with various PML owners to acquire 60 PMLs in the Singida
area. As of March, 31, 2012, the Company has 100% acquired 23 PMLs. On August 9,
2011, the Company relinquished 17 PMLs and the Company has the option to acquire
20 PMLs. Under the terms of these agreements, if the option to purchase is
completed on all these PMLs, then the total purchase consideration would be
approximately $4,682,075 (TZS7,551,733,325),,outstanding option payments in US
Dollar amount is estimated with an exchange rate of 0.00062 as at March 31,
2012), payable by March 09, 2013. Pursuant to the Mineral Financing Agreement,
the Company has made payments of $350,512 in fiscal 2012 and $742,180 in fiscal
2011
In September 2009, pursuant to the agreement, we completed an
Addendum to the Mineral Properties and Sale and provided notification to all the
PML owners involved in Singida Mineral Properties and Sale Agreements that we
would extend their due diligence period for an additional 120 days as upon
paying $48,782.
On January 19, 2010, we signed second addendums to Singida
mineral properties sales and purchase agreements. The addendums revised and
extended the second payment of the mineral agreements. The second payment was
divided into three payments with $470,927 due on January 27, 2010, $470,927 due
on July 27, 2010 and $922,900, due on January 27, 2011.
On July 27, 2010, we signed third addendums to the Singida
mineral properties sales and purchase agreements on behalf. The third addendums
revised the payment terms of the second addendum. Based on the revised terms,
the second installment of $470,927 was divided into two payments, with $281,065
due on July 27, 2010 and $187,426 due on October 24, 2010. We made the payment
of $281,065 on July 27, 2010, and the payment of $187,426 on October 26,
2010.
On February 7, 2011, we signed fourth addendums to the Singida
mineral properties sales and purchase agreements on behalf. The fourth addendums
revised the payment terms of the second addendum. Based on the revised terms,
the third installment of approximately $922,900 was divided into three payments,
with $92,065 paid on February 9, 2011, $181,998 paid on March 10, 2011 and
$646,030 due on August 9, 2011. On August 9, 2011, we relinquished 17 PMLs and
paid $350,512 to retain the option to acquire 20 additional PMLs. The option
payment of $350,512 was impaired and recorded in the consolidated statement of
operations.
On May 6, 2011, we entered into an option and joint venture
agreement with Otterburn. On May 20, 2011, we received option payment of
$300,770 in cash and 1,100,000 common shares of Otterburn with a fair value of
$495,000.
On June 21, 2011, Lake Victoria Resources, a subsidiary,
entered into a service agreement with Otterburn to perform all recommended
exploration work on optioned properties. As per the agreement, Otterburn agreed
to reimburse exploration costs incurred on Singida project from March 2011 up to
the day of termination. As of March 31, 2012, we received total reimbursements
from Otterburn were $880,258.
On July 8, 2011, Otterburn terminated the option and joint
venture agreement. On July 22, 2011, we sold 1,100,000 Otterburn shares to
unrelated parties at a price of CAD$0.10 per share.
As of March 31, 2012, under the terms of the mineral properties
sales and purchase agreements we have completed option payments in the amount of
$2,058,322. Pursuant to the original agreement and the subsequent addendums, we
will pay approximately final payment $372,000 on February 08, 2013 and
$2,418,000 on March 09, 2013. At the option of the Company, a 2% Net Smelter
Production royalty or 2% of the Net Sale Value may be substituted in place of
the final payment for each PML.
Acquisition of Prospecting Licenses in Tanzania
14
On April 20, 2011, we entered into a Prospecting License
Purchase Agreement with Pili Sadiki, to acquire a 100% interest in a certain
prospecting license located in the Kiabakari Musoma District of Tanzania.
On April 20, 2011, we entered into a Prospecting License
Purchase Agreement with Rashid Omar, to acquire a 100% interest in a certain
prospecting license located in the Handeni Tanga District of Tanzania.
On July 19, 2011, Guardian Investment Ltd, a related party, on
behalf of the Company, entered into a mineral properties option agreement to
acquire four primary mining licenses within the northern most prospecting
license of the seven comprising the Uyowa Gold project.
On March 2, 2012, we were granted one lincese on Geita project
for a total consideration of $12,300, of which $6,150 was paid on March 2, 2012
and $6,150 due on July 30, 2012.
On Mach 7, 2012, we were granted one license on Buhamba project
for a total consideration of $76,800, of which $6,800 was paid on March 7,
$35,000 due on June 5, 2012 and $35,000 due on September 3, 2012.
On March 7, 2012, we were granted one lincese on Handeni
project for a total consideration of $4,800, of which $2,400 was paid on March
7, 2012 and $2,400 due on August 14, 2012.
Termination of Option and Joint Venture Agreements
On July 8, 2011, Otterburn Ventures Inc. exercised its rights
to terminate four option and joint venture agreements dated May 6, 2011 between
Otterburn and we, pursuant to which we granted Otterburn the right to acquire up
to an undivided 70% interest in and to certain primary mining licenses and
prospecting licenses owned by us known as the Singida Gold Project, North Mara
Gold Project, Kalemela Gold Project and Geita Gold Project and Otterburn paid
the cash payment of $497,423 and issued 2,200,000 of its common shares to our
company. In connection with the termination of the option agreements:
|
(i)
|
Otterburn agreed to pay such applicable Tanzanian
government fees to leave the respective licenses in good standing for a
period six months from July 8, 2011.
|
|
|
|
|
(ii)
|
Otterburn terminated the exploration service agreement
dated May 20, 2011 between Otterburn, Lake Victoria Resources (T) Ltd.,
our wholly-owned subsidiary, and and agree to pay a reimbursement for the
work expenditures incurred by Otterburn during the months of March through
the termination date of July 8, 2011 and, if required, certain termination
costs, provided such termination costs have been incurred in accordance
with the exploration service agreement.
|
|
|
|
|
(iii)
|
Otterburn agreed to repurchase the 2,200,000 common
shares of Otterburn that we received pursuant to the Option Agreements at
a price of $0.10 per share.
|
Licenses
The following two charts are complete lists of each gold and
uranium prospecting license that we own by project name, license number, the
area of location, district of its location and the size in square kilometers. We
own no prospecting property other than the following licenses listed on these
two charts. There are no known reserves on these properties and any proposed
programs by us are exploratory in nature.
Gold Projects and License List
Project
|
License No
|
Area
|
District
|
Size
|
Ownership
|
|
|
|
|
(SqKm)
|
|
KALEMELA
|
|
|
|
|
|
|
PL 5892/2009
|
Magu
|
Magu
|
29.67
|
Relinquish
|
|
|
|
|
|
ed in May,
|
|
PL 5912/2009
|
Magu
|
Magu
|
56.74
|
2012. New
|
|
|
|
|
|
application
|
15
Project
|
License No
|
Area
|
District
|
Size
(SqKm)
|
Ownership
|
|
|
|
|
|
sumbitted
|
|
|
|
|
|
|
|
|
|
|
|
Relinquish
|
|
PL 5988/2009
|
Bunda South
|
Magu
|
38.92
|
ed in May
|
|
|
|
|
|
2012
|
|
|
|
|
125.33
|
|
GEITA
|
|
|
|
|
|
|
HQ-P24628
|
Geita
|
Geita
|
1.48
|
In Process
|
|
PL 5958/2009
|
Geita
|
Geita
|
20.85
|
Owned
|
|
|
|
|
22.33
|
|
MUSOMA BUNDA
|
|
|
|
|
|
Murangi
|
PL 4511/2007
|
Masinono
|
Musoma
|
25.82
|
Owned
|
Suguti
|
PL 3966/2006
|
Suguti
|
Musoma
|
36.30
|
Owned
|
Kinyambwiga
|
PL 4653/2007
|
Kinyambwiga
|
Musoma
|
30.89
|
Owned
|
Kinyambwiga -24 PMLs
|
|
Kinyambwiga
|
Musoma
|
2
|
Owned
|
|
|
|
|
93.01
|
|
SINGIDA
|
|
|
|
|
|
23 PMLs
|
|
Singida - Londoni
|
Singida
|
3.27
|
Owned
|
20 PMLs
|
|
Singida - Londoni
|
Singida
|
1.91
|
Optioned
|
|
|
|
|
5.18
|
|
BUHEMBA
|
|
|
|
|
|
|
PL7142/2011
|
Buhemba
|
Kiabakari
|
14.94
|
Owned
|
|
PL 5919/2009
|
Buhemba
|
Serengeti
|
34.92
|
Owned
|
|
HQ-P23869
|
Buhemba
|
Majimoto
|
19.19
|
In Process
|
|
|
|
|
69.05
|
|
UYOWA
|
|
|
|
|
|
|
PL 4531/2007
|
Uyowa
|
Urambo
|
47.33
|
Owned
|
|
PL 3425/2005
|
Uyowa
|
Uyowa
|
42.14
|
Owned
|
|
PL7245/2011
|
Uyowa
|
Urambo
|
199.04
|
Owned
|
|
PL 5916/2009
|
Uyowa
|
Urambo
|
49.89
|
Owned
|
|
PL 4749/2007
|
Kisimani River and Iseramigas
|
Urambo
|
17.03
|
Owned
|
|
PL 5153/2008
|
Uyowa
|
Uyowa
|
65.07
|
Owned
|
|
4 PMLs
|
Uyowa
|
Uyowa
|
0.34
|
Optioned
|
|
|
|
|
420.5
|
|
Handeni Project
|
|
|
|
|
|
|
PL7148/2011
|
Manga
|
Handeni
|
12.03
|
Owned
|
|
HQ-P24233
|
Handeni
|
Tanga
|
170.40
|
In Process
|
|
|
|
|
182.43
|
|
KAHAMA
|
|
|
|
|
|
|
PL 3439/2005
|
Salawe
|
Shinyanga
|
11.81
|
Owned
|
|
PL6437/2011
|
Kahama South
|
Kahama
|
183.05
|
Owned
|
16
Project
|
License No
|
Area
|
District
|
Size
(SqKm)
|
Ownership
|
|
PL6341/2010
|
Kahama
|
Kahama
|
60.79
|
Owned
|
|
|
|
|
255.65
|
|
NORTH MARA
|
|
|
|
|
|
Tarime
|
PL 4882/2007
|
Tarime
|
Nyagisa/Tarime
|
30.79
|
Owned
|
Tarime
|
PL 3340/2005
|
Ikoma
|
Tarime
|
48.19
|
Owned
|
Tarime
|
PL 4873/2007
|
Tarime
|
Tarime
|
19.91
|
Owned
|
Tarime
|
PL 3341/2005
|
Utegi
|
Tarime
|
12.68
|
Owned
|
Tarime
|
PL 4225/2007
|
Kiagata
|
Musoma
|
21.17
|
Owned
|
Nyabigena East
|
PL 3355/2005
|
Nyamwanga/Nyam ongo
|
Tarime
|
6.19
|
Expired in June 2012
|
Kubaisi Kiserya
|
PL 4833/2007
|
Kiterere Hills
|
Tarime & Serengeti
|
19.91
|
Owned
|
|
|
|
|
158.12
|
|
29 Prospecting Licenses (PLs) -
Total SqKm
|
|
|
1,326.45
|
|
71 Primary Mining Licenses (PMLs)- Total SqKm
|
|
|
7.52
|
|
Uranium Projects and License List
Project
|
License No
|
Area
|
District
|
Size (SqKm)
|
Ownership
|
MBINGA
|
|
|
|
|
|
|
PL6342/2010
|
Mbinga
|
Mbinga
|
199.40
|
Owned
|
|
PL6509/2010
|
Litembo
|
Mbinga
|
199.97
|
Owned
|
|
|
|
|
399.37
|
|
|
|
|
|
|
|
KIWIRA
|
|
|
|
|
|
|
PL4651/2007
|
Makete
|
Makete & Kyela
|
86.11
|
Owned
|
|
PL4514/2007
|
Kyela
|
Kyela
|
69.44
|
Owned
|
|
|
|
|
155.55
|
|
|
|
|
|
|
|
NJOMBE
|
|
|
|
|
|
|
PL6526/2010
|
Njombe
|
Makete
|
199.13
|
Owned
|
|
|
|
|
199.13
|
|
|
|
|
|
|
|
LAKE RUKWA
|
|
|
|
|
|
PL6519/2010
|
Chunya
|
Mbeya
|
199.02
|
Owned
|
|
|
|
|
199.02
|
|
|
|
|
|
|
|
6 Prospecting and Reconnaissance Licenses - Total (Sqkm)
|
|
953.07
|
|
17
Prospective Projects and Properties
The following map is a gold project location map. For a
detailed listing see Licenses Gold Projects and License List
Gold Project Location Map, March 2012
18
The following map is a uranium project location map. The red
is the outline of all of our individual Prospecting Licenses (PLs or PLRs) that
are combined to make a project. Our projects are outlined in grey. For a
detailed listing see Licenses Uranium Projects and License List
Uranium Location Map, March 2011
Prospective Gold Projects
The following is a brief overview of our portfolio of
prospective mineral properties, the exploration developments on them where
applicable and some of the details of the historical option agreements for them.
During the fiscal year ended March 31, 2012, our exploration work was primarily
concentrated on the Singida, Kinyambwiga, Uyowa and North Mara gold projects.
Musoma Bunda Murangi Gold Project
Exploration Strategy
The Company recently purchased a mobile auger rig to provide
soil sampling services to its gold projects
Much of the low-lying areas, including the drainages around
Lake Victoria, in the northern part of Tanzania, are covered by a blanket of
dark grey clays known as Black Cotton Soil or locally as mbuga clays. These
clays, believed to be lacustrine sediments derived from periodic flooding of
Lake Victoria, have masked the underlying land surface, covering both in-situ
soils and rock outcrops and allowing little to no chemical dispersion from the
underlying substrate to pass through to the surface. Depths of the mbuga vary
between a few centimetres to in excess of 10 meters thick. Exploration for
mineral deposits is thus both difficult and costly.
Exploration over these mbuga covered areas is largely done by
various geophysical techniques to map out the geophysical properties of the
underlying rock sequences and the structural imprint in order to interpret
potential gold targets. Follow up drilling is required to test these
targets.
19
The Company intends to test the geophysical targets interpreted
across many of their mbuga covered Project areas, including but not limited to
the Suguti, Murangi, Kinyambwiga, Kalemela and the Tarime licenses in the Lake
Victoria District by utilising the recently acquired auger rig to sample the
soil/saprock interface beneath the mbuga by systematic sampling programmes.
The auger rig has the capability to drill holes to depths in excess of 20 meters
and, with the specially designed sampling tool, can collect a sample at the
bottom of the hole.
Exploration work has been focused on the Kinyambwiga and Suguti
licenses.
Kinyambwiga PL4653/2007
Exploration has been focused around Kanunga 1 Prospect as a
continuation of the exploration activities undertaken during the 3
rd
Quarter which included:
i.
|
Schlumberger N-S profiles (17) completed along strike to
the east and west of Kanunga 1 Prospect delineated 2 distinct
chargeability anomalies consistent with the strike of the known structure
(
Map 1
)
|
Map 1: Plan showing the location of the Schlumberger IP
profiles across the interpolated mineralized structure of Kanunga 1.
ii.
|
Follow-up pitting and soil sampling, in which 135 soil
samples were collected, was undertaken on 4 target areas:
|
|
|
|
|
|
Kanunga 1 Far East within the Kanunga school perimeter
and close to the eastern boundary licence. Soil sampling on 25 meters
centers along 100 meter spaced N-S traverses on either side of the school
did reveal a slight increase in anomalous soil values from 30 to 200 ppb
Au (
Map 2
).
|
|
|
Kanunga 1 East some 400 metres east along strike of the
artisanal working at Kanunga 1. Two N-S traverse lines spaced 50m apart
and sampled at an interval of 10 metres returned low, although anomalous
gold values ranging from 10 to 30 ppb gold and include 2 narrow ENE
trending zones of 24-30 ppb gold.
|
|
|
Kanunga 1 West 300 meters east of an interpolated
intrusive body. Sampling undertaken along 3 N-S traverses spaced 100
meters apart on a sample interval of 25 meters. Results returned low
gold-in-soil anomalies ranging between 18 to 30 ppb Au.
Repeat sampling taken at the sample position that returned 400 ppb Au (2009)
returned 25 ppb Au (
Map 2
).
|
20
|
|
Schlumberger coincident chargeability/resistivity anomalies. Samples
collected from pits spaced 10 meters apart across the IP anomaly, returned low
gold values of <14ppb gold.
|
Map 2: Plan showing the position of soil anomalies
iii.
|
Pitting and trenching programs were undertaken at Kanunga
Far East to validate the anomalous Rotary Air Blast (RAB) intercepts
reported in 2009. Of the planned 94 meters of trenching, only 76 meters
were completed due to the presence of the school. Granite was encountered
in all the trenches with no gold values. However, a sample of the quartz
stone layer lying above the basement granite did return a value of 2.28
g/t Au. In conclusion, it appears that the anomalous RAB intercepts may
have been the result of contamination from the stone layer and therefore
would not represent an in situ anomaly.
|
iv. Auger drilling
The auger rig arrived in country in
November 2011 and has been deployed in testing the immediate strike extensions
of the subsurface Kanunga 1 gold vein at the Kinyambwiga Prospect. A number of
additional N-S sample traverses have been undertaken further east along strike
of the Kanunga 1 vein to validate previously reported soil anomalies
(Table 1).
Table 1. Auger drill programme - Kinyambwiga Project
21
|
|
|
|
|
|
|
Planned
|
Drilled
|
Total
|
|
Prospect
|
Section
|
From
|
To
|
Lens
|
Interval
|
Spacing
|
Holes
|
Holes
|
Metres
|
|
KANUNGA
|
|
|
|
|
|
|
|
|
|
|
1
|
581020E
|
9776805
|
9776815
|
2
|
10
|
5
|
3
|
3
|
9
|
completed
|
|
|
|
|
|
|
|
|
|
|
|
EXT-WEST
|
|
9776840
|
9776850
|
1
|
10
|
5
|
3
|
3
|
7.1
|
completed
|
|
|
|
|
|
|
|
|
|
|
|
|
580980E
|
9776785
|
9776800
|
2
|
15
|
5
|
4
|
4
|
11.5
|
completed
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9776810
|
9776830
|
1
|
20
|
5
|
5
|
5
|
8.8
|
completed
|
|
|
|
|
|
|
|
|
|
|
|
|
580940E
|
9776765
|
9776785
|
2
|
20
|
5
|
5
|
5
|
14
|
completed
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9776795
|
9776815
|
1
|
20
|
5
|
5
|
5
|
14
|
completed
|
|
|
|
|
|
|
|
|
|
|
|
|
580900E
|
9776740
|
9776795
|
2
|
55
|
5
|
10
|
10
|
5.6
|
completed
|
|
|
|
|
|
|
|
|
|
|
|
KANUNGA
|
581180E
|
9776940
|
9777010
|
2
|
70
|
5
|
15
|
0
|
|
All in rice pads
|
1
|
|
|
|
|
|
|
|
|
|
|
EXT-EAST
|
581250E
|
9776975
|
9777015
|
|
40
|
5
|
9
|
0
|
|
All in rice pads
|
|
|
|
|
|
|
|
|
|
|
|
SCHOOL
|
583250E
|
9776940
|
9777000
|
|
60
|
10
|
7
|
7
|
|
The same as the third line
|
|
|
|
|
|
|
|
|
|
|
below
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Extra sample of the quartz
|
SOIL
|
583350E
|
9776960
|
9777030
|
|
70
|
10
|
8
|
8
|
22.5
|
stone line was taken - not
|
|
|
|
|
|
|
|
|
|
|
included in this total
|
|
|
|
|
|
|
|
|
|
|
|
ANOMALY
|
583250E
|
9776930
|
9777010
|
|
80
|
10
|
9
|
9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8 holes were drilled. Only
|
|
583150E
|
9776910
|
9776990
|
|
80
|
10
|
9
|
8
|
46
|
one hole at 9776920 was
|
|
|
|
|
|
|
|
|
|
|
not drilled(Bricks)
|
|
|
|
|
|
|
|
|
|
|
|
|
583100E
|
9776900
|
9776980
|
|
80
|
10
|
9
|
9
|
23.3
|
completed
|
|
|
|
|
|
|
|
|
|
|
|
|
583050E
|
9776870
|
9776960
|
|
90
|
10
|
10
|
6
|
|
only 6 holes were drilled
|
|
|
|
|
|
|
|
|
|
|
|
|
583000E
|
9776895
|
9776965
|
|
70
|
10
|
8
|
8
|
14.4
|
completed
|
|
|
|
|
|
|
|
|
|
|
|
|
582950E
|
9776870
|
9776950
|
|
80
|
10
|
9
|
0
|
|
in cultivated farm(maize)
|
|
|
|
|
|
|
|
|
|
|
|
|
582900E
|
9776860
|
9776940
|
|
80
|
10
|
9
|
0
|
|
in cultivated farm(maize)
|
|
|
|
|
|
|
|
|
|
|
|
|
582850E
|
9776850
|
9776920
|
|
70
|
10
|
8
|
0
|
|
in cultivated farm(maize)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
only 5 holes were drilled, at
|
|
|
|
|
|
|
|
|
|
|
9776900,9776890,9776880
|
|
582750E
|
9776730
|
9776900
|
|
170
|
10
|
18
|
5
|
13.1
|
,9776870 and 9776860,
|
|
|
|
|
|
|
|
|
|
|
other points are in
|
|
|
|
|
|
|
|
|
|
|
cultivated farm(cotton)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
only 4 holes were drilled at
|
|
|
|
|
|
|
|
|
|
|
9776860,9776870,9776880
|
|
582700E
|
9776730
|
9776890
|
|
160
|
10
|
17
|
4
|
14.2
|
and 9776890.The other
|
|
|
|
|
|
|
|
|
|
|
points are within cultivated
|
|
|
|
|
|
|
|
|
|
|
farm(cotton)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
only one hole at 9776880.
|
|
582650E
|
9776690
|
9776880
|
|
190
|
10
|
20
|
1
|
4.5
|
The other remaining are
|
|
|
|
|
|
|
|
|
|
|
within cultivated
|
|
|
|
|
|
|
|
|
|
|
farm(cotton)
|
KANUNGA
|
|
|
|
|
|
|
|
|
|
|
1
|
582000E
|
9776930
|
9777140
|
|
210
|
10
|
22
|
10
|
8.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
only 20 holes were drilled
|
|
|
|
|
|
|
|
|
|
|
from 9776970 to 9777160 ,
|
|
582150E
|
9776970
|
9777290
|
|
320
|
10
|
33
|
20
|
36
|
the other are in cultivated
|
|
|
|
|
|
|
|
|
|
|
farm
|
|
|
|
|
|
|
|
|
|
|
|
KANUNGA
|
579000E
|
9776750
|
9776870
|
|
120
|
10
|
13
|
0
|
|
within settlements
|
1
|
|
|
|
|
|
|
|
|
|
|
WEST
|
|
|
|
|
|
|
|
|
|
|
(Intrusive)
|
578900E
|
9776750
|
9776860
|
|
110
|
10
|
12
|
12
|
26.7
|
all completed
|
|
|
|
|
|
|
|
|
|
|
|
KANUNGA
|
581120E
|
9777990
|
9778050
|
|
60
|
5
|
13
|
0
|
|
within cultivated farm
|
3
|
|
|
|
|
|
|
|
|
|
|
|
581050E
|
9778000
|
9778050
|
|
50
|
5
|
11
|
0
|
|
within cultivated farm
|
|
|
|
|
|
|
|
|
|
|
|
|
581200E
|
9778090
|
9778110
|
|
20
|
5
|
5
|
5
|
9.9
|
completed
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
only one bore hole at
|
|
581150E
|
9778090
|
9778110
|
|
20
|
5
|
5
|
1
|
2
|
9778100,The other points
|
|
|
|
|
|
|
|
|
|
|
are in cultivated
|
|
|
|
|
|
|
|
|
|
|
farm(cotton)
|
|
|
|
|
|
|
|
|
|
|
|
|
581100E
|
9778070
|
9778105
|
|
35
|
5
|
8
|
1
|
1.8
|
only one hole at 9778105
|
|
|
|
|
|
|
|
|
|
|
was drilled
|
TOTAL
|
|
|
|
|
|
|
322
|
142
|
|
|
22
Results
A total of 142 auger holes were drilled on Kinyambwiga during
the latter part of 2011 and early 2012. Progress was seriously hampered by the
onset of the rainy season coupled with local cultivation. The samples (44)
collected during 2011 were submitted for 50gm Fire Assay analysis whereas those
samples (96) collected during 2012 were submitted for 500 gm BLEG analysis for
gold except for 7 rock samples collected from the stone layer that were fire
assayed (no sample was collected from one auger hole due to encountering water
down-hole).
The thickness of mbuga cover was found to average 2.61
meters. Sampling of the immediate underlying granitic saprock was taken with
care in order to ensure no contamination with the overlying mbuga clays.
Logging of the auger hole is undertaken on site, a 1 kilo sample is collected at
the bottom of the hole with the designed sample catcher, emptied into a plastic
sample bag, labeled and stapled closed. The sample is then packed with the other
samples in a rice sack and kept in the vehicle until the end of the day when the
samples are returned for safe keeping at the field camp.
Results are shown in
Table 2.
Table 2. Summary of Auger drill sample results
Grade Au (ppb)
|
No of samples
|
<10
|
57
|
10-20
|
53
|
20-30
|
15
|
30-40
|
7
|
40-50
|
1
|
50-100
|
4
|
>100
|
10
|
TOTAL
|
147
|
(Max value 2.56g/t Au)
The results of sampling the quartz stone layer (7 samples)
varied from 156 ppb gold to 2.56g/t gold. Five additional samples were collected
from different auger holes, the results of which are included in
Table
3.
A number of N-S sample traverses on a sample spacing of 5
meters was completed on the western end of the known Kanunga 1 mineralised
quartz veins in an attempt to detect the western strike extension of both Lens 1
and 2.
Slightly anomalous gold values of between 20 to 40 ppb were detected in
the expected strike position of both lenses for a distance of between 40 to 80
meters along strike before dropping to below detection limit (
Map 3
).
23
Map 3: Plan of Kanunga 1 Prospect showing results of Auger
drill fences in tracing westerly strike of gold veins
One N-S drill fence of 8 Auger holes, spaced 10 meters apart,
was completed on the eastern side of the Kanunga School Anomaly. Results
indicate a cluster of anomalous values ranging between 30 ppb to 180 ppb gold
and averageing 77 ppb gold over a 40 meter interval. A sample of the quartz
stone layer was collect for analysis which returned 2.56 g/t gold. It is the
same stone layer, located on the contact between the gramite and overlying
mbuga and representing a transported horizon that is responsible for the
anomalous gold values noted in the RAB holes to the north (
Map 4
).
Future work
The anomalous stone layer as well as the
soil anomaly over the school requires further investigation. Once the crops have
been harvested, a number of auger drill traverses are planned to test the strike
towards the SW where a number of anomalous soil samples have been indicated
(Map 4
).
Map 4: Kanunga 1 East and School soil anomalies
24
Suguti (PL3966/2006)
Previous exploration undertaken during the course of 2011, has
focused mainly on the northern part of the Suguti Licence, north of the major NW
trending Suguti Fault zone which bisects the the central part of the
licence.
Exploration has included:
|
i.
|
Ground Magnetic survey
|
|
ii.
|
IP Gradient survey
|
|
iii.
|
Regional Soil sampling surveys on 400 meter x 50 meter
grid (554 samples) .
|
|
|
Regolith and geological mapping. Exposure is limited to
minor rock out crops on the northern side of the Suguti Fault. Granite,
containing magnetite, occurs as a hill in the northern part of the
license. The granite/greenstone contact is masked by coarse textured
laterite consisting of laterised basaltic and quartz fragments. The
underlying greenstone rocks have been intensely sheared and iron stained
along to the NW-SE trending granite contact. Brick-red soils make up the
NE part of the license before being masked by the overlying mbuga
further south.
|
|
|
The southern part of the licence, south of the Suguti
fault comprises of hills of Banded Iron Formation.
|
|
iv.
|
Infill soil sampling surveys on 25 meter centers along
the existing soil sample traverses at Target 1 and 2, were completed
during 2
nd
quarter 2011 (106 samples). A number of low order
threshold soil anomalies, attaining a maximum of 50 ppb gold, appear to
form at least three NE trending, parallel zones of up to 2.5 kilometers
strike length (Target 1).
|
|
v.
|
Pitting.
|
|
|
Orientation pits were dug to determine the depth of the
mbuga as well as to test the contact between the granite and the
greenstone rocks in the northern part of the licence. A total of 14
pits were dug, and on average, the
thickness of the mbuga varied between 0.8 to 1.20 meters (
Table 2
).
Results are shown in
Table 3
and on
Map 5.
|
25
Table 3: Pits indicate the depth of the underlying
lithologies in the northern part of Suguti Licence.
SUGUTI
|
Target
|
Section
|
Stations
|
Mbuga
Depth (m)
|
Laterite
Depth(m)
|
Pits
Depth(m)
|
Sample No
|
Au ppb
|
Lithology
|
Suguti NW
|
2
|
578000
|
9802150
|
0.40
|
0.90
|
1.60
|
A32105
|
<10
|
Saprock
|
|
2
|
578000
|
9802174
|
0.30
|
0.30
|
1.40
|
A32106
|
10
|
Saprock
|
|
2
|
578002
|
9802201
|
0.60
|
-
|
1.60
|
A32107
|
<10
|
Granite
|
|
2
|
578000
|
9802224
|
0.60
|
-
|
0.90
|
A32108
|
20
|
Granite
|
|
|
|
|
|
|
|
|
|
|
|
2
|
577601
|
9802298
|
0.80
|
0.70
|
1.80
|
A32109
|
<10
|
Saprock
|
|
2
|
577602
|
9802326
|
0.80
|
0.20
|
1.20
|
A32110
|
<10
|
Saprock
|
|
2
|
577597
|
9802348
|
0.60
|
0.50
|
1.50
|
A32111
|
<10
|
Granite
|
|
2
|
577596
|
9802372
|
0.70
|
0.70
|
1.60
|
A32112
|
<10
|
Granite
|
|
|
|
|
|
|
|
|
|
|
|
2
|
577200
|
9802352
|
0.80
|
-
|
1.40
|
A32113
|
<0.01
|
Dk grey soil
|
|
2
|
577201
|
9802372
|
0.90
|
-
|
1.40
|
A32114
|
0.01
|
Dk grey soil
|
|
2
|
577201
|
9802400
|
0.80
|
-
|
1.40
|
A32115
|
pending
|
Dk grey soil
|
|
2
|
577200
|
9802420
|
0.90
|
-
|
1.40
|
A32116
|
pending
|
Granite
|
|
2
|
577198
|
9802446
|
0.90
|
-
|
1.30
|
A32117
|
pending
|
Granite
|
|
|
577198
|
9802478
|
0.70
|
-
|
1.30
|
A32118
|
pending
|
Granite
|
All Arsenic values below detection limit (<20 ppm)
|
|
Most of the pits encountered granite and failed to
intersect the greenstone lithologies whose contact is further south than
expected. Consequently the samples collected were barren of
gold.
|
|
vi.
|
Schlumberger VES survey. Five N-S profiles totaling 3.6
line-kilometers have been planned across Targets 1 and 2 (
Table 4
).
One N-S profile of 1200 meters in length has been completed on the eastern
side of Target 1. Results revealed two sets of coincident
chargeability/resistivity anomalies underlying two of the 3 ENE trending
soil anomalies in Target 1 (
Map 5
).
|
26
Map 5: Residual Gradient IP map of the
Suguti North Prospect showing main lithologic contacts, soil anomalies,
termitaria and Schlumberger VES surveys across Targets 1 and 2.
Table 4: Schlumberger VES survey
proposed across Targets 1 and 2, Suguti North prospect
|
|
|
From
|
To
|
|
|
Target
|
Section
|
Easting
|
Northing
|
Northing
|
Length
|
Status
|
1
|
582600E
|
582600
|
9802500
|
9802100
|
400
|
Completed
|
1
|
|
582600
|
9802100
|
9801700
|
400
|
Completed
|
1
|
|
582600
|
9801700
|
9801300
|
400
|
Completed
|
1
|
581400E
|
581400
|
9801900
|
9801500
|
400
|
Pending
|
1
|
|
581400
|
9801500
|
9801100
|
400
|
Pending
|
1
|
|
581400
|
9801100
|
9800700
|
400
|
Pending
|
2
|
579000E
|
579000
|
9802100
|
9801700
|
400
|
Pending
|
2
|
578100E
|
578100
|
9802500
|
9802100
|
400
|
Pending
|
2
|
577500E
|
577500
|
9802700
|
9802300
|
400
|
Pending
|
|
vii.
|
Termite samples
|
|
|
|
|
|
Termite sampling has been undertaken across the brown-red
soils over Target 1 and in the south of the PL. A total of 89 samples have
been collected and have been assayed. Results are generally poor (below
detection limit). However, a single anomalous termite mound, located
within the soil anomaly of Target 1, returned 70 ppb Au.
|
|
|
|
|
|
A cluster of termites were sampled close to the contact
with the lower slopes of the BIF outcrop and the mbuga cover on the
south-western side of the PL, south of the Suguti Fault. A number of
anomalous termite mounds ranging from 40 to 230 ppb gold was identified
(
Map 5
).
|
27
|
viii.
|
Additional infill sampling along 200 metre spaced N-S
travers lines at sample interval of x 25 meters was completed across
Target 1 and 2. (
Table 5
).
|
Table 5. Infill soil sample traverses across Targets 1 and
2
|
|
From
|
To
|
|
|
Target
|
Easting
|
Northing
|
Length
|
No of samples
|
1
|
582000
|
9801450
|
9801050
|
400
|
17
|
1
|
582400
|
9801650
|
9801250
|
400
|
17
|
1
|
|
9802300
|
9801900
|
400
|
17
|
1
|
581600
|
9801300
|
9800950
|
350
|
15
|
1
|
583200
|
9802750
|
9802200
|
550
|
23
|
1
|
583800
|
9802500
|
9802050
|
450
|
19
|
2
|
578800
|
9802000
|
9801750
|
250
|
11
|
Total
|
|
|
|
|
119
|
|
ix.
|
The auger rig, recently purchased by Lake Victoria
Resources was mobolised onto the Suguti Project within the 1
st
quarter of 2012 in order to test the strike extend of the known soil
anomalies beneath the mbuga cover within the Suguti Fault basin. An
initial programme of some 460 holes were initially planned along a number
of N-S traverses on a collar spacing (sample positions) of 20 meters apart
but was increased to over 1000 holes (Phase 2). Due to cultivated fields
less than 50% of the planned holes could be drilled (
Table 6 , Map
6
)
|
Table 6. Auger drill programme to trace the soil anomalies
beneath the mbuga cover
TARGETS-
Phase 1
|
NORTHINGS
|
|
|
|
|
|
|
TARGET 1
|
SECTION
|
FROM
|
TO
|
INTERVA
L
|
SPACIN
G
|
TOTAL
HOLES
PLANNED
|
TOTAL
METRE
S
|
TOTAL
HOLES
DRILLED
|
Comments
|
581600E
|
9800950
|
9801800
|
850
|
10
|
86
|
|
0
|
In cultivated farms (rice)
|
581000E
|
9800750
|
9801550
|
800
|
10
|
81
|
|
0
|
In cultivated farms (rice)
|
580600E
|
9800600
|
9801400
|
800
|
10
|
81
|
169.4
|
34
|
In cultivated farms (rice)
|
580200E
|
9800400
|
9801200
|
800
|
10
|
81
|
232
|
36
|
In cultivated farms (rice)
|
579800E
|
9800200
|
9801000
|
800
|
10
|
81
|
251.6
|
23
|
In cultivated farms (rice)
|
579400E
|
9800150
|
9800950
|
800
|
10
|
81
|
58.3
|
3
|
In cultivated farms (rice)
|
TARGET 2
|
579200E
|
9801850
|
9802100
|
250
|
10
|
26
|
32
|
26
|
Completed
|
578800E
|
9801800
|
9802050
|
250
|
10
|
26
|
45.1
|
26
|
Completed
|
578400E
|
9801650
|
9801800
|
150
|
10
|
16
|
35.1
|
16
|
Completed
|
578000E
|
9801450
|
9801800
|
350
|
10
|
36
|
96
|
15
|
In cultivated farms (rice)
|
577600E
|
9801350
|
9801700
|
350
|
10
|
36
|
27.8
|
3
|
In cultivated farms (rice)
|
TARGET 3
|
577700E
|
9798810
|
9799650
|
840
|
10
|
85
|
187
|
40
|
In cultivated farms (rice)
|
577300E
|
9798850
|
9799750
|
900
|
10
|
91
|
282.2
|
52
|
In cultivated farms (rice)
|
576900E
|
9798800
|
9799650
|
850
|
10
|
86
|
188
|
40
|
In cultivated farms (rice)
|
28
Sub-Total
|
893
|
1604.5
|
314
|
|
Target 1
|
Phase 2
|
Zone 1
|
581200E
|
9801650
|
9801500
|
150
|
10
|
16
|
51
|
10
|
In cultivated farms (rice)
|
Zone 2
|
581200E
|
9801250
|
9801050
|
200
|
10
|
19
|
0
|
0
|
In cultivated farms (rice)
|
Zone 3
|
581200E
|
9800950
|
9800800
|
150
|
10
|
16
|
40.8
|
8
|
In cultivated farms (rice)
|
Zone 1
|
582000E
|
9802000
|
9801850
|
150
|
10
|
16
|
66.3
|
13
|
In cultivated farms (rice)
|
Zone 2
|
582000E
|
9801650
|
9801450
|
200
|
10
|
22
|
112.2
|
22
|
Completed
|
Zone 3
|
582000E
|
9801300
|
9801150
|
150
|
10
|
16
|
81.6
|
16
|
Completed
|
Zone 1
|
582800E
|
9802500
|
9802350
|
150
|
10
|
16
|
81.6
|
16
|
Completed
|
Zone 2
|
582800E
|
9802150
|
9801900
|
250
|
10
|
26
|
132.6
|
26
|
Completed
|
Zone 3
|
582800E
|
9801600
|
9801500
|
100
|
10
|
11
|
56.1
|
11
|
Completed
|
TERMITE
|
576800E
|
9799000
|
9798900
|
100
|
10
|
12
|
61.2
|
12
|
Completed
|
Sub-Total
|
170
|
683.4
|
134
|
|
TOTAL
|
1063
|
2288
|
448
|
|
Map 6: Auger drill programme (Phase 1 & 2)
Results
29
Summary of results from samples collected from the interface
between the black cotton soil (mbuga) and the underlying granite basement as
shown on
Table 7.
Table 7. Summary of assay results from Auger drilling
excluding 22 QA-QC samples.
Grade Au (ppb)
|
No of samples
|
<1
|
27
|
1-10
|
268
|
10-20
|
8
|
20-30
|
4
|
30-40
|
-
|
40-50
|
-
|
>50
|
1
|
TOTAL
|
308
|
(Max value 220 ppb Au)
|
|
Samples pending submission
|
140 (+7QA-QC)
|
No significant soil anomalies were delineated other than one
value of 220 ppb gold situated some 2 kilometers along strike to the SW of Zone
1, Target 1. Due to cultivated rice paddies across the mbuga flats, no further
drilling is possible until after the rainy season and the crops have been
harvested.
Three auger holes encountered a quartz rich stone layer at the
base of the Mbuga cover. The quartz fragments were submitted for 50 gm Fire
assay and results are shown in
Table 8
and
Map 7.
Table 8
.
Results of sampling the quartz layer between
the mbuga cover and the basement rocks
AHID
|
Easting
|
Northing
|
Sample_ Id
|
Depth (m)
|
Au ppm
|
Description
|
SAG026
|
580600
|
9801150
|
A22545
|
6.7
|
0.08
|
Stone layer with qtz fragments
|
SAG105
|
579205
|
9801934
|
A22627
|
0.8
|
0.01
|
Stone layer with qtz fragments
|
SAG119
|
579210
|
9802070
|
A22648
|
1.3
|
0.01
|
Stone layer with qtz fragments
|
30
Future Exploration
Since results from the auger holes drilled across the
interpolated strike extensions of all three target zones failed to encounter any
significant gold mineralisation beneath the mbuga, further exploration is to be
focused mainly at Target 1 and 3 across the known soil anomalies. Infill soil
sampling, including Auger drilling over mbuga covered areas, has been undertaken
along 200 meter N-S traverse line on 10 meter sample intervals in order to
define the present soil anomalies (Table work programme). To date 157 samples
(excluding 8 QA-QC samples) including 84 auger drill samples, have been
collected and are pending submission to SGS laboratories Mwanza. Results will
determine whether a trenching programme is warranted across the targets.
Additional auger drill sampling is planned to be undertaken
over the cultivated areas once the crops (rice) have been harvested to follow up
on the 200 ppb gold anomaly as well as the strike extensions of Zone 1, 2 and 3
of Target 1, where no sampling has yet been undertaken (
Map 7
).
Map 7:
Current state of exploration on the Suguti
Licence showing present coverage of Auger drill and soil sampling across 3
target areas.
Murangi(PL4511/2007)
No exploration was undertaken on the Murangi Permit during this
reporting period. Furthermore, there is no record of previous exploration
undertaken on this license.
31
Exploration is to be focused primarily on 5 ground magnetic
targets (
Map 8
) in which the following work is to be undertaken::
i. Mapping of the target areas on
1:2000 scale
ii. Gradient IP survey across the entire license
iii Auger
drilling, with the Companys recently purchased Auger Rig, across each of the
Ground magnetic and IP Targets to soil sample beneath the mbuga cover.
Map 8. Target generation map of the Murangi PL4511/2007
based on ground magnetic interpretation
.
Singida Gold Project
Company personnel first visited the Singida project area during
March, 2009 and became aware of the high level of artisanal (small scale) gold
mining that was being conducted along an estimated five (5) kilometer
mineralized zone. Subsequently, on May 15, 2009, the Company signed a Mineral
Financing Agreement with one director of the Company authorizing him, on behalf
of the Company, to acquire Primary Mining Licenses (PMLs) in the Singida area.
As of July 13, 2011, this director has entered into several different Mineral
Properties Sales and Purchase agreements with multiple PML owners that hold
title to the licenses along the mineralized zone at the Singida project area.
Twenty-three (23) PML agreements were executed for an outright purchase of the
PMLs and they have been completed. These twenty-three PMLs have been 100%
acquired by this director in behalf of the Company. On August 9, 2011, the
Company relinquished 17 PMLs. The Company also has option agreements to acquire
an additional twenty (20) PMLs within a targeted area at the Singida project.
Under the terms of all the agreements, if we complete all twenty (20) of the
various agreements, that when combined form the Singida project area, then our
total purchase consideration will be approximately $4,531,040 (TZS7,551,733,325)
by February, 2013. At the option of the Company, a 2% Net Smelter Production
royalty or 2% of the Net Sale Value may be substituted in place of the final
payment for each PML and paid on a pro rata basis determined by the total final
number of PMLs involved in a Special Mining License.
32
The Company commenced a Phase 2 Reverse Circulation drilling
program in March 2011, centered at the Samabaru 2, 3, 4 and 5 Prospects as well
as exploring a number of exploration targets within the Singida-Londoni
northwest trending shear zone at Sambaru 5 and between Sambaru 3 and Sambaru 4
(Table 8) in which 92 boreholes, totalling 9,023 meters have been drilled. All
boreholes, collared along northeast trending drill fences, are inclined at -50
degrees to -65 degrees either to the northeast or to the southwest. Total meters
drilled in both Phase 1 (August 2010) and Phase 2 drill programmes amounts to
15,536 meters
(Table 9).
Table 9. Summary of Reverse Circulation drilling undertaken
at the Singida-Londoni Gold project
Prospect
|
Phase 1
|
Phase 2
|
Total
|
Sambaru 1
|
264
|
-
|
264
|
Sambaru 2
|
2348
|
2963
|
5311
|
Sambaru 3
|
1078
|
2931
|
4009
|
Sambaru 4
|
2163
|
2328
|
4491
|
Sambaru 5
|
564
|
897
|
1461
|
Total
|
6417
|
9119
|
15536
|
The two exploration targets were investigated by drilling. The
2
nd
zone of mineralisation located some 180 meters south of the main
mineralised zone at Sambaru 5 was intersected but was found to be narrow and of
low grade running 1.04 g/t gold over 1 meter. Similarly, the +100 ppb gold soil
anomaly located mid-way between Sambaru 3 and 4 returned anomalous results with
only one narrow intersection of 1.57 g/t gold over 1 meter being encountered. No
follow-up drilling was undertaken on either of the two targets.
Results
Results of the drilling programme are summarised in
Table 10
and Map 9.
Table 10. Summary of Reverse Circulation Drill Results from
Sambaru 2, 3, 4 and 5
Hole No.
|
Total
Depth (m)
|
Section
|
Azimu
th
(deg)
|
Declin (deg)
|
From
(m)
|
To
(m)
|
Interval
(m)
|
Grade
(Au g/t)
|
Sambaru 5
|
SGRC0080
|
40
|
4680W
|
40
|
-50
|
32
|
35
|
3
|
5.05
|
SGRC0084
|
40
|
4600W
|
40
|
-50
|
29
|
35
|
6
|
1.13
|
SGRC0085
|
60
|
4560W
|
40
|
-50
|
11
|
15
|
4
|
1.87
|
Sambaru 4
|
SGRC0097
|
70
|
3840W
|
40
|
-50
|
50
|
54
|
4
|
7.35
|
|
(including 1m @20.30 g/t
Au)
|
SGRC0100
|
75
|
3920W
|
220
|
-50
|
59
|
64
|
5
|
2.35
|
SGRC0103
|
75
|
3880W
|
220
|
-55
|
79
|
82
|
3
|
6.22
|
|
(including 1m @12.10 g/t
Au)
|
SGRC0107
|
90
|
3960W
|
220
|
-55
|
37
|
40
|
3
|
1.30
|
SGRC0108
|
125
|
3960W
|
220
|
-60
|
69
|
72
|
3
|
2.46
|
SGRC0115
|
55
|
3720W
|
220
|
-50
|
1
|
5
|
4
|
1.11
|
Sambaru 3
|
SGRC0122
|
120
|
2540W
|
220
|
-50
|
43
|
47
|
4
|
1.14
|
|
|
|
|
and
|
144
|
149
|
5
|
2.96
|
|
(including 1m @11.00 g/t
Au)
|
33
SGRC0125
|
90
|
2500W
|
40
|
-58
|
14
|
60
|
46
|
2.64
|
|
(including 3m @9.75 g/t
Au)
|
|
|
|
|
and
|
71
|
74
|
3
|
4.32
|
SGRC0128
|
90
|
2460W
|
220
|
-65
|
18
|
19
|
1
|
34.10
|
SGRC0130
|
136
|
2500W
|
220
|
-55
|
112
|
115
|
3
|
3.32
|
SGRC0135
|
120
|
2620W
|
220
|
-50
|
25
|
30
|
5
|
1.17
|
|
|
|
|
and
|
86
|
91
|
5
|
4.27
|
Sambaru 2
|
SGRC0137
|
50
|
1980W
|
40
|
-50
|
0
|
6
|
6
|
1.04
|
SGRC0140
|
115
|
1980W
|
40
|
-55
|
111
|
115
|
4
|
3.63
|
|
|
|
|
and
|
134
|
145
|
11
|
3.21
|
|
(including 1m @11.90 g/t
Au)
|
SGRC0145
|
140
|
2660W
|
220
|
-60
|
117
|
120
|
3
|
3.02
|
SGRC0149
|
72
|
1900W
|
40
|
-50
|
45
|
50
|
5
|
1.31
|
SGRC0152
|
93
|
2100W
|
40
|
-55
|
61
|
65
|
4
|
2.01
|
SGRC0157
|
110
|
2180W
|
40
|
-65
|
28
|
30
|
2
|
3.16
|
|
|
|
|
and
|
67
|
80
|
13
|
1.99
|
|
(including 2 m@ 6.11g/t
Au)
|
SGRC0160
|
128
|
2420W
|
220
|
-55
|
82
|
88
|
6
|
1.94
|
SGRC0163
|
150
|
2620W
|
220
|
-60
|
75
|
93
|
18
|
1.05
|
SGRC0166
|
125
|
2700W
|
220
|
-50
|
73
|
87
|
14
|
2.15
|
|
(including 1m@10.70g/t
Au)
|
SGRC0169
|
150
|
2060W
|
40
|
-60
|
63
|
65
|
2
|
42.71
|
|
(including 1m@84.40g/t
Au)
|
SGRC0170
|
120
|
1860W
|
0
|
-90
|
75
|
83
|
8
|
3.45
|
Sambaru 5
Drilling has intercepted the narrow and steeply-dipping,
arsenopyrite-rich gold zone across a strike length of some 160 meters. Besides
the high grade intersection of
16.80 g/t gold over 2 meters
reported from Section 4640W during the Phase 1 drilling programme, most
of the intercepts returned low gold values of between 0.5 to 1 g/t gold over 1
or 2 meter intervals with grade appearing to decrease with depth.
Sambaru 4
The main body of mineralization, having a grade of 3.45 g/t
gold over a true thickness of 11 meters and centered over an area of extensive
artisanal mining, was traced to a depth of 80 meters before pinching out. The
zone, narrowing rapidly out along strike and decreasing in grade, has been
traced for 320 meters. Drilling indicated a decrease in grade and width of the
mineral zone at depth.
A subsidiary, narrow mineralized lens, located 50 meters to the
north-east of the main lens was traced along a strike for 80 meters. Anomalous
grades defined the zone further to the northwest.
Sambaru 3
Sambaru 3 is the 2
nd
largest of all 5 artisanal
sites, comprising of at least 4 parallel but narrow mineralized zones that have
been traced continually across a strike length of 280 meters. The main pod of
mineralization, averaging 1.93 g/t gold and having a maximum width of 25 meters, pinches out at
110 meters in depth. It has a surface strike extend of approximately 40 meters.
34
The mineral lenses dip sub-vertically to the northeast.
Drilling has indicated that a number of lenses appear to extend beyond 110
meters depth and are open along strike both to the northwest and southeast.
Map 9: Plan of the Sambaru Prospects showing main gold
intersections
Sambaru 2
Sambaru 2 is the largest of all 5 prospects within the
Singida-Londoni Project. Although artisanal workings extend across a strike
length of 580 meters, drilling has defined the mineralization to occur within
320 meters of strike length. Four, parallel and vertically to sub-vertically
dipping gold lenses, have been intersected to depths of 130 meters although in
places the lenses do appear either to pinch out or decrease in grade.
The lenses tend to occur as narrow semi-discontinuous veins
pinching and swelling along the horizontal and vertical strike with grades
typically varying between 3.5g/t to less than 0.5g/t gold.
An evaluation of the total drill results of both Phase 1 and 2
drill programmes have shown that the gold mineralization at the Singida-Londoni
project comprises of narrow medium to low grade and often discontinuous lenses.
The shear structures hosting the gold-rich zones typically pinch and swell
along strike, which in places, have resulted in larger pods of limited size as
at Sambaru 3 and Sambaru 4.
35
Evaluation of the surface quartz rubble zones at both Sambaru 2
and 3 was undertaken in order to determine whether small, but easily accessible,
gold deposits are present. These quartz rubble zones are considered to be due to
erosional deflation of the main gold bearing zones at each of the prospects.
Mapping followed by a sampling programme of pits was undertaken
on a 25 meter x 80 meter spaced grid (
Table 11
). A 5 kilogram bulk sample
was collected by taking a vertical channel down the pit wall. The volume of the
5 kilogramme sample was maintained for all samples collected by using a
measuring box.
The following determinations were made:
-
% of quartz fragments to soil by weight (separate <1mm and >1mm size
fragments to determine the weight for each population
-
% of quartz fragments to soil by volume (plave the <1mm size fraction
in a measured container and estimate its volume of ratio of quartz fragments
to other rock fragments)
The following sample preparation was undertaken with each 5
kilogram sample:
-
Split <1mm soil to 500gm for BLEG (Bottle Leachable Extractable Gold)
analysis)
-
From the >1mm size fraction of quartz fragments,, an approximately
equal size quartz fragments (1 kilogram) for Laboratory crushing and 50 gm
Fire analysis
Table 11. Pit sampling programme across zones of surface
quartz rubble at Sambaru 2 & 3
Prospect
|
Section
|
From
|
To
|
Line-m
|
Az
|
Section
|
From
|
To
|
Line-m
|
Total
samples
|
Sambaru 3
|
727240
|
9412248
|
9412308
|
60
|
90
|
727240
|
9412260
|
9412320
|
60
|
4
|
|
727320
|
9412260
|
9412320
|
60
|
90
|
727320
|
9412270
|
9412320
|
50
|
4
|
|
727400
|
9412287
|
9412347
|
60
|
90
|
727400
|
9412248
|
9412308
|
60
|
4
|
Sambaru 2
|
9411980
|
727470
|
727530
|
60
|
0
|
9411980
|
727500
|
727530
|
30
|
4
|
|
9412060
|
727495
|
727535
|
40
|
0
|
9412000
|
727490
|
727560
|
70
|
3
|
Sambaru 2b
|
9411940
|
727680
|
727780
|
100
|
0
|
9411940
|
727680
|
727780
|
100
|
6
|
|
9412000
|
727708
|
727788
|
80
|
0
|
9412000
|
727690
|
727800
|
110
|
5
|
Total
|
|
|
|
460
|
|
|
|
|
|
30
|
Each of the quartz rubble zones were mapped prior to commencing
a pitting programme on a 80 meter x 25 meter grid.
Pitting was undertaken according to the mapping and in part
followed the programme outlines in Table 11. Depth of pit, to the base of the
rubble zone, varied from 0.40 meters to 1.20 meters across all three rubble
zones. A total of 32 pits were excavated and sampled.
Results
Each of the 5 kilogram samples was sieved to <1mm and each
fraction was weighed. On weighted and volumetric average, 86% of the sample
comprised of rock fragments > 1mm. The majority of rock fragments (90%)
comprise of quartz fragments. Results of both the fine fraction (<1mm) and
coarse fraction (>1mm) are shown in
Table 12
and summarized in n
Table 13 and Map 10.
Table 12. Results of pit sampling
|
|
|
|
Size <1mm
|
Size >1mm
|
|
Prospect
|
Pit ID
|
Easting
|
Northing
|
SANO
1
|
Au
g/t
|
SANO
2
|
Au
g/t
|
% Qtz
frags(>1mm)
|
Sambaru
3
|
LNP001
|
727394
|
9412316
|
A21551
|
0.07
|
A21579
|
0.45
|
82.69
|
LNP002
|
727399
|
9412294
|
A21552
|
0.04
|
A21580
|
0.3
|
88.89
|
LNP003
|
727395
|
9412272
|
A21553
|
0.04
|
A21581
|
0.12
|
86.96
|
36
|
LNP004
|
727396
|
9412260
|
A21554
|
0.05
|
A21582
|
0.01
|
87.76
|
LNP005
|
727321
|
9412284
|
A21555
|
0.10
|
A21583
|
0.42
|
84.62
|
LNP006
|
727313
|
9412296
|
A21556
|
0.09
|
A21584
|
3.28
|
87.23
|
LNP007
|
727327
|
9412306
|
A21557
|
0.06
|
A21585
|
1.38
|
88.46
|
LNP008
|
727320
|
9412322
|
A21558
|
0.04
|
A21586
|
5.12
|
87.5
|
LNP009
|
727230
|
9412282
|
A21559
|
0.12
|
A21587
|
0.18
|
83.64
|
LNP010
|
727239
|
9412262
|
A21560
|
0.01
|
A21588
|
0.11
|
84
|
LNP011
|
727236
|
9412306
|
A21561
|
0.03
|
A21589
|
0.06
|
90.57
|
Sambaru
2
|
LNP012
|
727690
|
9411960
|
A21562
|
0.05
|
A21590
|
0.02
|
90.38
|
LNP013
|
727700
|
9411958
|
A21563
|
0.04
|
A21591
|
0.01
|
92.31
|
LNP014
|
727716
|
9411958
|
A21564
|
0.02
|
A21592
|
0.07
|
89.21
|
LNP015
|
727728
|
9411962
|
A21565
|
0.24
|
A21593
|
0.4
|
91.76
|
LNP016
|
727748
|
9411956
|
A21566
|
0.01
|
A21594
|
0.28
|
87.76
|
LNP017
|
727759
|
9411960
|
A21567
|
0.01
|
A21595
|
0.01
|
86.6
|
LNP018
|
727773
|
9411958
|
A21568
|
0.01
|
A21596
|
0.9
|
87.76
|
LNP019
|
727796
|
9412000
|
A21569
|
<0.01
|
A21597
|
0.02
|
86.96
|
LNP020
|
727779
|
9412004
|
A21570
|
0.02
|
A21598
|
0.06
|
87.5
|
LNP021
|
727768
|
9412014
|
A21571
|
0.03
|
A21599
|
0.11
|
76.47
|
LNP022
|
727736
|
9412002
|
A21572
|
0.28
|
A21600
|
0.05
|
83.67
|
LNP023
|
727719
|
9412002
|
A21573
|
0.03
|
A21601
|
0.04
|
83.33
|
LNP024
|
727703
|
9411988
|
A21574
|
0.52
|
A21602
|
0.53
|
87.5
|
LNP025
|
727691
|
9411996
|
A21575
|
0.10
|
A21603
|
0.29
|
84.78
|
Sambaru
2b
|
LNP026
|
727543
|
9411984
|
A21576
|
0.03
|
A21604
|
0.78
|
86.27
|
LNP027
|
727534
|
9411992
|
A21577
|
0.09
|
A21605
|
0.07
|
80.85
|
LNP028
|
727513
|
9411992
|
A21578
|
0.09
|
A21606
|
0.07
|
87.76
|
Table 13. Summary of pit results
Grade Au (ppm)
|
No of samples
(<1mm)
|
No of samples
(>1mm)
|
<0.1
|
28
|
16
|
0.1-0.25
|
3
|
4
|
0.25-0.50
|
1
|
6
|
0.50-1.00
|
1
|
3
|
1.00-5.00
|
-
|
2
|
>5.00
|
-
|
1
|
TOTAL
|
32
|
|
(Max value 5.12ppm
|
|
|
Au)
|
|
|
37
Map 10. Surface plan showing position of quartz rubble zones
and location of pits
Mapping has shown that the surface areas of the rubble zones
cover a relatively small surface area from 6500 square meters at Sambaru 2A to
10,500 square meters at Sambaru 3
(Map 10
). Furthermore, pitting has
revealed thin surface deposits, that comprise mainly of quartz fragments,
averaging between 0.5 to 0.75 metres in thickness. Gold grade is predominantly
contained in the coarse fraction (
Table 13
). Sambaru 3 returned an
average grade of 1.04 g/t gold whereas Sambaru 2 and 2A returned grades
<0.31g/t gold.
Little potential is present to warrant further work to evaluate
a resource from these surface quartz rubble zones.
An evaluation of the drill results for both Phase 1 and 2
programs has shown that gold mineralization at the Singida-Londoni project
consists of narrow medium to low grade and often discontinuous lenses. The shear
structures hosting the gold-rich zones typically pinch and swell along strike,
which in places, has resulted in larger pods of limited size as at Sambaru 3 and
Sambaru 4 which indicates that the gold deposits have limited potential to be
developed into a major ore resource contrary to the Companys vision of
discovering substantially larger and economically viable gold deposits in the
short term. In this regard, the Company believes that the nature and extent of
the mineralization revealed thus far may lend itself rather towards a
small-scale commercial mining operation, a joint venture or a possible sale. The
Company will therefore endeavor to utilize through Joint Venture or sale the
Singida assets to assist in funding its other projects.
The Company has reduced the number of PMLs that were under
option from 37 to 20 PMLs and together with the remaining 23 PMLs, the mineral
rights of which are under agreement with a Tanzanian company of which full ownership (100%) will be automatically transferred to Lake
Victoria once a Mining Licence encompassing the PMLs is taken out.
38
Although the Company completed a Technical report in compliance
with Canadian National Instrument 43-101 prior to the June 2010 revised code, it
was not submitted. The report is now being prepared under the revised guidleines
and will include both drilling campaigns undertaken on the project.
Buhemba Gold Project
The Buhemba Gold Project consists of two (2) Prospecting
Licenses (PLs) that cover an area about 107km
2
.
1. Nyanza PL4892/2007
The Nyanza PL4892/2007 is currently
under renewal application. No work was undertaken during this period.
Previously, field investigation of the
work undertaken by Randgold Resources has confirmed the presence of at least 4
areas of artisanal workings. Follow-up exploration is planned to target the
known areas of artisanal mining as well as to investigate the western sheared
basalt/granite contact in PL4892/2007. Although the PMLs of the artisanal
workings do not form part of the PL license, we believe that the owners will be
amenable to entering an option agreement. Once the Minister of Mines approves
the application to renew the license, a number of E-W Schlumberger profiles are
planned across the sheared contact in order to prioritize target delineation
with a subsequent follow-up reverse circulation (RC) drilling program shortly
thereafter.
2. Mageta PL2979/2005 &
PL5159/2009
A reconnaissance visit to the two,
narrow E-W licences, PL2979/2005 and PL5159/2009, southeast of Buhemba town and
directly south of Mageta Village, was made in the latter part of 2011. Both
licences are located within granite terrain. Hills of granite outcrop along the
northern part of PL 2979/2005 that forms a gently valley slope to the south
where streams drain into the Ruvana River. The area is largely covered by black
cotton soil (mbuga). No outcrops rise out from the depositional plain.
Furthermore no artisanal activity appears to have ever taken place on any of the
two licences (pers.comm from local inhabitants). The area is considered not
prospective for gold and has been relinquished.
Kiabakari East (PL7142/2011)
The Kiabakari East Project is located approximately 55
kilometers southeast of Musoma town, in the Mara Region. The PL, covering 15.2
square kilometres and lying within the central part of the Musoma-Mara
Greesntone Belt, was granted to Lake Victoria Resources (T) Ltd. by the Ministry
of Mines in April 2011.
The PL was previously investigated by Randgold Resources who
excavated a number of N-S trenches across a small hill, rising some 50 meters
above the landscape, comprising of Banded Iron Formation (BIF) rocks in the
central to southern part of the PL. They also undertook 3 N-S drill fences,
totalling 24 reverse circulation drill holes, along strike to the east of the
BIF hill. No information is currently available. Minor artisanal mining
activities are present on the BIF hill. Recently, the eastern part of the
license has been invaded by +500 artisanal miners who have exposed a NNE-SSW
trending gold bearing structure hosted by a quartz porphyry dyke within a
metasedimentary rock sequence.
Exploration Strategy
Landsat Images for the licence area and surrounding environs
were obtained and processed. A variety of band ratio combinations have been used
to extract lithology and alteration. Of importance is the recognition of
structural features across the Kiabakari licence. A prominent set of NNE
fractures, supported by the Total Magnetic Intensity image of the ground
magnetometer survey, cut across the eastern part of the permit. The artisanal
working at the Kyarano prospect are aligned along this trend
(Map
11
).
39
Map 11: Landsat Image over the Kiabakari East Prospect
showing major structural trends.
BIF Hill Prospect
Detailed mapping of the BIF Hill and immediate environs were
initially undertaken. The BIF is intensely folded and in places sheared. Fold
axes trend NW-SE with an apparent plunge to the SE. Artisanal activity is
selectively mining the quartz veinlets within the shear zones.
A number of previously dug trenches and artisanal pits were
cleared of bush and selective sampling, including grab samples and 2 meter
composite channel samples along the sidewall of the trenches and at the base of
the pits, were collected (33 samples-
Table 14
).
A follow-up trench programme, in which a number of the old
existing trenches as well as new trenches, totalling 342.7 meters, were
re-opened, excavated and sampled. Results are summarised in
Table 14 and Map
12.
Table 14. Results of selective trench and pit sampling at
BIF Hill
Trench ID
|
East (ARC60)
|
North (ARC60)
|
AZIMUTH
|
Interval (m)
|
Au (g/t )
|
KP001
|
597505
|
9799528
|
0
|
1.8
|
3.05
|
KP002
|
597514
|
9799518
|
180
|
1.0
|
2.32
|
KP003
|
597519
|
9799530
|
180
|
0.9
|
0.70
|
KP004
|
597531
|
9799526
|
180
|
2.0
|
2.55
|
KP005
|
597542
|
9799524
|
180
|
1.2
|
1.52
|
KP006
|
597548
|
9799520
|
180
|
1.2
|
1.32
|
KP007
|
597552
|
9799530
|
210
|
2.0
|
4.43
|
40
KP008
|
597543
|
9799520
|
210
|
1.0
|
3.31
|
KP009
|
597550
|
9799514
|
180
|
0.8
|
4.11
|
KP010
|
597556
|
9799510
|
200
|
1.5
|
0.36
|
KP011
|
597563
|
9799514
|
195
|
1.0
|
0.71
|
KP012
|
597555
|
9799502
|
150
|
1.0
|
0.25
|
KP013
|
597526
|
9799488
|
90
|
2.0
|
0.81
|
KP014
|
597523
|
9799490
|
105
|
2.0
|
0.98
|
KP015
|
597518
|
9799492
|
80
|
1.0
|
0.73
|
KP016
|
597519
|
9799492
|
150
|
1.0
|
2.87
|
KP017*
|
597517
|
9799488
|
|
-
|
4.47
|
KP018
|
597522
|
9799506
|
90
|
3.0
|
2.37
|
KP019
|
597525
|
9799514
|
0
|
2.0
|
1.59
|
KP020
|
597505
|
9799500
|
30
|
9.4
|
0.40
|
KP021
|
597505
|
9799500
|
180
|
1.7
|
2.88
|
KP022
|
597505
|
9799500
|
125
|
8.0
|
0.25
|
KT001a
|
597482
|
9799517
|
4
|
16.00
|
0.50
|
KT003
|
597532
|
9799525
|
13
|
10.00
|
1.56
|
KT003b
|
597525
|
9799494
|
10
|
32.80
|
1.31
|
Including
|
8.80
|
2.77
|
KT004
|
597550
|
9799526
|
22
|
31.69
|
1.82
|
Including
|
4.03
|
6.96
|
KT004c
|
597538
|
9799470
|
13
|
3.50
|
1.33
|
KT005
|
597579
|
9799497
|
23
|
2.10
|
1.31
|
KT005a
|
597585
|
9799512
|
23
|
2.05
|
0.51
|
KT007a
|
597649
|
9799483
|
16
|
4.10
|
0.85
|
KT008a
|
597499
|
9799511
|
130
|
4.30
|
1.14
|
KT008b
|
597506
|
9799505
|
141
|
12.00
|
1.32
|
KT008c
|
597513
|
9799496
|
132
|
12.05
|
1.16
|
KT009
|
597505
|
9799514
|
70
|
24.80
|
1.45
|
Including
|
6.00
|
3.97
|
KT010
|
597511
|
9799476
|
51
|
8.00
|
0.71
|
KT010a
|
597526
|
9799487
|
37
|
2.00
|
1.29
|
KT010a
|
597519
|
9799483
|
53
|
2.00
|
1.97
|
KT010b
|
597526
|
9799487
|
37
|
2.00
|
1.48
|
KP017* - grab sample taken at the bottom of a 12 meter deep
artisanal shaft
Map 12: Plan of BIF Hill showing geology and results of pit
and trench sampling.
41
Regional geological mapping and an in-house ground magnetic
survey along 200 meter spaced N-S traverse lines and totalling 78.2
line-kilometers, were completed across the licence. A number of infill and
repeat ground magnetic N-S traverses across the southern portion of the licence
was undertaken to improve the quality of the data. A total of 20 lines amounting
to 103.9 line-kilometers was completed and the data processed and imaged.
The licence is divided by the westward flowing Kyarano River
which appears to flow along the contact beween the granite hills to the north
and the meta-sedimentary rocks to the south which comprise mainly of argillites
and BIF. A outcrop of basalt containing disseminated pyrite is noted in the NW
corner of the licence, north of the Kyarano River and forms the western contact
with the granite hills. Results of the rock samples are shown in
Table
15.
Table 15. Rock samples collected from various localities on
the Kiabakari PL.
East(Arc 60)
|
North (Arc 60)
|
SANO
|
Au
ppm
|
COMMENTS
|
597525
|
9799486
|
A28691
|
0.14
|
5cm silicified & Fe altered
unit on limb of fold (IN Trench KP013)
|
597517
|
9799488
|
A28696
|
4.47
|
Bottom of 12m deep shaft (KP017)
BIF Hill
|
597024
|
9800548
|
A32247
|
0.02
|
Basalt + dessim pyrite
|
597226
|
9800638
|
A32248
|
0.02
|
Basalt + dessim pyrite
|
597086
|
9800718
|
A32249
|
0.01
|
Basalt + dessim pyrite
|
596944
|
9800614
|
A32250
|
0.04
|
Basalt + dessim pyrite
|
596200
|
9800782
|
A32454
|
0.02
|
Silicified BIF
|
596200
|
9800790
|
A32455
|
0.16
|
Slightly weathered BIF
|
596851
|
9800502
|
A32456
|
0.02
|
Quartz pophry
|
596886
|
9800530
|
A32457
|
0.04
|
Argillite
|
596855
|
9800604
|
A32458
|
0.02
|
Argillite + pyrite
|
596909
|
9800608
|
A32459
|
0.02
|
Argillite + pyrite
|
Termite sampling
42
A total of 206 termites were collected during mapping. No VG
was noted in any of the panned samples. Selective termite samples, based on the
regolith profile and totalling 100 samples were submitted to SGS Laboratory for
500gm BLEG analysis for gold. Results are shown in
Table 16.
Table 16. Summary of t
ermite sample results
collected across
the southern part of PL7142/2011
Range (ppb Au)
|
Samples
|
<10
|
24
|
10-20
|
44
|
20-30
|
17
|
30-40
|
9
|
40-50
|
3
|
>50
|
3
|
Two linear anomalies, approximately 800 meters apart and
trending northwest for a strike length of some 2 kilometers occur across low
topographic hills in the central to southern part of the licence. The northern
trend encompasses the BIF hill. Furthermore, a similar geochemical anomaly is
seen to exist in the eastern side of the licence where some 500 artisanal miners
have been active.
Soil Sampling
A regional soil sampling programme on a 200 meter x 50 meter
grid has been completed across the central and southern part of the licence,
south of the granite outcrops that constitute the northern part of the licence.
A total of 801 soil samples were collected and together with 5% QA-QC samples
constituting a Commercial Standard and a Blank totalling 43 samples, were
submitted to SGS Laboratory Mwanza for gold analysis by Aqua Regia. The
summarised results are shown in
Table 17
.
Table 17. Summary of soil sampling programme carried out
across the central to southern part of the Kiabakari East
Range (ppb
Au)
|
Samples
|
<0.1
|
32
|
0.1-5
|
548
|
5-10
|
159
|
10-20
|
36
|
20-30
|
14
|
30-40
|
3
|
40-50
|
2
|
>50
|
7
|
Total
|
801
|
Both the BIF hill and the Kyarano artisanal site, located in
the central and eastern part of the permit respectively, are clearly shown by
subtle but distinct gold-in-soil anomalies (
Map 13
). At BIF Hill the soil
anomaly extends to the southeast for some 1500 meters. Gold mineralisation at
the Kyarano Prospect is hosted by a NNE trending, altered quartz porphyry dyke.
Soil sampling has doubled the present strike of the mineralised zone, as defined
by the artisanal shafts, to at least 800 meters in length before being covered
by duricrust to the south.
Soil sampling has also revealed a linear soil anomaly, trending
from the Kyarano Prospect 2.6 kilometers to the NW and some 400 meters north of
BIF Hill. Furthermore, a NNE trending soil anomaly of up to 600 meters in strike
length, similar to that reflected over the Kyarano Prospect, is located 800
meters east of BIF Hill (
Map 13
).
43
Map 13: Plan showing soil and termite anomalies in the
central to southern part of the Kiabakari East permit
I P Survey
A Gradient array IP survey was undertaken, on a 200 meter
spaced N-S grid, across the central part of the Kiabakari East Permit. Problems
were encountered in the northern part of the grid to obtain reliable readings
due to the westward flowing Kyarano River.
Schlumberger Survey
Schlumberger VES N-S and E-W profiles were undertaken across
BIF Hill and the artisanal workings at the Kyarano Prospect respectively
(
Table 18, Map 14
).
Table 18. Schlumberger VES profiles across BIF Hill and the
Kyarano Prospect
BIF HILL
|
FROM
|
TO
|
|
EASTING
|
NORTHINGS
|
LENGTH (m)
|
597200E
|
9799450
|
9799750
|
300
|
597400E
|
9799400
|
9799700
|
300
|
597560E
|
9799700
|
9799500
|
200
|
597580E
|
9799400
|
9799625
|
225
|
597600E
|
9799400
|
9799700
|
300
|
597620E
|
9799400
|
9799700
|
300
|
597800E
|
9799350
|
9799650
|
300
|
598000E
|
9799300
|
9799600
|
300
|
598200E
|
9799250
|
9799550
|
300
|
44
598400E
|
9799200
|
9799500
|
300
|
598600E
|
9799150
|
9799450
|
300
|
KYARANO PROSPECT
NORTHING
|
EASTINGS
|
|
9799850N
|
599000
|
599120
|
120
|
9799700N
|
599000
|
599400
|
400
|
9799650N
|
599000
|
599400
|
400
|
9799500N
|
599000
|
599400
|
400
|
9799300N
|
599000
|
599400
|
400
|
9799100N
|
599000
|
599400
|
400
|
9798900N
|
599000
|
599400
|
400
|
9798700N
|
599000
|
599400
|
400
|
9798500N
|
599000
|
599400
|
400
|
Uncompleted
|
|
|
|
Inconsistent IP results were noted from the surveys undertaken
across the Kyarano workings which failed to distinguish the pyritised quartz
porphyry rock.
A distinct chargeability with low resistivity, situated some
100m north of the interpolated strike extensions of the mineralised BIF unit,
was noted from a number of N-S Schlumberger profiles undertaken across BIF
Hill.
Kyarano Prospect
The Kyarano Prospect, located on the eastern side of the
Kiabakari East licence, is a recent and active artisanal site in which up to
+500 illegal miners have been present. Shafts, aligned along a NNE trend, were
sunk into a quartz porphyry/felsite dyke rock, for a strike distance of some
400 meters. Mining activities decreased as flooding of the shafts occurred from
15-20 meters below ground. A number of the shafts were sampled and assayed for
gold by 50 gm fire assay, results of which are shown in
Table 19 and Map
14.
Table 19. Results of shaft sampling at the Kyarano Prospect
Prospect
|
Pit_ID
|
East
(Arc60)
|
North
(Arc60)
|
SANO
|
Au
ppm
|
Description
|
Kyarano
|
KP023
|
599210
|
9799682
|
A22984
|
0.47
|
Qtz vein - 7m depth
|
Kyarano
|
KP0024
|
599212
|
9799646
|
A22985
|
0.06
|
Light grey felsite/qtz porphyry
-10m depth
|
Kyarano
|
KP0025
|
599255
|
9799608
|
A22986
|
0.11
|
Light grey felsite/qtz porphyry
-9m depth
|
Kyarano
|
KP0026
|
599176
|
9799566
|
A22987
|
0.01
|
Light grey felsite/qtz porphyry
-8m depth
|
Kyarano
|
KP0027
|
599162
|
9799500
|
A22988
|
1.74
|
Light grey felsite/qtz porphyry
-7m depth
|
Kyarano
|
KP0028
|
599164
|
9799454
|
A22989
|
0.93
|
Light grey felsite/qtz porphyry
-5m depth
|
Kyarano
|
KP0029
|
599260
|
9799470
|
A22990
|
19.8
|
Light grey felsite/qtz porphyry
-5m depth
|
Map 14: Plan of BIF Hill and Kyarano Prospects showing
position of Schlumberger profiles and diamond drill collars
45
Diamond drilling
A diamond drill programme, amounting to approximately 1000
meters to test both BIF Hill and the Kyarano prospects is currently in progress
(
Table 20, Map 14
). Drilling has commenced at BIF Hill with an inclined
hole of -50 degrees to the north being drilled beneath the hill. This will be
followed by a number of inclined boreholes collared on 40 meter-spaced N-S
sections at the base of the hill in order to define the geometry of the
interpolated plunging ore shoot which is hosted by banded iron formation
lithologies comprising of chert, siltstones and greywackes.
Table 20. Diamond drill programme planned at Kaiabakari
East
BHID
|
Prospect
|
Section
|
Easting
|
Northing
|
Elevation
|
Az
|
Dip
|
Length
|
Comments
|
KED001
|
BIF Hill
|
597580E
|
597580
|
9799434
|
1280.4
|
0
|
-50
|
157.03
|
Completed
|
KED002
|
BIF Hill
|
597540E
|
597540
|
9799438
|
1278.8
|
0
|
-50
|
154.48
|
Completed
|
KED003
|
BIF Hill
|
597620E
|
597620
|
9799430
|
1287.2
|
0
|
-50
|
100
|
In Progress
|
KED004
|
BIF Hill
|
597620E
|
597620
|
9799380
|
1279.8
|
0
|
-55
|
180
|
|
KED005
|
BIF Hill
|
597660E
|
597660
|
9799438
|
1282.5
|
0
|
-55
|
100
|
Pending results
|
KED006
|
BIF Hill
|
597660E
|
597660
|
9799360
|
1279.1
|
0
|
-55
|
200
|
of KED004
|
KED007
|
Kyarano
|
9799700N
|
599153
|
9799700
|
1242.7
|
90
|
-50
|
120
|
|
KED008
|
Kyarano
|
9799460N
|
599100
|
9799460
|
1255.1
|
90
|
-50
|
120
|
|
Total
|
|
1131.5
|
|
46
A short drilling programme has been planned to test the NNE
trending pyritic quartz felsite porphyry at the Kyarano Prospect located on the
eastern side of the project area some 1.5 kilometers east of BIF Hill. Two
boreholes, collared 240 meters apart on E-W drill fences will test the area 80
meters beneath the active artisanal workings in order to examine the hosting
lithologies and alteration associated with this known gold mineralisation.
KED001 intersected a 110 meter wide zone of Banded Iron
Formation (BIF) comprising of cyclic sequences of cherts, siltsones and
greywackes. Interbedded layers of massive, as well as dessiminated sulphides,
predominantly pyrrhotite, occur throughout the rock sequence. The footwall rocks
to the BIF units at 110 meters down hole comprise of conglomerates and sediment
supported breccias in which pebbles of pyrrhotite are commonly observed.
All the core will be cut in half by a rock saw with the half
core (or quarter core if over wider intervals of >1 meter) being sampled
according to the intervals as per geologic log. Strict quality control will be
maintained in which 5% of the sample batch, comprising 20 samples, will contain
a blank, a Commercial Standard and a duplicate. The sample batches will be
submitted to SGS Laboratory Mwanza for 50gm Fire assay.
Future exploration
Once the Diamond drilling programme has been completed, the
following field exploration is planned:
Repeat and infill sampling on 50 meter x 25 meter grids are
planned to validate and define the current soil anomalies. Previous termite
sampling to the south of BIF Hill and the Kyarano Prospect which returned
anomalous values but were not reflected in the surrounding soils, are to be
further investigated by pitting in order to determine the validity of the gold
values derived from the termite mounds.
A Reverse circulation drill programme will be planned, pending
the success of the diamond drill programme, later in the year.
Uyowa Gold Project
The Uyowa Gold project, located 120 kilometers northwest of
Tabora town, consists of seven (7) Prospecting Licenses (PLs) that initially
cover a total area of 720 square kilometers in the west-central area of
Tanzania. Exploration has been mainly focused in the northern license blocks PL
3425/2007 and PL5153/2008.
Exploration Strategy
Initially, exploration work on PL 3425/2007 commenced in the
1
st
quarter of 2011 and continued until the onset of the rainy season
in early May. Field work re-commenced in the last week of July. Prior to the
rainy season, the following exploration activities were undertaken:
The raw aeromagnetic data, flown by Geosurvey International
G.m.b.H between 1977 to 1980 on a line spacing of 1.0km and at a height of 120m,
was purchased from the Geological Survey, Dodoma and has been subsequently
reprocessed and interpreted. A number of priority areas were highlighted from
Targets 1 to 5 (
Map 15
). Due to accessibility, exploration has been
focused on Target 3 which lies across the central and eastern side of the
License Block and includes PL 5916/2009.
47
Map 15: Regional aeromagnetic map across Uyowa Project area
showing exploration targets numbered according to priority.
Detailed ground magnetometer survey has been partly undertaken
across Target 3 on 200 meter space N-S traverse lines. To date, at total of 35
traverses of 7.5 kilometer each, totaling 265 line-kilometers have been
completed along the eastern part of Target 3.
Soil sampling on 400 meter x 50 meter centers has been
undertaken. A total of 2,616 samples of 1 kilogram each, including 53 Blanks and
9 Standards, have been collected, prepared on site to 80 meshes. A select
consignment of 1182 samples including the QA-QC samples were submitted to SGS
Laboratory Mwanza for gold determination by Aqua Regia. The remaining 1434
samples have been stored at site for possible later submission to the
laboratory.
Results indicate that 81% of all samples returned below
background values (<10 ppb Au)
Table 21
. All of the anomalous values
(>50ppb Au) tend to be isolated single point values. The maximum soil value
reported is 1.24g/t Au.
Table 21. Statistical summary of soil sample results
collected on Target 3, Uyowa Gold Projecty
Range (ppb Au)
|
Samples
|
Blanks
|
Outstanding
samples
|
<10
|
954
|
36
|
|
10-20
|
130
|
9
|
20-30
|
57
|
6
|
30-40
|
18
|
|
40-50
|
14
|
|
>50
|
9
|
1
|
Total
|
1182
|
52
|
1434
|
48
A total of 12 rock samples were collected and submitted for
50gm Fire Assay. All samples returned <0.02g/t gold.
Termitaria sampling was undertaken but panning revealed no
visible gold.
Regolith mapping has been undertaken in conjunction with the
soil sampling program across Target 3.
Remote sensing studies have been undertaken using
various Band ratios with Landsat Imagery. ASTER imaging has been obtained for
the area and has been processed using the various mineral Index ratios.
Follow-up ground truthing of the Fe ratios have partly been undertaken and have
confirmed the presence of laterite in PL 3425/2005.
Proceeding the rainy season, the exploration focus was shifted
to the the northern most licence (PL 5153/2008) where an active artisanal mining
site, covering an area of 300 meters x 100 meters, is present. The area of
workings and the surrounding environs are covered by 15 PMLs that do not form
part of the PL. The Company has entered into an Option agreement with the owners
of 4 PMLs that lie across the main zone of workings.
By the time exploration commenced a gold rush of some 5000
artisanal miners, had invaded the site and extended the E-W strike of the known
workings up to 1200 meters.
The area was previously investigated by Ashanti Gold in 2003,
in which they undertook 999 meters of Reverse Circulation drilling on 100
meter-spaced NNE-SSW drill fences. They intersected 4 narrow zones of gold
mineralization along an E-W strike of some 300 meters which returned a number of
significant intersections including of 27.16 g/t gold over 4 meters and
(
Table 22, Map 16
).
Table 22 . Summary of RC drill results (after Ashanti, 3
January 2010)
Hole Id
|
Easting
|
Northing
|
Az
|
Dip
|
Length
|
From
(m)
|
To (m)
|
Interval(m)
|
Au g/t
|
MWRC0001
|
389965.00
|
9506207.00
|
190
|
-55
|
9
|
0
|
6
|
6
|
1.37
|
MWRC0003
|
389953.00
|
9506156.00
|
190
|
-55
|
75
|
11
|
17
|
6
|
0.5
|
|
|
|
|
|
and
|
60
|
62
|
2
|
3.91
|
MWRC0004
|
389943.00
|
9506106.00
|
190
|
-55
|
75
|
19
|
25
|
6
|
3.43
|
MWRC0006
|
390063.00
|
9506192.00
|
190
|
-55
|
84
|
10
|
12
|
2
|
2.66
|
|
|
|
|
|
and
|
76
|
80
|
4
|
27.16
|
|
|
|
|
|
|
(including 2 metres@52.7 g/t Au)
|
MWRC0007
|
390053.00
|
9506145.00
|
190
|
-55
|
102
|
41
|
44
|
3
|
1.14
|
MWRC0008
|
390162.00
|
9506175.00
|
190
|
-55
|
84
|
46
|
47
|
1
|
1.36
|
MWRC0009
|
390152.00
|
9506123.00
|
190
|
-55
|
75
|
6
|
9
|
3
|
0.82
|
MWRC0010
|
390269.00
|
9506204.00
|
190
|
-55
|
102
|
58
|
63
|
5
|
0.8
|
MWRC0012
|
390328.00
|
9506241.00
|
190
|
-55
|
75
|
8
|
9
|
1
|
2.21
|
Map 16: Drill hole location map of Ashanti Gold exploration
boreholes showing interpolated gold lenses and grades.
49
Exploration was focused on PL 5153/2007 in which the following
programmes were carried out (
Map 17
)
-
Regional Mag survey on 200 meter spaced N-S lines covering a 12 kilometers
x 6 Kilometers grid
-
Gradient array survey on 400 meter spaced N-S lines across the optioned
PML and extending out along strike across a grid of 10 kilometers x 4
kilometers
-
Soil sampling on 200 meters x 50 meter grid across a grid area of 2.25
kilometers x 10 kilometers (excluding the artisanal site
-
Schlumberger profiles
-
Detailed mapping
-
Shaft sampling
-
a 1500 meter RC drill programme to test the down-dip continuity of
thickness and grade as well as exploring the strike extensions of the 4 main
mineralised zones across the PMLs.
Map 17: Grid layouts of proposed exploration surveys to be
undertaken across the artisanal workings and environs on PL 5153/2008
50
Licence reduction
Many of the licences in the Uyowa project were due for renewal
during 2011 and according to Governmnet mining policy, 50% of the areas were
relinquished, thereby, reducing the total land package from 729.73 square
kilometers to 421.75 square kilometers (
Map 18
).
Both the eastern and western parts of the PL 5153/2008, largely
overlain by the northward and southward flowing Igombe and Gombe Rivers
respectively, were relinquished. Subsequent to the relinquishment, the Company
has placed an application for the eastern part of the shed-off area since it
appears from Landsat imagery that the ENE structural trend is persistent east of
the river.
Map 18: Current licence distribution of the Uyowa
Project
51
Exploration was immediately focused on mapping in detail the
zone of artisanal workings as well as evaluating the mineralization being
exposed by the artisanal miners. A number of shafts were selectively chosen on
approximately 80 meters spaced centers along the trend in order to coincide with
the planned N-S drilling grid. A total of 25 shafts and pits were channel
sampled across the working face at depths of between 5 to 22 meters. Samples
were collected across the narrow mineralised vein, which ranged between 10 to 35
centimeters wide, as well as hanging and footwall zones. Samples were submitted
to SGS Laboratory, Mwanza for 50 gm Fire analysis. Mapping indicated a narrow,
high grade quartz-rich gold bearing zone containing disseminated pyrite,
striking ENE and dipping steeply to the north, beneath a 10 meter thick sand and
lateritic duricrust cover.
Assay results indicate that anomalous gold grades extend into
the wall rocks. The mineralised zone dips steeply to the north. A summary of the
more significant results taken across the strike of mineralised zone, within the
artisanal shafts, is presented in
Table 23
.
Table 23
.
Shaft sampling results
Shaft No.
|
Depth of shaft (m)
|
Interval
|
Vein Position
|
Au g/t
|
Location
|
UYSH001
|
12
|
0.35
|
H/W
|
0.30
|
East
|
0.27
|
Qtz Vn
|
68.80
|
0.4
|
F/W
|
0.51
|
UYSH002
|
14
|
0.45
|
H/W
|
0.15
|
East
|
0.3
|
Qtz Vn
|
2.89
|
0.35
|
F/W
|
6.01
|
UYSH003
|
12
|
0.9
|
Qtz Vn
|
66.70
|
East
|
52
UYSH004
|
22
|
0.35
|
H/W
|
2.05
|
East
|
0.32
|
Qtz Vn
|
68.30
|
UYSH005
|
20
|
0.5
|
Qtz Vn
|
10.50
|
East
|
UYSH006
|
18
|
0.45
|
H/W
|
3.77
|
East
|
0.2
|
Qtz Vn
|
89.60
|
0.35
|
F/W
|
1.04
|
UYSH007
|
20
|
0.3
|
H/W
|
20.40
|
East
|
0.25
|
Qtz Vn
|
57.10
|
UYSH008
|
18
|
0.6
|
H/W
|
0.34
|
East
|
0.15
|
Qtz Vn
|
4.31
|
UYSH009
|
12
|
0.15
|
Qtz Vn
|
3.08
|
East
|
0.35
|
F/W
|
0.80
|
UYSH010
|
5
|
0.6
|
Shear
|
0.97
|
East
|
UYSH026
|
18
|
0.7
|
H/W
|
1.86
|
East
|
0.3
|
Vn
|
1.78
|
UYSH025
|
5
|
0.5
|
Shear
|
0.55
|
Central
|
UYSH028
|
12
|
0.6
|
H/W
|
0.53
|
Central
|
0.15
|
Qtz Vn
|
29.40
|
UYSH032
|
5
|
0.7
|
Shear
|
1.37
|
West
|
UYSH037
|
12
|
0.24
|
H/W
|
1.09
|
West
|
0.51
|
Qtz Vn
|
88.00
|
0.17
|
F/W
|
6.66
|
Ground Magnetic Survey
In-house ground magnetic survey was conducted along 200 meter
spaced N-S traverses across the central part of PL 5153/2008, covering a total
area of 75 square kilometers. The ground magnetic signature reflects a large
isoclinal EW trending fold, whose northern limb is coincident with the trend of
the known gold mineralization as shown on
Map 19.
Gold mineralization is co-incident with a prominent magnetic
structure that appears to define the northern limb of an E-W trending fold zone.
Gold mineralization is related to narrow and intensely silicified shear zones
containing disseminated pyrite mineralization. A N-S graben structure on the
western end of the trend coincides with the last of the artisanal workings. This
area, unlike the artisanal site where laterite is often exposed on surface, is
overlain by sand cover for some 500 metres to the west before lateritic soils
are again present suggesting possible continuation of the mineralised trend
further westwards.
53
Map 19: TMI map over the artisanal area and
environs.
IP Gradient Survey
An in-house gradient IP survey, covering 40 square kilometers,
was partly completed across the artisanal workings and surrounding environs. The
area was divided into 28 blocks of 1.1 kilometer x 2 kilometer with a N-S line
spacing of 200 meters. A total of 16 survey blocks, amounting to 145
line-kilometers, was completed by the end of the year
(Map 20).
Results, together with the ground magnetic survey, mapping and
soil geochemistry, is expected to refine and improve the structural
interpretations and target definition across the project area.
Schlumberger VES orientation, N-S profiles of 300 meters in
length were undertaken across the zone of artisanal workings in order to test
and define the mineralised zone before applying the method to trace the
mineralisation along strike as well as testing a number of ground magnetic
targets (
Table 24
). A total of 12 N-S profiles, amounting to 3.60
line-kilometers, of the 24 planned profiles were completed. Results of the
orientation survey across the artisanal mining site indicated that a number of
profiles reflected coincident chargeability/resistivity anomalies over the known
mineralization.
54
Map 20: Map showing completed Gradient IP survey
blocks
Table 24. Schlumberger Survey
|
From
|
To
|
|
|
|
|
Section
|
East (Arc
60)
|
North
(Arc 60)
|
North
(Arc 60)
|
Az
|
Length
|
Comments
|
Status
|
390040E
|
390040
|
9506300
|
9506000
|
180
|
300
|
Central (Orientation)
|
Completed
|
390120E
|
390120
|
9506300
|
9506000
|
180
|
300
|
Central (Orientation)
|
Completed
|
389960E
|
389960
|
9506300
|
9506000
|
180
|
300
|
Central (Orientation)
|
Completed
|
390600E
|
390600
|
9506350
|
9506050
|
180
|
300
|
East
|
Completed
|
391000E
|
391000
|
9506400
|
9506100
|
180
|
300
|
East
|
Completed
|
391400E
|
391400
|
9506450
|
9506150
|
180
|
300
|
East
|
Completed
|
389700E
|
389700
|
9506250
|
9505950
|
180
|
300
|
West
|
Pending
|
389320E
|
389320
|
9506150
|
9505850
|
180
|
300
|
West
|
Pending
|
388920E
|
388920
|
9506100
|
9506800
|
180
|
300
|
West
|
Pending
|
390760E
|
390760
|
9505500
|
9505200
|
180
|
300
|
Target 3
|
Completed
|
391400E
|
391400
|
9505350
|
9505050
|
180
|
300
|
Target 3
|
Completed
|
392000E
|
392000
|
9505450
|
9505150
|
180
|
300
|
Target 2
|
Pending-
|
392920E
|
392920
|
9506700
|
9506400
|
180
|
300
|
Target 2
|
Completed
|
55
392120E
|
392120
|
9506600
|
9506300
|
180
|
300
|
Target 2
|
Completed
|
394340E
|
394340
|
9506800
|
9506500
|
180
|
300
|
Target 2
|
Completed
|
|
394340
|
9506500
|
9506200
|
180
|
300
|
Target 2
|
Completed
|
395700E
|
395700
|
9506500
|
9506200
|
180
|
300
|
Target 2
|
Pending-
|
|
395700
|
9506200
|
9505900
|
180
|
300
|
Target 2
|
Pending-
|
392040E
|
392040
|
9505400
|
9505100
|
180
|
300
|
Target 3
|
Pending
|
394340E
|
394340
|
9505300
|
9505000
|
180
|
300
|
Target 3
|
Pending
|
392920E
|
392920
|
9505400
|
9505100
|
180
|
300
|
Target 3
|
Pending
|
388760E
|
388760
|
9506900
|
9506600
|
180
|
300
|
Target 4
|
Pending
|
389720E
|
389720
|
9507300
|
9507000
|
180
|
300
|
Target 4
|
Pending
|
390600E
|
390600
|
9507600
|
9507300
|
180
|
300
|
Target 4
|
Pending
|
A number of Schlumberger profiles were undertaken along the
interpreted northern limb of the E-W trending antiform towards the apparent
fold closure in the eastern side of the PL. Results revealed a number of
coincident chargeability and resistivity anomalies across the limb of the
fold.
Regolith and Geological mapping
The area, characterized by gentle undulating plains at an
altitude of 1100 meters above sea level, is mainly flat and covered by black
cotton (mbuga) and lateritic soils in which occasional inselbergs comprising
of K-feldspathic-rich granitic gneisses occur on the southern part of the
licence. The superficial cover is up to +8 meters thick. Three main categories
of regolithic are noted:
-
Cuirasse (pisolitic and conglomeratic),
-
depositional sand cover
-
residual sand cover
The underlying geology of PL5153/2008 consists essentially of
granitic biotite and pegmatite gneisses. Regional mapping of the granitic gneiss
outcrops in the southern part of the licence indicate the presence of sinsitral
NW-SE faults zones. These faults may have a controlling influence where they
cross the ENE-SWS gold bearing shear zone to the north (
Map 19
) as is
seen by the improved gold grades and widths in the western part of the artisanal
mining area.
Soil and termitaria sampling
Soil sampling has been undertaken over the red-brown lateritic
soils on a 200 meter x 50 meter N-S grid. A total of 1557 samples of 1 kilogram
each have been collected, prepared on site to 80 mesh and submitted together
with 5% Blanks and Standards (56 samples), to SGS Laboratory Mwanza for gold and
arsenic determination by Aqua Regia in ppb and ppm levels respectively. The
remaining samples were collected largely over sand cover and will be retained
for possible later submission if warranted by further mapping.
Results indicate that 93% of all samples returned gold values
below 10 ppb. No arsenic is present, with all sample values being below
detection limit (<20 ppm), refer to
Table 25
.
All the anomalous
gold values occur as single point values along the known E-W zone of gold
mineralization. A single maximum value of 400 ppb gold occurs on the far eastern
side of the trend (
Map 21
).
56
Table 25. Summary of soil sample
results collected over PL 5153/2008
Range (ppb Au)
|
Samples
|
Blanks/Standards
|
Outstanding
samples
|
<10
|
860
|
10
|
|
10-20
|
39
|
19
|
20-30
|
8
|
|
30-40
|
6
|
|
40-50
|
3
|
|
>50
|
8
|
27
|
Total
|
924
|
56
|
614
|
Map 21: Soil geochemistry map showing main anomalous gold
trends
Termitaria sampling has been focused in testing the underlying
geochemistry of the various ground magnetic and structural targets. A total of
279 termite mounds of intermediate to cathedral sizes have been sampled and
approximately 1 kilogram of sample has been panned at site. Results are
generally disappointing with only a few termites returning a single nugget of
gold. A number of large termites exist on the artisanal workings and these also
failed to return any gold. It is believed that the near surface water table
level coupled with sand cover as well as the laterite duricrust has restricted
the use of termite mounds as a geochemical sampling method in this district.
RC Drilling
57
A Reverse Circulation drill programme was executed during
September and October 2011. A total of 2,486 meters of drilling was completed in
29 boreholes. Drilling was aimed at testing the strike extensions of the known
mineralised gold zone beneath the area of intensive artisanal activity as well
as to test a number of geophysical targets that have been defined from the
recent ground magnetometer and IP Schlumberger surveys.
Drilling was conducted along 80 meter spaced N-S fences across
a strike length of 1,300 meters with all boreholes angled between 50-65 degrees
to the south.
Drilling identified a number of narrow and anomalous gold
bearing zones in which a single continuous gold bearing silicified shear zone,
having a grade greater than 0.5g/t gold, over +1 meter interval, is persistent
throughout the area being tested. Gold mineralization occurs as free gold as
well as in association with pyrite mineralization. Drill samples were collected
across the gold bearing zones on 1 meter intervals with the results consequently
representing a diluted grade to those higher grade assays that are present over
narrow widths within the artisanal shafts (
Table 23
).
Unlike the central and eastern part of the Prospect, which is
represented by a single mineralised structure, the western part comprises of at
least 4 mineralised veins that generally, not only have increased widths, but,
from the results received to date, also reflect substantially higher gold
grades, across a strike length of some 300 meters and to a vertical depth of 60
meters below surface (
Table 26, Map 22
).
Table 26. Summary of reverse circulation drill
results
BHID
|
Total
Depth (m)
|
Section
|
Azimuth
(deg)
|
Decline
(deg)
|
From
(m)
|
To
(m)
|
Interval
(m)
|
Grade
(g/t Au)
|
URC001
|
80
|
390600E
|
180
|
-50
|
25
|
28
|
3
|
0.68
|
URC002
|
60
|
390680E
|
180
|
-50
|
10
|
15
|
5
|
0.55
|
and
|
45
|
46
|
1
|
0.73
|
URC003
|
80
|
390520E
|
180
|
-50
|
30
|
31
|
1
|
3.14
|
and
|
58
|
59
|
1
|
6.61
|
URC004
|
90
|
390440E
|
180
|
-50
|
77
|
79
|
2
|
6.35
|
URC005
|
60
|
390760E
|
180
|
-50
|
2
|
4
|
2
|
24.00*
|
and
|
43
|
45
|
2
|
2.32
|
URC006
|
100
|
390520E
|
180
|
-50
|
59
|
60
|
1
|
2.01
|
URC008
|
50
|
390840E
|
180
|
-50
|
38
|
39
|
1
|
7.73
|
URC009
|
80
|
390840E
|
180
|
-60
|
64
|
65
|
1
|
1.00
|
And
|
71
|
74
|
3
|
1.49
|
URC010
|
70
|
390920E
|
180
|
-50
|
48
|
49
|
1
|
1.42
|
URC011
|
80
|
391000E
|
180
|
-50
|
60
|
61
|
1
|
0.76
|
URC012
|
100
|
390360E
|
180
|
-50
|
57
|
58
|
1
|
1.87
|
And
|
60
|
65
|
5
|
0.98
|
URC013
|
70
|
390280E
|
180
|
-50
|
19
|
28
|
9
|
7.95
|
(Including
24.65
g/t over 2 metres)
|
URC014
|
80
|
390040E
|
180
|
-65
|
40
|
42
|
2
|
11.41
|
And
|
53
|
63
|
10
|
4.10
|
(including 33.3 g/t Au over 1
metres)
|
URC015
|
55
|
390120E
|
180
|
-70
|
26
|
28
|
2
|
1.23
|
URC017
|
70
|
389960E
|
180
|
-55
|
7
|
10
|
3
|
10.41
|
And
|
36
|
42
|
6
|
17.6
|
(including
103g/t
over 1 metre)
|
URC018
|
130
|
389960E
|
180
|
-60
|
15
|
28
|
13
|
4.06
|
58
(including
24.8 g/t over 1
metre)
|
And
|
77
|
81
|
4
|
2.01
|
URC024
|
|
|
|
|
48
|
49
|
1
|
1.32
|
*lateritic duricrust
Boreholes
URC013 to URC018 were drilled in the western part of the prospect.
Map 22: Borehole collar plan showing gold intercepts along
the mineralised zone
A single drill hole, collared 400 meters to the east of the
artisanal workings, targeted the interpolated position along strike of the
mineralised shear zone. A number of zones of pyrite mineralization and
associated silicification with quartz veining and minor visible gold were noted
down-hole indicating the persistence of the mineralised shear zone for at least
some 1700 meters along strike. Assay results returned 1meter intercepts of
0.61g/t gold, 0.63 g/t gold and 0.46 g/t gold at 61 meters, 96 meters and 100
meters down-hole respectively.
Two boreholes were drilled to test two ground magnetic
targets:
i. Ground magnetic survey indicates that the gold
mineralization occurs along the northern limb of an E-W trending antiform that
appears to close toward the east (
Map 19
). Schlumberger profiling has
revealed a number of coincident chargeability and resistivity anomalies across
the limb of the fold. A single borehole was drilled, 3.36 kilometers east from
the artisanal workings, to test the magnetic signature and IP Schlumberger
anomalies along the fold arc. The area is overlain by red lateritic soils.
Drilling intersected a number of zones of increased magnetite alteration
down-hole. No pyrite or intense silicification was noted and in effect the
borehole failed to intersect any mineralisation.
ii. The second borehole was drilled to test a similar ground
magnetic signature that is present within the inner core of the fold zone 1.20
kilometers to the south of the artisanal workings and within the NW-SE
structural corridor that defines the higher grade portion of the mineralised
zone to the north (
Map 19
). Although the borehole did intersect an anomalous 4 meter zone of disseminated pyrite mineralization
overlying a zone of magnetite-rich granitic gneiss, no anomalous gold grade was
revealed from the assay results.
59
This first round of drilling has successfully tested the
continuity and persistence of the mineralised shear zone along some 1,700 meters
of strike and to a depth of upto 60 meters below surface. The potential of the
zone, besides being open-ended along strike and open down-dip, is to be focused
in the western part of the trend where increased gold grades and widths have
been intersected. Regional mapping of granitic gneiss outcrops to the south-east
of the zone indicate the presence of NW-SE faults zones that may well have a
controlling influence on the emplacement of the gold mineralization. Such
features are important structural controls for other gold deposits elsewhere in
the Lake Victoria Gold Belt.
Diamond drilling
The 1500 meter diamond drill programme, primarily aimed at
defining and understanding the structural controls of the 4 gold veins across
300 meters of strike length within the central to western parts of the 1700
meter long E-W shear zone, was undertaken from March to May 2012. The drilling,
planned on 40 metre spaced N-S sections, also tested the down-dip extensions of
mineralization to a vertical depth of some 150 meters. A total of 1459 meters
was drilled in 11 boreholes (
Table 27, Map 23
).
Table 27
.
Diamond drill programme
BHID
|
Section
|
Easting (Arc
60)
|
Northing (Arc 60)
|
Az
(o)
|
Dip
(o)
|
Length
(m)
|
Elevation
|
UDD001
|
389960E
|
389960
|
9506197
|
180
|
-65
|
165.18
|
1108
|
UDD002
|
389920E
|
389920
|
9506182
|
180
|
-60
|
139.84
|
1108.4
|
UDD003
|
390000E
|
390000
|
9506206
|
180
|
-60
|
155.24
|
1109.3
|
UDD004*
|
390040E
|
390040
|
9506160
|
180
|
-65
|
79.98
|
1110.6
|
UDD005
|
390040E
|
390040
|
9506218
|
180
|
-60
|
140.52
|
1110.9
|
UDD008
|
390200E
|
390205
|
9506242
|
180
|
-65
|
134.88
|
1112.6
|
UDD009
|
390320E
|
390318
|
9506254
|
180
|
-65
|
114.96
|
1113.8
|
UDD010
|
389720E
|
389717
|
9506158
|
180
|
-60
|
132.98
|
1110
|
UDD011
|
390840E
|
390840
|
9506315
|
180
|
-64
|
116.78
|
1112
|
UDD06
|
390080E
|
390080
|
9506216
|
180
|
-60
|
145.83
|
1110.4
|
UDD07
|
390120E
|
390120
|
9506211
|
180
|
-65
|
130
|
1105.8
|
* "Twin" hole to URC014
|
60
Map 23: Diamond drill collar plan
Drilling has revealed that the gold mineralization is hosted by
a number of semi-continuous ductile shears zones of up to 7 meters wide and
containing disseminated pyrite mineralization, dipping between 55 to 70 degrees
to the north. In all sections, the mineralised gold zones have been traced to
vertical depths of 100 meters and are open at depth.
A twin hole was drilled to compare the gold grades and widths
in order to increase gold grade confidence of the previous RC drilling results
and to work towards establishing a gold resource.
A single diamond drill hole was drilled at either end of the
known mineralised zone, confirming the presence of the mineralised shear zone
continuing out along strike both to the east and to the west.
All borehole samples across the mineralised zones have been
split, sampled and submitted to SGS Laboratories Mwanza for 50 gm Fire assay.
Strict quality control was maintained with 5% of each of the sample batches
having a blank, duplicate and commercial standard inserted as part of the sample
stream. Results are pending.
Future exploration
PL3425/2007
-
Ground truthing of Landsat and ASTER imaging by following up on a number
of iron alteration zones
-
Field investigation and follow up sampling/pitting/trenching on any of the
delineated soil anomalies as delineated from the earlier soil sampling
programme completed before the rainy season.
61
-
Selected Gradient IP surveys and Schlumberger VES profiling across
delineated targets.
-
RAB/RC drilling over prioritized targets.
PL5153/2008
Interpretation of the ground magnetic
survey suggests the presence of a graben structure that coincides with the last
of the artisanal workings on the western side of known mineralised zone. The
area, unlike the artisanal site where laterite is often exposed on surface, is
overlain by sand cover for some 500 meters to the west before lateritic soils
are again present suggesting possible continuation of the mineralised trend
further to the west. Landsat imagery clearly shows area of laterite and
lateritic soil over the area. Based on the recent soil geochemistry results,
follow up specific soil sampling is planned across the interpolated trend of
gold mineralization to both the west and east of the artisanal workings covering
a total strike length of 3.5 kilometers as shown in
Map 24.
Conventional soil sampling is planned across areas of lateritic
soil cover. Initially a RAB programme had been recommended to test the
intervening areas covered by black cotton soil (mbuga). However, prior to
embarking on such a programme, an orientation survey using enzyme geochemistry
has been recommended as a trial study over a portion of the area to be sampled.
Should results be positive further sampling incorporating this geochemical
method will continue to be used to outline the gold anomaly?
Follow-up investigation using possibly both methods of soil
sampling will be undertaken across a number of ground magnetic targets (
Map
19
) in order to prioritise targets for later testing by RAB drilling.
Reverse Circulation drilling has been planned to undertake
infill drilling on 40 meters spaced N-S sections across the artisanal site in
order to undertake a resource calculation. Furthermore, part of the programme
will also focus on testing the soil anomaly along strike.
RAB programme is planned to test a number of magnetic targets
as indicated in
Map 19.
Map 24:
Soil sampling plan to trace the strike
extensions of the mineralised gold structure across PL5152/2008.
62
Handeni Gold Project
The Handeni Project, comprising of three (3) Prospecting
Licenses and covering a total area of 200.59 square kilometers (
Table
28
), is located approximately 240 kilometers by road north-west of Dar es
Salaam and some 30 kilometers south of Handeni town within the Handeni District
(
Map 25
). The Company has acquired 100% of the mineral rights for
PL7148/2011 as well as entering into an option-to-purchase agreement for 100%
of PL7002/2001 and PL4816/2807 (
Table 28
).
Table 28. Details of Handeni Region Prospecting Licenses
License ID
|
Area
|
Area (km2)
|
7002/2011
|
Amani
|
172.36
|
7148/2011
|
Mkulima East
|
12.00
|
4816/2007
|
Mkulima
|
16.23
|
Total
|
200.59
|
63
Map 25: Location map of the Handeni Project showing the PLs
in red.
Gold was discovered in 2003 centered around the Magambazi
village. However, the area has recently come into the spotlight as a possible
new gold district. High grade gold intersections are being reported by Canaco
Resources from their drilling programs that are being conducted on their 197
square kilometer Kilindi PL located immediately west of the Company PLs (
Map
26
) .
The area, situated outside the known boundary of the Tanzanian
Craton, has long been overlooked as a major exploration target due primarily to
the nature of the high grade metamorphic rocks not being considered suitable to
host major gold deposits. Increased attention is now being paid to this area
that is situated between the known Tanzanian Craton and the Proterozoic
Mozambique Mobile Belt.
The geology of the region is represented by high grade
metamorphic rocks within the amphibolite to granulite facies comprising of
feldspar-quartzbiotite and garnet-hornblende-biotite gneisses and pegmatites
aligned along a regional northwest-southeast trend. The host lithologies for
gold mineralisation as reported by Canaco Resources comprise of garnet-silica
altered amphibolite together with minor biotite-kyanite-quartz-feldspar
gneisses. Folding, with fold axes aligned along the regional structure are
evident at Magambazi, where they form, in conjunction with the favourable mafic
lithologies, the primary controls to the gold mineralisation.
Exploration Strategy
Prior to commencing fieldwork, the following desktop studies
were undertaken:
64
-
Structural interpretation of the regional government aeromagnetic data
across the area
-
Landsat interpretation using the various mineral indexes and alteration
ratios.
Stream sediment sampling and follow-up, select soil sampling
programmes were undertaken on the Handeni licenses in order to evaluate the
potential of the licenses under option as swiftly as possible (
Table
29
)
Table 29. Summary of samples collected on the
Handeni licenc
es
Prospect
|
Stream Sediment
|
Soil
|
Rock
|
Mkulima
|
198
|
142
|
3
7
|
Mkulima
East
|
284
|
Amani
|
367
|
1221
|
14
|
Total
|
564
|
1647
|
24
|
The dominant drainage patterns are from the north-west to the
south-east and are generally defined along major lithological contacts
particularly between units of amphibolite and quartz-feldspar gneiss. The
Mligazi River, transecting the SW corner of Mkulima PL4816/2007 and the Kwale
River draining the Amani PL7002/2011 are the main river systems that drain both
license areas. Secondary tributaries are developed along the NE-SW cross-cutting
structures. Regional stream sediment sampling is in progress on 1
st
,
2
nd
, 3
rd
and 4
th
order tributaries as planned
from the 1:50,000 scale topography maps (
Map 26
).
65
Map 26: Stream Sediment Sampling Program for Handeni Region
Prospecting Licenses
Mkulima PL
4816/2007 &
Mkulima East
PL7148/2011
Stream sediment sampling and mapping of the drainages have been
undertaken across the adjoining licences. Samples were collected above the
confluences of streams from the gravel layer whenever possible, sieved to
1millimeter in the field and bagged as two x 500 gram samples one of the
samples to be panned at site for visible gold and the other sample being
submitted to SGS Laboratory, Mwanza to test for bottleleachable-extractable
gold (BLEG).
Based on the first round of pan results, a number of areas
within the PLs were selected for follow-up stream sediment sampling. Selective
soil sampling was undertaken across prospective lithologies of amphibolite
gneiss.
A total of 198 stream sediment samples were collected from both
the Mkulima and Mkulima East Licences, results of which are shown in
Table
30
.
Table 30. Summary of stream sediment and soil geochemistry
results across the Mkulima PLs
Range (ppb Au)
|
Stream sediments
|
Soil samples
|
<10
|
152
|
238
|
10-20
|
21
|
94
|
20-30
|
18
|
47
|
30-40
|
4
|
20
|
40-50
|
-
|
10
|
>50
|
3
|
17
|
Total
|
198
|
426
|
66
Two main targets (Targets 1 and 1a) were identified on Mkulima
PL 4816/2008 (
Map 27
). Selective soil sampling traverses were undertaken
across the targets but results were mostly below detection (<10 ppb Au) as
reported in the 3
rd
Quarterly report. The Licence was relinquished
and returned to the owner at the end of the 3 month option period.
Map 27: Stream sediment anomaly map showing soil sampling
targets
One target (Target 2) was identified to the east on the
adjoining Mkulima East PL 7148/2011. Results of the stream sediment sampling
programme indicated gold-in-streams draining to the west off a small NW-SE
trending ridge in the central part of the licence (
Map 27
). Old artisanal
working was noted on the western hill slope in which outcrops of garnet-kyanite-
biotite and amphibolite gneisses occur. A follow-up 200 metre x 25 metre E-W
soil sample grid (
Map 28
), in which 170 soil samples, including 8 QA-QC
samples, were submitted to SGS Laboratory Mwanza for Aqua Regia analysis. The
results are summarized in
Table 31
and
Map 28.
Table 31. Summary of soil sample results
Range (Au ppb/As
ppm)
|
Au Samples
|
As samples
|
<10
|
46
|
77
|
10-20
|
68
|
7
|
20-30
|
20
|
|
30-40
|
16
|
11
|
40-50
|
4
|
|
50-100
|
7
|
2
|
>100
|
1
|
|
Total
|
162
|
98
|
67
Map 28: Soil sampling grids across Mukulima East outlining
potential soil anomalies
Four, NW-trending, low threshold soil anomalies, having an
overall strike length of 1.5 kilometers, are situated on either side of a NNW
trending hill. The largest of the four anomalies has an apparent strike length
of 550 meters and is 100 meters wide (
Map 28
). A 2
nd
phase of
infill soil sampling, in which 114 soil samples were collected, was completed
across the hill. Results support the present anomalies (
Table 32
).
Table 32. Summary of Phase 2 soil sampling at Mkulima East
Prospect
Range (Au ppb/As ppm)
|
Au Samples
|
As samples
|
<10
|
62
|
76
|
10-20
|
19
|
7
|
20-30
|
21
|
|
30-40
|
4
|
17
|
40-50
|
4
|
|
50-100
|
5
|
15
|
>100
|
4
|
3
|
Total
|
162
|
98
|
Maximum arsenic value is anomaly at 154 ppm and maximum gold
value is 140 ppb
Future exploration
68
A further infill soil sampling programme on 100 meter x 25
meter grid is recommended across the hill (188 samples) in order to better
define the apparent gold anomalies prior to planning a trenching programme
across the main anomalous zones. Should a trenching programme be warranted,
further soil sampling on 100 meter x 50 meter grid is proposed around the hill
on 200 meter x 50 meter grid (623 samples) to increase the area of investigation
and strike extend of the gold anomalies (
Table 33 , Map 28
).
Table 33. Planned soil grid across
the Mkulima East Licence
|
From
|
To
|
Length
|
50
|
Section
|
East (Arc 60 37S)
|
North (Arc 60 37S)
|
East (Arc 60 37S)
|
(m)
|
Sample Number
|
9358900E
|
407400
|
9358900
|
410250
|
2850
|
58
|
9358500E
|
407400
|
9358500
|
410250
|
2850
|
58
|
9358100E
|
407400
|
9358100
|
410250
|
2850
|
58
|
9357700E
|
407400
|
9357700
|
410250
|
2850
|
58
|
9357700E
|
407500
|
9357700
|
410200
|
2700
|
55
|
9357300E
|
407600
|
9357300
|
410150
|
2550
|
52
|
9357100E
|
407650
|
9357100
|
408300
|
650
|
14
|
|
408325
|
9357100
|
408450
|
125
|
6
|
9357000E
|
407700
|
9357000
|
410100
|
2400
|
49
|
9356900E
|
408200
|
9356900
|
409150
|
950
|
39
|
9356800E
|
407650
|
9356800
|
408250
|
600
|
13
|
|
409250
|
9356800
|
410050
|
800
|
17
|
9356700E
|
408300
|
|
409450
|
1150
|
47
|
9356600E
|
407750
|
9356600
|
408450
|
700
|
15
|
|
409250
|
9356600
|
409500
|
250
|
6
|
9356500E
|
409450
|
9356500
|
409650
|
200
|
5
|
9356400E
|
407800
|
9356400
|
408550
|
750
|
16
|
9356325E
|
408900
|
9356325
|
409600
|
700
|
29
|
9356250E
|
408100
|
9356250
|
409200
|
1100
|
23
|
|
409000
|
9356250
|
409750
|
750
|
31
|
9356150E
|
409200
|
9356150
|
409600
|
400
|
17
|
9356050E
|
409200
|
9356050
|
409600
|
400
|
9
|
|
409200
|
9356050
|
409650
|
450
|
19
|
|
409700
|
9356050
|
409850
|
150
|
4
|
9355850E
|
408150
|
9355850
|
409800
|
1650
|
34
|
9355850E
|
408250
|
9355850
|
410200
|
1950
|
40
|
9355450E
|
408350
|
9355450
|
410250
|
1900
|
39
|
Total
|
|
|
|
|
|
samples
|
|
|
|
|
811
|
25m centres
|
(Total samples 188)
|
PHASE 1
|
|
|
|
50m centres
|
(Total samples 623)
|
PHASE 2
|
|
|
|
Amani PL 7002/2011
The Prospecting Licence (PL), covering an area of 170 square
kilometers, is located 32 kilometers southeast of Handeni town and 5 kilometers
northeast of the Mkata junction which lies on the main tar road to Tanga. The
Magambazi gold occurrence of Canaco is situated 26 kilometers due west of the
licence (
Map 29
).
69
Map 29: Location of the Amani PL 2007/2011 in relation to
the Magambazi project of Canaco Resources and other junior mining companies in
the Handeni district. The amphibolite units are shown as having high magnetic
susceptibility (red) in the TMI image and the structural interpretation in blue
lines with the low angle thrust belts in black.
The licence is underlain by alternating lithologies of
amphibolites, biotite-garnet-amphibolite gneisses and quartz-feldspar and
pegmatatic gneisses striking NW-SE. Low angle reverse thrusts trending NNW-SSW
to N-S are noted in the central and western parts of the licence (
Map 29).
These thrust planes are considered to be related to the Proterozic
Mozambique Mobile Belt that becomes increasingly evident towards the SE.
Streams, often defining lithological contacts, drain the area to the southeast.
Garnet-silica altered amphibolite with biotite-kyanite-quartz
feldspar genisses are the main host lithologies together with the associated
sulphides of arsenopyrite-pyrrhotite in the vein-related mineralisation at
Magambazi as reported by Canaco Resources.
The only know active artisanal site on the Amani Property is
located in the SW corner of the licence where alluvial gold workings occur along
the Suwa River. Although isolated artisanal test pits are noted particularly in
the headwaters of many of the streams, no extensive artisanals workings are
present suggesting that little to no gold was found in the drainages to warrant
further work by local miners.
Exploration Strategy
Stream sediment sampling has been undertaken across the whole
of the licence. At least 5 target areas were outlined from the anomalous
gold-in-streams for follow up soil sampling and mapping (
Map 30
) .
Map 30: Stream sediment and soil targets on the Amani
Licence
70
Soil sampling has been undertaken across selective grids
(Map 31
). A total of 342 stream sediment and 1221 soil samples have been
collected and panned, the results of which are indicated in
Table 34
and
Map 31.
Table 34. Summary of stream sediment and soil geochemistry
results across the Amani License
Range (ppb Au)
|
Stream sediment
|
Soil
|
<10
|
242
|
996
|
20-30
|
48
|
112
|
20-30
|
27
|
50
|
30-40
|
8
|
15
|
40-50
|
5
|
7
|
>50
|
12
|
41
|
Total
|
342
|
1221
|
Maximum number of gold grains per pan =2
Maximum soil value
of 6.3g/t gold was retuned from Target 1.
Map 31. Stream sediment sampling results and soil sampling
targets on Amani PL 7002/2011
71
Generally the results of the stream sediment sampling returned
no visible gold in the panned sample and low assay values. The best gold values
were reported from streams draining northwards and close to the northern
boundary of the licence where gold values ranged between 60 and 110 ppb gold.
Although one soil sample did reflect a value of 2.45ppm gold at Target 5 (
Map
30
), it is considered to have been a QA-QC Standard that had been mistakenly
included in the sample results. A number of high grade soil values were returned
from Target 1.
Soil sampling Programme
Selective soil sample traverses were completed over prospective
amphibolite/granitic gneiss contacts as well as over topographically higher
areas in which stream sediment sampling returned anomalous gold values.
Four separate soil sampling programmes were undertaken at
various locations on the property.
Phase 1
N-S soil sampling traverses were planned and executed by the
project geologist across high magnetic targets as reflected by the regional
aeromagnetic signature of the area (
Map 29
). Five areas were soil sampled
(
Map 30
):
-
The amphibolite/granitic gneiss contact in the northern part of the
licence (Target 1)
-
The ridge in the western part of the prospect (Target 2)
-
East of Target 2
-
Target 3 and a N-S traverse east of the camp
-
Target 4
-
Target 5
Target 1
A total of 210 samples were collected and
sieved to 1mm. A 500gm sample was submitted to SGS laboratory for 500gm BLEG
analysis for gold and arsenic.
72
Soil sample results were, on the whole, spectacular with values
attaining a maximum of 6.3 g/t gold as shown in
Table 35 and Map 32.
Table 35
.
Summary of higher grade gold values from
1
st
Phase of soil sampling
HANDENI/STREAM SEDIM 17 Sept
|
|
|
|
|
|
|
2011 (BLEG)
|
HDI/SOIL/2011/006
|
- 16 October 2011
|
|
|
|
|
|
Re-sample - 1st Analysis (Aqua
regia)
|
Repeat
|
|
|
Au
|
Au
|
|
|
ppm
|
ppb
|
|
|
|
Sano
|
ppm
|
ppb
|
Batch
|
Sano 2
|
Au
|
Au
|
As ppm
|
As ppm
|
Comments
|
A08785
|
0.1
|
100
|
MW114019
|
A09431
|
<0.01
|
5
|
115
|
<20
|
|
A08788
|
0.32
|
320
|
MW114019
|
A09430
|
0.03
|
30
|
95
|
<20
|
|
A08789
|
0.13
|
130
|
MW114019
|
A09429
|
0.02
|
20
|
110
|
<20
|
|
A08792
|
0.17
|
170
|
MW114019
|
A09428
|
0.02
|
20
|
130
|
<20
|
|
A08793
|
4.26
|
4260
|
MW114019
|
A09427
|
<0.01
|
5
|
140
|
<20
|
|
A08811
|
1.65
|
1650
|
MW114019
|
A09412
|
<0.01
|
5
|
180
|
<20
|
|
A08839
|
3.67
|
3670
|
MW114019
|
A09413
|
<0.01
|
5
|
160
|
<20
|
|
|
|
|
|
A09414
|
<0.01
|
5
|
195
|
<20
|
DUPLICATE of A09323
|
A08844
|
0.11
|
110
|
MW114019
|
A09415
|
<0.01
|
5
|
175
|
<20
|
|
A08799
|
0.18
|
180
|
MW114019
|
A09426
|
0.01
|
10
|
135
|
<20
|
|
|
|
|
|
A09425
|
<0.01
|
5
|
125
|
<20
|
BLANK
|
A08800
|
0.17
|
170
|
MW114019
|
A09424
|
<0.01
|
5
|
145
|
<20
|
|
A08912
|
0.09
|
90
|
MW114019
|
A09423
|
<0.01
|
5
|
145
|
<20
|
|
A08926
|
0.02
|
20
|
MW114019
|
A09421
|
0.01
|
10
|
145
|
<20
|
|
A08932
|
0.18
|
180
|
MW114019
|
A09422
|
<0.01
|
5
|
145
|
<20
|
|
A08879
|
4.17
|
4170
|
MW114019
|
A09416
|
<0.01
|
5
|
115
|
<20
|
|
A08887
|
0.11
|
110
|
MW114019
|
A09418
|
0.03
|
30
|
145
|
<20
|
|
A08892
|
3.41
|
3410
|
MW114019
|
A09417
|
<0.01
|
5
|
160
|
<20
|
|
A08952
|
<0.01
|
5
|
MW114019
|
A09419
|
0.01
|
10
|
160
|
<20
|
|
A08933
|
6.3
|
6300
|
MW114019
|
A09407
|
0.02
|
20
|
220
|
20
|
|
A08933
|
|
|
|
A09408
|
<0.01
|
5
|
180
|
<20
|
|
A08933
|
|
|
|
A09409
|
0.02
|
20
|
220
|
20
|
|
A08933
|
|
|
|
A09410
|
|
|
95
|
|
BLEG
|
A08939
|
5.23
|
5230
|
MW114019
|
A09411
|
<0.01
|
5
|
135
|
<20
|
|
A08967
|
2.28
|
2280
|
MW114019
|
A09433
|
0.17
|
170
|
80
|
<20
|
|
A08980
|
3.17
|
3170
|
MW114019
|
A09432
|
0.05
|
50
|
120
|
<20
|
|
|
|
|
|
|
|
|
|
|
STANDARD OXk48
3.557. 50gms
|
|
|
|
|
|
|
|
|
|
in 1000gms blank=
|
|
|
|
|
A09434
|
<0.01
|
10
|
130
|
<20
|
3.557/30=177ppb
|
A08981
|
2.31
|
2310
|
MW114019
|
A09435
|
0.01
|
10
|
140
|
<20
|
Re-assy
|
A08982
|
2.02
|
2020
|
MW114019
|
A09436
|
<0.01
|
5
|
115
|
<20
|
|
|
|
|
|
|
|
|
LAB
|
|
|
|
|
|
|
|
|
|
ERROR
|
|
|
Map 32: Soil geochemistry map of the 1
st
phase of sampling undertaken at Targets 1, 2, 3 and 4.
73
At Target 1, three linear, WNW trending soil anomalies, having
an overall strike of 2.4 kilometres, occur on the southern slope of the
ampholite ridge. The anomalies, paralleling the structural foliation of the
amphibolite, lie proximal to the contact with quartz-feldspar gneisses to the
south.
Similar high values were returned from Target 4 in the SW part
of the property.
Target 2, 4 and 5
A number of soil sampling traverses were undertaken across
Targets 2, 4 and 5 in the western and southwestern parts of the property. Eight
E-W traverses were undertaken across the N-S watershed at Target 2. The area is
underlain by garnet-amphibolite gneiss. A NW traverse was also sampled across
the spur that separates two 2
nd
order tributaries of the Suwa River
along which current alluvial workings occur further downstream.
A single N-S soil sampling traverse line of 600 meters in
length was completed east of the camp in the central part of the property and
south of Target 3. Two short N-S soil sampling lines were also completed in the
southern part of the property, immediately east of the village of Mazingara
through which passes the main Mgata-Handeni all-weather dirt road. A total of
231 samples were collected on 50 meter centers along each of the traverse
lines.
Results are summarized in
Table 36
. The results of
Target 2 were generally low with no gold value exceeding 20 ppb gold other than
a single soil sample collected on the topographic divide that returned 106 ppb
gold
(Map 32
).
The two samples that returned 3.0 and 4.35 g/t gold occur as
isolated values along each of the two traverse lines at Target 5, located east
of Mazingara in the southern part of the property.
74
Table 36
.
Summary of gold values returned from soil
sampling across Target 2
Gold (ppb)
|
No. of values
|
<1
|
16
|
1-10
|
195
|
10-25
|
16
|
25-50
|
.-
|
50-100
|
1
|
*>100
|
3
|
Total
|
231
|
* Maximum values = 3.0 & 4.35g/t Au
|
Arsenic below detection (>20ppm)
|
Phase 2
The area was visited in order to validate the high grade soil
samples by resampling a number of selected anomalous gold sample positions in
the field at Target 1 and 4. The repeat sample was collected from a 30-40
centimeter deep sample pit dug adjacent to the original sample position. The
collection of each of the soil samples was carefully monitored and the bags were
sealed at site before being transported in grain sacks back to the camp. The
samples were submitted to SGS for Aqua Regia analysis of gold.
All soil samples gave low gold values with no correlation to
the previous results of soil samples as shown in
Table 36
. No repeat
analysis of the sample batch was possible since the total sample had been used
in the Bottle roll.
Phase 3
It was decided to re-sample the entire amphibolite ridge at
Target 1 utilising a different geological crew in order to ascertain for certain
whether a soil anomaly did exist within the seemingly prospective amphibolite
rocks. A total of 230 samples, including 32 QA-QC samples, collected along 200
metres spaced N-S and E-W grid lines at a sample interval of 50 meters, were
undertaken across the quartz-feldspar gneiss and amphibolite ridge (
Map
33
). Approximately 4 kilometers of strike length were covered by the survey.
All soil samples were sieved to 180 micron and submitted to SGS laboratories
Mwanza for Aqua Regia analysis for ppb level gold as well as arsenic
determinations.
Results
Results are summarized in
Table 37
in which the maximum
value reported is 73 ppb Au. No arsenic is reported in any of the samples.
Arsenic is an important sulphide associated with the known gold occurrences in
the area.
Table 37. Summary of results from the sampling of Target
1
Gold (ppb)
|
No. of values
|
<1
|
25
|
1-10
|
198
|
10-25
|
1
|
25-50
|
2
|
50-100
|
1
|
*>100
|
-
|
75
Total
|
227
|
* Maximum value = 73 ppb Au
|
Arsenic below detection (>20ppm)
|
Map 33
. Results of Phase 3 and 4 soil and rock sampling
undertaken across the Amani licence.
Phase 4
The area in the SW part of the licence (Target 2) in which
artisanal mining is currently active along the Suwa stream was re-investigated.
Previous soil sampling during Phase 1 across the ridges and hills that make up
the headwaters of the stream returned a number of isolated anomalous gold values
(
Map 30
). A follow-up soil sampling programme, was undertaken on a number
of 200 meter spaced, E-W soil sampling traverses at a sample interval of 50
meters. The objective of the soil sampling programme was to detect the source of
the gold being found downstream.
Initial results from Phase 1 sampling programme indicated the
possibility of gold being released into the streams from a NNE trending narrow
topographic spur. The area was subsequently re-sampled with no repeatability of
the previous soil sample results being noted. The results of all the samples
collected from the E-W traverses across the garnet-amphibolite watershed to the
north also returned no anomalous gold values (
Map 33
).
Mapping of target 1 and 2 were undertaken as part of the
reconnaissance investigation across the property. A few shallow artisanal pits
were noted on the amphibolite ridge at Target 1 (412470E/9369742N) exposing
foliated silicified garnet-amphibole gneiss. A number of rock samples were
collected across the ridge and submitted for 50gram Fire analysis to SGS
Laboratory, Mwanza. Similarly, a number of rock samples were collected across
the soil sample traverse at Target 2 of the foliated
quartz-biotite-garnet gneiss. No pyrite or arsenopyrite was noted in any of the
outcrops although possible pyrrhotite may be locally present.
76
All the rock samples returned low gold values (
Table
38
).
Table 38. Results of rock samples collected across the Amani
licence
Target
|
East
|
North
|
SANO
|
Au ppm
|
Lithology
|
COMMENTS
|
1
|
411807
|
9369576
|
A08409
|
<0.01
|
Amphibolite
|
massive with disseminated garnet
crystals,magnetic
|
East
|
419296
|
9368180
|
A08766
|
0.03
|
Amphibolite
|
fractured alterd magnetic
garnetiferrous amphibolite +- pyrrhotite?
|
1
|
412470
|
9369742
|
A08822
|
0.02
|
Amphibolite
|
highly sheared and silicified
garnet amphibolite with epidote
alteration
|
1
|
411709
|
9369738
|
A08895
|
0.02
|
Amphibolite
|
highly sheared garnet
amphibolite+_ <sulphide
|
1
|
410894
|
9369930
|
A08903
|
0.02
|
Amphibolite
|
strongly
silicified,garnetiferrous and non magnetic , foliated
|
2
|
408641
|
9365992
|
A09094
|
0.01
|
Gneiss
|
garnet-qtz boitite gneiss
|
2
|
408369
|
9366280
|
A09095
|
0.01
|
Amphibolite
|
Massive-foliated
|
1
|
411630
|
9370578
|
A09131
|
0.01
|
Amphibolite
|
Silicified garnet amph
|
4
|
408884
|
9367486
|
A09306
|
<0.01
|
Amphibolite
|
Composite channel sample in the
trench
|
4
|
408885
|
9367488
|
A09437
|
<0.01
|
Gneiss
|
Composite channel sample in the
trench
|
East
|
424164
|
9371882
|
A09588
|
0.02
|
Gneiss
|
Garnet-qtz boitite gneiss with
green crystals
|
East
|
422234
|
9371264
|
A09596
|
0.01
|
Gneiss
|
highly silicified garnet biotite
massive gneiss
|
East
|
422025
|
9368560
|
A09622
|
0.01
|
Amphibolite
|
SIlicified feldspathic gneiss
with magnetic garnet amph
|
The initial, encouraging results obtained from Phase 1 soil
sampling were found to be false. It is not known whether the samples were
tampered with at site (salted) or whether there was a serious error/mix-up at
the laboratory. A number of rock samples of the garnet-amphibolite gneiss,
collected across the ridge returned no gold values suggesting that the unit is
not as prospective, based on similar lithologies reported by Canaco Resources to
the Magambazi gold project, as previously considered.
The results of the follow-up soil sampling survey (Phase 2 and
3) indicated that no gold anomaly exists across this lithology other than a
number of isolated low values not exceeding 73ppb gold. Similarly, no gold
anomalies were defined in Targets 2, 3 and 4. No gold was reported from any of
the rock samples collected from outcrop.
The source of the gold being won from the Suwa Stream in the SW
corner of the property could not be found. It is concluded that the gold may
have originated from streams emanating west of the licence boundary.
No arsenic anomalies, which appears to be ubiquitous with gold
mineralization in the Handeni region, as reported by Canaco Resources,
Brookemonde Capital et al., were associated with any of the soil samples
collected. This suggests that no significant gold system is present over any of
the areas investigated.
No further work is warranted on the licences and the property
has subsequently been returned to the licence owner.
North Mara Gold Projects
The North Mara Gold Project, comprising of 10 Prospecting
licences and covering 585.07 square kilometers, have been divided into 3 blocks,
namely the Tarime, Nyabigena and the Kubiasi Kiserya project areas which
includes the Kiagata Project. A recent addition to the North Mara Gold project
is the Maji Moto licence (
HQ-P23869
), located 28 kilometers to the SW of
the African Barrick, North Mara Gold mine.
Kiagata Project (PL
4225/2006)
The Kiagata project, located within the North Mara Greestone
belt, is situated in the Musoma District and is about 30 kilometers from Musoma
Town, the main commercial hub in the area. The project is located immediately
south of the Mara river and west of the Serengeti National Park.
77
A reconnaissance survey involving mapping, termite sampling,
and selected soil and rock sampling were carried out during the quarter.
No historical or artisanal gold workings are present on the
licence.
The area is underlain by granitic rocks that form large
granitic hills that cover most of the licence. The central part of the licence
is overlain by alluvial gravels and black cotton clays (mbuga). Laterite is
commonly present at the base of the granitic hills. No greenstone rocks are
present on the licence other than minor diorite float noted in the southern part
of the licence
(Map 34
). A number of thin east-west barren quartz veins
are noted within the granite.
Map 34. Geology map of Kiagata PL 4225/2006
A select number of N-S soil sampling traverses on a 400 meter x
50 meter grid was undertaken across potential targets in the southern part of
the licence where red soils, quartz and diorite fragments were noted. A total of
13 soil samples were submitted for Aqua Regia analysis of gold at SGS
Laboratory, Mwanza.
Termite sampling was undertaken across non-mbuga areas in
which 9 samples were submitted for 500 gm Bleg analysis. Five rock samples of
quartz veins were analysed by Fire assay. Results are summarized in
Table
39.
Table 39. Best results of sampling undertaken on the Kiagata
PL 4225/2007
Total samples
|
Soil (Au ppb)
|
Termite (Au
ppm)
|
Rock (Au ppm)
|
9
|
3
|
|
|
9
|
|
<0.10
|
|
5
|
|
|
0.03
|
The licence is underlain by granitic rocks. Sampling of
possible tagets has indicated that no gold is present. No further work is
warranted and the licence is recommended to be relinquished.
Kubiasi Kiserya (PL4833/2007)
78
The Kiserya project is located in northeastern Tanzania
approximately 18 kilometers southeast from African Barricks North Mara Gold
Mine, within the N Mara Gold Belt. The licence lies adjacent to the Mara River
and to the north of the Serengeti Game Reserve. The northern and western parts
of the licence are underlain by greenstone rocks that tend to crop out as a
series of large hills that dot the surrounding plains. The remainder of the
licence is underlain by granite. Little to no colluvium of black clay mbuga is
present.
The southeast corner of the licence lies within the Serengeti
National park but since mining activities are banned, this area has subsequently
been relinquished. A single PML is currently under application for the last 3
years in the central to western part of the licence but, as yet, has not been
granted to the Tanzanian national.
An old colonial shaft occurs in the northern part of the PL.
Within the centre of the licence, recent artisanal mining has explored an
outcropping, vertical dipping, auriferous quartz vein which returned a grade of
8.17 g/t gold over 0.5 meter and 4.58g/t gold across 1 meter in the hanging wall
rocks. The quartz vein, exhibiting a pinch and swell structure, appears to
swing from a strike of 055
o
in the north and continues in an E-W
direction across a strike length of +200 meters. Both sites are hosted by
sheared granitic rocks. Additional quartz vein with associated disseminated
sulphide mineralisation have been noted in the eastern and southern parts of the
licence.
Soil sampling with regional mapping has been completed along a
200 meter x 50 meter N-S grid during the latter part of 2010, but, only samples
on 400 meter line spacing have been analysed. Select infilling soil samples on
200 meter x 50 meter line spacing were later carried out. A total 1349 soil
samples were collected of which 750 samples were selected and analysed by SGS
Laboratory, Mwanza (
Table 40
). At least 4 regional, low level soil
anomalies, having overall strike lengths of between 3 to 4 kilometers and
trending ENE were originally outlined but infill sampling refined these targets
to 6 smaller anomalies
(Map 35
). Basically 5 of the anomalies are hosted
in granite within the central part of the licence. The 6
th
anomaly
occurs within the mafic rocks close to the granite contact on the western side
of the licence. All soil anomalies, having limited strike of up to 1.2
kilometers and appear to trend north-northeast to east-west.
Table 40. Summary of soil
geochemistry results
Range (Au ppb/As ppm)
|
Au Samples
|
As samples
|
<10
|
509
|
626
|
20-30
|
124
|
-
|
20-30
|
69
|
-
|
30-40
|
32
|
-
|
40-50
|
10
|
-
|
50-100
|
4
|
-
|
>100
|
2
|
-
|
Total
|
750
|
626
|
Follow-up trenching was undertaken over soil-in-gold anomalies
(
Table 41
). Nine trenches, averaging 15 meters in length and totalling
150 meters, were orientated normal to the soil anomaly trend (
Map 35
).
Thin quartz veins not exceeding 25 centimeters in width were encountered in some
of the trenches. Two meter channel samples were undertaken at the base of the
trench and the quartz veins were individually sampled. Samples were submitted to
SGS Laboratory Mwanza for 50 gram Fire assay. Results from the trench sampling
returned no gold values in any of the trenches. A total of 31 rock samples have
been collected and analysed for gold (
Table 42).
Map 35: Soil anomaly map of Kubiasi Kiserya
PL4833/2007
79
Table 41. Trench programme targeting specific soil
anomalies
|
|
|
|
|
Soil Anomaly
|
|
TR_ID
|
UTM_E60
|
UTM_N60
|
AZIMUTH
|
EOH
|
Anomaly
|
SANO
|
Au
(ppb)
|
Comments
|
KSTR001
|
682614
|
9826262
|
320
|
30
|
4
|
A05417
|
50
|
Qtz Vn -10cm, Qtz vn - 5 cm
|
KSTR002
|
682201
|
9825546
|
310
|
15
|
4
|
A05767
|
1
|
Qtz Vn - 5cm
|
KSTR003
|
682617
|
9826264
|
310
|
15
|
|
|
|
|
KSTR004
|
681406
|
9826796
|
310
|
15
|
|
A05069
|
10
|
Qtv Vn - 5 cm
|
KSTR005
|
682206
|
9827246
|
310
|
15
|
2
|
A05300
|
160
|
Qtz Vn - 15cm
|
KSTR006
|
682004
|
9827796
|
310
|
15
|
1
|
A05246
|
170
|
-
|
KSTR007
|
682596
|
9828000
|
310
|
15
|
1
|
A05452
|
40
|
-
|
KSTR008
|
678405
|
9827042
|
310
|
15
|
6
|
NMK_S0141
|
60
|
Qtz Vn - 25 cm Qtz Vn - 10
cm Qtz
Vn - 5 cm
|
KSTR009
|
683008
|
9826746
|
310
|
15
|
4
|
A05532
|
50
|
Qtz Vn - 6cm
|
Table 42. Results of in situ rock samples collected across
PL 4225/2007
80
SANO
|
East(Arc 60)
|
North (Arc 60)
|
Au ppm
|
Descriptions
|
A05751
|
680404
|
9827726
|
0.05
|
Quartz vein
|
A05752
|
680397
|
9825324
|
0.09
|
Quartz vein
|
A05753
|
680800
|
9825554
|
0.02
|
Quartz vein
|
A05754
|
680983
|
9825220
|
0.03
|
Quartz vein
|
A05755
|
681168
|
9825000
|
0.05
|
Quartz vein, boxwork structures,
grab sample.
|
A05756
|
681597
|
9825598
|
0.01
|
Quartz vein, grab sample.
|
A05757
|
681596
|
9825800
|
0.005
|
Quartz vein, grab sample.
|
A05758
|
681609
|
9826666
|
0.02
|
Quartz vein, grab sample.
|
A05759
|
681813
|
9827218
|
0.005
|
Quartz vein as grab collected
from a burren artisanal Pit.
|
A05760
|
681814
|
9827162
|
0.03
|
Exposed quartz vein, 290 strike,
|
A05761
|
682006
|
9827140
|
0.005
|
Quartz vein, artisanal pit,
300/62 strike/dip
|
A05762
|
682021
|
9827138
|
0.005
|
Quartz vein, 300/62 strike/dip
|
A05763
|
682060
|
9827130
|
0.005
|
Quartz vein,shaft-artisanal
mining
|
A05764
|
682097
|
9826846
|
0.005
|
Poorexposed quartz vein,boxwork
structures.
|
A05765
|
682000
|
9825384
|
0.005
|
Quartz vein.
|
A05766
|
682201
|
9827038
|
0.005
|
Quartz vein, .
|
A05767
|
683803
|
9828243
|
0.04
|
Quartz vein, 020 strike,
Dessiminated sulphide.
|
A05768
|
683745
|
9827974
|
0.005
|
Quartz vein, 320 strike
|
A05769
|
683776
|
9827946
|
0.05
|
Quartz vein, 270 strike
|
A05770
|
683831
|
9827176
|
2.0
|
Quartz vein, minor disseminated
sulphide.
|
A05771
|
683970
|
9828364
|
1.99
|
Quartz vein, 040 strike
|
A05772
|
684331
|
9828374
|
0.05
|
Quartz vein, 040 strike, with
disseminated sulphide
|
A05773
|
684507
|
9828482
|
4.98
|
Quartz vein,040 strike, with
disseminated sulphide
|
NMK-R01
|
678800
|
9826678
|
0.005
|
Quartz vein with hematite
alterations.
|
NMK-R02
|
678858
|
9826450
|
5.17
|
Sheared quartz vein, from
artisanal pit.
|
283653
|
681968
|
9827142
|
8.17
|
Quartz vein.
|
283654
|
681968
|
9827142
|
0.3
|
Footwall to Quartz Vein
|
283655
|
681968
|
9827142
|
4.58
|
Hanging wall to Quartz Vein
|
283656
|
681976
|
9827142
|
0.04
|
Ferruginous alteration in
artisanal pit
|
283657
|
681991
|
9827140
|
0.02
|
Quartz Vein
|
Results of the follow-up exploration on
the intial soil sampling anomalies were generally poor, with none of the
trenches returning any anomalous gold values.
Future Exploration
Exploration is to be focused on
investigating:
i.
|
Anomaly 1, located along the granite/metavolcanic contact
that has been cut by a prominent NW-SE shear zone. Active artisanal
workings occur along the shear zone some 500 meters NW of the
licence.
|
ii.
|
The E-W striking quartz veins in Anomalies 2 and 3 which
returned anomalous gold values.
|
iii.
|
The N-S trending Anomaly 4.
|
iv.
|
The quartz vein that returned 5.15 g/t gold on the
northern slope of Kiterere Hill in the Eastern part of the
Prospect.
|
v.
|
The old colonial shaft at the base of Getangana
Hill
|
Mapping, trenching and possible Schlumberger VES profiling are
planned to complete this phase of exploration.
Maji Moto HQ-P23869
81
A recent acquisition to the North Mara group of licences is the
Maji Moto licence that was awarded to the Company by the Ministry of Mines
through application and tender in April 2012.
The licence is situated in the North Mara Greenstone Belt
(Eastern Musoma Goldfields) approximately 28 kilometers to the SW of African
Barricks North Mara Gold Mine (
Map 36
).
Map 36:
.
Location map of Maji Moto HQ-P23869
Note: HQ-O23869 is the Application number. The licence has yet
to be allocated a PL number by the Ministry. Artisanal workings
:
Three
artisanal sites are present in the northern part of the licence (
Map
37
):
|
1.
|
Located at Kitarahota Hill, some 2 kilometres east of
Maji Moto village is actively being mined by a relatively small group of
artisanal miners. The site, located on the lower slope of the Kitarahota
Hill, consists mostly of surface workings.
|
|
2.
|
Nyamarubiti Hill, located in the north-eastern arm of the
licence was an active artisanal site in 1980s and is only be worked
sporadically by a handful of artisanal miners.
|
|
3.
|
Kebosi Hill, situated on the NW arm of the PL and east of
the much larger Kitengara Hill. This site appears not as extensively mined
as site 2 and is currently not being mined by artisanal
miners.
|
Map 37 Geology of HQ-P23869
82
Other than a reconnaissance visit to the licence, exploration
has not yet commenced.
The following exploration strategy (Phase 1) will be followed
as soon as a field camp is established on site:
-
Regional ground Magnetic survey
-
Regional mapping of the licence
-
Regional soilsampling on 200 meter x 50 meter sample grid
-
Detailed mapping and soil/rock sampling at and around the artisanal sites
-
Schlumberger profiles across the known artisanal sites.
Phase 2 will be dependant on the results achieved from the
Phase 1 exploration programme.
83
ITEM 3.
|
LEGAL PROCEEDINGS.
|
We are not a party to any litigation.
ITEM 4.
|
MINE SAFETY DISCLOSURES.
|
Not Applicable.
PART II
ITEM 5.
|
MARKET FOR THE REGISTRANTS COMMON EQUITY, RELATED
STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY
SECURITIES.
|
Market for Securities
Our companys common stock is traded on the FINRA OTC Bulletin
Board under the symbol LVCA. Set forth below are the range of high and low bid
quotations for the periods indicated as reported by the FINRA. The market
quotations reflect inter-dealer prices, without retail mark-up, mark-down or
commissions and may not necessarily represent actual transactions.
Quarter Ending
|
High
|
Low
|
March 31, 2012
|
$0.20
|
$0.04
|
December 31, 2011
|
$0.16
|
$0.01
|
September 30, 2011
|
$0.30
|
$0.08
|
June 30, 2011
|
$0.37
|
$0.22
|
March 31, 2011
|
$0.26
|
$0.22
|
December 31, 2010
|
$0.35
|
$0.32
|
September 30, 2010
|
$0.37
|
$0.32
|
June 30, 2010
|
$0.35
|
$0.28
|
Our transfer agent is Pacific Stock Transfer Company, of 4045
South Spencer Street, Suite 403, Las Vegas, NV 89119; telephone number:
702.361.3033; facsimile: 702.433.1979.
Holders of our Common Stock
As of June 29, 2012, there were 209 registered stockholders
holding 111,770,733 shares of our issued and outstanding common stock.
Dividend Policy
There are no restrictions in our articles of incorporation or
bylaws that prevent us from declaring dividends. The Nevada Revised Statutes,
however, do prohibit us from declaring dividends where, after giving effect to
the distribution of the dividend:
|
1.
|
We would not be able to pay our debts as they become due
in the usual course of business; or
|
|
|
|
|
2.
|
Our total assets would be less than the sum of our total
liabilities plus the amount that would be needed to satisfy the rights of
shareholders who have preferential rights superior to those receiving the
distribution.
|
We have not declared any dividends and we do not plan to
declare any dividends in the foreseeable future.
84
Recent Sales of Unregistered Securities
In April, 2012 we completed a first closing of a private
placement of 14,285,000 shares at a price of $0.06 per share for gross proceeds
of $857,100. We issued an aggregate of 2,000,000 shares to one subscriber that
each represented that it was not a US person (as that term is defined in
Regulation S of the Securities Act of 1933) in an offshore transaction pursuant
to Regulation S and/or Section 4(2) of the Securities Act of 1933 and an
additional 12,285,000 shares to eight accredited investors, who represented that
they were each a US Person as defined in Regulation S, pursuant to Rule 506 of
Regulation D and/or Section 4(2) of the Securities Act of 1933. Proceeds of the
private placement are intended to be applied to the Companys ongoing work
program on its mining projects, continued exploration for new projects and
general working capital.
Purchases of Equity Securities by the Issuer and Affiliated
Purchasers
We did not purchase any of our shares of common stock or other
securities during our fiscal year ended March 31, 2012.
ITEM 6.
|
SELECTED FINANCIAL DATA.
|
Not Applicable.
ITEM 7.
|
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND
RESULTS OF OPERATIONS.
|
The following discussion should be read in conjunction with our
audited financial statements and the related notes that appear elsewhere in this
annual report. The following discussion contains forward-looking statements that
reflect our plans, estimates and beliefs. Our actual results could differ
materially from those discussed in the forward looking statements. Factors that
could cause or contribute to such differences include those discussed below and
elsewhere in this annual report.
Our audited consolidated financial statements are stated in
United States dollars and are prepared in accordance with United States
generally accepted accounting principles.
Plan of Operation
As of March 31, 2012, we had working capital of approximately
$366,713. We plan to spend approximately $94,000 for our property acquisitions
and $625,000 for exploration activities through 2013, with work being conducted
on several projects including soil sampling, trenching, IP gradient, magnetic
survey and drilling. We will need to raise additional funds to finance the
exploration activities on our projects. There is no assurance that such
financing would be available at this time.
Our estimated expenses over the next twelve months are as
follows:
Cash Requirements during the Next Twelve Months
Expense
|
($)
|
Property acquisition and holding costs
|
94,000
|
Exploration expenses
|
625,000
|
Professional fee
|
170,000
|
General and administration fee
|
500,000
|
Total
|
1,389,000
|
There is no historical financial information about us upon
which to base an evaluation of our performance. We are an exploration stage
corporation and have not generated any revenues from operations. We cannot
guarantee we will be successful in our business operations. Our business is
subject to risks inherent in the establishment of a new business enterprise,
including limited capital resources, possible delays in the exploration of our
properties, possible cost overruns due to price and cost increases for services
and economic conditions. Because we do not currently derive any production
revenue from operations, its ability to conduct exploration and development on
properties is largely based upon its ability to raise capital by equity funding.
85
Our exploration objective is to find an economic mineral body
containing gold. Our success depends upon finding mineralized material. This
includes a determination by our contracted consultants and professional staff
whether the property contains resources and/or reserves. Mineralized material is
a mineralized body, which has been delineated by appropriately spaced drilling
or underground sampling to support sufficient tonnage and average percentage
grade of metals to justify removal. If we dont find mineralized material or we
cannot remove mineralized material, either because we do not have the money to
do so or because it is not economically feasible to do so, we will cease
operations or seek other properties.
In addition, we may not have enough capital to complete
exploration of our properties. If we have not raised sufficient funds to
complete our exploration program, we will try to raise additional funds from
another equity or debt offering or rely on loans from shareholders. If we
require additional funds and are unable to raise the required amounts, we will
have to suspend or cease operations until we succeed in raising the additional
funds.
RESULTS OF OPERATIONS
The following summary of our results of operations should be
read in conjunction with our audited financial statements for the financial
years ended March 31, 2012 and 2011 which are included herein.
Our operating results for the years ended March 31, 2012 and
2011 are summarized as follows:
|
|
Years Ended
|
|
|
|
March31,
|
|
|
|
2012
|
|
|
2011
|
|
Revenue
|
$
|
-
|
|
$
|
-
|
|
Operating Expenses
|
|
3,043,395
|
|
|
4,943,936
|
|
Other Income (Expenses)
|
|
658,702
|
|
|
(76,775
|
)
|
Net Loss
|
$
|
2,384,693
|
|
$
|
5,020,711
|
|
Revenue
We had no operating revenues for the fiscal years ended March
31, 2012 and 2011. We do not anticipate earning any revenue from our operations
until such time as we have entered into commercial production at one or more of
our mineral projects or we sell one or more of our mineral properties. We are
currently in the exploration stage of our business and we can provide no
assurance that we will discover a reserve on our properties or, if we do
discover a reserve that we will be able to enter into commercial production.
Operating Costs and Expenses
The major components of our expenses for the years ended March
31, 2012 and 2011 are outlined in the table below:
|
|
For the Year Ended
|
|
|
|
March 31,
|
|
|
|
2012
|
|
|
2011
|
|
|
|
$
|
|
|
$
|
|
EXPENSES
|
|
|
|
|
|
|
Amortization and depreciation
|
|
36,210
|
|
|
24,221
|
|
Exploration costs
|
|
1,084,929
|
|
|
1,194,934
|
|
General and administrative
|
|
329,603
|
|
|
330,415
|
|
Impairment of mineral property
acquisition costs
|
|
441,612
|
|
|
742,180
|
|
Management and director fees
|
|
32,000
|
|
|
102,000
|
|
Professional fees
|
|
275,130
|
|
|
831,947
|
|
Salaries
|
|
563,101
|
|
|
101,739
|
|
Stock-based compensation
|
|
213,825
|
|
|
1,593,989
|
|
Travel and accommodation
|
|
66,985
|
|
|
22,511
|
|
Total Operating Expenses
|
|
3,043,395
|
|
|
4,943,936
|
|
86
The decrease of $812 in our general and administrative
expenses for the year ended March 31, 2012 as compared to the same period in
fiscal 2011 was primarily due to the decrease in promotion and shareholder
relation expenses and filing fees which offsets the increase in licenses holding
costs, computer related expenses, office rent and insurance expenses.
Exploration costs were decreased by $110,005 to $1,084,929
during the current period as a result of the decreased exploration activity in
the Company. On June 21, 2011, we entered into exploration service agreement
with Otterburen to perform exploration services on optioned projects. As per the
service agreement, Otterburn agreed to pay exploration cost incurred on Singida
project from the month of March through the termination date of July 8, 2011.
The reimbursement of exploration cost on Singida for was 623,290 in 2012 as
compared to $256,968 in 2011.
Professional fees for the twelve months ended March 31, 2012
decreased to $275,130 compared to $831,947 for the same period of 2011. A main
factor to this reduction is a higher level of advice the Company required for
geological consulting, legal and accouting services in last fiscal year. In
addition, three officers were employeed in 2012 which was paid as professional
fee in 2011.
In 2012, we have paid $998,362 to acquire minerial property
interests on the Geita, Singida, Uyowa, Handeni and Buhemba Projects in
comparison to the property option payment of $742,180 on the Singida Project. As
of March 31, 2012, we assessed our minerial properties and recognized an
impairement loss on acquisition costs of $441,612 compared to impairement loss
of $742,180 recognized in 2011.
|
|
2012
|
|
|
2011
|
|
Geita Project
|
|
6,150
|
|
|
-
|
|
Singida Project
|
|
350,512
|
|
|
742,180
|
|
Uyowa Project
|
|
40,000
|
|
|
-
|
|
Handeni Project
|
|
344,750
|
|
|
-
|
|
Buhemba Project
|
|
256,950
|
|
|
-
|
|
|
$
|
998,362
|
|
$
|
742,180
|
|
Since November, 2009 we have used our wholly owned subsidiary
Lake Victoria Resources (T) Limited to perform all exploration and contracting
within Tanzania. Geo Can, a Tanzania corporation, was initially founded by three
common directors of the Company to identify prospective mineral properties in
Tanzania. Through time Geo Can had acquired a portfolio of prospective licenses.
On May 4, 2009, Kilimanjaro completed a Property Purchase Agreement with Geo
Can. Under the terms of the agreement Kilimanjaro acquired 100% interests of the
mineral property assets of Geo Can, which included 33 gold prospecting licenses
and 13 uranium licenses. Prior to the closing of the Property Purchase Agreement
between Geo Can and Kilimanjaro, Geo Can had entered into Option to Purchase
Property agreements, regarding some of its resource properties, with Lake
Victoria. As of the execution of the Property Purchase Agreement, May 5, 2009,
Geo Can no longer had any interest in those prior property agreements with Lake
Victoria. As of the date of this annual report, Geo Can holds property titles in
trust for Kilimanjaro as the sole Beneficiary, in accordance with the terms of
the Statutory Declaration, Declaration of Trust and Release dated July 23, 2009.
Geo Can will act on the direction of Kilimanjaro as the Beneficiary to transfer
the title or interest to the Beneficiary or as directed by the Beneficiary.
On June 1, 2011, we paid Geo Can $121,480 which was the
difference between amounts owing for exploration services totaling $620,523 and
advances of $499,043 made to Geo Can through our subsidiary, Kilimanjaro Mining
Company. As of March 31, 2012, we owed $Nil (2011 - $121,480) to Geo Can for
reimbursement of licenses holding costs paid on behalf of us which has been
included in accounts payable to related parties.
Liquidity and Capital Resources
Working Capital
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage
|
|
|
|
As at
|
|
|
As at
|
|
|
Increase /
|
|
|
|
March 31, 2012
|
|
|
March 31, 2011
|
|
|
(Decrease)
|
|
Current Assets
|
$
|
586,592
|
|
$
|
3,071,597
|
|
|
(81%
|
)
|
Current Liabilities
|
$
|
219,879
|
|
$
|
961,420
|
|
|
(77%
|
)
|
Working Capital (Deficiency)
|
$
|
366,713
|
|
$
|
2,110,177
|
|
|
(83%
|
)
|
87
Cash Flows
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage
|
|
|
|
Year Ended
|
|
|
Year Ended
|
|
|
Increase /
|
|
|
|
March 31, 2012
|
|
|
March 31, 2011
|
|
|
(Decrease)
|
|
Cash used by Operating Activities
|
$
|
(2,390,112
|
)
|
$
|
(2,604,021
|
)
|
|
(8%
|
)
|
Cash provided (used) by Investing Activities
|
$
|
(106,484
|
)
|
$
|
(768,838
|
)
|
|
(86%
|
)
|
Cash provided by Financing Activities
|
$
|
737,100
|
|
$
|
4,700,360
|
|
|
(84%
|
)
|
Net Increase (Decrease) in Cash
|
$
|
(1,759,497
|
)
|
$
|
1,327,501
|
|
|
(233%
|
)
|
We had a cash balance of $523,405 and working capital of
$366,713 as of March 31, 2012 compared to cash of $2,282,902 and working capital
of $2,110,177 as of March 31, 2011. We anticipate that we will incur
approximately $1,389,000 for operating expenses, including professional, legal
and accounting expenses associated with our reporting requirements under the
Exchange Act during the next twelve months.
Effective April 17, 2012, we issued 14,285,000 units at a price
of $0.06 per unit for gross proceeds of $857,100. Each unit consisted of one
share of common stock and one share purchase warrant entitling the warrant
holder to purchase an additional share of common stock at a price of $0.12 per
share for a period of six months from closing. We issued an aggregate of
2,000,000 units to one subscriber in an offshore transaction pursuant to
Regulation S and/or Section 4(2) of the
Securities Act of 1933.
We issued
an additional 12,285,000 units to eight subscribers, who represented that they
were accredited investors as that term is defined in Rule 501 of Regulation
D.
Going Concern
The audited financial statements accompanying our annual report
on Form 10-K for the year ended March 31, 2012 have been prepared on a going
concern basis, which implies that our company will continue to realize its
assets and discharge its liabilities and commitments in the normal course of
business. Our company has not generated revenues since inception and has never
paid any dividends and is unlikely to pay dividends or generate earnings in the
immediate future. The continuation of our company as a going concern is
dependent upon the continued financial support from our shareholders, the
ability of our company to obtain necessary equity financing to achieve our
operating objectives, and the attainment of profitable operations. As of March
31, 2012, we had cash of $523,405 and we estimate that we will require
approximately $670,000 for general and administration costs and professional
fees, and $719,000 for property acquisition holding and exploration costs
associated with our plan of operation over the next twelve months. We do not
have sufficient funds for general and administration activities and we do not
have sufficient funds for planned mineral property acquisition and exploration
activities. Therefore we will be required to raise additional funds. No
assurance can be given that additional financing will be available, or that it
can be obtained on terms acceptable to the Company and its shareholders.
The advancement of our business is dependent upon us raising
additional financial support. The issuance of additional equity securities by us
could result in a significant dilution in the equity interests of our current
stockholders. Obtaining commercial loans, assuming those loans would be
available, will increase our liabilities and future cash commitments.
Future Financings
We had a cash balance of $523,405 and working capital of
$366,713 as of March 31, 2012 compared to cash of $2,282,902 and working capital
of $2,110,177 as of March 31, 2011 and we estimate that we will require
approximately $1,389,000 for costs associated with our plan of operation over
the next twelve months. Accordingly, we do not have sufficient funds for planned
operations and we will be required to raise additional funds for operations. We
intend to raise additional funds from another equity offering or loans. If we
need additional funds and are unable to raise them, we will have to suspend or
cease operations until we succeed in raising additional funds.
Outstanding shares and options
On December 7, 2010, our shareholders approved a resolution to
amend the articles of incorporation to increase the number of authorized shares
of our common stock from 100,000,000 shares to 250,000,000 shares. As of June
29, 2012, we have 111,770,733 shares of common stock outstanding,
9,520,000 stock options outstanding and 37,040,401 warrants outstanding.
88
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that are material to
stockholders.
Critical Accounting Policies
The following are the accounting policies that we consider to
be critical accounting policies. Critical accounting policies are those that are
both important to the portrayal of our financial condition and results and those
that require the most difficult, subjective, or complex judgments, often as
results of the need to make estimates about the effect of matters that are
subject to a degree of uncertainty.
Business Combinations
We follow the guidance in ASC 805, Business Combinations, and
ASC 810, Consolidation. The non-controlling interest recognized at March 31,
2010 was previously the minority interest held by certain passive shareholders
at the consolidated financial statement level of Kilimanjaro, and whose
interests were eliminated for accounting purposes by the August 7, 2009 share
exchange agreement. We, after August 7, 2009, had no further non-controlling
interests.
As of March 31, 2012, a cumulative loss of $8,719,455 had been
attributed to the non-controlling interest of the Companys controlled
subsidiary.
89
Basic and Diluted Net Income (Loss) Per Share
We compute net income (loss) per share in accordance with ASC
260, Earnings per Share, which requires presentation of both basic and diluted
earnings per share (EPS) on the face of the income statement. Basic EPS is
computed by dividing net income (loss) available to common shareholders
(numerator) by the weighted average number of shares outstanding (denominator)
during the period. Diluted EPS gives effect to all dilutive potential common
shares outstanding during the period using the treasury stock method and
convertible preferred stock using the if-converted method. In computing diluted
EPS, the average stock price for the period is used in determining the number of
shares assumed to be purchased from the exercise of stock options or warrants.
Diluted EPS excludes all dilutive potential shares if their effect is anti
dilutive. As of March 31, 2012 and 2011, we had 26,004,901 and 45,604,901,
respectively, dilutive securities outstanding.
Cash and Cash Equivalents
We consider all highly liquid instruments with a maturity of
three months or less at the time of issuance to be cash equivalents.
As of March 31, 2012 and 2011, we have approximately $40,000
and $2,234,000, respectively, deposited at FDIC insured banks in the United
States. FDIC deposit insurance covers the balance of each depositors account up
to $250,000 per insured bank.
As of March 31 2012 and 2011, we have approximately $365,000
and $Nil deposited in Canada including $34,594 (CAD$ 34,500) and $Nil,
respectively, of guaranteed investment certificates bearing variable interest at
prime rate less 2.05% which is restricted in use for corporation credit
cards.
As of March 31, 2012, we have Tanzania shillings of 84,496,000
(approximately $52,400 USD) and $141,600 deposited in Tanzania. The Deposit
Insurance Board in Tanzania insures up to 1,500,000 Tanzanian Shillings
(approximately $930 USD as of March 31, 2012) per customer per bank. Any amount
beyond the basic insurance amount may expose the Company to loss.
Property
and Equipment
Property and equipment consists of mining tools and equipment,
furniture and equipment and computers and software which are depreciated on a
straight line basis over their expected lives of five years.
Mineral Property Costs
Under US GAAP mineral property acquisition costs are ordinarily
capitalized when incurred using FASB ASC Topic 805-20-55-37, Whether Mineral
Rights are Tangible or Intangible Assets. The carrying costs are assessed for
impairment under ASC Topic 360-36-10-35-20, Accounting for Impairment or
Disposal of Long-Lived Assets, whenever events or changes in circumstances
indicate that the carrying costs may not be recoverable. The Company expenses as
incurred all property maintenance and exploration costs.
The Company also evaluates the carrying value of acquired
mineral property rights in accordance with ASC Topic 930-360-35-1, Mining
Assets: Impairment and Business Combinations, using the Value Beyond Proven and
Probable (VBPP) method. The fair value of a mining asset generally includes both
VBPP and an estimate of the future market price of the minerals.
When the Company has capitalized mineral property costs, these
properties will be periodically assessed for impairment of value. Once a
property reaches the production stage, the related capitalized costs will be
amortized, using the units of production method. During the years ended March
31, 2012 and 2011, the Company records its interests in mining properties and
areas of geological interest at cost. The Company has capitalized mineral
properties costs of $556,750 and $Nil for the years ended at March 31, 2012 and
2011, respectively. The Company has recognized impairment charges of $441,612
and $742,180 for the years ended at March 31, 2012 and 2011, respectively, which
were determined not be recoverable and therefore, were written down to their
estimated fair values of $Nil.
Long-Lived Assets
90
In accordance with ASC 360, Property Plant and Equipment we
tests long-lived assets or asset groups for recoverability when events or
changes in circumstances indicate that their carrying amount may not be
recoverable. Circumstances which could trigger a review include, but are not
limited to: significant decreases in the market price of the asset; significant
adverse changes in the business climate or legal factors; accumulation of costs
significantly in excess of the amount originally expected for the acquisition or
construction of the asset; current period cash flow or operating losses combined
with a history of losses or a forecast of continuing losses associated with the
use of the asset; and current expectation that the asset will more likely than
not be sold or disposed significantly before the end of its estimated useful
life. Recoverability is assessed based on the carrying amount of the asset and
the sum of the undiscounted cash flows expected to result from the use and the
eventual disposal of the asset, as well as specific appraisal in certain
instances. An impairment loss is recognized when the carrying amount is not
recoverable and exceeds fair value.
Asset Retirement Obligations
We accounts for asset retirement obligations in accordance with
the provisions of ASC 440, Asset Retirement and Environmental Obligations which
requires we to record the fair value of an asset retirement obligation as a
liability in the period in which it incurs a legal obligation associated with
the retirement of tangible long-lived assets that result from the acquisition,
construction, development and/or normal use of the assets. We did not have any
asset retirement obligations as of March 31, 2012.
Foreign Currency Translation
Wes functional and reporting currency is the United States
dollar. Monetary assets and liabilities denominated in foreign currencies are
translated to United States dollars in accordance with ASC 740, Foreign Currency
Translation Matters, using the exchange rate prevailing at the balance sheet
date. Gains and losses arising on translation or settlement of foreign currency
denominated transactions or balances are included in the determination of
income.
To the extent that we incur transactions that are not
denominated in its functional currency, they are undertaken in Canadian dollars
and the Tanzanian Schilling. A portion of business transactions in Tanzania and
mineral option purchase agreements are denominated in the Tanzanian Schilling.
We has not, to the date of these financials statements, entered into derivative
instruments to offset the impact of foreign currency fluctuations.
Segment Information
At March 31, 2012, approximately $168,900 of property and
equipment is located in Tanzania and $34,600 in Canada. Although Tanzania is
considered economically stable, it is always possible that unanticipated events
in foreign countries could disrupt the Companys operations.
Comprehensive Loss
ASC 220, Comprehensive Income, establishes standards for the
reporting and display of comprehensive loss and its components in the
consolidated financial statements. As at March 31, 2012 and 2011, we had no
items that represent other comprehensive loss, and therefore has not included a
schedule of comprehensive loss in the consolidated financial statements.
Income Taxes
We accounts for income taxes using the asset and liability
method in accordance with ASC 740, Income Taxes. The asset and liability method
provides that deferred tax assets and liabilities are recognized for the
expected future tax consequences of temporary differences between the financial
reporting and tax bases of assets and liabilities, and for operating loss and
tax credit carryforwards. Deferred tax assets and liabilities are measured using
the currently enacted tax rates and laws that will be in effect when the
differences are expected to reverse. We record a valuation allowance to reduce
deferred tax assets to the amount that is believed more likely than not to be
realized.
Stock-Based Compensation
We records stock-based compensation in accordance with ASC 718,
Compensation Stock Based Compensation and ASC 505, Equity Based Payments to
Non-Employees, which requires the measurement and recognition of compensation expense based on estimated fair values for all
share-based awards made to employees and directors, including stock options.
91
ASC 718 requires companies to estimate the fair value of
share-based awards on the date of grant using an option-pricing model. We uses
the Black-Scholes option-pricing model as its method of determining fair value.
This model is affected by wes stock price as well as assumptions regarding a
number of subjective variables. These subjective variables include, but are not
limited to wes expected stock price volatility over the term of the awards, and
actual and projected employee stock option exercise behaviours. The value of the
portion of the award that is ultimately expected to vest is recognized as an
expense in the statement of operations over the requisite service period.
All transactions in which goods or services are the
consideration received for the issuance of equity instruments are accounted for
based on the fair value of the consideration received or the fair value of the
equity instrument issued, whichever is more reliably measurable.
Recent Accounting Pronouncements
In January 2010, the FASB issued Accounting Standards Update
(ASU) No. 2010-06, Improving Disclosures about Fair Value Measurements, which
amends the ASC Topic 820, Fair Value Measurements and Disclosures. ASU No.
2010-06 amends the ASC to require disclosure of transfers into and out of Level
1 and Level 2 fair value measurements, and also requires more detailed
disclosure about the activity within Level 3 fair value measurements. The new
disclosures and clarifications of existing disclosures are effective for interim
and annual reporting periods beginning after December 15, 2009, except for the
disclosures concerning purchases, sales, issuances, and settlements in the roll
forward of activity in Level 3 fair value measurements. Those disclosures are
effective for fiscal years beginning after December 15, 2010, and for interim
periods within those fiscal years. The adoption of this amendment is not
expected to have a material effect on wes financial statements.
We has evaluated all other recent accounting pronouncements and
determined that they would not have a material impact on our financial
statements or disclosures.
ITEM 7A.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK.
|
Not Applicable.
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY
DATA.
|
92
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
March 31, 2012
F-1
Report of Independent Registered Public Accounting
Firm
To the Board of Directors and Stockholders of
Lake Victoria
Mining Company, Inc.
(An Exploration Stage Company)
We have audited the accompanying consolidated balance sheets of
Lake Victoria Mining Company, Inc. (An Exploration Stage Company) as of March
31, 2012 and 2011, and the related consolidated statements of operations, cash
flows and stockholders equity (deficit) for the years then ended, and for the
period from December 11, 2006 (Date of Inception) to March 31, 2012. These
financial statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits. The consolidated financial statements as of March 31, 2010, and for
the period from December 11, 2006 (Date of Inception) to March 31, 2010, were
audited by another firm of independent accountants, which expressed an
unqualified audit opinion on those financial statements in its report dated July
13, 2010. Our opinion on the consolidated statements of operations, cash flows
and stockholders equity (deficit) for the period from December 11, 2006 (Date
of Inception) to March 31, 2012, insofar as it relates to the amounts for prior
periods through March 31, 2010, is based on the reports of the other auditors.
The predecessor auditor has not reissued its reports because the firm has ceased
its operations.
We conducted our audits in accordance with the standards of the
Public Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. The Company is not required to have,
nor were we engaged to perform, an audit of its internal control over financial
reporting. An audit includes consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of internal control over financial reporting. An audit also
includes assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, based on our audits and the report of other
auditors, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of Lake Victoria Mining
Company, Inc. (An Exploration Stage Company) as of March 31, 2012 and 2011, and
the results of its operations, cash flows and stockholders equity (deficit) for
the years then ended and accumulated for the period from December 11, 2006 (Date
of Inception) to March 31, 2012 in conformity with accounting principles
generally accepted in the United States.
The accompanying consolidated financial statements have been
prepared assuming the Company will continue as a going concern. As discussed in
Note 1 to the consolidated financial statements, the Company has accumulated
losses since inception and has no revenue. These factors raise substantial doubt
about the Companys ability to continue as a going concern. Managements plans
in regard to these matters are also discussed in Note 1. The consolidated
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.
/s/ “Manning Elliott LLP”
CHARTERED ACCOUNTANTS
Vancouver, Canada
June 26, 2012
F-2
To the Board of Directors and Stockholders of
Lake Victoria
Mining Company, Inc.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
1
We have audited the accompanying consolidated balance sheets of
Lake Victoria Mining Company, Inc. (an exploration stage company) as of March
31, 2010 and 2009, and the related consolidated statements of operations,
stockholders equity (deficit) and cash flows for the years then ended and for
the period from December 11, 2006 (inception) to March 31, 2010. These
consolidated financial statements are the responsibility of the Companys
management. Our responsibility is to express an opinion on these consolidated
financial statements based on our audit.
We conducted our audit in accordance with the standards of the
Public Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement. The Company
is not required to have, nor were we engaged to perform, an audit of its
internal control over financial reporting. Our audit included consideration of
internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Companys internal control
over financial reporting. Accordingly, we express no such opinion. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred
to above present fairly, in all material respects, the financial position of
Lake Victoria Mining Company, Inc. as of March 31, 2010 and 2009, and the
results of their operations and their cash flows for the years then ended and
for the period from December 11, 2006 (inception) to March 31, 2010, in
conformity with accounting principles generally accepted in the United States of
America.
The accompanying consolidated financial statements have been
prepared assuming that the Company will continue as a going concern. As
discussed in Note 2 to the consolidated financial statements, the Company has
suffered recurring losses and has an accumulated deficit at March 31, 2010.
These factors raise substantial doubt about its ability to continue as a going
concern. Management's plans in regard to these matters are also described in
Note 2. The consolidated financial statements do not include any adjustments
that might result from the outcome of this uncertainty.
BEHLERMICK PS
BehlerMick PS
Spokane, Washington
July 13, 2010
________________________________
1
This is a copy
of auditors report dated on July 13, 2010 previously issued on the Companys
Form 10-K for the fiscal year ended March 31,2010. The predecessor auditor has
not reissued its reports because the firm has ceased its operations.
PCAOB
Section 9508 - Reports on Audited Financial Statements: Auditing Interpretations
of Section 508 and the Division of Corp Fin - Reporting Manual 4820 Accountants
Inability to Reissue Reports [AU 9508, Interpretation 15; Regulation C, Rule
437]
F-3
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Consolidated Balance Sheets
(Expressed in US dollars)
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2012
|
|
|
2011
|
|
|
|
$
|
|
|
$
|
|
ASSETS
|
|
|
|
|
|
|
Current Assets
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
523,405
|
|
|
2,282,902
|
|
Advances and deposits (Note 3(e))
|
|
63,187
|
|
|
32,684
|
|
Amounts receivable (Note 7(e))
|
|
|
|
|
256,968
|
|
Advances to related party (Note 3(a))
|
|
|
|
|
499,043
|
|
Total Current Assets
|
|
586,592
|
|
|
3,071,597
|
|
Property and Equipment (Note 5)
|
|
129,248
|
|
|
103,302
|
|
Mineral Properties (Note 7)
|
|
556,750
|
|
|
|
|
Total Assets
|
|
1,272,590
|
|
|
3,174,899
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS EQUITY
|
|
|
|
|
|
|
Current Liabilities
|
|
|
|
|
|
|
Accounts payable
|
|
168,655
|
|
|
212,721
|
|
Accounts payable to related
party (Note 3(a))
|
|
500
|
|
|
624,773
|
|
Accrued expenses
|
|
47,094
|
|
|
119,540
|
|
Other payables (Note 6)
|
|
3,630
|
|
|
4,386
|
|
Total Liabilities
|
|
219,879
|
|
|
961,420
|
|
|
|
|
|
|
|
|
Nature of Operations and Going Concern (Note 1)
|
|
|
|
|
|
|
Commitments (Note 12)
|
|
|
|
|
|
|
Subsequent Events (Note 13)
|
|
|
|
|
|
|
Stockholders Equity
|
|
|
|
|
|
|
Preferred Stock, 100,000,000 shares authorized, $0.00001
par value;
No shares issued and outstanding (Note 8)
|
|
|
|
|
|
|
Common Stock, 250,000,000 shares
authorized, $0.00001 par value;
97,485,733 shares issued and
outstanding (2011 - 96,346,900) (Note 8)
|
|
975
|
|
|
964
|
|
Additional Paid-in Capital
|
|
16,142,289
|
|
|
15,620,475
|
|
Common Stock and Warrants Issuable (Notes
8(a) and (d))
|
|
737,100
|
|
|
35,000
|
|
Deficit
Accumulated During the Exploration Stage
|
|
(15,827,653
|
)
|
|
(13,442,960
|
)
|
Total Stockholders Equity
|
|
1,052,711
|
|
|
2,213,479
|
|
Total Liabilities
and Stockholders Equity
|
|
1,272,590
|
|
|
3,174,899
|
|
The accompanying notes are an integral part of these
consolidated financial statements
F-4
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Consolidated Statements of Operations
(Expressed in US
dollars)
|
|
|
|
|
|
|
|
Accumulated From
|
|
|
|
For the
|
|
|
For the
|
|
|
December 11, 2006
|
|
|
|
Year Ended
|
|
|
Year Ended
|
|
|
(Date of Inception) to
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
2012
|
|
|
2011
|
|
|
2012
|
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
Amortization and depreciation
|
|
36,210
|
|
|
24,221
|
|
|
74,312
|
|
Exploration costs (Notes 3 and
7)
|
|
1,084,929
|
|
|
1,194,934
|
|
|
4,097,841
|
|
General and administrative
|
|
329,603
|
|
|
330,415
|
|
|
2,286,902
|
|
Impairment of mineral property
acquisition costs (Note 7)
|
|
441,612
|
|
|
742,180
|
|
|
11,584,703
|
|
Management and director fees
|
|
32,000
|
|
|
102,000
|
|
|
556,017
|
|
Professional and consulting
fees
|
|
275,130
|
|
|
831,947
|
|
|
3,570,749
|
|
Salaries
|
|
563,101
|
|
|
101,739
|
|
|
706,783
|
|
Stock-based compensation (Note
9)
|
|
213,825
|
|
|
1,593,989
|
|
|
1,807,814
|
|
Travel and accommodation
|
|
66,985
|
|
|
22,511
|
|
|
399,616
|
|
|
|
|
|
|
|
|
|
|
|
Total Operating
Expenses
|
|
3,043,395
|
|
|
4,943,936
|
|
|
25,084,737
|
|
|
|
|
|
|
|
|
|
|
|
Operating Loss
|
|
(3,043,395
|
)
|
|
(4,943,936
|
)
|
|
(25,084,737
|
)
|
|
|
|
|
|
|
|
|
|
|
Other Income (Expenses)
|
|
|
|
|
|
|
|
|
|
Loss on sales of investments
(Note 4)
|
|
(757,489
|
)
|
|
|
|
|
(752,489
|
)
|
Foreign exchange loss
|
|
(73,669
|
)
|
|
(15,612
|
)
|
|
(159,432
|
)
|
Interest income
|
|
2,437
|
|
|
3,112
|
|
|
11,024
|
|
Interest expense
|
|
|
|
|
(523
|
)
|
|
(1,045
|
)
|
Loss on debt settlement
|
|
|
|
|
(63,752
|
)
|
|
(63,752
|
)
|
Other income
|
|
|
|
|
|
|
|
15,900
|
|
Income from options
granted on mineral properties
(Notes 4 and 7
a), b), e) and g))
|
|
1,487,423
|
|
|
|
|
|
1,487,423
|
|
|
|
|
|
|
|
|
|
|
|
Total Other Income (Expenses)
|
|
658,702
|
|
|
(76,775
|
)
|
|
537,629
|
|
Net loss
|
|
(2,384,693
|
)
|
|
(5,020,711
|
)
|
|
(24,547,108
|
)
|
Net loss attributable to non-controlling interest
|
|
|
|
|
|
|
|
8,719,455
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss Attributable to the Company
|
|
(2,384,693
|
)
|
|
(5,020,711
|
)
|
|
(15,827,653
|
)
|
Net Loss Per Share
Basic and Diluted
|
|
(0.02
|
)
|
|
(0.07
|
)
|
|
|
|
Weighted Average Shares Outstanding
|
|
97,233,696
|
|
|
73,469,406
|
|
|
|
|
The accompanying notes are an integral part of these
consolidated financial statements
F-5
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Consolidated Statements of Cash Flows
(Expressed in US
dollars)
|
|
For the
|
|
|
For the
|
|
|
Accumulated From
|
|
|
|
Year Ended
|
|
|
Year Ended
|
|
|
December 11, 2006
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
(Date of Inception)
|
|
|
|
2012
|
|
|
2011
|
|
|
to
March 31, 2012
|
|
|
|
$
|
|
|
$
|
|
|
$
|
|
Operating Activities
|
|
|
|
|
|
|
|
|
|
Net Income (Loss)
|
|
(2,384,693
|
)
|
|
(5,020,711
|
)
|
|
(15,827,653
|
)
|
Adjustments to reconcile net loss to cash
used in operating activities
|
|
|
|
|
|
|
|
|
|
Amortization and depreciation
|
|
36,210
|
|
|
24,221
|
|
|
74,312
|
|
Directors' compensation share
payments
|
|
|
|
|
|
|
|
35,000
|
|
Impairment of mineral property acquisition
cost
|
|
441,612
|
|
|
742,180
|
|
|
11,584,703
|
|
Loss on debt settlement
|
|
|
|
|
63,752
|
|
|
63,752
|
|
Loss on sales of investments
|
|
757,489
|
|
|
|
|
|
752,489
|
|
Loss in subsidiary attributed
to non-controlling interest
|
|
|
|
|
|
|
|
(8,719,455
|
)
|
Restructuring charges
|
|
|
|
|
|
|
|
(110,019
|
)
|
Share payment for consulting
services
|
|
48,900
|
|
|
207,475
|
|
|
2,746,498
|
|
Share payments received for options granted on
mineral properties
|
|
(990,000
|
)
|
|
|
|
|
(990,000
|
)
|
Cash received from options
granted on mineral properties
|
|
(497,423
|
)
|
|
|
|
|
(497,423
|
)
|
Stock-based compensation
|
|
213,825
|
|
|
1,593,989
|
|
|
1,807,814
|
|
Changes in operating assets and
liabilities:
|
|
|
|
|
|
|
|
|
|
Increase in advances and deposits
|
|
(30,502
|
)
|
|
(28,460
|
)
|
|
(63,187
|
)
|
Increase in amounts receivable
|
|
256,968
|
|
|
(256,968
|
)
|
|
|
|
Increase (Decrease) in amounts
due to/from related parties
|
|
(125,230
|
)
|
|
(75,750
|
)
|
|
500
|
|
Increase (Decrease) in accounts payable
|
|
(44,066
|
)
|
|
112,984
|
|
|
168,658
|
|
Increase (Decrease) in accrued
expenses
|
|
(72,446
|
)
|
|
58,055
|
|
|
47,094
|
|
Increase (Decrease) in other payables
|
|
(756
|
)
|
|
(24,788
|
)
|
|
3,630
|
|
Net Cash Provided By (Used In) Operating Activities
|
|
(2,390,112
|
)
|
|
(2,604,021
|
)
|
|
(8,923,287
|
)
|
Investing Activities
|
|
|
|
|
|
|
|
|
|
Acquisition of property, plant
and equipment
|
|
(62,157
|
)
|
|
(26,658
|
)
|
|
(203,560
|
)
|
Cash payment for acquisition of mineral
properties
|
|
(774,262
|
)
|
|
(742,180
|
)
|
|
(4,237,053
|
)
|
Cash received from options
granted on mineral properties
|
|
497,423
|
|
|
|
|
|
497,423
|
|
Proceeds of subsidiary stock issuances
|
|
|
|
|
|
|
|
1,600,300
|
|
Purchase of investment
|
|
|
|
|
|
|
|
(5,000
|
)
|
Proceeds from sale of investments
|
|
232,511
|
|
|
|
|
|
242,511
|
|
Net Cash Used In Investing Activities
|
|
(106,485
|
)
|
|
(768,838
|
)
|
|
(2,105,379
|
)
|
Financing Activities
|
|
|
|
|
|
|
|
|
|
Proceeds from note payable
|
|
|
|
|
12,750
|
|
|
12,750
|
|
Repayment of note payable
|
|
|
|
|
(12,750
|
)
|
|
(12,750
|
)
|
Proceeds from issuance of
stock, net
|
|
737,100
|
|
|
4,700,360
|
|
|
11,566,071
|
|
Payment for cancellation of stock
|
|
|
|
|
|
|
|
(14,000
|
)
|
Net Cash Provided By Financing Activities
|
|
737,100
|
|
|
4,700,360
|
|
|
11,552,071
|
|
Net (Decrease) Increase In Cash and Cash Equivalents
|
|
(1,759,497
|
)
|
|
1,327,501
|
|
|
523,405
|
|
Cash and Cash Equivalents at Beginning of Period
|
|
2,282,902
|
|
|
955,401
|
|
|
|
|
Cash and Cash
Equivalents at End of Period
|
|
523,405
|
|
|
2,282,902
|
|
|
523,405
|
|
Supplemental Cash Flow information (Note 11)
The accompanying notes are an integral part of these
consolidated financial statements
F-6
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Consolidated Statements of Stockholders Equity
(Deficit)
(Expressed in US dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common
|
|
|
Deficit During
|
|
|
Stockholders'
|
|
|
Non-
|
|
|
|
Common Stock
|
|
|
Additional
|
|
|
Subscription
|
|
|
Stock
|
|
|
Exploration
|
|
|
Equity
|
|
|
Controlling
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Paid-in Capital
|
|
|
Receivable
|
|
|
Issuable
|
|
|
Stages
|
|
|
(Deficit)
|
|
|
Interest
|
|
|
|
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
Balance, at December 11, 2006
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock issued in December for cash at $0.001 per
share
|
|
14,730,000
|
|
|
147
|
|
|
12,128
|
|
|
(9,775
|
)
|
|
|
|
|
|
|
|
2,500
|
|
|
|
|
Common stock issued in February for
consulting service provided at $0.10 per share
|
|
2,370,000
|
|
|
24
|
|
|
197,476
|
|
|
|
|
|
|
|
|
|
|
|
197,500
|
|
|
|
|
Subsidiary equity interest purchased in March by
non-controlling interests
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10
|
|
Net loss for period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(294,102
|
)
|
|
(294,102
|
)
|
|
(7,441
|
)
|
Balance, at March 31, 2007
|
|
17,100,000
|
|
|
171
|
|
|
209,604
|
|
|
(9,775
|
)
|
|
|
|
|
(294,102
|
)
|
|
(94,102
|
)
|
|
(7,431
|
)
|
Common stock issued in April for cash at
$0.10 per share
|
|
5,172,000
|
|
|
52
|
|
|
430,948
|
|
|
(3,500
|
)
|
|
|
|
|
|
|
|
427,500
|
|
|
|
|
Common stock issued in October for cash at $0.75 per share
|
|
2,201,923
|
|
|
22
|
|
|
1,375,748
|
|
|
|
|
|
|
|
|
|
|
|
1,375,770
|
|
|
|
|
Common stock issued in November for cash at
$0.75 per share
|
|
48,000
|
|
|
|
|
|
30,000
|
|
|
|
|
|
|
|
|
|
|
|
30,000
|
|
|
|
|
As of October, Subsidiary equity interest purchased by
non-controlling interests
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
100,300
|
|
Miscellaneous adjustments to Equity
|
|
|
|
|
|
|
|
|
|
|
(5
|
)
|
|
|
|
|
|
|
|
(5
|
)
|
|
|
|
Common stock issued in February for cash at $0.75 per share
|
|
60,720
|
|
|
1
|
|
|
37,949
|
|
|
|
|
|
|
|
|
|
|
|
37,950
|
|
|
|
|
Net loss for year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(619,622
|
)
|
|
(619,622
|
)
|
|
(8,705
|
)
|
Balance, March 31, 2008
|
|
24,582,643
|
|
|
246
|
|
|
2,084,249
|
|
|
(13,280
|
)
|
|
|
|
|
(913,724
|
)
|
|
1,157,491
|
|
|
84,164
|
|
Common stock issued in April for cash at
$0.75 per share
|
|
208,000
|
|
|
2
|
|
|
129,998
|
|
|
|
|
|
|
|
|
|
|
|
130,000
|
|
|
|
|
Common stock issued in December for cash at $0.50 per share
|
|
1,765,765
|
|
|
18
|
|
|
735,667
|
|
|
|
|
|
|
|
|
|
|
|
735,684
|
|
|
|
|
As of May, Subsidiary equity interest
purchased by non-controlling interests
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
250,000
|
|
The accompanying notes are an integral part of these
consolidated financial statements
F-7
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Consolidated Statements of Stockholders Equity
(Deficit)
(Expressed in US dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common
|
|
|
Deficit During
|
|
|
Stockholders'
|
|
|
Non-
|
|
|
|
Common Stock
|
|
|
Additional
|
|
|
Subscription
|
|
|
Stock
|
|
|
Exploration
|
|
|
Equity
|
|
|
Controlling
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Paid-in Capital
|
|
|
Receivable
|
|
|
Issuable
|
|
|
Stages
|
|
|
(Deficit)
|
|
|
Interest
|
|
|
|
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
As of November, Subsidiary equity interest
purchased by non-controlling interests
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
250,000
|
|
As of November, Subsidiary equity interest purchased by
non-controlling interests
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,000,000
|
|
Subsidiary equity interest issued in
December for mineral properties acquisition
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,350,300
|
|
Common stock cancelled for refund at $0.50 per share
|
|
(33,600
|
)
|
|
|
|
|
(14,000
|
)
|
|
|
|
|
|
|
|
|
|
|
(14,000
|
)
|
|
|
|
Subsidiary equity interest issued in
January for mineral properties acquisition
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,690,000
|
|
Subsidiary equity interest issued in January for mineral
properties acquisition
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,840,000
|
|
Net loss for year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,401,282
|
)
|
|
(1,401,282
|
)
|
|
(6,776,084
|
)
|
Balance, March 31, 2009
|
|
26,522,808
|
|
|
266
|
|
|
2,935,914
|
|
|
(13,280
|
)
|
|
|
|
|
(2,315,006
|
)
|
|
607,894
|
|
|
688,380
|
|
Subsidiary equity interest issued in April
for directors compensation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
35,000
|
|
Common stock issued in May for mineral properties
acquisition
|
|
6,211,500
|
|
|
62
|
|
|
2,588,063
|
|
|
|
|
|
|
|
|
|
|
|
2,588,125
|
|
|
|
|
Common stock issued in June for cash at
$0.25 per share
|
|
1,747,200
|
|
|
17
|
|
|
363,983
|
|
|
|
|
|
|
|
|
|
|
|
364,000
|
|
|
|
|
Common stock issued in June for consulting service provided
|
|
186,000
|
|
|
2
|
|
|
38,748
|
|
|
|
|
|
|
|
|
|
|
|
38,750
|
|
|
|
|
Common stock issued in June for consulting
service provided
|
|
1,186,200
|
|
|
12
|
|
|
322,113
|
|
|
|
|
|
|
|
|
|
|
|
322,125
|
|
|
|
|
Common stock issued in June for consulting service provided
|
|
1,620,720
|
|
|
16
|
|
|
337,634
|
|
|
|
|
|
|
|
|
|
|
|
337,650
|
|
|
|
|
Common stock issued in June for consulting
service provided
|
|
179,122
|
|
|
2
|
|
|
59,705
|
|
|
|
|
|
|
|
|
|
|
|
59,706
|
|
|
|
|
Subsidiary equity interest issued in June for mineral
properties acquisition
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,800,000
|
|
As of August, loss attributable to
non-controlling interest
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,927,226
|
)
|
As of August, Reverse acquisition restructuring of the
non-controlling interest and investment held by parent company
|
|
18,198,000
|
|
|
182
|
|
|
(2,102,180
|
)
|
|
5
|
|
|
|
|
|
|
|
|
(2,101,993
|
)
|
|
(596,154
|
)
|
The accompanying notes are an integral part of these
consolidated financial statements
F-8
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Consolidated Statements of Stockholders Equity
(Deficit)
(Expressed in US dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common
|
|
|
Deficit During
|
|
|
Stockholders'
|
|
|
Non-
|
|
|
|
Common Stock
|
|
|
Additional
|
|
|
Subscription
|
|
|
Stock
|
|
|
Exploration
|
|
|
Equity
|
|
|
Controlling
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Paid-in Capital
|
|
|
Receivable
|
|
|
Issuable
|
|
|
Stages
|
|
|
(Deficit)
|
|
|
Interest
|
|
|
|
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
Common stock attached with
warrants issued in September for cash at $0.60 per share
|
|
200,000
|
|
|
2
|
|
|
119,998
|
|
|
|
|
|
|
|
|
|
|
|
120,000
|
|
|
|
|
Common stock issued in November for
consulting service provided
|
|
255,000
|
|
|
3
|
|
|
152,997
|
|
|
|
|
|
|
|
|
|
|
|
153,000
|
|
|
|
|
Common stock issued in
November for consulting service provided
|
|
201,250
|
|
|
2
|
|
|
120,748
|
|
|
|
|
|
|
|
|
|
|
|
120,750
|
|
|
|
|
Common stock issued in November for
consulting service provided
|
|
1,450,000
|
|
|
15
|
|
|
1,217,986
|
|
|
|
|
|
|
|
|
|
|
|
1,218,000
|
|
|
|
|
Common stock issued in
December for consulting service provided
|
|
68,775
|
|
|
1
|
|
|
42,639
|
|
|
|
|
|
|
|
|
|
|
|
42,640
|
|
|
|
|
Common stock attached with warrants issued
|
|
2,501,001
|
|
|
25
|
|
|
1,454,679
|
|
|
|
|
|
|
|
|
|
|
|
1,454,704
|
|
|
|
|
Received subscription payment
|
|
|
|
|
|
|
|
|
|
|
13,275
|
|
|
|
|
|
|
|
|
13,275
|
|
|
|
|
Common stock attached with warrants issuable
for private placement at $0.20 per share
|
|
7,343,650
|
|
|
73
|
|
|
1,457,157
|
|
|
(20,000
|
)
|
|
|
|
|
|
|
|
1,437,230
|
|
|
|
|
Net loss for year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(6,107,243
|
)
|
|
(6,107,243
|
)
|
|
|
|
Balance, at March 31, 2010
|
|
67,871,225
|
|
|
679
|
|
|
9,110,183
|
|
|
(20,000
|
)
|
|
|
|
|
(8,422,249
|
)
|
|
668,613
|
|
|
|
|
Common stock attached with
warrants issued in May for cash at $0.20 per share
|
|
3,129,350
|
|
|
31
|
|
|
625,839
|
|
|
|
|
|
|
|
|
|
|
|
625,870
|
|
|
|
|
Common stock issued in April to settle debt
|
|
153,525
|
|
|
2
|
|
|
58,338
|
|
|
|
|
|
|
|
|
|
|
|
58,340
|
|
|
|
|
Common stock issued in April
to settle debt
|
|
85,000
|
|
|
1
|
|
|
34,849
|
|
|
|
|
|
|
|
|
|
|
|
34,850
|
|
|
|
|
Common stock attached with warrants issued in
May for cash at $0.20 per share
|
|
|
|
|
|
|
|
|
|
|
20,000
|
|
|
|
|
|
|
|
|
20,000
|
|
|
|
|
Common stock attached with
warrants issued in August for cash at $0.225 per share, net of cost of
$23,416
|
|
4,790,700
|
|
|
48
|
|
|
1,054,442
|
|
|
|
|
|
|
|
|
|
|
|
1,054,490
|
|
|
|
|
Common stock issued in October to settle debt
|
|
217,100
|
|
|
2
|
|
|
102,036
|
|
|
|
|
|
|
|
|
|
|
|
102,038
|
|
|
|
|
Stock options granted to
directors and officers and consultant
|
|
|
|
|
|
|
|
1,593,989
|
|
|
|
|
|
|
|
|
|
|
|
1,593,989
|
|
|
|
|
Common stock issued in November for
consulting services
|
|
100,000
|
|
|
1
|
|
|
40,999
|
|
|
|
|
|
|
|
|
|
|
|
41,000
|
|
|
|
|
Common stock issuable in
February to settle debt
|
|
|
|
|
|
|
|
|
|
|
|
|
|
35,000
|
|
|
|
|
|
35,000
|
|
|
|
|
The accompanying notes are an integral part of these
consolidated financial statements
F-9
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Consolidated Statements of Stockholders Equity
(Deficit)
(Expressed in US dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common
|
|
|
Deficit During
|
|
|
Stockholders'
|
|
|
Non-
|
|
|
|
Common Stock
|
|
|
Additional
|
|
|
Subscription
|
|
|
Stock
|
|
|
Exploration
|
|
|
Equity
|
|
|
Controlling
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Paid-in Capital
|
|
|
Receivable
|
|
|
Issuable
|
|
|
Stages
|
|
|
(Deficit)
|
|
|
Interest
|
|
|
|
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
Common stock attached with
warrants issued in March for cash at $0.15 per share
|
|
20,000,000
|
|
|
200
|
|
|
2,999,800
|
|
|
|
|
|
|
|
|
|
|
|
3,000,000
|
|
|
|
|
Net
loss for year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5,020,711
|
)
|
|
(5,020,711
|
)
|
|
|
|
Balance, at March
31, 2011
|
|
96,346,900
|
|
|
964
|
|
|
15,620,475
|
|
|
|
|
|
35,000
|
|
|
(13,442,960
|
)
|
|
2,213,479
|
|
|
|
|
Common stock issued in February to
settle debt
|
|
145,833
|
|
|
1
|
|
|
34,999
|
|
|
|
|
|
(35,000
|
)
|
|
|
|
|
|
|
|
|
|
Common stock issued in
July to settle debt
|
|
163,000
|
|
|
2
|
|
|
48,898
|
|
|
|
|
|
|
|
|
|
|
|
48,900
|
|
|
|
|
Common stock issued in July for mineral
property acquisition
|
|
830,000
|
|
|
8
|
|
|
224,092
|
|
|
|
|
|
|
|
|
|
|
|
224,100
|
|
|
|
|
Stock option re-pricing
and issued in November
|
|
|
|
|
|
|
|
213,825
|
|
|
|
|
|
|
|
|
|
|
|
213,825
|
|
|
|
|
Common stock and warrants issuable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
737,100
|
|
|
|
|
|
737,100
|
|
|
|
|
Net loss for year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,384,693
|
)
|
|
(2,384,693
|
)
|
|
|
|
Balance, at March 31, 2012
|
|
97,485,733
|
|
|
975
|
|
|
16,142,289
|
|
|
|
|
|
737,100
|
|
|
(15,827,653
|
)
|
|
1,052,711
|
|
|
|
|
The accompanying notes are an integral part of these
consolidated financial statements
F-10
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
1.
|
Nature of Operations and Going Concern
|
|
|
|
|
Lake Victoria Mining Company, Inc. (the Company) was
incorporated on December 11, 2006 under the laws of the State of Nevada.
The Companys administrative office is located in Vancouver, Canada. The
Company is an Exploration Stage Company, as defined by Financial
Accounting Standards Board (FASB) Accounting Standards Codification
(ASC) 915, Development Stage Entities. The Company has been in the
exploration stage since inception and has not yet realized any revenues
from its planned operations.
|
|
|
|
|
The principal business of the Company is to search for
mineral deposits or reserves which are not in either the development or
production stage. The Company is conducting exploration activities on gold
and uranium properties located in Tanzania.
|
|
|
|
|
As of March 31, 2012, none of the Companys mineral
property interests had proven or probable reserves as determined under the
requirements of SEC Industry Guide No. 7. Planned principal activities
have not yet begun. The ability of the Company to emerge from the
exploration stage with respect to any planned principal business activity
is dependent upon its successful efforts to raise additional debt or
equity financing and/or attain profitable mining operations. As shown in
the accompanying financial statements, the Company has an accumulated
deficit of $15,827,653 incurred through March 31, 2012. The Company also
has no revenues. These factors raise substantial doubt about the Companys
ability to continue as a going concern. Management intends to seek
additional capital from new equity securities offerings that will provide
funds needed to continue the exploration for gold and uranium. No
assurance can be given that additional financing will be available, or
that it can be obtained on terms acceptable to the Company and its
shareholders. The financial statements do not include any adjustments
relating to the recoverability and classification of recorded assets, or
the amounts and classification of liabilities that might be necessary in
the event the Company cannot continue as a going concern.
|
|
|
|
2.
|
Summary of Significant Accounting Policies
|
|
|
|
|
a)
|
Basis of Presentation
|
|
|
|
|
|
These consolidated financial statements and related notes
are presented in accordance with accounting principles generally accepted
in the United States, and are expressed in U.S. dollars. These
consolidated financial statements include the accounts of the Company and
its wholly-owned subsidiaries, Kilimanjaro Mining Company, Inc.
(Kilimanjaro), Lake Victoria Resources Company, (T) Ltd., Jin 179
Company Tanzania Ltd. and Chrysos 197 Company Tanzania Ltd. Significant
intercompany accounts and transactions have been eliminated. The Companys
fiscal year-end is March 31.
|
|
|
|
|
b)
|
Use of Estimates
|
|
|
|
|
|
The preparation of financial statements in accordance
with United States generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities at the date of the financial statements
and the reported amounts of revenue and expenses in the reporting period.
The Company regularly evaluates estimates and assumptions related to
long-lived assets, mineral property costs, asset retirement obligations,
stock-based compensation, financial instrument valuations and deferred
income tax asset valuations. The Company bases its estimates and
assumptions on current facts, historical experience and various other
factors that it believes to be reasonable under the circumstances, the
results of which form the basis for making judgments about the carrying
values of assets and liabilities and the accrual of costs and expenses
that are not readily apparent from other sources. The actual results
experienced by the Company may differ materially and adversely from the
Companys estimates. To the extent there are material differences between
the estimates and the actual results, future results of operations will be
affected.
|
|
|
|
|
c)
|
Business Combinations
|
|
|
|
|
|
The Company follows the guidance in ASC 805, Business
Combinations, and ASC 810, Consolidation. The net loss attributable to
non-controlling interest recognized during the period from December 11,
2006 (date of inception) to March 31, 2012 was previously the minority
interest held by certain passive shareholders at the consolidated
financial statement level of Kilimanjaro, and whose interests were
eliminated for accounting purposes by the August 7, 2009 share exchange
agreement. The Company, after August 7, 2009, had no further
non-controlling interests. As of March 31, 2012, a cumulative loss of
$8,719,455 had been attributed to the non-controlling interest of the
Companys controlled subsidiary.
|
F-11
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
2.
|
Summary of Significant Accounting Policies
(continued)
|
|
|
|
|
d)
|
Basic and Diluted Net Income (Loss) Per Share
|
|
|
|
|
|
The Company computes net income (loss) per share in
accordance with ASC 260, Earnings per Share, which requires presentation
of both basic and diluted earnings per share (EPS) on the face of the
income statement. Basic EPS is computed by dividing net income (loss)
available to common shareholders (numerator) by the weighted average
number of shares outstanding (denominator) during the period. Diluted EPS
gives effect to all dilutive potential common shares outstanding during
the period using the treasury stock method and convertible preferred stock
using the if-converted method. In computing diluted EPS, the average stock
price for the period is used in determining the number of shares assumed
to be purchased from the exercise of stock options or warrants. Diluted
EPS excludes all dilutive potential shares if their effect is anti
dilutive. As of March 31, 2012, the Company had 26,004,901 potentially
dilutive securities outstanding.
|
|
|
|
|
e)
|
Cash and Cash Equivalents
|
|
|
|
|
|
The Company considers all highly liquid instruments with
a maturity of three months or less at the time of issuance or may be
redeemed without significant penalties to be cash equivalents.
|
|
|
|
|
|
As of March 31, 2012 and 2011, the Company has
approximately $40,000 and $2,234,000, respectively, deposited at FDIC
insured banks in the United States. FDIC deposit insurance covers the
balance of each depositors account up to $250,000 per insured
bank.
|
|
|
|
|
|
As of March 31 2012 and 2011, the Company has
approximately $365,000 and $Nil deposited in Canada including $34,594
(CAD$ 34,500) and $Nil, respectively, of guaranteed investment
certificates bearing variable interest at primate less 2.05% which is
restricted in use for corporation credit cards.
|
|
|
|
|
|
As of March 31, 2012, the Company has Tanzania shillings
of 84,496,000 (approximately $52,400) and $141,600 deposited in Tanzania.
The Deposit Insurance Board in Tanzania insures up to 1,500,000 Tanzanian
Shillings (approximately $930 as of March 31, 2012) per customer per bank.
Any amount beyond the basic insurance amount may expose the Company to
loss.
|
|
|
|
|
f)
|
Property and Equipment
|
|
|
|
|
|
Property and equipment consists of mining tools and
equipment, furniture and equipment and computers and software which are
depreciated on a straight line basis over their expected lives of five
years.
|
|
|
|
|
g)
|
Mineral Property Costs
|
|
|
|
|
|
Under US GAAP mineral property acquisition costs are
ordinarily capitalized when incurred using FASB ASC Topic 805-20-55-37,
Whether Mineral Rights are Tangible or Intangible Assets. The carrying
costs are assessed for impairment under ASC Topic 360-10-35-21, Accounting
for Impairment or Disposal of Long- Lived Assets, whenever events or
changes in circumstances indicate that the carrying costs may not be
recoverable. The Company expenses as incurred all property maintenance and
exploration costs.
|
|
|
|
|
|
The Company also evaluates the carrying value of acquired
mineral property rights in accordance with ASC Topic 930-360-35-1, Mining
Assets: Impairment and Business Combinations, using the Value Beyond
Proven and Probable (VBPP) method. The fair value of a mining asset
generally includes both VBPP and an estimate of the future market price of
the minerals.
|
|
|
|
|
|
When the Company has capitalized mineral property costs,
these properties will be periodically assessed for impairment of value.
Once a property reaches the production stage, the related capitalized
costs will be amortized, using the units of production method. The Company
records its interests in mining properties and areas of geological
interest at cost. The Company has capitalized mineral properties costs of
$556,750 and $Nil as at March 31, 2012 and 2011, respectively. The Company
has recognized impairment charges of $441,612 and $742,180 for the years
ended at March 31, 2012 and 2011, respectively, which were determined not
be recoverable and therefore, were written down to their estimated fair
values of $Nil.
|
F-12
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
2.
|
Summary of Significant Accounting Principles
(continued)
|
|
|
|
|
h)
|
Long-Lived Assets
|
|
|
|
|
|
In accordance with ASC 360, Property Plant and Equipment
the Company tests long-lived assets or asset groups for recoverability
when events or changes in circumstances indicate that their carrying
amount may not be recoverable. Circumstances which could trigger a review
include, but are not limited to: significant decreases in the market price
of the asset; significant adverse changes in the business climate or legal
factors; accumulation of costs significantly in excess of the amount
originally expected for the acquisition or construction of the asset;
current period cash flow or operating losses combined with a history of
losses or a forecast of continuing losses associated with the use of the
asset; and current expectation that the asset will more likely than not be
sold or disposed significantly before the end of its estimated useful
life. Recoverability is assessed based on the carrying amount of the asset
and the sum of the undiscounted cash flows expected to result from the use
and the eventual disposal of the asset, as well as specific appraisal in
certain instances. An impairment loss is recognized when the carrying
amount is not recoverable and exceeds fair value.
|
|
|
|
|
i)
|
Asset Retirement Obligations
|
|
|
|
|
|
The Company accounts for asset retirement obligations in
accordance with the provisions of ASC 440, Asset Retirement and
Environmental Obligations which requires the Company to record the fair
value of an asset retirement obligation as a liability in the period in
which it incurs a legal obligation associated with the retirement of
tangible long-lived assets that result from the acquisition, construction,
development and/or normal use of the assets. The Company did not have any
asset retirement obligations as of March 31, 2012.
|
|
|
|
|
j)
|
Financial Instruments
|
|
|
|
|
|
ASC 825, Financial Instruments requires an entity to
maximize the use of observable inputs and minimize the use of unobservable
inputs when measuring fair value. ASC 825 establishes a fair value
hierarchy based on the level of independent, objective evidence
surrounding the inputs used to measure fair value. A financial
instruments categorization within the fair value hierarchy is based upon
the lowest level of input that is significant to the fair value
measurement. ASC 825 prioritizes the inputs into three levels that may be
used to measure fair value:
|
|
|
|
|
|
Level 1
|
|
|
|
|
|
Level 1 applies to assets or liabilities for which there
are quoted prices in active markets for identical assets or
liabilities.
|
|
|
|
|
|
Level 2
|
|
|
|
|
|
Level 2 applies to assets or liabilities for which there
are inputs other than quoted prices that are observable for the asset or
liability such as quoted prices for similar assets or liabilities in
active markets; quoted prices for identical assets or liabilities in
markets with insufficient volume or infrequent transactions (less active
markets); or model-derived valuations in which significant inputs are
observable or can be derived principally from, or corroborated by,
observable market data.
|
|
|
|
|
|
Level 3
|
|
|
|
|
|
Level 3 applies to assets or liabilities for which there
are unobservable inputs to the valuation methodology that are significant
to the measurement of the fair value of the assets or
liabilities.
|
|
|
|
|
|
The Companys financial instruments consist principally
of cash and cash equivalents, advances and deposits, accounts payable,
accounts payable to related party and other payables.
|
|
|
|
|
|
Pursuant to ASC 825, the fair value of cash and cash
equivalents are determined based on Level 1 inputs, which consist of
quoted prices in active markets for identical assets. The Company believes
that the recorded values of advances and deposits, accounts payable,
accounts payable to related party and other payables approximate their
current fair values because of their nature and respective relatively
short maturity dates or durations.
|
F-13
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
2.
|
Summary of Significant Accounting Policies
(continued)
|
|
|
|
|
j)
|
Financial Instruments (continued)
|
|
|
|
|
|
Assets measured at fair value on a recurring basis were
presented on the Companys balance sheet as of March 31, 2012 as
follows:
|
|
|
|
Fair Value Measurements Using
|
|
|
|
|
Quoted Prices in
|
|
|
Significant
|
|
|
|
|
|
|
|
|
|
|
Active Markets
|
|
|
Other
|
|
|
Significant
|
|
|
|
|
|
|
|
For Identical
|
|
|
Observable
|
|
|
Unobservable
|
|
|
Balance
|
|
|
|
|
Instruments
|
|
|
Inputs
|
|
|
Inputs
|
|
|
March 31,
|
|
|
|
|
(Level 1)
|
|
|
(Level 2)
|
|
|
(Level 3)
|
|
|
2012
|
|
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
523,405
|
|
|
|
|
|
|
|
|
523,405
|
|
|
k)
|
Foreign Currency Translation
|
|
|
|
|
|
The Companys functional and reporting currency is the
United States dollar. Monetary assets and liabilities denominated in
foreign currencies are translated to United States dollars in accordance
with ASC 740, Foreign Currency Matters, using the exchange rate prevailing
at the balance sheet date. Gains and losses arising on translation or
settlement of foreign currency denominated transactions or balances are
included in the determination of income.
|
|
|
|
|
|
To the extent that the Company incurs transactions that
are not denominated in its functional currency, they are undertaken in
Canadian dollars and the Tanzanian Schilling. A portion of business
transactions in Tanzania and mineral option purchase agreements are
denominated in Tanzanian Schilling. The Company has not, to the date of
these financials statements, entered into derivative instruments to offset
the impact of foreign currency fluctuations.
|
|
|
|
|
l)
|
Segment Information
|
|
|
|
|
|
At March 31, 2012, approximately $112,091 of property and
equipment is located in Tanzania and $17,157 in Canada. Mineral properties
are located in Tanzania. Although Tanzania is considered economically
stable, it is always possible that unanticipated events in foreign
countries could disrupt the Companys operations.
|
|
|
|
|
m)
|
Comprehensive Loss
|
|
|
|
|
|
ASC 220, Comprehensive Income, establishes standards for
the reporting and display of other comprehensive loss and its components
in the consolidated financial statements. As at March 31, 2012 and 2011,
the Company had no items that represent other comprehensive loss, and
therefore has not included a schedule of comprehensive loss in the
consolidated financial statements.
|
|
|
|
|
n)
|
Income Taxes
|
|
|
|
|
|
The Company accounts for income taxes using the asset and
liability method in accordance with ASC 740, Income Taxes. The asset and
liability method provides that deferred tax assets and liabilities are
recognized for the expected future tax consequences of temporary
differences between the financial reporting and tax bases of assets and
liabilities, and for operating loss and tax credit carryforwards. Deferred
tax assets and liabilities are measured using the currently enacted tax
rates and laws that will be in effect when the differences are expected to
reverse. The Company records a valuation allowance to reduce deferred tax
assets to the amount that is believed more likely than not to be
realized.
|
F-14
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
2.
|
Summary of Significant Accounting Policies
(continued)
|
|
|
|
|
o)
|
Stock-Based Compensation
|
|
|
|
|
|
The Company records stock-based compensation in
accordance with ASC 718, Compensation Stock Based Compensation and ASC
505, Equity Based Payments to Non-Employees, which requires the
measurement and recognition of compensation expense based on estimated
fair values for all share-based awards made to employees and directors,
including stock options.
|
|
|
|
|
|
ASC 718 requires companies to estimate the fair value of
share-based awards on the date of grant using an option-pricing model. The
Company uses the Black-Scholes option-pricing model as its method of
determining fair value. This model is affected by the Companys stock
price as well as assumptions regarding a number of subjective variables.
These subjective variables include, but are not limited to the Companys
expected stock price volatility over the term of the awards, and actual
and projected employee stock option exercise behaviours. The value of the
portion of the award that is ultimately expected to vest is recognized as
an expense in the statement of operations over the requisite service
period.
|
|
|
|
|
|
All transactions in which goods or services are the
consideration received for the issuance of equity instruments are
accounted for based on the fair value of the consideration received or the
fair value of the equity instrument issued, whichever is more reliably
measurable.
|
|
|
|
|
p)
|
Recent Accounting Pronouncements
|
|
|
|
|
|
In January 2010, the FASB issued Accounting Standards
Update (ASU) No. 2010-06, Improving Disclosures about Fair Value
Measurements, which amends the ASC Topic 820, Fair Value Measurements and
Disclosures. ASU No. 2010-06 amends the ASC to require disclosure of
transfers into and out of Level 1 and Level 2 fair value measurements, and
also requires more detailed disclosure about the activity within Level 3
fair value measurements. The new disclosures and clarifications of
existing disclosures are effective for interim and annual reporting
periods beginning after December 15, 2009, except for the disclosures
concerning purchases, sales, issuances, and settlements in the roll
forward of activity in Level 3 fair value measurements. Those disclosures
are effective for fiscal years beginning after December 15, 2010, and for
interim periods within those fiscal years. The adoption of this amendment
did not have a material effect on the Companys financial
statements.
|
|
|
|
|
|
The Company has evaluated all other recent accounting
pronouncements and determined that they would not have a material impact
on the Companys financial statements or disclosures.
|
|
|
|
|
q)
|
Reclassifications
|
|
|
|
|
|
Certain reclassifications have been made to the prior
periods financial statements to conform to the current periods
presentation.
|
|
|
|
3.
|
Related Party Transactions and Balances
|
|
|
|
|
a)
|
Prior to incorporation of the Companys wholly-owned
subsidiary in Tanzania, the Company contracted with Geo Can Resources
Company Ltd (Geo Can), a related company with a shared common director, to
perform exploration services on all of the properties. On June 1, 2011,
the Company paid Geo Can $121,480 which was the difference between amounts
owing for exploration services totaling $620,523 and advances of $499,043
made to Geo Can through Companys subsidiary, Kilimanjaro Mining
Company.
|
|
|
|
|
|
As of March 31, 2012, the Company owed $Nil (2011 -
$121,480) to Geo Can for reimbursement of licenses holding costs paid on
behalf of the Company which has been included in accounts payable to
related parties. Refer to Note 7.
|
|
|
|
|
b)
|
As at March 31, 2012, the Company owed $nil (2011-
$3,000) to a director of the Company. During the year ended March 31,
2012, the Company incurred $32,000 (2011 - $15,000) of directors fees to
the director and $73,459 (2011 - $73,136) of salaries to the
director.
|
|
|
|
|
c)
|
At March 31, 2012, the Company owed $500 (2011 - $2,450)
of accounting fees to an individual related to an officer of the Company
which has been included in accounts payable. During the twelve months
ended March 31, 2012, the Company incurred $6,000 (2011 - $3,150) of
accounting fees to the individual.
|
|
|
|
|
d)
|
During the year ended March 31, 2012, the Company
incurred $42,000 (2011 - $81,000) of geologist consulting fees to a
director of the Company (See Note12(c)).
|
|
|
|
|
e)
|
As at March 31, 2012, the Company held $27,750 in trust
with a company sharing a common director, which has been included in
advances and deposits.
|
F-15
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
4.
|
Short-term Investments
|
|
|
|
The Company classifies its short-term investments as
available-for-sale securities and carries them at fair value. The Company
determines fair values for investments in public companies using quoted
market prices with unrealized gains and losses included in accumulated
other comprehensive income or loss. Realized gains and losses and
unrealized losses that are other than temporary are recognized in
earnings.
|
|
|
|
The Company received 2,200,000 of common shares of stock
from Otterburn Ventures Inc. pursuant to four option and joint venture
agreements dated May 6, 2011 (Refer to Notes 7 a), b), e), and g))
regarding four Tanzanian properties. The fair value of shares was valued
at $990,000 on the grant date.
|
|
|
|
On July 22, 2011, the Company entered into agreements to
sell 2,200,000 common shares of Otterburn to private purchasers unrelated
to the Company at a price of CAD$0.10 (approximate $0.11) per share for
total proceeds of $232,511. These shares were held in escrow and released
on September 22, 2011. The Company recognized a loss of $757,489 on the
sale of the shares.
|
|
|
5.
|
Property and Equipment
|
|
|
|
Property and equipment consists of the
following:
|
|
|
|
As at March 31, 2012
|
|
|
As at March 31, 2011
|
|
|
|
|
|
|
|
Accumulated
|
|
|
Net Book
|
|
|
|
|
|
Accumulated
|
|
|
Net Book
|
|
|
|
|
Cost
|
|
|
Amortization
|
|
|
Value
|
|
|
Cost
|
|
|
Amortization
|
|
|
Value
|
|
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
Mining tools and equipment
|
|
143,272
|
|
|
50,853
|
|
|
92,419
|
|
|
101,495
|
|
|
25,278
|
|
|
76,217
|
|
|
Moto Vehicle
|
|
12,800
|
|
|
2,133
|
|
|
10,667
|
|
|
|
|
|
|
|
|
|
|
|
Furniture and equipment
|
|
12,127
|
|
|
3,769
|
|
|
8,358
|
|
|
10,101
|
|
|
1,794
|
|
|
8,307
|
|
|
Computer and software
|
|
35,361
|
|
|
17,557
|
|
|
17,804
|
|
|
29,808
|
|
|
11,030
|
|
|
18,778
|
|
|
|
|
203,560
|
|
|
74,312
|
|
|
129,248
|
|
|
141,404
|
|
|
38,102
|
|
|
103,302
|
|
6.
|
Other Payables
|
|
|
|
As of March 31, 2012 and 2011, one subsidiary of the
Company withheld tax deductions of $3,111 and $4,386, respectively, to
conform to local tax law.
|
|
|
7.
|
Mineral Property Acquisition and Exploration
Costs
|
|
|
|
On May 4, 2009, Kilimanjaro completed a Property
Acquisition Agreement (the Geo Can Agreement) with Geo Can (a related
party, see Note 3). Under the terms of the agreement Kilimanjaro acquired
a 100% interest in the mineral property assets, which included 33 gold
prospecting licenses and 13 uranium licenses. Included in this agreement
were the Kalemela projects licenses, Geita projects license, Uyowa
Projects licenses and Kinyambwiga projects license and other projects
licenses. Geo Can had entered into property option agreements, regarding
some of these resource properties, with Lake Victoria before the share
exchange agreement between Lake Victoria and Kilimanjaro on August 7,
2009, as a consequence Geo Can no longer has any interest in those prior
property agreements.
|
|
|
|
All of the Companys mineral property interests are
located in Tanzania. Geo Can holds resource properties in trust for the
Company. Most of the resource property interests are still formally
registered to Geo Can to save on registration fees. When the annual filing
for each property comes due then the formal registration of each property
will be transferred to Kilimanjaro or as directed by
Kilimanjaro.
|
F-16
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
7.
|
Mineral Property Acquisition and Exploration Costs
(continued)
|
|
|
|
The following is a continuity of mineral property
acquisition costs incurred during the years ended March 31, 2012 and
2011:
|
|
|
Kalemela
|
|
|
Geita
|
|
|
Kinyambwiga
|
|
|
Singida
|
|
|
Uyowa
|
|
|
North
|
|
|
Handeni
|
|
|
Buhemba
|
|
|
Other
|
|
|
|
|
|
|
Gold Project
|
|
|
Project
|
|
|
Project
|
|
|
Project
|
|
|
Project
|
|
|
Mara
|
|
|
Project
|
|
|
Project
|
|
|
Projects
|
|
|
Total
|
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
|
(a)
|
|
|
(b)
|
|
|
(c)
|
|
|
(e)
|
|
|
(f)
|
|
|
(g)
|
|
|
(h)
|
|
|
(i)
|
|
|
|
|
|
|
|
March 31, 2010
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Related payments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash consideration
|
|
-
|
|
|
-
|
|
|
-
|
|
|
742,180
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
742,180
|
|
Impairment
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(742,180
|
)
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(742,180
|
)
|
March 31, 2011
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
Related payments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash consideration
|
|
-
|
|
|
6,150
|
|
|
-
|
|
|
350,512
|
|
|
40,000
|
|
|
-
|
|
|
228,650
|
|
|
148,950
|
|
|
-
|
|
|
774,262
|
|
Shares issued
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
116,100
|
|
|
108,000
|
|
|
-
|
|
|
224,100
|
|
Impairment
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(350,512
|
)
|
|
-
|
|
|
-
|
|
|
(91,100
|
)
|
|
-
|
|
|
-
|
|
|
(441,612
|
)
|
March 31, 2012
|
|
-
|
|
|
6,150
|
|
|
-
|
|
|
-
|
|
|
40,000
|
|
|
-
|
|
|
253,650
|
|
|
256,950
|
|
|
-
|
|
|
556,750
|
|
The following is a continuity of
mineral property exploration costs incurred during the years ended March 31,
2012 and 2011:
|
|
|
|
|
|
|
|
Kinyambwig
|
|
|
|
|
|
|
|
|
|
|
|
North
|
|
|
|
|
|
Buhemb
|
|
|
Other
|
|
|
|
|
|
|
Kalemela
|
|
|
Geita
|
|
|
a
|
|
|
Suguti
|
|
|
Singida
|
|
|
Uyowa
|
|
|
Mara
|
|
|
Handeni
|
|
|
a
|
|
|
Project
|
|
|
Total
|
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
|
(a)
|
|
|
(b)
|
|
|
(c)
|
|
|
(d)
|
|
|
(e)
|
|
|
(f)
|
|
|
(g)
|
|
|
(h)
|
|
|
(i)
|
|
|
|
|
|
|
|
Balance, March 31, 2010
|
|
633,895
|
|
|
408,972
|
|
|
209,224
|
|
|
-
|
|
|
565,269
|
|
|
618
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
--
|
|
|
1,817,978
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exploration Expenditures:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Camp, Field Supplies and Travel
|
|
-
|
|
|
511
|
|
|
14,869
|
|
|
14,968
|
|
|
89,808
|
|
|
7,654
|
|
|
3,597
|
|
|
-
|
|
|
-
|
|
|
2,593
|
|
|
134,001
|
|
Geological Consulting and
Wages
|
|
-
|
|
|
-
|
|
|
136,381
|
|
|
-
|
|
|
544,533
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
680,914
|
|
Geophysical and Geochemical
|
|
6,509
|
|
|
2,442
|
|
|
88,413
|
|
|
13,732
|
|
|
229,162
|
|
|
15,555
|
|
|
12,749
|
|
|
-
|
|
|
-
|
|
|
8,338
|
|
|
376,900
|
|
Parts and Equipment
|
|
-
|
|
|
1,200
|
|
|
18,250
|
|
|
4,439
|
|
|
81,745
|
|
|
4,450
|
|
|
7,140
|
|
|
-
|
|
|
-
|
|
|
133
|
|
|
117,357
|
|
Project Administration Fee
|
|
-
|
|
|
206
|
|
|
12,129
|
|
|
719
|
|
|
12,625
|
|
|
2,543
|
|
|
650
|
|
|
-
|
|
|
-
|
|
|
1,211
|
|
|
30,082
|
|
Vehicle and Fuel expenses
|
|
-
|
|
|
2,458
|
|
|
15,595
|
|
|
17,782
|
|
|
53,710
|
|
|
5,467
|
|
|
7,608
|
|
|
-
|
|
|
-
|
|
|
10,028
|
|
|
112,648
|
|
Expense Reimbursements
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(256,968
|
)
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(256,968
|
)
|
|
|
6,509
|
|
|
6,817
|
|
|
285,637
|
|
|
51,640
|
|
|
754,615
|
|
|
35,669
|
|
|
31,744
|
|
|
-
|
|
|
-
|
|
|
22,303
|
|
|
1,194,934
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, March 31, 2011
|
|
640,404
|
|
|
415,789
|
|
|
494,861
|
|
|
51,640
|
|
|
1,319,884
|
|
|
36,287
|
|
|
31,744
|
|
|
-
|
|
|
-
|
|
|
22,303
|
|
|
3,012,912
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exploration Expenditures:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Camp, Field Supplies and Travel
|
|
-
|
|
|
5
|
|
|
20,109
|
|
|
15,324
|
|
|
34,632
|
|
|
51,730
|
|
|
4,698
|
|
|
19,335
|
|
|
18,772
|
|
|
6,296
|
|
|
170,901
|
|
Drilling Cost
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
364,159
|
|
|
258,674
|
|
|
-
|
|
|
-
|
|
|
2,694
|
|
|
-
|
|
|
625,527
|
|
Geological Consulting and Wages
|
|
288
|
|
|
2,045
|
|
|
58,304
|
|
|
19,939
|
|
|
123,502
|
|
|
199,670
|
|
|
29,792
|
|
|
69,138
|
|
|
55,707
|
|
|
23,926
|
|
|
582,311
|
|
Geophysical and Geochemical
|
|
-
|
|
|
-
|
|
|
4,196
|
|
|
11,605
|
|
|
56,853
|
|
|
55,188
|
|
|
5,393
|
|
|
28,292
|
|
|
13,679
|
|
|
-
|
|
|
175,206
|
|
Parts and Equipment
|
|
-
|
|
|
-
|
|
|
6,027
|
|
|
2,747
|
|
|
1,802
|
|
|
17,238
|
|
|
133
|
|
|
2,393
|
|
|
1,191
|
|
|
146
|
|
|
31,677
|
|
Vehicle and Fuel expenses
|
|
-
|
|
|
-
|
|
|
14,475
|
|
|
16,482
|
|
|
15,119
|
|
|
32,600
|
|
|
6,181
|
|
|
17,715
|
|
|
13,798
|
|
|
6,227
|
|
|
122,597
|
|
Expense Reimbursements
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(623,290
|
)
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
-
|
|
|
(623,290
|
)
|
|
|
288
|
|
|
2,050
|
|
|
103,111
|
|
|
66,097
|
|
|
(27,223
|
)
|
|
615,100
|
|
|
46,197
|
|
|
136,873
|
|
|
105,841
|
|
|
36,595
|
|
|
1,084,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, March 31, 2012
|
|
640,692
|
|
|
417,839
|
|
|
597,972
|
|
|
117,737
|
|
|
1,292,661
|
|
|
651,387
|
|
|
77,941
|
|
|
136,873
|
|
|
105,841
|
|
|
58,898
|
|
|
4,097,841
|
|
|
a)
|
Kalemela Gold Project
|
|
|
|
|
|
As a part of the Geo Can Agreement, Kilimanjaro owns 100%
interest in the Kalemela Gold Projects three prospecting licenses
PL2747/2004, PL3006/2005 and PL2910/2004. The original three prospecting
licenses have been divided into six licenses. As of March 31, 2012, the
project is now comprised of three licenses and original three licenses
were expired. The Kalemela Gold Project is located within the Southeastern
Lake Victoria Goldfields in Northern Tanzania in Magu District, Mwanza
Region.
|
|
|
|
|
|
On May 6, 2011, the Company entered into an option and
joint venture agreement with Otterburn. On May 20, 2011, the Company
received option payment of $61,898 in cash and 300,000 common shares of
Otterburn with a fair value of $135,000. On July 8, 2011, Otterburn
terminated the option and joint venture agreement. On July 22, 2011, the
Company sold 300,000 Otterburn shares to unrelated parties at a price of
CAD$0.10 per share. Refer to Note 4.
|
F-17
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
7.
|
Mineral Property Acquisition and Exploration Costs
(continued)
|
|
|
|
|
b)
|
Geita Project
|
|
|
|
|
|
As a part of the Geo Can Agreement, the Company acquired
prospecting license PL2806 which were divided into two prospecting
licenses. The original license was expired and the project is now
comprised of one license and one license under application. The Geita Gold
Project is located in Northern Tanzania within the Lake Victoria
Goldfields in the Geita District, Mwanza Region.
|
|
|
|
|
|
On May 6, 2011, the Company entered into an option and
joint venture agreement with Otterburn. On May 20, 2011, the Company
received option payment of $42,740 in cash and 300,000 common shares of
Otterburn with a fair value of $135,000. On July 8, 2011, Otterburn
terminated the option and joint venture agreement. On July 22, 2011, the
Company sold 300,000 Otterburn shares to unrelated parties at a price of
CAD$0.10 per share. Refer to Note 4.
|
|
|
|
|
|
On March 2, 2012, the Company was granted one license on
Geita project for a total consideration of $12,300, of which $6,150 was
paid on March 2, 2012 and $6,150 due on July 30, 2012.
|
|
|
|
|
c)
|
Musoma Bunda - Kinyambwiga Project:
|
|
|
|
|
|
The Musoma Bunda Gold Project comprise of three
prospecting licenses that are located on the eastern side of Lake
Victoria.
|
|
|
|
|
|
Kinyambwiga project is part of the Musoma Bunda Gold
Project. As a part of the Geo Can Agreement, the Company owns 100%
interest of Kinyambwiga projects one prospecting license and 24 primary
mining licenses. The Kinyambwiga Gold Project is about 208 kilometers
northeast of the city of Mwanza in northern Tanzania.
|
|
|
|
|
|
A director of the Company entered into Mineral Purchase
agreements on behalf of the Company with 24 Primary Mining Licenses (PMLs)
which are part of the Kinyambwiga Project and which are recorded in his
name and are to be transferred over to the Company at a future
date.
|
|
|
|
|
d)
|
Musoma Bunda - Suguti Project
|
|
|
|
|
|
Suguti project is part of the Musoma Bunda Gold Project.
As a part of the Geo Can Agreement, the Company owns 100% interest of
Suguti projects one prospecting license.
|
|
|
|
|
e)
|
Singida Project
|
|
|
|
|
|
On May 15, 2009, the Company signed a Mineral Financing
Agreement with one director of the Company authorizing him, on behalf of
the Company, to acquire Primary Mining Licenses (PMLs) in the Singida
area. As of December 31, 2010, this director has entered into Mineral
Properties Sales and Purchase agreements with various PML owners to
acquire 60 PMLs in the Singida area. As of March, 31, 2012, the Company
has 100% acquired 23 PMLs. On August 9, 2011, the Company relinquished 17
PMLs and the Company has the option to acquire 20 PMLs. Under the terms of
these agreements, if the option to purchase is completed on all these
PMLs, then the total purchase consideration would be approximately
$4,682,075 (TZS7,551,733,325),outstanding option payments in US Dollar
amount is estimated with an exchange rate of 0.00062 as at March 31,
2012), payable by March 9, 2013. Pursuant to the Mineral Financing
Agreement, the Company has made payments of $350,512 in fiscal 2012 and
$742,554 in fiscal 2011.
|
In September 2009, pursuant to the
agreement, the Company completed an Addendum to the Mineral Properties and Sale
and provided notification to all the PML owners involved in Singida Mineral
Properties and Sale Agreements that the Company would extend their due diligence
period for an additional 120 days as upon paying $48,782.
On January 19, 2010, a director on
behalf of the Company signed second addendums to Singida mineral properties
sales and purchase agreements. The addendums revised and extended the second
payment of the mineral agreements. The second payment was divided into three
payments with $470,927 due on January 27, 2010, $470,927 due on July 27, 2010
and $922,900, due on January 27, 2011.
On July 27, 2010, the director signed
third addendums to the Singida mineral properties sales and purchase agreements
on behalf of the Company. The third addendums revised the payment terms of the
second addendum. Based on the revised terms, the second installment of $470,927
was divided into two payments, with $281,065 due on July 27, 2010 and $187,426
due on October 24, 2010. The Company made the payment of $281,065 on July 27,
2010, and the payment of $187,426 on October 26, 2010.
F-18
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
7.
|
Mineral Property Acquisition and Exploration Costs
(continued)
|
|
|
|
|
e)
|
Singida Project (continued)
|
|
|
|
|
|
On February 7, 2011, a director signed fourth addendums
to the Singida mineral properties sales and purchase agreements on behalf
of the Company. The fourth addendums revised the payment terms of the
second addendum. Based on the revised terms, the third installment of
approximately $922,900 was divided into three payments, with $92,065 paid
on February 9, 2011, $181,998 paid on March 10, 2011 and $646,030 due on
August 9, 2011. On August 9, 2011, the Company relinquished 17 PMLs and
paid $350,512 to retain the option to acquire 20 additional PMLs. The
option payment of $350,512 was impaired and recorded in the consolidated
statement of operations.
|
|
|
|
|
|
On May 6, 2011, the Company entered into an option and
joint venture agreement with Otterburn. On May 20, 2011, the Company
received option payment of $300,770 in cash and 1,100,000 common shares of
Otterburn with a fair value of $495,000.
|
|
|
|
|
|
On June 21, 2011, Lake Victoria Resources, a subsidiary
of the Company, entered into a service agreement with Otterburn to perform
all recommended exploration work on optioned properties. As per the
agreement, Otterburn agreed to reimburse exploration costs incurred on
Singida project from March 2011 up to the day of termination. By March 31,
2012, the Company has received total reimbursements from Otterburn of
$880,258. As of March 31, 2011, $256,968 was receivable from Otterburn
under this agreement
|
|
|
|
|
|
On July 8, 2011, Otterburn terminated the option and
joint venture agreement. On July 22, 2011, the Company sold 1,100,000
Otterburn shares to unrelated parties at a price of CAD$0.10 per share.
Refer to Note 4.
|
|
|
|
|
|
As of March 31, 2012, under the terms of the mineral
properties sales and purchase agreements the Company has completed option
payments in the amount of $2,058,322. Pursuant to the original agreement
and the subsequent addendums, to exercise the option the Company must pay
approximately $372,000 on February 8, 2013 and $2,418,000 on March 9,
2013. At the option of the Company, a 2% Net Smelter Production royalty or
2% of the Net Sale Value may be substituted in place of the final payment
for each PML.
|
|
|
|
|
f)
|
Uyowa Project
|
|
|
|
|
|
As a part of the Geo Can Agreement the Company owns 100%
interest in the Uyowa projects prospecting licenses. As of March 31,
2012, the Uyowa Gold project consists of six prospecting licenses and a
total of four legal PMLs.
|
|
|
|
|
|
On July 19, 2011, Guardian Investment Ltd, a related
party, on behalf of the Company, entered into a mineral properties option
agreement to acquire four primary mining licenses within the northern most
prospecting license of the seven comprising the Uyowa Gold project. Total
consideration includes:
|
1) paying $20,000 within 7 days after
execution date. The payment was made on July 21, 2011;
2) paying $20,000 on or before the
earlier of location of a drilling rig on each PML in good working condition or
January 16, 2012. The payment was made on September 6, 2011.
3) paying a total amount of $450,000,
of which $25,000 due in July 2012, $25,000 due in 2013 January, $360,000 due in
2013 July and $40,000 due in 2014 January.
4) A royalty of 1% of net profit
interest may be purchased at any time after completing $400,000 of payments by
paying $250,000 per PML.
|
g)
|
North Mara Project
|
|
|
|
|
|
As of March 31, 2012, the North Mara Project comprised
of seven prospecting licenses.
|
|
|
|
|
|
On May 6, 2011, the Company entered into an option and
joint venture agreement with Otterburn. On May 20, 2011, the Company
received option payment of $92,015 in cash and 500,000 common shares of
Otterburn with a fair value of $225,000. On July 8, 2011, Otterburn
terminated the option and joint venture agreement. On July 22, 2011, the
Company sold 500,000 Otterburn shares to unrelated parties at a price of
CAD$0.10 per share. Refer to Note 4.
|
F-19
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
7.
|
Mineral Property Acquisition and Exploration Costs
(continued)
|
|
|
|
|
|
h)
|
Handeni Project
|
|
|
|
|
|
|
On April 20, 2011, the Company signed license purchase
agreement to acquire one prospecting license. The total consideration was
$113,250, of which $77,250 was paid on May 13, 2011 and $36,000 was paid
on July 14, 2011. On June 14 and June 20, 2011 the Company paid a finders
fee of $30,000 in cash and issued 400,000 common shares with a fair value
of $108,000.
|
|
|
|
|
|
|
On May 30, 2011, the Company signed prospecting license
purchase agreement to acquire a second prospecting license. The total
consideration was $450,000 of which $10,000 paid on June 16, 2011. On June
14 and 20, 2011, the Company paid $3,000 in cash and issued 30,000 common
shares with a fair value of $8,100. On September 20, 2011, the Company
terminated this purchase agreement. Capitalized acquisition costs of
$21,100 were determined to be impaired.
On July 1, 2011, the Company signed prospecting license
purchase agreement to acquire a third prospecting license. The total
consideration includes:
|
|
|
|
|
|
|
1)
|
paying a total amount of $470,000 to earn up to 90% of
interest, of which $20,000 paid on July 6, 2011 and $50,000 paid on Sept
21, 2011, $50,000 due in 2012, $100,000 due in 2013, $125,000 due in 2014
and $125,000 due in 2015;
|
|
|
|
|
|
|
2)
|
paying $1,500,000 on or before September 21, 2015 to earn
final 10% interest.
|
|
|
|
|
|
|
On March 21, 2012, the Company terminated this agreement.
Capitalized acquisition costs of $70,000 were determined to be
impaired.
|
|
|
|
|
|
|
On March 7, 2012, the Company was granted one license on
Handeni project for a total consideration of $4,800, of which $2,400 was
paid on March 7, 2012 and $2,400 due on August 14, 2012.
|
|
|
|
|
|
i)
|
Buhemba Project
|
|
|
|
|
|
|
Buhemba Project consists of two prospecting licenses. One
prospecting license is a part of the Geo Can Agreement the Company owns
100% interest.
|
|
|
|
|
|
|
On April 20, 2011, the Company signed license purchase
agreement to acquire one prospecting license. The total consideration was
$112,150, of which $89,650 was paid on April 29, 2011 and $22,500 was paid
on July 14, 2011. On June 14 and June 20, 2011 the Company paid a finders
fee of $30,000 in cash and issued 400,000 common shares with a fair value
of $108,000.
|
|
|
|
|
|
|
On March 7, 2012, the Company was granted one license on
Buhemba project for a total consideration of $76,800, of which $6,800 was
paid on March 7, 2012, $35,000 is due on June 5, 2012 and $35,000 is due
on September 3, 2012.
|
|
|
|
|
8.
|
Capital Stock
|
|
|
|
|
|
Preferred Stock
|
|
|
|
|
|
The Company is authorized to issue 100,000,000 shares of
preferred stock with a par value of $0.00001. As of March 31, 2012, the
Company has not issued any preferred stock.
|
|
|
|
|
|
Common Stock
|
|
|
|
|
|
On December 7, 2010, the Companys shareholders approved
a resolution to amend the Companys articles of incorporation to increase
the number of authorized shares of common stock from 100,000,000 shares to
250,000,000 shares. All shares have equal voting rights, are
non-assessable and have one vote per share. Voting rights are not
cumulative and, therefore, the holders of more than 50% of the common
stock could, if they choose to do so, elect all of the directors of the
Company.
|
|
|
|
|
|
a)
|
On January 23, 2012, the Company approved a non-brokered
private placement offering of up to 50,000,000 units at $0.06 per share
for total consideration of $3,000,000. Each unit consists of one share of
common stock and one share purchase warrant. One warrant entitles the
holder to purchase one additional share of common stock at $0.12 per share
until April 17, 2014. As at March 31, 2012, the Company received
subscribed payment of $737,100. The units were issued on April 20, 2012
(See Note 13 (a)).
|
|
|
|
|
|
b)
|
On April 20 and May 30, 2011, the Company entered into
three prospecting licenses purchase agreements to acquire three
prospecting licenses. As per the agreements, the Company agreed to pay a
finders fee of 830,000 common shares. On June 20, 2011, the Company
issued 830,000 common shares with a fair value of $224,100 as finders fee
to a company.
|
F-20
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
8.
|
Capital Stock (continued)
|
|
|
|
|
Common Stock
(continued)
|
|
|
|
|
c)
|
On April 8, 2011, the Company signed a debt settlement
agreement with a consultant to settle a consulting fee of $80,614 for
geological and business development services provided. The Company agreed
to pay $31,714 cash and 163,000 shares with a fair value of $0.30 per
share to settle an outstanding balance of $48,900.
|
|
|
|
|
d)
|
On February 24, 2011, the Company signed debt settlement
and subscription agreement with a director to settle a consulting fee of
$35,000 in exchange for 145,833 shares of common stock with a fair value
of $0.24 per share. On June 20, 2011, the Company issued the shares to the
director.
|
|
|
|
|
e)
|
On March 7, 2011, the Company completed a private
placement of 20,000,000 units at $0.15 per share for total consideration
of $3,000,000. Each unit consists of one share of common stock and one
share purchase warrant. One warrant entitles the holder to purchase one
additional share of common stock at $0.30 per share until September 7,
2011. The units were issued on March 7, 2011.
|
|
|
|
|
f)
|
On November 9, 2010, the Company issued 100,000 shares of
common stock to a consultant. The shares were valued at $41,000
representing their fair value on the date of issuance.
|
|
|
|
|
g)
|
On October 18, 2010, the Company signed debt settlement
and subscription agreement with a consultant to settle a consulting fee of
$54,275 for geological and business development services provided. On
October 18, 2010, the Company issued 217,100 restricted shares of common
stock at $0.25 to settle the outstanding balance. The shares were valued
at $102,037 representing their fair value on the date of the agreement.
The company recognized a loss on debt settlement of $47,762.
|
|
|
|
|
h)
|
On September 7, 2010, the Company completed a private
placement of 4,790,700 units at $0.225 per share for gross consideration
of $1,077,907. The Company incurred share issuance costs of $23,416. Each
unit consists of one share of common stock and two redeemable warrants.
One redeemable warrant entitles the holder to purchase one additional
share of common stock at $0.40 per share until August 12, 2013. The other
redeemable warrant entitles the holder to purchase one additional share of
common stock at $0.60 per share until August 12, 2013. The redeemable
warrants are callable by the Company upon 20 days written notice to the
warrant holder. If the redeemable warrants are not exercised within 20
days of being called, they will terminate and may not be exercised
thereafter. The units were issued on November 9, 2010.
|
|
|
|
|
i)
|
On April 15, 2010, the Company issued 153,525 restricted
shares of common stock and paid $21,265 to settle debt related to
geological and business development services provided by a consultant. The
services were valued at $58,340. The company recognized a loss on debt
settlement of $8,342.50.
|
|
|
|
|
j)
|
On April 15, 2010, the Company issued 85,000 restricted
shares of common stock to settle debt relating to consulting and business
development services provided by a consulting company. The services were
valued at $34,850. The company recognized a loss on debt settlement of
$7,650.
|
|
|
|
|
k)
|
On January 28, 2010, the Company opened a private
placement offering a maximum of 10,473,000 units at $0.20 per unit. Each
unit consisted of one share of common stock and one redeemable warrant.
One redeemable warrant and payment of $1.25 entitles the holder to
purchase one additional common share until January 28, 2013. The
redeemable warrants are callable by the Company upon 30 days written
notice to the warrant holder. If the redeemable warrants are not exercised
within 30 days of being called, they will terminate and may not be
exercised thereafter.
|
|
|
|
|
|
As of March 31, 2010, the Company received a total cash
payment of $1,448,730 and subscription receivable of $20,000 for 7,343,650
units. As of May 19, 2010, the Company issued additional 3,129,350 units
for cash of $645,870, to complete a private placement of 10,473,000 units
at $0.20 per share for gross consideration of $2,094,600. The Company
incurred share issuance costs of $11,500.
|
|
|
|
9.
|
Stock Options and Warrants
|
|
|
|
|
On October 7, 2010, the Company adopted the 2010 Stock
Option Plan under which the Company is authorized to grant stock options
to acquire up to a total of 10,000,000 shares of common stock.
|
|
|
|
|
On November 4, 2011, the Company re-priced the exercise
price of 120,000 stock options with an exercise price of $0.29 per share
to $0.15 per share. The maturity date was also extended from October 7,
2013 to November 4, 2014. These stock options were granted on October 7,
2010. Modifications to the terms of an award are treated as an exchange of
the original award for a new award. Incremental stock based compensation
is measured as the excess, if any, of the fair value of the original award
immediately before its terms are modified, measured based on the share
price and other pertinent factors at that date. During the twelve months
ended March 31, 2012, the Company recognized an incremental compensation
cost of $3,510 for these modified stock options.
|
F-21
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
9
|
Stock Options and Warrants (continued)
|
|
|
|
On November 4, 2011, the Company re-priced the exercise
price of 4,080,000 stock options with an exercise price of $0.45 per share
to $0.15 per share. The maturity date was also extended from October 21,
2013 to November 4, 2014. These stock options were granted on October 21,
2010. Modifications to the terms of an award are treated as an exchange of
the original award for a new award. Incremental stock based compensation
is measured as the excess, if any, of the fair value of the original award
immediately before its terms are modified, measured based on the share
price and other pertinent factors at that date. During the twelve months
ended March 31, 2012, the Company recognized an incremental compensation
cost of $161,531 for these modified stock options.
|
|
|
|
On November 4, 2011, the Company granted 100,000 stock
options to an officer and 300,000 stock options to a senior geological
consultant at an exercise price of $0.15 per share which will expire on
November 4, 2014. All stock options are non-qualified and vested
immediately. The weighted average grant date fair value of stock options
granted during the twelve months ended March 31, 2012 was $0.12. During
the twelve months ended March 31, 2012, the Company recorded stock-based
compensation of $48,784 for these stock options.
|
|
|
|
On October 21, 2010, the Company granted 3,580,000 stock
options to six directors and officers, and 500,000 stock options to a
senior geological consultant at an exercise price of $0.45 per share which
will expire on October 21, 2013. All stock options are non-qualified and
vested immediately. The fair value of $1,564,711 was recorded as
stock-based compensation.
|
|
|
|
On October 7, 2010, the Company entered into a consulting
agreement with Misac Noubar Nabighian to provide geophysical data
processing, geophysical data interpretation services. The Company granted
the Consultant an option to acquire 120,000 shares of common stock of the
Company pursuant to the terms of the Companys 2010 Stock Option Plan, at
an exercise price of $0.29 per share, exercisable until October 7, 2013
and vesting immediately. The fair value of $29,278 was recorded as
stock-based compensation.
|
|
|
|
The weighted average assumptions used in the
Black-Scholes valuation model were as follows:
|
|
|
|
|
|
|
Year Ended
|
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
|
2012
|
|
|
2011
|
|
|
Expected dividend yield
|
|
0%
|
|
|
0%
|
|
|
Risk-free interest rate
|
|
0.37%
|
|
|
0.52%
|
|
|
Expected volatility
|
|
152%
|
|
|
170%
|
|
|
Expected option life (in years)
|
|
3.00
|
|
|
3.00
|
|
The total intrinsic value of stock
options exercised during the years ended March 31, 2012, and 2011 was $nil. The
following table summarizes the continuity of the Companys stock options:
|
|
|
|
|
|
|
|
|
Weighted-
|
|
|
|
|
|
|
|
|
|
|
Weighted
|
|
|
Average
|
|
|
|
|
|
|
|
|
|
|
Average
|
|
|
Remaining
|
|
|
Aggregate
|
|
|
|
|
Number of
|
|
|
Exercise
|
|
|
Contractual
|
|
|
Intrinsic
|
|
|
|
|
Options
|
|
|
Price
|
|
|
Life (years)
|
|
|
Value
|
|
|
|
|
|
|
|
$
|
|
|
|
|
|
$
|
|
|
Outstanding, March 31, 2010
|
|
4,312,500
|
|
|
1.01
|
|
|
|
|
|
|
|
|
Granted
|
|
4,200,000
|
|
|
0.45
|
|
|
|
|
|
|
|
|
Expired
|
|
(4,312,500
|
)
|
|
1.01
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding, March 31, 2011
(1)
|
|
4,200,000
|
|
|
0.15
|
|
|
|
|
|
|
|
|
Granted
|
|
400,000
|
|
|
0.15
|
|
|
|
|
|
|
|
|
Outstanding, March 31, 2012
|
|
4,600,000
|
|
|
0.15
|
|
|
2.60
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable, March 31, 2012
|
|
4,600,000
|
|
|
0.15
|
|
|
2.60
|
|
|
|
|
At March 31, 2012 and 2011, the Company
did not have any unvested options.
(1)
March 31, 2011, weighted
average exercise price was revised to the November 4, 2011 option amendment
agreement
F-22
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
9.
|
Stock Options and Warrants (continued)
|
|
|
|
The following table summarizes the continuity of the
Companys warrants:
|
|
|
|
Number of
|
|
|
|
|
|
Weighted-
|
|
|
|
|
|
|
|
Shares
|
|
|
Weighted
|
|
|
Average
|
|
|
|
|
|
|
|
Issuable
|
|
|
Average
|
|
|
Remaining
|
|
|
Aggregate
|
|
|
|
|
Upon
|
|
|
Exercise
|
|
|
Contractual
|
|
|
Intrinsic
|
|
|
|
|
Exercise
|
|
|
Price
|
|
|
Life (years)
|
|
|
Value
|
|
|
|
|
|
|
|
$
|
|
|
|
|
|
$
|
|
|
Outstanding, March 31, 2010
|
|
13,006,651
|
|
|
1.25
|
|
|
|
|
|
|
|
|
Granted
|
|
32,710,750
|
|
|
1.01
|
|
|
|
|
|
|
|
|
Expired
|
|
(4,312,500
|
)
|
|
1.01
|
|
|
|
|
|
|
|
|
Outstanding, March 31, 2011
|
|
41,404,901
|
|
|
1.08
|
|
|
|
|
|
|
|
|
Expired
|
|
(20,000,000
|
)
|
|
0.30
|
|
|
|
|
|
|
|
|
Outstanding, March
31, 2012
|
|
21,404,901
|
|
|
0.91
|
|
|
1.05
|
|
|
|
|
The Company had the following warrants
outstanding as of March 31, 2012:
|
|
|
Exercise Price per
|
|
|
|
|
|
|
|
Share
|
|
|
Shares Issuable
|
|
|
Expiration Date
|
|
$
|
|
|
Upon Exercise
|
|
|
|
|
|
|
|
|
|
|
September 9, 2012
|
|
1.25
|
|
|
1,350,501
|
|
|
January 28, 2013
(1)
|
|
1.25
|
|
|
10,473,000
|
|
|
August 13, 2013
(2)
|
|
0.40
|
|
|
4,790,700
|
|
|
August 13, 2013
(2)
|
|
0.60
|
|
|
4,790,700
|
|
|
|
|
|
|
|
21,404,901
|
|
(1)
These redeemable
warrants are callable by the Company upon 30 days written notice to the warrant
holder. If the redeemable warrants are not exercised within 30 days of being
called, they will terminate and may not be exercised thereafter.
(2)
These redeemable
warrants are callable by the Company upon 20 days written notice to the warrant
holder. If the redeemable warrants are not exercised within 20 days of being
called, they will terminate and may not be exercised thereafter.
F-23
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
10.
|
Income Taxes
|
|
|
|
The Company has adopted the provisions of ASC 740, Income
Taxes
.
Pursuant to ASC 740 the Company is required to compute tax
asset benefits for net operating losses carried forward. The potential
benefit of net operating losses have not been recognized in the
consolidated financial statements because the Company cannot be assured
that it is more likely than not that it will utilize the net operating
losses carried forward in future years.
|
|
|
|
The components of the net deferred tax asset at March 31,
2012 and 2011, the statutory tax rate, the effective tax rate, and the
amount of the valuation allowance are indicated
below:
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
|
2012
|
|
|
2011
|
|
|
|
|
$
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
Net loss before taxes
|
|
(2,384,692
|
)
|
|
(5,020,711
|
)
|
|
Statutory rate
|
|
34%
|
|
|
34%
|
|
|
|
|
|
|
|
|
|
|
Computed expected tax (recovery)
|
|
(810,795
|
)
|
|
(1,707,042
|
)
|
|
Permanent differences
|
|
72,701
|
|
|
541,956
|
|
|
Other
|
|
53,747
|
|
|
|
|
|
Change in valuation allowance
|
|
684,347
|
|
|
1,165,086
|
|
|
|
|
|
|
|
|
|
|
Income taxes
|
|
|
|
|
|
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
|
|
2012
|
|
|
2011
|
|
|
|
|
$
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
Net operating loss carryforwards
|
|
2,510,742
|
|
|
2,262,433
|
|
|
Mineral property acquisition and exploration
|
|
5,072,976
|
|
|
4,636,938
|
|
|
Deferred tax assets
|
|
7,583,718
|
|
|
6,899,371
|
|
|
Valuation allowance
|
|
(7,583,718
|
)
|
|
(6,899,371
|
)
|
|
Net deferred tax assets
|
|
|
|
|
|
|
The Company has incurred operating
losses of approximately $7,543,886 which, if unutilized, will expire through to
2032. Future tax benefits, which may arise as a result of these losses, have not
been recognized in these consolidated financial statements, and have been offset
by a valuation allowance. The following table lists the fiscal years in which
loss carryforwards expire:
|
|
Expiration
|
|
Loss
|
|
Date
|
|
$
|
|
|
|
|
|
|
|
722,397
|
|
2027
|
|
554,471
|
|
2028
|
|
1,258,790
|
|
2029
|
|
2,344,312
|
|
2030
|
|
987,895
|
|
2031
|
|
321,547
|
|
2032
|
|
1,354,474
|
|
Indefinitely
|
|
7,543,886
|
|
|
|
F-24
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
11.
|
Supplemental Cash Flow
Information
|
|
|
|
For the
|
|
|
For the
|
|
|
Accumulated From
|
|
|
|
|
Year Ended
|
|
|
Year Ended
|
|
|
December 11, 2006
|
|
|
|
|
March 31,
|
|
|
March 31,
|
|
|
(Date of Inception)
|
|
|
|
|
2012
|
|
|
2011
|
|
|
to March 31, 2012
|
|
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
Non-cash Investing and Financing Activities
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable payable exchanged for long-term
investment
|
|
|
|
|
|
|
|
460,019
|
|
|
Accounts receivable exchanged for
mineral property acquisition
|
|
|
|
|
|
|
|
1,039,981
|
|
|
Investment acquired for amount payable
|
|
12,530
|
|
|
|
|
|
12,530
|
|
|
Receivable exchange for long-term
investment
|
|
|
|
|
|
|
|
10,000
|
|
|
Share payments received for options granted on
mineral properties
|
|
990,000
|
|
|
|
|
|
990,000
|
|
|
Stock issued for mineral interest
acquisition costs
|
|
224,100
|
|
|
|
|
|
7,904,400
|
|
|
Stock issued for services
|
|
|
|
|
41,000
|
|
|
2,382,523
|
|
|
Stock issued for subscription
receivable
|
|
|
|
|
|
|
|
33,275
|
|
|
Stock issued
to settle debt
|
|
83,900
|
|
|
230,227
|
|
|
230,227
|
|
|
Supplemental Disclosures
|
|
|
|
|
|
|
|
|
|
|
Interest paid
|
|
|
|
|
523
|
|
|
1,045
|
|
|
Income tax paid
|
|
|
|
|
|
|
|
|
|
12.
|
Commitments
|
|
|
|
|
|
a)
|
On May 11, 2010, the Company entered into an agreement
with a consultant to provide services as a Senior Geological Consultant.
In consideration of the foregoing the Company will pay a base compensation
of $15,000 per month for the first six months, to be increased to $20,000
per month after the initial six months; eligibility of a bonus of 100,000
shares of common stock at the end of six months; and at the end of 12
months the Company will grant the consultant 300,000 stock options. On
November 9, 2010, the Company issued 100,000 shares of common stock to the
consultant. On October 21, 2010, the Company passed a board resolution to
grant the Consultant 500,000 stock options at an exercise price of $0.45
per share. On November 11, 2010, the Company signed an amendment with the
consultant to the original May 11th consulting agreement. The amendment
extended the term of the agreement to three years from the ending date
(May 1, 2011) of the initial consulting period, and the Company agreed to
pay $17,500 per month for the first 12 months and $20,000 per month
thereafter. The Company granted the Consultant 300,000 stock options on
November 1, 2011 (Refer to Note 9). The Company will grant the Consultant
300,000 stock options on each of November 1, 2012 and 2013.
|
|
|
|
|
|
b)
|
On October 7, 2010, the Company entered into a consulting
agreement with Misac Noubar Nabighian to provide geophysical data
processing and geophysical data interpretation services to the Company in
consideration for:
|
|
|
|
|
|
|
i.
|
granting the Consultant an option to acquire 120,000
shares of common stock of the Company pursuant to the terms of the
Companys 2010 Stock Option Plan, at an exercise price of $0.29 per share,
exercisable until October 7, 2013 and vesting immediately. On October 7,
2010, the Company granted 120,000 options to the Consultant;
|
|
|
|
|
|
|
ii.
|
paying the Consultant 0.5% of the net proceeds from the
sale of any mining properties;
|
|
|
|
|
|
|
iii.
|
granting the Consultant a royalty on producing properties
as follows: (a) $1.00 per ounce of gold produced or 0.25% of net smelter
returns (as such term is defined in the Agreement), whichever is greater,
and (b) 0.25% of net smelter returns for all other commercial
production.
|
|
|
|
|
|
|
The agreement is for a term of 36 months and may be
renewed at the option of the Company upon 30 days written
notice.
|
|
|
|
|
|
c)
|
On April 26, 2011, the Company entered into an agreement
with a director to provide geologist consulting services commencing April
1, 2011 for a period of two years. The Company will pay the consultant
$3,500 per month, and will grant 250,000 stock options annually at each
anniversary of the agreement.
|
F-25
Lake Victoria Mining Company, Inc.
(An Exploration Stage
Company)
Notes to the Consolidated Financial Statements
March 31,
2012
(Expressed in US dollars)
13.
|
Subsequent Events
|
|
|
|
|
a)
|
On April 17, 2012, the Company completed first closing of
a private placement of 14,285,000 units at $0.06 per unit for gross
consideration of $857,100. Each unit consists of one share of common stock
and one redeemable warrant. One redeemable warrant entitles the holder to
purchase one additional share of common stock at $0.12 per share until
April 17, 2014. The redeemable warrants are callable by the Company if the
closing sales price of the common shares is equal to or greater than $0.18
per common share in 10 consecutive trading days. In 2012 May, the Company
received additional subscription payment of $156,000 for 2,600,000
units.
|
|
|
|
|
b)
|
On April 30, 2012, the Company granted 4,800,000 stock
options to seven directors and officers, and 120,000 stock options to a
senior geological consultant at an exercise price of $0.09 per share which
will expire on April 27, 2015. All stock options are non-qualified and
vested immediately.
|
F-26
93
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING
AND FINANCIAL DISCLOSURE.
|
None.
ITEM 9A.
|
CONTROLS AND PROCEDURES.
|
Disclosure Controls and Procedures
As required by paragraph (b) of Rules 13a-15 or 15d-15 under
the Exchange Act, our principal executive officer and our principal financial
officer evaluated our companys disclosure controls and procedures (as defined
in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the
period covered by this annual report on Form 10-K. Based on this evaluation,
these officers concluded that as of the end of the period covered by this annual
report on Form 10-K, these disclosure controls and procedures were not
effective. Disclosure controls and procedures are controls and other procedures
that are designed to ensure that the information required to be disclosed by our
company in reports it files or submits under the Exchange Act is recorded,
processed, summarized and reported within the time periods specified in the
rules and forms of the Securities Exchange Commission and include controls and
procedures designed to ensure that such information is accumulated and
communicated to our companys management, including our companys principal
executive officer and our principal financial officer, to allow timely decisions
regarding required disclosure. The conclusion that our disclosure controls and
procedures were not effective was due to the presence of material weaknesses in
internal control over financial reporting as identified below under the heading
Managements Report on Internal Control Over Financial Reporting. Management
anticipates that such disclosure controls and procedures will not be effective
until the material weaknesses are remediated. Our company intends to remediate
the material weaknesses as set out below.
Managements Report on Internal Control Over Financial
Reporting
Our companys management is responsible for establishing and
maintaining adequate internal control over financial reporting (as defined in
Rules 13a-15(f) and 15d-15(f) of the Exchange Act) for our company. Our
companys internal control over financial reporting is designed to provide
reasonable assurance, not absolute assurance, regarding the reliability of
financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles in the
United States of America. Internal control over financial reporting includes
those policies and procedures that: (i) pertain to the maintenance of records
that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of our companys assets; (ii) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting principles in the
United States of America, and that our companys receipts and expenditures are
being made only in accordance with authorizations of our management and
directors; and (iii) provide reasonable assurance regarding prevention or timely
detection of unauthorized acquisition, use or disposition of our assets that
could have a material effect on the financial statements.
Because of its inherent limitations, internal control over
financial reporting may not prevent or detect misstatements. In addition,
projections of any evaluation of effectiveness to future periods are subject to
the risk that controls may become inadequate because of changes in conditions
and that the degree of compliance with the policies or procedures may
deteriorate.
Our management, including our principal executive officer and
our principal financial officer, conducted an evaluation of the design and
operation of our internal control over financial reporting as of March 31, 2012
based on the criteria set forth in Internal Control Integrated Framework
issued by the Committee of Sponsoring Organizations of the Treadway Commission.
This evaluation included review of the documentation of controls, evaluation of
the design effectiveness of controls, testing of the operating effectiveness of
controls and a conclusion on this evaluation. Based on this evaluation, our
management concluded our internal control over financial reporting was not
effective as at March 31, 2012. The ineffectiveness of our internal control over
financial reporting was due to the following material weaknesses which are
indicative of many small companies with small staff: (i) inadequate segregation
of duties and effective risk assessment; and (ii) insufficient written policies
and procedures for accounting and financial reporting with respect to the
requirements and application of both US GAAP and SEC guidelines.
94
Our company plans to take steps to enhance and improve the
design of our internal controls over financial reporting. During the period
covered by this annual report on Form 10-K, we have not been able to remediate
the material weaknesses identified above. To remediate such weaknesses, we plan
to implement the following changes during our fiscal year ending March 31, 2013:
(i) appoint additional qualified personnel to address inadequate segregation of
duties and ineffective risk management; and (ii) adopt sufficient written
policies and procedures for accounting and financial reporting. The remediation
efforts set out in (i) is largely dependent upon our company securing additional
financing to cover the costs of implementing the changes required. If we are
unsuccessful in securing such funds, remediation efforts may be adversely
effected in a material manner.
Because of the inherent limitations in all control systems, no
evaluation of controls can provide absolute assurance that all control issues,
if any, within our company have been detected. These inherent limitations
include the realities that judgments in decision-making can be faulty and that
breakdowns can occur because of simple error or mistake.
Changes in Internal Control Over Financial
Reporting.
There were no changes in our companys internal control over
financial reporting during the quarter ended March 31, 2012 that have materially
affected, or are reasonably likely to materially affect, our companys internal
control over financial reporting.
ITEM 9B.
|
OTHER INFORMATION
|
None.
PART III
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE
GOVERNANCE.
|
Directors and Executive Officers
Our directors and executive officers, their ages, positions
held, and duration of such, are as follows:
Name
|
Position Held with the
Company
|
Age
|
Date First Elected
or Appointed
|
David Kalenuik
|
President, Chief Executive
Officer and
Director
|
54
|
October 7, 2010
|
Ming Zhu
|
Chief Financial Officer
|
40
|
October 7, 2010
|
Heidi Kalenuik
|
Secretary, Treasurer and
Director
|
45
|
June 28, 2008
|
Roger Newell
|
Director
|
69
|
June 28, 2008
|
Ahmed A. Magoma
|
Director
|
45
|
June 28, 2008
|
Ian A. Shaw
|
Director, Chairman of Audit
Committee
|
72
|
April 8, 2010
|
Lorne Anderson
|
Director
|
77
|
April 24, 2012
|
Business Experience
The following is a brief account of the education and business
experience of each director and executive officer during at least the past five
years, indicating each persons principal occupation during the period, and the
name and principal business of the organization by which he was employed.
David Kalenuik, President, Chief Executive Officer, and
Director
Mr. Kalenuik became a director and was appointed President and
Chief Executive Officer on October 7, 2010. Mr. Kalenuik has spent the last 35
years primarily as founder and owner of his own businesses. These businesses
have ranged from product or service oriented to investor relations for publicly
traded companies. Since December 2006, David has been actively involved with Kilimanjaro Mining
Company Inc. and Lake Victoria Mining Company, Inc. in the identification,
negotiation and acquisitions of mineral resource properties in Tanzania, East
Africa. David as an International Businessman has extensive experience in start
up operations, business development, strategic planning and management of both
private and public companies. To date, he has been directly and indirectly
responsible for the financing of each of the companies that he has been involved
with. His previous experience includes being the President and Co-Founder of
Larrearx, Inc./Larrea Biosciences Inc., a patented nutritional and health care
supplements company, and, the President and Founder of Mitropolis Solutions
Inc., a Vancouver based investor relations/investment banking firm that
successfully financed and created public awareness programs for numerous public
companies.
95
We believe Mr. Kalenuik is qualified to serve on our board of
directors because of his knowledge of our current operations, in addition to his
business experiences described above.
Ming Zhu, Chief Financial Officer
Ming Zhu (B.Comm. MA) has worked along side the management team
since 2006. Ming attained a Bachelor's Degree in Accounting and Finance in 1995.
He has more than 10 years experience specializing in corporate finance and
accounting. His portfolio includes working for multinational companies as their
finance manager in New York and China. He worked as a financial controller for
an international trading firm for 2 years before graduating from the University
of Newcastle in the UK with his Master's Degree in 2003 where he majored in
Financial Analysis. He worked with a Canadian CA accounting firm prior to
joining our management team as the Financial Controller and a Director in
Kilimanjaro Mining Company Inc., a gold and uranium exploration company that is
now a wholly owned subsidiary. From August 2009, he has been serving as the
Financial Controller for we and on October 7, 2010 became the Chief Financial
Officer for we.
Heidi Kalenuik, Secretary, Treasurer and a Director
Heidi Kalenuik, originally from South Africa, was the founder
and President of Kilimanjaro Mining Company Inc., in December, 2006, a private
company concentrating on resource property acquisitions, exploration and joint
ventures in the United Republic of Tanzania. Ms. Kalenuik has been extensively
involved in the precious mineral industry and has worked with over 150 private
and public companies in British Columbia, Canada.
Heidi Kalenuik was appointed as an Officer and Director of Lake
Victoria Mining Company in June 2008 due to her knowledge and working experience
in Africa and her interest in wes activities having been the President of
Kilimanjaro Mining Company, now a wholly owned subsidiary. We believe Ms.
Kalenuik is qualified to serve on our board of directors for the same
reasons.
Roger Newell, Director
Roger Newell has been a director of our company since June 2008
and was our President, Principal Executive Officer from June 2008 to October 7,
2010. In December 2009 Dr. Newell was appointed an Independent Director of
Midway Gold Corporation a Canadian public corporation that trades on both the
Toronto TSX-V Exchange with symbol MDW and the US NYSE-AMEX also with symbol
MDW. Midway Gold is a mineral exploration and development company with
properties in the western United States.
In October 2007, Dr. Newell joined the management team as
Executive Vice President and Director of Kilimanjaro Mining Company Inc. a
private company involved in the acquisition and exploration of highly
prospective mineral resource properties in Tanzania, East Africa. In June 2008
Dr. Newell was appointed President and Director of Lake Victoria Mining Company
(OTCBB; LVCA) in consideration of his history in gold exploration and mining. We
believe Dr. Newell is qualified to serve on our board of directors for the same
reasons.
Dr. Newell served as Vice President-Development and a Board
Member of Capital Gold Corp. (NYSE-AMEX;CGC and Toronto TSX;CGC) from 2000 to
September 2007. As such he was responsible for much of Capital Golds
engineering and business development at El Chanate Gold, Mexico and continued to
serve on Capital Gold Corps Board of Directors until November 2009. He also
served as President (2000 to 2006) of Capital Golds Mexican subsidiary, Minera
Santa Rita.
96
Prior to this time at Capital Gold, he served as Exploration
Manager/Senior Geologist for the Newmont Mining Company; Exploration Manager for
Gold Fields Mining Company; and Vice President-Development, for Western
Exploration Company.
Ahmed Magoma, Director
Ahmed Magoma has a B.Sc. in geology from the University of Dar
es Salaam (1992) and 16 years of experience in the mining industry, wherein he
has held progressively more responsible management and supervisory roles. Mr.
Magoma joined Kilimanjaro Mining Company Inc., in March of 2007, a private
company involved in the acquisition and exploration of highly prospective
resource properties in Tanzania, East Africa. Mr. Magoma has been a director of
Geo Can Resources Company Ltd., a private company, from April 2007 to present.
In addition to being a director with Kilimanjaro, Mr. Magoma is responsible for
all resource property acquisitions, negotiations and property owner and
government relations within Tanzania. His experience encompasses gold projects
from grassroots through to mining production. His field experience included
working with Tanex, a subsidiary of DeBeers and other South African companies as
a field geologist. Mr. Magoma worked with the Ministry of Energy and Minerals in
Tanzania for a period to learn, through study, the techniques of small-scale
miners to enhance their production. Mr. Magoma has worked with major gold
companies Barrick and Randgold as a project geologist and then as senior project
geologist with Tanzanite Africa. From 2005 to December 2007, Mr. Magoma was the
Senior Project Geologist for Tanzanite Africa Ltd., a private Africa
company.
Mr. Magoma was appointed as a Director in Lake Victoria Mining
Company in June 2008. He was considered for this position because of his
familiarity with we projects and operations in Africa. His experience in the
Mining Law and activities native to Tanzania were also deemed to be very
valuable to we by acting as a Director for we. We believe Mr. Magoma is
qualified to serve on our board of directors for the same reasons.
Ian A Shaw
,
Director and Chairman of the Audit
Committee
Ian A. Shaw, B.Comm., C.A. - Mr. Shaw, is a graduate of Trinity
College, University of Toronto (B.Comm., 1964) and obtained his Chartered
Accountant designation in 1969 with Deloitte, Plender, Haskins & Sells,
Toronto. In 1993, after a total of 18 years in financial positions with
producing mining companies he established Shaw & Associates with the
objective of providing corporate finance, regulatory reporting and compliance
services to clients that are typically junior public companies in the mineral
resource industry. In addition to his directorship with us he is currently a
director of Pelangio Exploration Inc. and Chief Financial Officer of Olivut
Resources Ltd., all of which are located in Canada and listed on the TSX Venture
Exchange.
We believe Mr. Shaw is qualified to serve on our board of
directors because of his knowledge of our current operations, in addition to his
business experiences described above.
Lorne Anderson, Director
Lorne B Anderson CA. Mr. Anderson has been an Independent
Financial consultant to the minerals industry since 1998. Mr. Anderson has over
20 years of experience in the minerals industry during which time he was
involved with administration, both equity and bank financings and investor
relations programs. He serves on the board of directors of Tahoe Resources Inc.
He serves as the CFO of SnipGold Corp. He was the CFO of Tyhee Gold Corp from
May 2005 until January 2012. He was the CFO and Treasurer of Glamis Gold Ltd
from 1988 to 1998. He has been a Director of Lake Victoria Mining, Inc. since
May 2012. He has served as an independent director on a number of boards listed
on the TSX and the TSX venture exchange.
Term of Office
Our directors are appointed for a one-year term to hold office
until the next annual general meeting of our shareholders or until removed from
office in accordance with our bylaws. Our officers are appointed by our board of
directors and hold office until removed by the board.
Family Relationships
There are no family relationships among our directors or
officers, other than David Kalenuik and Heidi Kalenuik who are husband and
wife.
97
Involvement in Certain Legal Proceedings
Our directors and executive officers have not been involved in
any of the following events during the past ten years:
|
1.
|
any bankruptcy petition filed by or against any business
of which such person was a general partner or executive officer either at
the time of the bankruptcy or within two years prior to that
time;
|
|
|
|
|
2.
|
any conviction in a criminal proceeding or being subject
to a pending criminal proceeding (excluding traffic violations and other
minor offenses);
|
|
|
|
|
3.
|
being subject to any order, judgment, or decree, not
subsequently reversed, suspended or vacated, of any court of competent
jurisdiction, permanently or temporarily enjoining, barring, suspending or
otherwise limiting his involvement in any type of business, securities or
banking activities;
|
|
|
|
|
4.
|
being found by a court of competent jurisdiction (in a
civil action), the Securities and Exchange Commission or the Commodity
Futures Trading Commission to have violated a federal or state securities
or commodities law, and the judgment has not been reversed, suspended, or
vacated;
|
|
|
|
|
5.
|
being the subject of, or a party to, any federal or state
judicial or administrative order, judgment, decree, or finding, not
subsequently reversed, suspended or vacated, relating to an alleged
violation of: (i) any federal or state securities or commodities law or
regulation; or (ii) any law or regulation respecting financial
institutions or insurance companies including, but not limited to, a
temporary or permanent injunction, order of disgorgement or restitution,
civil money penalty or temporary or permanent cease- and-desist order, or
removal or prohibition order; or (iii) any law or regulation prohibiting
mail or wire fraud or fraud in connection with any business entity;
or
|
|
|
|
|
6.
|
being the subject of, or a party to, any sanction or
order, not subsequently reversed, suspended or vacated, of any
self-regulatory organization (as defined in Section 3(a)(26) of the
Securities Exchange Act of 1934), any registered entity (as defined in
Section 1(a)(29) of the Commodity Exchange Act), or any equivalent
exchange, association, entity or organization that has disciplinary
authority over its members or persons associated with a
member.
|
Code of Ethics
We adopted a Code of Ethics applicable to all of our directors,
officers, employees and consultants, which is a code of ethics as defined by
applicable rules of the SEC. Our Code of Ethics was attached as an exhibit to
our annual report filed on Form 10-K with the SEC on June 26, 2008.
Section 16(a) Beneficial Ownership Reporting
Compliance
Section 16(a) of the Exchange Act requires our executive
officers and directors and persons who own more than 10% of a registered class
of our equity securities to file with the SEC initial statements of beneficial
ownership, reports of changes in ownership and annual reports concerning their
ownership of our common stock and other equity securities, on Forms 3, 4 and 5
respectively. Executive officers, directors and greater than 10% shareholders
are required by the SEC regulations to furnish us with copies of all Section
16(a) reports that they file.
Based solely on our review of the copies of such forms received
by us, or written representations from certain reporting persons, we believe
that other than as disclosed below, all filing requirements applicable to our
officers, directors and greater than ten percent beneficial owners were complied
with.
Name
|
Number of Late Reports
|
Number of Transactions
Not
Reported on a
Timely Basis
|
Failure to File
Requested
Forms
|
David Kaleniuk
|
1
(1)
|
3
|
Nil
|
Heidi Kalenuik
|
1
(1)
|
2
|
Nil
|
Roger Newell
|
3
(1)
|
6
|
Nil
|
98
Ian A. Shaw
|
1
(2)
2
(1)
|
2
5
|
Nil
Nil
|
Ahmed Magoma
|
1
(1)
|
1
|
Nil
|
Ming Zhu
|
1
(2)
|
1
|
Nil
|
(1)
|
Filed a Form 4 Statement of Changes in Beneficial
Ownership late.
|
(2)
|
Filed a Form 3 Initial Statement of Beneficial
Ownership of Securities late.
|
ITEM 11.
|
EXECUTIVE COMPENSATION.
|
The particulars of compensation paid to the following
persons:
|
(a)
|
our principal executive officers during the year ended
March 31, 2012;
|
|
|
|
|
(b)
|
each of our two most highly compensated executive
officers other than our principal executive officers who were serving as
executive officers at March 31, 2012; and
|
|
|
|
|
(c)
|
up to two additional individuals for whom disclosure
would have been provided under (b) but for the fact that the individual
was not serving as our executive officer at March 31,
2012,
|
who we collectively refer to as the named executive officers,
for the fiscal years ended March 31, 2012 and 2011, are set out in the following
summary compensation table:
99
SUMMARY
COMPENSATION TABLE
|
Name
and
Principal
Position
|
Year
|
Salary
($)
|
Bonus
($)
|
Stock
Awards
($)
|
Option
Awards
($)
|
Non-
Equity
Incentive
Plan
Compensa-
tion
($)
|
Nonqualified
Deferred
Compensation
Earnings
($)
|
All
Other
Compensa
-tion
($)
|
Total
($)
|
David
Kalenuik
(1)
President and
Chief
Executive
Officer
|
2012
2011
|
202,198
(2)
53,250
(2)
|
Nil
Nil
|
Nil
Nil
|
39,591
(9)
383,508
(8)
|
Nil
Nil
|
Nil
750
(2)
|
Nil
Nil
|
241,789
437,508
|
Ming Zhu
(3)
Chief
Financial
Officer
|
2012
2011
|
90,605
(4)
60,000
(4)
|
1,035
(4)
Nil
|
Nil
Nil
|
20,114
(9)(10)
76,702
(8)
|
Nil
Nil
|
Nil
Nil
|
Nil
Nil
|
111,754
136,702
|
Heidi
Kalenuik
Secretary and
Treasurer
|
2012
2011
|
102,604
(5)
98,500
(5)
|
1,035
(5)
Nil
|
Nil
Nil
|
33,256
(9)
322,146
(8)
|
Nil
Nil
|
Nil
3,500
(5)
|
Nil
Nil
|
136,895
420,646
|
Roger
Newell
(6)
Former
President,
Chief
Executive
Officer and
Chief
Financial
Officer
|
2012
2011
|
42,000
(7)
81,000
(7)
|
Nil
Nil
|
Nil
Nil
|
33,256
(9)
322,146
(8)
|
Nil
Nil
|
Nil
Nil
|
Nil
Nil
|
75,256
403,146
|
Notes
|
(1)
|
David Kalenuik was appointed our President and Chief
Executive Officer on October 7, 2010.
|
|
|
|
|
(2)
|
During the fiscal year ended March 31, 2012, David
Kalenuik received consulting fees of $202,198 in Cash. During the fiscal
year ended March 31, 2011, David Kalenuik received consulting fees from
our wholly owned subsidiary, Kilimanjaro Mining Company, of $53,250 in
cash and deferred compensation of $750 to be paid for his services
rendered.
|
|
|
|
|
(3)
|
Ming Zhu was appointed our Chief Financial Officer on
October 7, 2010.
|
|
|
|
|
(4)
|
During the fiscal year ended March 31, 2012, Ming Zhu
received salary of $90,605 and bonus of $1,035 in cash. During the fiscal
year ended March 31, 2011, Ming Zhu received accounting fees from our
wholly owned subsidiary, Kilimanjaro Mining Company, of $60,000 in cash
for his services rendered.
|
|
|
|
|
(5)
|
During the fiscal year ended March 31, 2012, Heidi
Kalenuik received salary of $102,604 and bonus of $1,035 in Cash. During
the fiscal year ended March 31, 2011, Heidi Kalenuik received management
fees from our wholly owned subsidiary, Kilimanjaro Mining Company, of
$98,500 in cash and deferred compensation of $3,500 to be paid for her
services rendered.
|
100
|
(6)
|
Roger Newell resigned as our President, Chief Executive
Officer and Chief Financial Officer on October 7, 2010.
|
|
|
|
|
(7)
|
During the fiscal year ended March 31, 2012, Roger Newll
received $42,000 in cash for his geological professional services
rendered. During the fiscal year ended March 31, 2011, Roger Newell
received $81,000 in cash from our wholly owned subsidiary, Kilimanjaro
Mining Company for his geological professional service rendered.
|
|
|
|
|
(8)
|
On October 21, 2010, we passed a resolution to grant
3,580,000 stock options to six directors and officers at an exercise price
of $0.45 per share which will expire on October 21, 2013. David Kalenuik
was granted 1,000,000 options with a fair value of $383,508, Heidi
Kalenuik was granted 840,000 options with a fair value of $322,146, Roger
Newell was granted 840,000 options with a fair value of $322,146 and Ming
Zhu was granted 200,000 options with a fair value of $76,702. The fair
value of the options was estimated using the Black-Scholes pricing model
based on the following assumptions: dividend yield of 0%; risk-free
interest rate of 0.52%; expected life of three years; and volatility of
170%.
|
|
|
|
|
(9)
|
On November 4, 2011, we re-priced the exercise price of
4,080,000 stock options with an exercise price of $0.29 per share to $0.15
per share. The maturity date was also extended from October 7, 2013 to
November 4, 2014. These stock options were granted on October 21, 2010 and
originally expire on October 21, 2013. During the twelve months ended
March 31, 2012, the Company recognized an incremental compensation cost of
$161,531 for these modified stock options.
|
|
|
|
|
|
David Kalenuik received an incremental compensation cost
of $39,591, Heidi Kalenuik received an incremental compensation cost of
$33,256, Ming Zhu received an incremental compensation cost of $7,918,
Roger Newell received an incremental compensation cost of
$33,256.
|
|
|
|
|
(10)
|
On November 4, 2011, Ming Zhu received 100,000 stock
options at an exercise price of $0.15 per share which will expire on
November 4, 2014. All stock options are non-qualified and vested
immediately. The fair value was estimated at
$12,196.
|
Employment Contracts
On April 26, 2011, we entered into a consulting agreement with
Roger Newell, pursuant to which we engaged Mr. Newell to, among other things:
provide the services to the corporate management, reporting to the president and
subsequently to the board of directors including without limiting the generality
of the foregoing, reviewing and editing technical data/press releases, finding
and assessing new projects and assisting in investor relations, corporate
presentations and financing requirements. As consideration for the performance
of his consulting services under the agreement, we agreed to pay Mr. Newell
USD$3,500 per month commencing April 1, 2011, plus applicable taxes. Contingent
upon Mr. Newell executing the consulting agreement and as part of the
consideration for Mr. Newells services, we agreed to grant Mr. Newell upon the
completion of twelve (12) months of April 26, 2011 and annually on the
anniversary each and every year that follows, during Mr. Newells continuous
consulting, an option to purchase 250,000 sharess restricted common stock. The
consulting agreement is for a term of two years and may be renewed at the option
of the Company by giving 30 days written notice prior to the expiry of the
initial term.
On April 26, 2011, we entered into an employment letter
agreement with Heidi Kalenuik, pursuant to which we employed Mrs. Kalenuik to,
among other things: carry out the duties and responsibilities of the position of
Secretary, Treasurer and Supervisor of Operations of the Company. As
consideration for the performance of her duties under the employment letter
agreement, we agreed to pay Mrs. Kalenuik CDN$102,000 (approximately US$107,017)
per year commencing April 1, 2011. Mrs. Kalenuik is also entitled to receive a
one-time bonus in the amount of CDN$1,000 (approximately US$1,049).
101
On April 26, 2011, we entered into a consulting agreement with
David Kalenuik, pursuant to which we engaged Mr. Kalenuik to, among other
things: provide the services of corporate management, reporting to the board of
directors including without limiting the generality of the foregoing, hiring
other managers and employees as required, finding new projects and assisting in
financing requirements. As consideration for the performance of his consulting
services under the agreement, we agreed to pay Mr. Kalenuik CDN$10,000
(approximately US$10,492) per month commencing April 1, 2011, plus applicable
taxes. Contingent upon Mr. Kalenuik executing the consulting agreement and as
part of the consideration for Mr. Kalenuiks services, we will grant Mr.
Kalenuik upon the completion of twelve (12) months of April 26, 2011 and
annually on the anniversary each and every year that follows, during Mr.
Kalenuiks continuous consulting, an option to purchase 500,000 shares s
restricted common stock. The consulting agreement is for a term of two years and
may be renewed at the option of the Company by giving 30 days written notice
prior to the expiry of the initial term.
Effective April 26, 2011, we entered into an employment letter
agreement with Ming Zhu, pursuant to which we employed Mr. Zhu to, among other
things: carry out the duties and responsibilities of the position of Chief
Financial Officer. As consideration for the performance of his duties under the
employment letter agreement, we agreed to pay Mr. Zhu CDN$90,000 (approximately
US$94,427) per year commencing April 1, 2011. Mr. Zhu is also entitled to
receive a one-time bonus in the amount of CDN$1,000 (approximately US$1,049).
Retirement or Similar Benefit Plans
There are no arrangements or plans in which we provide pension,
retirement or similar benefits for directors or executive officers. Our
directors and executive officers may receive stock options at the discretion of
our board of directors in the future. We do not have any material bonus or
profit sharing plans pursuant to which cash or non-cash compensation is or may
be paid to our directors or executive officers, except that stock options may be
granted at the discretion of our board of directors from time to time.
Resignation, Retirement, Other Termination, or Change in
Control Arrangements
We have no plans or arrangements in respect of remuneration
received or that may be received by our directors or executive officers to
compensate such directors or officers in the event of termination of employment
(as a result of resignation, retirement, change of control) or a change of
responsibilities following a change of control.
102
Outstanding Equity Awards at Fiscal Year-End
The following table sets forth for each executive officer
certain information concerning the outstanding equity awards as of March 31,
2012.
|
OPTION
AWARDS
|
STOCK AWARDS
|
Name
|
Number of
Securities
Underlying
Unexercise
d
Options (#)
Exercisable
|
Number of
Securities
Underlying
Unexercised
Options (#)
Unexercisable
|
Equity
Incentive
Plan
Awards:
Number
of
Securities
Underlying
Unexercised
Unearned
Options
(#)
|
Option
Exercise
Price
($)
|
Option
Expiration
Date
|
Number
of
Shares
or
Units
Stock
That
Have
Not
Vested
(#)
|
Market
Value
of
Shares
or
Units
of Stock
That
Have
Not
Vested
($)
|
Equity
Incentive
Plan
Awards:
Number
of
Unearned
Shares,
Units or
Other
of Rights
That
Have Not
Vested
(#)
|
Equity
Incentive
Plan
Awards:
Market or
Payout
Value
of
Unearned
Shares,
Units or
Other
Rights
That
Have Not
Vested
(#)
|
David
Kalenuik
(1)
President and
Chief
Executive
Officer
|
1,000,000
|
Nil
|
Nil
|
$0.15
|
November
04, 2014
|
Nil
|
Nil
|
Nil
|
Nil
|
Ming Zhu
(2)
Chief
Financial
Officer
|
300,000
|
Nil
|
Nil
|
$0.15
|
November
4, 2014
|
Nil
|
Nil
|
Nil
|
Nil
|
Heidi
Kalenuik
Secretary and
Treasurer
|
840,000
|
Nil
|
Nil
|
$0.15
|
November
4, 2014
|
Nil
|
Nil
|
Nil
|
Nil
|
Roger
Newell
(3)
Former
President,
Chief
Executive
Officer and
Chief
Financial
Officer
|
840,000
|
Nil
|
Nil
|
$0.15
|
November
4, 2014
|
Nil
|
Nil
|
Nil
|
Nil
|
(1)
|
David Kalenuik was appointed our President and Chief
Executive Officer on October 7, 2010.
|
|
|
(2)
|
Ming Zhu was appointed our Chief Financial Officer on
October 7, 2010.
|
|
|
(3)
|
Roger Newell resigned as our President, Chief Executive
Officer and Chief Financial Officer on October 7,
2010.
|
Aggregated Options Exercised in the Year Ended March 31,
2012 and Year End Option Values
There were no stock options exercised during the year ended
March 31, 2012.
103
Repricing of Options/SARS
On November 4, 2011, we re-priced the exercise price of 120,000
stock options with an exercise price of $0.29 per share to $0.15 per share. The
maturity date was also extended from October 7, 2013 to November 4, 2014. These
stock options were granted on October 7, 2010 and originally expire on October
7, 2013. Modifications to the terms of an award are treated as an exchange of
the original award for a new award. Incremental stock based compensation is
measured as the excess, if any, of the fair value of the original award
immediately before its terms are modified, measured based on the share price and
other pertinent factors at that date. During the twelve months ended March 31,
2012, we recognized an incremental compensation cost of $3,510 for these
modified stock options.
On November 4, 2011, we re-priced the exercise price of
4,080,000 stock options with an exercise price of $0.45 per share to $0.15 per
share. The maturity date was also extended from October 21, 2013 to November 4,
2014. These stock options were granted on October 21, 2010 and originally expire
on October 21, 2013. Modifications to the terms of an award are treated as an
exchange of the original award for a new award. Incremental stock based
compensation is measured as the excess, if any, of the fair value of the
original award immediately before its terms are modified, measured based on the
share price and other pertinent factors at that date. During the twelve months
ended March 31, 2012, we recognized an incremental compensation cost of $161,531
for these modified stock options.
Director Compensation
The following table sets forth the compensation for each
director who is not a named executive officer for the fiscal year ended March
31, 2012:
DIRECTOR COMPENSATION
|
Name
|
Fees
earned
or
paid in
cash
($)
|
Stock
awards
($)
|
Option
awards
($)
|
Non-equity
incentive
plan
compensation
($)
|
Nonqualified
deferred
compensation
earnings
($)
|
All other
compensation
($)
|
Total
($)
|
Ahmed A.
Magoma
|
105,459
(1)
|
Nil
|
19,795
(2)
|
Nil
|
Nil
|
Nil
|
125,254
|
Ian A. Shaw
(3)
|
Nil
|
Nil
|
7,918
(2)
|
Nil
|
Nil
|
Nil
|
7,918
|
|
(1)
|
Mr. Ahmed Magoma is a director of the Company and a
director of its two subsidiaries, Kilimanjaro Mining Company Inc. and Lake
Victoria Resources (T) Limited and he is an employee of Lake Victoria
Resources (T) Limited. During the fiscal year ended March 31, 2012, he
received total directors fee of $32,000. During the fiscal year ended
March 31, 2012, Ahmed was paid salary of $73,459 from Lake Victoria
Resources (T) Limited; his monthly gross pay was approximately
$6,130.
|
|
|
|
|
(2)
|
On November 4, 2011, we re-priced the exercise price of
4,080,000 stock options with an exercise price of $0.29 per share to $0.15
per share. The maturity date was also extended from October 7, 2013 to
November 4, 2014. These stock options were granted on October 21, 2010 and
originally expire on October 21, 2013. During the twelve months ended
March 31, 2012, the Company recognized an incremental compensation cost of
$161,531 for these modified stock options. Ahmed Magoma received an
incremental compensation cost of $19,795 and Ian Shaw received an incremental compensation cost of $7,918.
|
|
|
|
|
(3)
|
Mr. Ian A. Shaw was appointed as a director on April 8,
2010.
|
We have no formal plan for compensating our directors for their
services in their capacity as directors. Our directors are entitled to
reimbursement for reasonable travel and other out-of-pocket expenses incurred in
connection with attendance at meetings of our board of directors. Our board of
directors may award special remuneration to any director undertaking any special
services on our behalf other than services ordinarily required of a director
104
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
AND RELATED STOCKHOLDER MATTERS
|
As of June 29, 2012, there were 111,770,733 shares of our
common stock outstanding. The following table sets forth certain information
known to us with respect to the beneficial ownership of our common stock as of
that date by (i) each of our directors, (ii) each of our executive officers, and
(iii) all of our directors and executive officers as a group. Except as set
forth in the table below, there is no person known to us who beneficially owns
more than 5% of our common stock.
Title of Class
Directors
and Officers:
|
Name and Address
of Beneficial Owner
|
Number of Shares
Beneficially Owned (1)
|
Percentage of Class
(1),(2)
|
|
|
|
|
Common Stock
|
David Kalenuik
|
23,011,000
(3)
|
20.59%
|
|
Suite 810 675 West
|
|
|
|
Hastings Street
|
|
|
|
Vancouver, BC V6B 1N2
|
|
|
|
|
|
|
Common Stock
|
Heidi Kalenuik
|
23,011,000
(4)
|
20.59%
|
|
Suite 810 675 West
|
|
|
|
Hastings Street
|
|
|
|
Vancouver, BC V6B 1N2
|
|
|
|
|
|
|
Common Stock
|
Ming Zhu
|
900,000
(5)
|
0.81%
|
|
Suite 810 675 West
|
|
|
|
Hastings Street
|
|
|
|
Vancouver, BC V6B 1N2
|
|
|
|
|
|
|
Common Stock
|
Roger Newell
|
2,585,000
(6)
|
2.31%
|
|
Suite 810 675 West
|
|
|
|
Hastings Street
|
|
|
|
Vancouver, BC V6B 1N2
|
|
|
|
|
|
|
Common Stock
|
Ahmed Magoma
|
1,423,750
(7)
|
1.27%
|
|
Suite 810 675 West
|
|
|
|
Hastings Street
|
|
|
|
Vancouver, BC V6B 1N2
|
|
|
|
|
|
|
Common Stock
|
Ian A. Shaw
|
1,250,000
(8)
|
1.12%
|
|
98 Crimson Millway
|
|
|
|
Toronto, ON M2L 1T6
|
|
|
|
|
|
|
Common Stock
|
Lorne Anderson
|
300,000
(9)
|
0.27%
|
|
|
|
|
|
|
|
|
Common Stock
|
Directors and Officers as
|
29,469,750
(10)
|
26.37%
|
|
a group (6)
|
|
|
|
|
|
|
5% Stockholders
|
|
|
|
|
Common Stock
|
David Kalenuik
|
23,011,000
(3)
|
20.59%
|
|
Suite 810 675 West
|
|
|
|
Hastings Street
|
|
|
|
Vancouver, BC V6B 1N2
|
|
|
|
|
|
|
Common Stock
|
Heidi Kalenuik
|
23,011,000
(4)
|
20.59%
|
|
Suite 810 675 West
|
|
|
|
Hastings Street
|
|
|
|
Vancouver, BC V6B 1N2
|
|
|
(1)
|
Under Rule 13d-3, a beneficial owner of a security
includes any person who, directly or indirectly, through any contract,
arrangement, understanding, relationship, or otherwise has or shares: (i)
voting power, which includes the power to vote, or to direct the voting of
shares; and (ii) investment power, which includes the power to dispose or
direct the disposition of shares. Certain shares may be deemed to be
beneficially owned by more than one person (if, for example, persons share the
power to vote or the power to dispose of the shares). In addition, shares
are deemed to be beneficially owned by a person if the person has the
right to acquire the shares (for example, upon exercise of an option)
within 60 days of the date as of which the information is provided. In
computing the percentage ownership of any person, the amount of shares
outstanding is deemed to include the amount of shares beneficially owned
by such person (and only such person) by reason of these acquisition
rights.
|
105
(2)
|
The percentage of class is based on 111,770,733 shares of
common stock issued and outstanding and as of June 29, 2012.
|
|
|
(3)
|
Includes 720,000 shares held directly, 16,186,000 shares
held by Heidi Kalenuik, the spouse of David Kalenuik and 15,000 shares
held by their children. Also includes 1,500,000 shares acquirable on
exercise of options held directly, 3,840,000 shares acquirable on exercise
of options held indirectly by Heidi Kalenuik and 750,000 shares acquirable
on exercise of warrants held indirectly by Heidi Kalenuik within 60 days
of the date hereof.
|
|
|
(4)
|
Includes 16,186,000 shares held directly, 720,000 shares
held by David Kalenuik, the spouse of Heidi Kalenuik and 15,000 shares
held by their children. Also includes 3,840,000 shares acquirable on
exercise of options held directly, 1,500,000 shares acquirable on exercise
of options held indirectly by David Kalenuik and 750,000 shares acquirable
on exercise of warrants held directly within 60 days of the date
hereof.
|
|
|
(5)
|
Includes 600,000 shares acquirable on exercise of options
within 60 days of the date hereof.
|
|
|
(6)
|
Includes 1,090,000 shares acquirable on exercise of
options and 450,000 shares acquirable on exercise of warrants within 60
days of the date hereof.
|
|
|
(7)
|
Includes 750,000 shares acquirable on exercise of options
within 60 days of the date hereof.
|
|
|
(8)
|
Includes 400,000 shares acquirable on exercise of options
and 450,000 shares acquirable on exercise of warrants within 60 days of
the date hereof.
|
|
|
(9)
|
Includes 300,000 shares acquirable on exercise of
options
|
|
|
(10)
|
Includes 8,480,000 shares acquirable on exercise of
options and 1,650,000 shares acquirable on exercise of warrants within 60
days of the date hereof.
|
Changes in Control
We are unaware of any contract or other arrangement the
operation of which may at a subsequent date result in a change of control of our
company.
Securities Authorized for Issuance Under Equity Compensation
Plans
Effective October 7, 2010, we adopted our 2010 Stock Option
Plan. The purpose of our 2010 Stock Option Plan is to retain the services of
directors, officers, valued key employees and consultants and such other persons
as the plan administrator selects, and to encourage such persons to acquire a
greater proprietary interest in our company, thereby strengthening their
incentive to achieve the objectivess stockholders, and to serve as an aid and
inducement in the hiring of new employees. Under the plan, the plan
administrator is authorized to grant stock options to acquire up to a total of
10,000,000 shares of our common stock.
On October 7, 2010, we granted options to one of our
consultants to acquire 120,000 shares of common stock exercisable at a price of
$0.29 until October 7, 2013. These options vest immediately. On October 21, 2010
we granted an aggregate of 4,080,000 options at an exercise price of $0.45 for a
term of three years to our directors, officers and certain consultants. The
options vest immediately. On November 4, 2011, we re-priced the exercise price
of 4,080,000 stock options with an exercise price of $0.45 per share to $0.15
per share. The maturity date was also extended from October 21, 2013 to November
4, 2014.
106
On November 4, 2011, we granted 100,000 stock options to an
officer and 300,000 stock options to a senior geological consultant at an
exercise price of $0.15 per share which will expire on November 4, 2014. All
stock options are non-qualified and vested immediately.
On April 30, 2012, we granted 4,800,000 stock options to seven
directors and officers, and 120,000 stock options to a senior geological
consultant at an exercise price of $0.09 per share which will expire on April
30, 2015. All stock options are non-qualified and vested immediately.
The following table provides a summary of the number of stock
options granted under the 2010 Stock Option Plan, the weighted average exercise
price and the number of stock options remaining available for issuance under our
option plan as at March 31, 2012:
Equity Compensation
Plan Information
|
Plan
category
|
Number of
securities to
be issued upon exercise
of outstanding
options,
warrants and rights
(a)
|
Weighted-Average
exercise price
of
outstanding options,
warrants and rights
(b)
|
Number of
securities remaining
available for future
issuance under
equity
compensation plan
(excluding securities
reflected in column
(a))
|
Equity compensation plans not
approved
by security holders (2010
Stock Option Plan)
|
4,600,000
|
$0.15
|
5,400,000
|
ITEM 13.
|
CERTAIN
RELATIONSHIPS
AND
RELATED
TRANSACTIONS,
AND
DIRECTOR
INDEPENDENCE.
|
Except as noted below, none of the following parties has, since
commencement of our fiscal year ended March 31, 2010, had any material interest,
direct or indirect, in any transaction with us or in any presently proposed
transaction that has or will materially affect us, in which our company is a
participant and the amount involved exceeds the lesser of $120,000 or 1% of the
average of our companys total assets for the last two completed financial
years:
|
(i)
|
Any of our directors or officers;
|
|
|
|
|
(ii)
|
Any person proposed as a nominee for election as a
director;
|
|
|
|
|
(iii)
|
Any person who beneficially owns, directly or indirectly,
shares carrying more than 5% of the voting rights attached to our
outstanding shares of common stock;
|
|
|
|
|
(iv)
|
Any of our promoters; and
|
|
|
|
|
(v)
|
Any member of the immediate family (including spouse,
parents, children, siblings and in- laws) of any of the foregoing
persons.
|
Related Party Transactions and Balances:
|
a)
|
Prior to incorporation of the Company’s wholly-owned subsidiary in Tanzania, the Company contracted with Geo Can Resources Company Ltd (Geo Can), a related company with a shared common director, to perform exploration services on all of the properties. On June 1, 2011, the Company paid Geo Can $121,480 which was the difference between amounts owing for exploration services totaling $620,523 and advances of $499,043 made to Geo Can through Company’s subsidiary, Kilimanjaro Mining Company.
|
107
|
|
As of March 31, 2012, the Company owed $Nil (2011 - $121,480) to Geo Can for reimbursement of licenses holding costs paid on behalf of the Company which has been included in accounts payable to related parties. Refer to Note 7.
|
|
|
|
|
b)
|
As at March 31, 2012, the Company owed $nil (2011- $3,000) to a director of the Company. During the year ended March 31, 2012, the Company incurred $32,000 (2011 - $15,000) of directors fees to the director and $73,459 (2011 - $73,136) of salaries to the director.
|
|
|
|
|
c)
|
At March 31, 2012, the Company owed $500 (2011 - $2,450) of accounting fees to an individual related to an officer of the Company which has been included in accounts payable. During the twelve months ended March 31, 2012, the Company incurred $6,000 (2011 - $3,150) of accounting fees to the individual.
|
|
|
|
|
d)
|
During the year ended March 31, 2012, the Company incurred $42,000 (2011 - $81,000) of geologist consulting fees to a director of the Company (See Note12(c)).
|
|
|
|
|
e)
|
As at March 31, 2012, the Company held $27,750 in trust with a company sharing a common director, which has been included in advances and deposits.
|
Director Independence
Our common stock is quoted on the OTC bulletin board
interdealer quotation system, which does not have director independence
requirements. Under NASDAQ rule 5605(a)(2), a director is not considered to be
independent if he or she is also an executive officer or employee of the
corporation. David Kaleniuk is our president and chief executive officer, Heidi
Kalenuik is our secretary and treasurer and Ahmed Magoma is an employee of a
subsidiary and therefore are not considered independent. Messrs. Anderson and
Shaw are considered to be independent as they are not officers or employees of
our company.
Audit Committee and Charter
Our audit committee consists of three directors. Two of them,
Ian Shaw and Lorne Anderson are independent and Ian Shaw is the designated Chair
of the Committee when it is constituted. Our audit committee is responsible for:
(1) selection and oversight of our independent accountant; (2) establishing
procedures for the receipt, retention and treatment of complaints regarding
accounting, internal controls and auditing matters; (3) establishing procedures
for the confidential, anonymous submission by our employees of concerns
regarding accounting and auditing matters; (4) engaging outside advisors; and,
(5) funding for the outside auditory and any outside advisors engagement by the
audit committee. A copy of our audit committee charter was filed with the
Securities and Exchange Commission on June 26, 2008 with our Form 10-K.
Audit Committee Financial Expert
The Board has determined that the Chairman of the Audit
Committee is Ian A. Shaw. Ian A. Shaw and Lorne Anderson are independent
directors, qualify as audit committee financial expert as defined by the SEC
and also meets the additional criteria for independence of Audit Committee
members set forth in Rule 10A-3(b)(l) under the Securities Exchange Act of 1934,
as amended (the Exchange Act).
Disclosure Committee and Charter
We have a disclosure committee and disclosure committee
charter. Our disclosure committee is comprised of all of our officers and
directors. The purpose of the committee is to provide assistance to the Chief
Executive Officer and the Chief Financial Officer in fulfilling their
responsibilities regarding the identification and disclosure of material
information about us and the accuracy, completeness and timeliness of our
financial reports. A copy of the disclosure committee charter was filed with the
Securities and Exchange Commission on June 26, 2008 our Form 10-K.
National Instrument 58-101
We are a reporting issuer in the Province of British Columbia.
National Instrument 58-101 of the Canadian Securities Administrators requires
our company to disclose annually in our annual report certain information
concerning corporate governance disclosure.
108
Board of Directors
Our board of directors currently consists of Roger A Newell,
David Kalenuik, Heidi Kalenuik, Ian A. Shaw, Lorne Anderson and Ahmed A. Magoma.
We have determined that Mr. Kalenuik, Mrs. Kalenuik, Mr. Newell and Mr. Magoma
are not independent as that term is defined in National Instrument 52-110 due to
the fact that they are directors, officers and employees of our company. Messrs.
Shaw and Anderson are independent.
Our board of directors facilitates its exercise of independent
supervision over management by endorsing the guidelines for responsibilities of
the board as set out by regulatory authorities on corporate governance in Canada
and the United States. Our boards primary responsibilities are to supervise the
management of our company, to establish an appropriate corporate governance
system, and to set a tone of high professional and ethical standards. The board
is also responsible for:
-
selecting and assessing members of the board;
-
choosing, assessing and compensating the chief executive officer of our
company, approving the compensation of all executive officers and ensuring
that an orderly management succession plan exists;
-
reviewing and approving our companys strategic plan, operating plan,
capital budget and financial goals, and reviewing its performance against
those plans;
-
adopting a code of conduct and a disclosure policy for our company, and
monitoring performance against those policies;
-
ensuring the integrity of our companys internal control and management
information systems;
-
approving any major changes to our companys capital structure, including
significant investments or financing arrangements; and
-
reviewing and approving any other issues which, in the view of the board or
management, may require board scrutiny.
Directorships
The following directors are also directors of other reporting
issuers (or the equivalent in a foreign jurisdiction), as identified next to
their name:
Director
|
Reporting Issuers or
Equivalent in a Foreign
Jurisdiction
|
David Kalenuik
|
N/A
|
Heidi Kalenuik
|
N/A
|
Roger Newell
|
Midway Gold, Corp
|
Ian A. Shaw
|
Pelangio Exploration Inc.
|
Ahmed A. Magoma
|
N/A
|
Lorne Anderson
|
Tahoe Resources Inc
|
109
Orientation and Continuing Education
We have an informal process to orient and educate new members
to the board regarding their role on the board, our committees and our
directors, as well as the nature and operations of our business. This process
provides for an orientation with key members of the management staff, and
further provides access to materials necessary to inform them of the information
required to carry out their responsibilities as a board member. This information
includes the most recent board approved budget, the most recent annual report,
the audited financial statements and copies of the interim quarterly financial
statements.
The board does not provide continuing education for its
directors. Each director is responsible to maintain the skills and knowledge
necessary to meet his or her obligations as directors.
Nomination of Directors
The board is responsible for identifying new director nominees.
In identifying candidates for membership on the board, the board takes into
account all factors it considers appropriate, which may include strength of
character, mature judgment, career specialization, relevant technical skills,
diversity and the extent to which the candidate would fill a present need on the
board. As part of the process, the board, together with management, is
responsible for conducting background searches, and is empowered to retain
search firms to assist in the nominations process. Once candidates have gone
through a screening process and met with a number of the existing directors,
they are formally put forward as nominees for approval by the board.
Assessments
The board intends that individual director assessments be
conducted by other directors, taking into account each directors contributions
at board meetings, service on committees, experience base, and their general
ability to contribute to one or more of our companys major needs. However, due
to our stage of development and our need to deal with other urgent priorities,
the board has not yet implemented such a process of assessment.
ITEM 14.
|
PRINCIPAL ACCOUNTANT FEES AND SERVICES.
|
The aggregate fees billed for the completed fiscal years ended
March 31, 2012 and 2011 for professional services rendered by Manning Elliott
LLP for the audit of our annual financial statements, quarterly reviews of our
interim financial statements and services normally provided by the independent
accountant in connection with statutory and regulatory filings or engagements
for these fiscal periods were as follows:
|
Year Ended
March 31,
2012
|
Year Ended
March 31,
2011
|
Audit Fees and Audit Related Fees
|
$58,812
|
$16,136
|
Tax Fees
|
$Nil
|
$Nil
|
All Other Fees
|
$Nil
|
$Nil
|
Total
|
$58,812
|
$16,136
|
In the above tables, audit fees are fees billed by our
companys external auditors for services provided in auditing our companys
annual financial statements for the subject year. Audit-related fees are fees
not included in audit fees that are billed by the auditors for assurance and
related services that are reasonably related to the performance of the audit
review of our companys financial statements. Tax fees are fees billed by the
auditors for professional services rendered for tax compliance, tax advice and
tax planning. All other fees are fees billed by the auditors for products and
services not included in the foregoing categories.
110
Policy on Pre-Approval by Audit Committee of Services
Performed by Independent Auditors
The board of directors pre-approves all services provided by
our independent auditors. All of the above services and fees were reviewed and
approved by the board of directors before the respective services were
rendered.
The board of directors has considered the nature and amount of
fees billed by Manning Elliott LLP and believes that the provision of services
for activities unrelated to the audit is compatible with maintaining their
respective independence.
PART IV. OTHER INFORMATION
ITEM 15.
|
EXHIBITS AND FINANCIAL STATEMENT
SCHEDULES.
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Exhibit
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Number
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Description
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3.1
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Articles of Incorporation (incorporated by reference from
our Registration Statement on Form SB-2, filed on June 6, 2007)
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3.2
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Certificate of Amendment dated December 7, 2010
(incorporated by reference from our Current Report on Form 8-K dated
December 10, 2010)
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3.3
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Amended and Restated Bylaws (incorporated by reference
from our Current Report on Form 8-K filed on June 7, 2011)
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4.1
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Specimen Stock Certificate (incorporated by reference
from our Registration Statement on Form SB-2 filed on June 6, 2007)
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4.2
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Form of Warrant Certificate for Offering Completed
September 7, 2010 (incorporated by reference from our Quarterly Report on
Form 10-Q filed on November 23, 2010)
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10.1
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License (incorporated by reference from our Registration
Statement on Form SB-2, filed on June 6, 2007)
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10.2
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Amendment to License Agreement, dated June 3, 2008
(incorporated by reference from our Annual Report on Form 10-K filed on
June 26, 2008)
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10.3
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Option Agreement with Geo Can Resources Company Limited
(incorporated by reference from our Annual Report on Form 10-K filed on
July 14, 2009)
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10.4
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Binding Letter Agreement with Kilimanjaro Mining Company
Inc. (incorporated by reference from our Annual Report on Form 10-K filed
on July 14, 2009)
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10.5
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Consulting Services Agreement with Stocks That Move
(incorporated by reference from our Quarterly Report on Form 10-Q filed on
November 23, 2009)
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10.6
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Consulting Agreement with Robert Lupo (incorporated by
reference from our Quarterly Report on Form 10-Q filed on February 22,
2010)
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10.7
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Addendum to the Consulting Agreement with Robert Lupo
(incorporated by reference from our Quarterly Report on Form 10-Q filed on
February 22, 2010)
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10.8
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Finders Fee Agreement with Robert A. Young and the RAYA
Group (incorporated by reference from our Annual Report on Form 10-K filed
on July 14, 2019)
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10.9
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Termination of the Consulting Agreement with Robert Lupo
(incorporated by reference from our Annual Report on Form 10-K filed on
July 14, 2010)
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10.10
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Consulting Agreement with Clive Howard Matthew King
(incorporated by reference from our Annual Report on Form 10-K filed on
July 14, 2010)
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10.11
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Consulting Agreement dated October 7, 2010 between we and
Misac Noubar Nabighian (incorporated by reference from our Current Report
on Form 8-K filed on October 13, 2010)
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10.12
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2010 Stock Option Plan (incorporated by reference from
our Current Report on Form 8-K filed on October 13, 2010)
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10.13
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Stock Exchange Agreement with Kilimanjaro Mining Company,
Inc. and their selling shareholders (incorporated by reference from our
Quarterly Report on Form 10-Q filed on November 23, 2009)
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10.14
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Form of Subscription Agreement for Offering Completed
September 7, 2010 (incorporated by reference from our Quarterly Report on
Form 10-Q filed on November 23, 2010)
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10.15
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Amendment No. 1 to Consulting Agreement between we and
Clive King dated effective November 11, 2010.(incorporated by reference
from our Quarterly Report on Form 10-Q filed on November 23, 2010)
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10.16
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Form of Mineral Property Sales Agreement dated May 15,
2009, July 29, 2009, August 28, 2009 and November 19, 2009 between a
director and the landowners listed below (collectively the Landowners)
(incorporated by reference from our Quarterly Report on Form 10-Q filed on
November 23, 2010):
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Exhibit
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Number
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Description
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No
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Owners Name
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S01
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Pius Joackim Game in Parenership with Mustafa Kaombwe and
Msua Mkumbo
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S03
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Mohamed Suleimani and Partners Plus Chombo, Alfred Joakim
and Heri S. Mhula
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S04
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Maswi Marwa In Partnership with Robert Malando, Andrew
Julius Marando and Mathew Melania
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S05
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John Bina Wambura in Partnership with Fabiano Lango
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S06
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Elizabeth Shango
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S07
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Athuman Chiboni in Partnership with Maswi Marwa and
Robert Malando
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S08
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Malando Maywili in Partnership with Charles Mchembe
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S09
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Robert Malando
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S10
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Raymond Athumani Munyawi
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S11
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Jeremia K. Lulu in Partnership with Agnes Musa, Juma
Shashu, Neema Safari, Neema Tungaraza, Safari Neema Tungaraza, Safari
Meema and Simon Gidazada
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S12
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Heri S. Mhula and partners Samweli Sumbuka, Plus Gam and
Shambulingole
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S13
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Limbu Magambo Nyoda and Partners Saba Joseph, Bakari
Kahinda
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S14
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Shambuli Sumbuka in Partnership with Limbu Gambo
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S15
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Salama Mselemu
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S16
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John Bina Wambura in Partnership with Bosco Sevelin
Chaila; Plus Game; Saimon Jonga
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S17
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John Bina Wambura in Partnership with Jumanne Mtemi;
Anton Gidion; Bosco Sevelin Chaila; Plus Game; Saimon Jonga
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S18
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Limbu Magambo in Partnership with Pous GamI and Shambuli
Sumbuka
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S19
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Lukas Mmary in Partnership with Henry Pajero, John Bina,
Massanja Game, Mwajuma Joseph, Mwita Magita and Plus Game
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S20
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Maswi Marwa In Partnership with Shagida malando; Marwa
Marwa; Benidict Mitti and Fred Mgongo
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S21
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Mustafa IDD Kaombwe
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S22
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Mustafa IDD Kaombwe in Partnership with Mahega Malugoyi;
Julias Kamana; Ramadhani Lyanga and Abas Mustafa
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S23
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Ramadhani Mohamed Lyanga In partnership With Mustafa
Kaombwe and Bethod Njega
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S24
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Ales David Kajoro in partnership with Henry Ignas; Daud
Peter and Julias Charles Rugiga
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S25
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Joel Mazemle in Partnership with Christina Mazemle, Plus
Chombo and Limbu Magambo Nyoda
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S26
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Idd Ismail in Partnership with Bakari Abdi, Elizabeth U.
Yohana, Emanuel Marco, Hamisi Ramadhan, Husein Hasan, Mnaya Hosea, and
Sanane Msigalali
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10.17
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Form of Addendum No. 1 to Mineral Property Sales
Agreement dated September 18, 2009 between a director and the Landowners
(incorporated by reference from our Quarterly Report on Form 10-Q filed on
November 23, 2010)
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10.18
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Form of Addendum No. 2 to Mineral Property Sales
Agreement dated January 18, 2010 between a director and the Landowners
(incorporated by reference from our Quarterly Report on Form 10-Q filed on
November 23, 2010)
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10.19
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Form of Addendum No. 3 to Mineral Property Sales
Agreement dated July 27, 2010 between a director and the Landowners
(incorporated by reference from our Quarterly Report on Form 10-Q filed on
November 23, 2010)
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10.20
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Mineral Financing Agreement between we and Ahmed Magoma
dated October 19, 2009 (incorporated by reference from our Quarterly
Report on Form 10-Q filed on November 23, 2010)
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10.21
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Property Purchase Agreement between Geo Can Resources
Company Limited and Kilimanjaro Mining Company, Inc dated May 5,
2009(incorporated by reference from our Quarterly Report on Form 10-Q
filed on November 23, 2010)
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10.22
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Amendment to Mineral Financing Agreement between we and
Ahmed Magoma dated October 27, 2009 (incorporated by reference from our
Quarterly Report on Form 10-Q filed on November 23, 2010)
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10.23
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Declaration of Trust of Geo Can Resources Company Limited
dated July 23, 2009 (incorporated by reference from our Quarterly Report
on Form 10-Q filed on November 23, 2010)
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10.24
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Form of Subscription Agreement for non US Subscribers
(incorporated by reference from our Current Report on Form 8-K filed on
March 11, 2011)
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10.25
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Form of Subscription Agreement for US Subscribers
(incorporated by reference from our Current Report on Form 8-K filed on
March 11, 2011)
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10.26
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Consulting Agreement dated April 26, 2011 between David
Kalenuik and we (incorporated by reference from our Current Report on Form
8-K filed on May 2, 2011)
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Exhibit
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Number
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Description
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10.27
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Consulting Agreement dated April 26, 2011 between Roger
Newell and we (incorporated by reference from our Current Report on Form
8-K filed on May 2, 2011)
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10.28
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Employment Agreement dated April 26, 2011 between Heidi
Kalenuik and we (incorporated by reference from our Current Report on Form
8-K filed on May 2, 2011)
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10.29
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Employment Agreement dated April 26, 2011 between Ming
Zhu and we (incorporated by reference from our Current Report on Form 8-K
filed on May 2, 2011)
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10.30
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Geita Option Agreement dated May 6, 2011 between
Otterburn Ventures Inc. and we (incorporated by reference from our Current
Report on Form 8-K filed on May 12, 2011)
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10.31
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Kalemela Option Agreement dated May 6, 2011 between
Otterburn Ventures Inc. and we (incorporated by reference from our Current
Report on Form 8-K filed on May 12, 2011)
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10.32
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North Mara Option Agreement dated May 6, 2011 between
Otterburn Ventures Inc. and we (incorporated by reference from our Current
Report on Form 8-K filed on May 12, 2011)
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10.33
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Singida Option Agreement dated May 6, 2011 among
Otterburn Ventures Inc., we and Ahmed Abubakar Magoma (incorporated by
reference from our Current Report on Form 8-K filed on May 12, 2011)
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14.1
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Code of Ethics (incorporated by reference from our Annual
Report on Form 10-K filed on June 26, 2008)
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16.1
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Letter dated October 8, 2010 from BehelerMick PS
(incorporated by reference from our Current Report on Form 8-K filed on
October 8, 2010)
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21.1*
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List of Subsidiaries
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31.1*
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Certification of Chief Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
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31.2*
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Certification of Chief Financial Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
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32.1*
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Certification of Chief Executive Officer pursuant Section
906 Certifications under Sarbanes-Oxley Act of 2002
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32.2*
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Certification of Chief Financial Officer pursuant Section
906 Certifications under Sarbanes-Oxley Act of 2002
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99.2
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Audit Committee Charter (incorporated by reference from
our Annual Report on Form 10-K filed on June 26, 2008)
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99.3
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Disclosure Committee Charter (incorporated by reference
from our Annual Report on Form 10-K filed on June 26, 2008)
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.
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LAKE VICTORIA MINING COMPANY,
INC.
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BY:
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/s/
David Kalenuik
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David Kalenuik
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President and Chief Executive
Officer
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(Principal Executive Office)
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Date:
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June 29, 2012
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Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on behalf of
the registrant and in the capacities and on the dates indicated.
By
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/s/ David Kalenuik
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David Kalenuik
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President, Chief Executive Officer
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and Director
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(Principal Executive Officer)
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Date: June 29, 2012
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By
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/s/ Ming Zhu
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Ming Zhu
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Chief Financial Officer
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(Principal Accounting Officer and Principal
Financial Officer)
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Date: June 29, 2012
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By
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/s/ Heidi Kalenuik
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Heidi Kalenuik
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Director
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June 29, 2012
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By
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/s/ Roger A. Newell
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Roger A. Newell
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Director
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June 29, 2012
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By
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/s/ Ahmed A. Magoma
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Ahmed A. Magoma
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Director
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June 29, 2012
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By
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/s/ Ian A. Shaw
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Ian A. Shaw
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Director
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June 29, 2012
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By
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/s/ Lorne Anderson
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Lorne Anderson
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Director
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June 29, 2012
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