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Delrand Resources Limited - Interim Condensed Consolidated Financial Statements (unaudited) March 31, 2015

Release Date: 18/05/2015 16:20:00      Code(s): DRN     
Delrand Resources Limited
(Incorporated in Canada)
(Corporation number 627115-4)
Share code: DRN ISIN Number: CA2472672062
(?Delrand? or the "Company")

Delrand Resources Limited

INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
March 31, 2015
(Expressed in Canadian dollars)
                                       NOTICE TO READER

These interim condensed consolidated financial statements of Delrand Resources Limited (the
?Company?) as at and for the three and nine month periods ended March 31, 2015 have been prepared
by and are the responsibility of the Company?s management. These interim condensed consolidated
financial statements have not been audited or reviewed by the Company?s auditors.
                                        

CONTENTS
Interim Condensed Consolidated Statements of Financial Position...................................................................4
Interim Condensed Consolidated Statements of Comprehensive Loss...................................................................5
Interim Condensed Consolidated Statements of Changes in Equity....................................................................6
Interim Condensed Consolidated Statements of Cash Flow............................................................................7
Notes to Interim Condensed Consolidated Financial Statements???????????????????????????...........................................8

1. Corporate Information and Continuation of the Business .........................................................................8
2. Basis of Preparation ...........................................................................................................8
3. Exploration and Evaluation Assets ............................................................................................. 10
4. Accounts Payable and Accrued Liabilities ...................................................................................... 10
5. Related Party Transactions .................................................................................................... 11
6. Share Capital ................................................................................................................. 11
7. Share-Based Payments .......................................................................................................... 13
8. Segmented Reporting ........................................................................................................... 13
9. Financial Risk Management Objectives and Policies ............................................................................. 14
10. Commitments and Contingencies................................................................................................. 17

INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(Expressed in Canadian dollars) (unaudited)


                                                                                          March 31,             June 30,
                                                                           Notes              2015                 2014
                                                                                               $                     $
                Assets
                Current Assets
                    Cash                                                                    30,138                31,559
                    Due from related parties                                  5                  -                 1,588
                    Prepaid expenses and other assets                                       25,045                 5,523
                Total Current Assets                                                        55,183                38,670


                Non-Current Assets
                    Exploration and evaluation                                3                  1             2,333,457
                Total Non-Current Assets                                                         1             2,333,457


                Total Assets                                                                55,184             2,372,127


                Liabilities and Shareholders' Equity
                Current Liabilities
                    Accounts payable and accrued liabilities                  4          1,783,197               560,679
                    Income taxes payable                                                     5,420                 5,420
                    Due to related parties                                    5            401,310                60,212
                Total Current Liabilities                                                2,189,927               626,311


                Shareholders' Equity
                    Share capital                                             6        117,345,802           117,128,346
                    Contributed surplus                                                  8,183,615             8,159,644
                    Deficit                                                           (127,664,160)         (123,542,174)
                Total Shareholders' Equity                                              (2,134,743)            1,745,816
                Total Liabilities and Shareholders' Equity                                  55,184             2,372,127

                Common shares
                  Authorized (Note 6a)                                                   Unlimited             Unlimited
                  Issued and outstanding                                                21,781,581            21,281,581

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

INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(Expressed in Canadian dollars) (unaudited)

                                                        Notes Three months ended       Three months ended      Nine months en        Nine months ended
                                                                  March 31, 2015           March 31, 2014         March 31, 2015        March 31, 2014
                                                                           $                     $                      $                      $
Expenses
   Consulting and professional fees                                       17,039                   23,784              1,395,863                35,842
   General and administrative                                             59,978                   51,544                360,934               138,726
   Impairment of deferred exploration expenditures     3                       -                        -              2,353,315                     -
   Foreign exchange loss/(gain)                                           13,665                     (509)                11,874                 1,815
Total expenses                                                           (90,682)                 (74,819)            (4,121,986)             (176,383)


Net loss and comprehensive loss                                          (90,682)                 (74,819)            (4,121,986)             (176,383)


Basic and diluted loss per share                       6c                 (0.00)                    (0.00)                 (0.19)                (0.01)
Adjustments for headline loss per share                6c                     -                         -                   0.11                     -
Headline loss per share                                6c                 (0.00)                    (0.00)                 (0.08)                (0.01)

Weighted average number of common shares outstanding                  21,781,581               20,614,831             21,739,610             20,414,317


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

INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(Expressed in Canadian dollars) (unaudited)


                                                                Common shares                                                                  Total
                                                                                                Contributed
                                            Notes   Number of shares                                                  Deficit           Shareholders'
                                                                              Amount                Surplus
                                                     (Note 6)                                                                                 equity
Balance at June 30, 2013                                 19,578,214      116,601,688              8,159,644      (120,054,622)             4,706,710


Net loss for the period                                                            -                      -          (176,383)              (176,383)
Warrants exercised                            6b           1,036617          410,500                      -                 -                410,500
Balance at March 31, 2014                                 20,614,83     $117,012,188             $8,159,644      $120,231,005)            $4,940,827


Net loss for the period                                           -                -                      -        (3,311,169)            (3,311,169)
Share issuance (net of costs)                 6a            666,667          116,158                      -                 -                116,158
Fractional shares due to consolidation                           83                -                      -                 -                      -
Balance at June 30, 2014                                 21,281,581     $117,128,346             $8,159,644     $(123,542,174)            $1,745,816


Net loss for the period                                           -                -                      -        (4,121,986)            (4,121,986)
Issuance of units (net of costs)              6a            500,000          217,456                 23,971                 -                241,427
Balance at March 31, 2015                                21,781,581     $117,345,802             $8,183,615     $(127,664,160)           $(2,134,743)

The accompanying notes are an integral part of these interim condensed consolidated financial statements.
  
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
(Expressed in Canadian dollars) (unaudited)


                                                                Three months ended       Three months ended      Nine months ended          Nine months ended
                                                        Notes       March 31, 2015           March 31, 2014         March 31, 2015             March 31, 2014
                                                                        $                           $                      $                          $


Cash flows from operating activities
Net loss for the period                                                   (90,682)                  (74,819)           (4,121,986)                 (176,383)
Adjustments to reconcile net loss to net cash used in
operating activities
   Impairment of deferred exploration expenditures        3                     -                         -             2,353,315                         -
Changes in non-cash working capital
   Prepaid expenses and other assets                                         (426)                   25,463               (19,522)                   11,357
   Accounts payable and accrued liabilities                               (23,204)                   34,978             1,222,518                    21,954
   Taxes payable                                                                -                         -                     -                   (10,840)
Net cash used in operating activities                                    (114,312)                  (14,378)             (565,675)                 (153,912)


Cash flows from investing activities
Expenditures on exploration and evaluation                3                     -                   (78,492)              (19,859)                 (286,891)
Funds received from Rio Tinto                                                   -                         -                     -                    57,270
Net cash used in investing activities                                           -                   (78,492)              (19,859)                 (229,621)


Cash flows from financing activities
Net proceeds from issuance of shares                      6                     -                        -                217,456                        -
Warrants issued                                                                 -                        -                 23,971                  410,500
Due from related parties                                                   (1,588)                       -                      -                        -
Due to related parties                                    5               137,140                   26,576                342,686                  (95,164)
Net cash provided by financing activities                                 135,552                   26,576                 584,113                 315,336


Net increase/(decrease) in cash during the period                          21,240                  (66,294)                 (1,421)                (68,197)
Cash, beginning of the period                                               8,898                   99,810                  31,559                 101,713
Cash, end of the period                                                    30,138                   33,516                  30,138                  33,516


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

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine month periods ended March 31, 2015
(Expressed in Canadian dollars) (unaudited)
1. CORPORATE INFORMATION AND CONTINUATION OF THE BUSINESS
Corporate Information

The principal business of Delrand Resources Limited (?Delrand? or the ?Company?) is the acquisition and exploration of
mineral properties in the Democratic Republic of the Congo (?the DRC?).

These interim condensed consolidated financial statements as at and for the three and nine month periods ended March 31,
2015 include the accounts of the Company and of its wholly-owned subsidiary incorporated in the DRC, Delrand Resources
Congo SPRL.

The Company is a publicly traded company whose outstanding common shares are listed for trading on the Toronto Stock
Exchange and the JSE Limited in Johannesburg, South Africa. The head office of the Company is located at 1 First Canadian
Place, 100 King Street West, Suite 7070, Toronto, Ontario, M5X 1E3, Canada.

Continuation of the business

These interim condensed consolidated financial statements are prepared on a going concern basis, which assumes that the
Company will continue in operation for a reasonable period of time and will be able to realize its assets and discharge its
liabilities in the normal course of operations. The Company has not generated revenues from operations. The Company
incurred a net loss of $90,682 and $4,121,986 during the respective three and nine month periods ended March 31, 2015 and,
as of that date, the Company?s deficit was $127,664,160. These conditions along with other matters indicate the existence of
material uncertainties that may cast significant doubt about the Company?s ability to continue as a going concern. As such,
the Company?s ability to continue as a going concern depends on its ability to successfully raise additional financing.
Although the Company has been successful in the past in obtaining financing and subsequently raised financing, there is no
assurance that it will be able to obtain adequate financing in the future or that such financing will be available on acceptable
terms.

2. BASIS OF PREPARATION
a) Statement of compliance
    These interim condensed consolidated financial statements as at and for the three and nine month periods ended March
    31, 2015, including comparatives, have been prepared in accordance with International Accounting Standards (?IAS?) 34
    ?Interim Financial Reporting? (?IAS 34?) using accounting policies consistent with the International Financial Reporting
    Standards (?IFRS?) issued by the International Accounting Standards Board (?IASB?). Accordingly, certain information and
    footnote disclosure normally included in the annual financial statements prepared in accordance with IFRS, have been
    omitted or condensed.

b) Basis of measurement
    These interim condensed consolidated financial statements have been prepared on a going concern basis, under the
    historical cost convention, except for certain financial assets and liabilities which are presented at fair value.

c) Summary of significant accounting policies
    These interim condensed consolidated financial statements have been prepared using the same accounting policies and
    methods of computation as presented in Note 3 of the annual consolidated financial statements of the Company as at
    and for the year ended June 30, 2014, except for those newly adopted accounting standards noted below.

    The Company has applied the following new and revised IFRSs in these unaudited interim condensed consolidated
    financial statements: IFRS 10 Consolidated financial statements (?IFRS 10?), IFRS 13 fair value measurements (?IFRS 
    13?), IAS 1 Presentation of financial statements (?IAS 1?), IAS 27 Separate financial statements (?IAS 27?), and IAS 28
    Investments in associates and joint ventures.

d) Use of estimates and judgments
   The preparation of these interim condensed consolidated financial statements in conformity with IFRS as issued by the
   IASB requires management to make judgments, estimates and assumptions that affect the application of accounting
   policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these
   estimates.

e) Accounting Standards Issued But Not Yet Effective
   The Company has reviewed new and revised accounting pronouncements that have been issued but are not yet effective
   and determined that the following may have an impact on the Company:

   IFRS 9, Financial instruments (?IFRS 9?) intends to replace IAS 39 Financial Instruments: Recognition and Measurement in
   its entirety with IFRS 9. IFRS 9 is intended to reduce the complexity for the classification and measurement of financial
   instruments. The mandatory effective date was previously January 1, 2015 and has since been removed with the
   effective date to be determined when the remaining phases of IFRS 9 are completed. Once it is complete, the Company
   will be evaluating the impact the final standard is expected to have on its consolidated financial statements.

   IFRS 15, Revenue from Contracts with Customers (?IFRS 15?) was issued by the IASB on May 28, 2014 and will replace IAS
   18 Revenue and IAS 11 Construction Contracts. IFRS 15 provides a more detailed framework for the timing of revenue
   recognition and increased requirements for disclosure of revenue. IFRS 15 uses a control-based approach to recognize
   revenue which is a change from the risk and reward approach under the current standard. The mandatory effective date
   is for annual periods beginning on or after January 1, 2017. The Company is evaluating the impact of this standard.

   An amendment to IAS 1, Presentation of Financial Statements (?IAS 1?) was issued by the IASB in December 2014. The
   amendment clarifies principles for the presentation and materiality consideration for the financial statements and notes
   to improve understandability and comparability. The amendment to IAS 1 is effective for annual periods beginning on or
   after January 1, 2016. The Company is evaluating the impact of this standard on its consolidated financial statements.

   An amendment to IAS 16, Property, Plant and Equipment (?IAS 16?) was issued by the IASB in May 2014. The amendment
   prohibits the use of a revenue-based depreciation method for property, plant and equipment as it is not reflective of the
   economic benefits of using the asset. It clarifies that the depreciation method applied should reflect the expected
   pattern of consumption of the future economic benefits of the asset. The amendment to IAS 16 is effective for annual
   periods beginning on or after January 1, 2016. The Company does not expect the standard to have a material impact on
   its consolidated financial statements.

   An amendment to IAS 38 Intangible Assets (?IAS 38?) was issued by the IASB in May 2014. The amendment prohibits the
   use of a revenue-based depreciation method for intangible assets. Exceptions are allowed where the asset is expressed
   as a measure of revenue or revenue and consumption of economic benefits for the asset are highly correlated. The
   amendment to IAS 38 is effective for annual periods beginning on or after January 1, 2016. The Company is evaluating
   the impact of this standard but does not expect the standard to have a material impact on its consolidated financial
   statements.

   Amendments IFRS 10 Consolidated Financial Statements (?IFRS 10?), IFRS 12 Disclosure of Interests in Other Entities
   (?IFRS 12?), and IAS 28 Investments in Associates and Joint Ventures (?IAS 28?) were published by the IASB in December
   2014. The amendments define the application of the consolidation exception for investment entities. They are effective
   for annual periods beginning on or after January 1, 2016. The Company is evaluating the impact of this standard but does
   not expect the standard to have a material impact on its consolidated financial statements.
                                                     
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine month periods ended March 31, 2015
(Expressed in Canadian dollars) (unaudited)

3. EXPLORATION AND EVALUATION ASSETS
The following table summarizes the Company?s tangible exploration and evaluation expenditures with respect to the
properties in the DRC:

                                                                  Tshikapa        Northern DRC
                                                     Notes         Project             Project          Total
                                                                   
Cost                                                                  (a)              (b)
Balance as at June 30, 2013                                      3,115,554           2,024,324      5,139,878
  Additions                                                              -             306,914        306,914
  Impairment                                                    (3,115,554)                  -     (3,115,554)
Balance as at June 30, 2014                                              -           2,331,238      2,331,238
  Additions                                                              -              19,859         19,859
  Impairment                                                             -          (2,351,097)    (2,351,097)
Balance as at March 31, 2015                                             -                   -              -

There is $1 of intangible exploration and evaluation expenditures as at March 31, 2015 (June 30, 2014: $2,219). There have
not been any additions or disposals to intangible assets since January 1, 2010. During the nine months ended March 31, 2015,
an impairment loss of $2,218 on the intangible exploration and evaluation expenditures was recognized in the statement of
comprehensive loss.

    a.   Tshikapa Project
         The Tshikapa project is located in the south-western part of the Kasai Occidental province of the DRC near the town
         of Tshikapa. The Tshikapa project is located within the so-called Tshikapa triangle, bordering the Kasai River in the
         east, the Loange River in the west and the Angolan border in the south. The properties also lie within the broader
         kimberlite emplacement corridor which extends from known kimberlite pipes located in Angola. The Tshikapa
         diamond field has been extensively mined by alluvial diamond companies and small-scale miners, and it is estimated
         that it has produced over 100 million carats of diamonds since 1912. The Company has focused its attention on the
         Tshikapa triangle through six exploration permits, covering an area of 1,043km?, held through an option agreement
         with the permit holder Acacia SPRL. Acacia SPRL has advised the Company of its wish to modify the option
         agreement. As a result of not being able to resolve this situation with Acacia (i.e. Acacia?s wish to modify the option
         agreement) over an extended period of time, during the year ended June 30, 2014, the Company recorded an
         impairment loss of $3,115,554 with respect to this project.

    b.   Northern DRC Project
         The northern DRC diamond project is located in Orientale Province of the DRC and had consisted of four exploration
         permits, two of which were held by the Company directly through its DRC subsidiary and the balance of which were
         held through an option agreement with the holder of the permits. Rio Tinto Mining and Exploration Limited (?Rio
         Tinto?) was party to this agreement but advised the Company that it no longer wished to continue with this diamond
         project. Previously 22 exploration permits under option covered an area of 4,155 km? but based on ongoing
         exploration, application was made to reduce these permits to two permits covering an area of 173 km?. These two
         remaining optioned permits have now been relinquished based on exploration results. The two additional exploration
         permits which had been held by the Company?s DRC subsidiary covered an area of 92 km? (after the obligatory 50%
         reduction) directly north of the optioned ground. These two permits have now also been relinquished based on
         exploration results. During the nine months ended March 31, 2015, the Company recorded an impairment loss of
         $2,351,097 with respect to the northern DRC project.

4. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
Accounts payable and accrued liabilities are mainly comprised of amounts outstanding for purchases relating to exploration
activities and amounts payable for professional services. The credit period for purchases typically ranges from 30 to 90 days.


NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine month periods ended March 31, 2015
(Expressed in Canadian dollars) (unaudited)

5. RELATED PARTY TRANSACTIONS
     a)    Key Management Remuneration

The Company?s related parties include key management. Key management includes executive directors. The remuneration
of the key management of the Company as defined above, during the three and nine month periods ended March 31, 2015
and the three and nine month periods ended March 31, 2014 was as follows:

                          Three months ended        Three months ended        Nine months ended      Nine months ended
                              March 31, 2015            March 31, 2014            March 31, 2015         March 31, 2014
Salaries                             $25,000                   $43,724                   $85,000               $154,283
                                     $25,000                   $43,724                   $85,000               $154,283

     b)    Other Related Parties

As at March 31, 2015, an amount of $309,717 (June 30, 2014 - $56,462) was owing to two directors of the Company
representing consulting fees.

As at March 31, 2015, an amount of $88,513 was owed to Banro Corporation (?Banro?) related to common expenses (June 30,
2014 - $1,588 was owed by Banro). Banro owns 1,538,998 common shares of the Company, representing a 7.07% interest in
the Company.

During the three and nine month periods ended March 31, 2015, the Company incurred common expenses of $nil and $1,179
(three and nine month periods ended March 31, 2014 - $603 and $3,982) in the DRC together with Loncor Resources Inc.
(?Loncor?), a corporation with common directors. As at March 31, 2015, an amount of $3,080 (June 30, 2014 - $3,750) owing
to Loncor was included in due to related parties in the consolidated statement of financial position.

                                   March 31, 2015       June 30, 2014
                                         $                    $
Due from related parties                        -               1,588
Due to related parties                    401,310              60,212

All amounts due to related parties are unsecured, non-interest bearing and due on demand. All transactions are in the normal
course of operations and are measured at the exchange value.


6. SHARE CAPITAL
a)   Authorized
     The Company's authorized share capital consists of an unlimited number of common shares with no par value.

     The holders of the common shares are entitled to receive notice of and to attend all meetings of the shareholders of the
     Company and shall have one vote for each common share held at all meetings of the shareholders of the Company. The
     holders of the common shares are entitled to (a) receive any dividends as and when declared by the board of directors,
     out of the assets of the Company properly applicable to the payment of dividends, in such amount and in such form as
     the board of directors may from time to time determine, and (b) receive the remaining property of the Company in the
     event of any liquidation, dissolution or winding-up of the Company.

     In July 2014, the Company closed a non-brokered arm?s length private placement for the issuance of 500,000 units of the
     Company at a price of $0.50 per unit for gross proceeds to the Company of $250,000. Each such unit was comprised of
     one common share of the Company and one-half of one warrant of the Company, with each full warrant entitling the
     holder to purchase one common share of the Company at a price of $0.75 for a period of two years.


NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine month periods ended March 31, 2015
(Expressed in Canadian dollars) (unaudited)
    
     During the year ended June 30, 2014, 1,036,617 warrants were exercised at a price of $0.396 per share. This resulted in
     the issuance of 1,036,617 common shares of the Company and gross proceeds to the Company of $410,500. 703,283 of
     the shares were issued to a director of the Company (Arnold T. Kondrat). In April 2014, the Company closed a non-
     brokered private placement of 666,667 common shares of the Company at a price of $0.225 per share for gross proceeds
     of $150,000. A director of the Company (Arnold T. Kondrat) was the purchaser of all of the shares.

     In May 2014, the Company consolidated its outstanding common shares on a three to one basis. Immediately prior to the
     consolidation, the Company had 63,844,492 common shares outstanding. Upon effecting the consolidation, and as of
     June 30, 2014, the Company had 21,281,581 common shares outstanding. All share, stock option and warrant numbers
     have been adjusted to reflect the share consolidation to provide more comparable information.

                                                           Number of
                                                              shares                 Amount
     Balance at June 30, 2013                             19,578,214           $116,601,688
     Shares issued for:
        Cash                                                 666,667                116,158
        Exercise of Warrants                               1,036,617                410,500
     Fractional shares due to consolidation                       83                      -
     Balance at June 30, 2014                             21,281,581           $117,128,346


     Shares issued for:
        Cash                                                 500,000                217,456
     Balance at March 31, 2015                            21,781,581           $117,345,802

b)   Share purchase warrants
     In July 2014, the Company issued 250,000 warrants, with each such warrant entitling the holder to purchase one common
     share of the Company at a price of $0.75 until July 2016. As at March 31, 2015, all 250,000 warrants were outstanding.

     During the year ended June 30, 2014, 1,286,615 warrants exercisable at a price of $0.396 per share expired in November
     2013 and 1,666,667 warrants exercisable at a price of $0.66 per share expired in May 2014.

c)   Loss per share
     Loss per share was calculated on the basis of the weighted average number of common shares outstanding for the three
     and nine month periods ended March 31, 2015, amounting to 21,781,581 and 21,739,610 respectively (three and nine
     month periods ended March 31, 2014: 20,614,831 and 20,414,317) common shares. Diluted loss per share was calculated
     using the treasury stock method. For the three and nine month periods ended March 31, 2015, total stock options of nil
     (three and nine month periods ended March 31, 2014: nil) and warrants of 250,000 (three and nine month periods ended
     March 31, 2014: 1,666,667) were excluded from the calculation of diluted loss per share as their effect would have been
     anti-dilutive. Items that are adjusted in the reconciliation to be excluded from the Company?s headline loss per share
     are impairment of property, plant, and equipment and losses on disposal of assets.

                                        Three months ended       Three months ended       Nine months ended         Nine months ended
                                            March 31, 2015           March 31, 2014          March 31, 2015            March 31, 2014


     Loss for the period                          (90,682)                 (74,819)              (4,121,986)                (176,383)
      Adjustments for headline loss                     -                        -                2,353,315                        -
     Headline loss for the period                 (90,682)                 (74,819)              (1,768,671)                (176,383)

     Basic and diluted loss per share               (0.00)                   (0.00)                   (0.19)                   (0.01)
     Headline loss per share                        (0.00)                   (0.00)                   (0.08)                   (0.01)


NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine month periods ended March 31, 2015
(Expressed in Canadian dollars) (unaudited)

7. SHARE-BASED PAYMENTS
    The Company has a stock option plan (the ?Plan?), pursuant to which non-transferable options to purchase common
    shares of the Company may be granted by the Company?s Board of Directors to any director, officer, employee or
    consultant of the Company or any subsidiary of the Company. The Plan contains provisions providing that the term of an
    option may not be longer than ten years and the exercise price of an option shall not be lower than the last closing price
    of the Company?s shares on the Toronto Stock Exchange prior to the date the stock option is granted. The total number
    of common shares of the Company issuable upon the exercise of all outstanding stock options granted under the Plan
    shall not at any time exceed 12% of the total number of outstanding common shares of the Company, from time to time.

    As at March 31, 2015, the Company had no stock options outstanding.

    The following tables summarize information regarding outstanding stock options for the nine month period ended March
    31, 2014:

                                                         During the Year                                               Weighted average
     Exercise Price Range                                                                                                     remaining       Vested &
                             Opening Balance                                                       Closing Balance     contractual life    Exercisable       Unvested
              ($)                                Granted     Exercised     Expired   Forfeited                                   (years)           
                                                                                                                                    
        2.10 - 7.51                  675,000          -             -     (675,000)          -                  -                     -              -              -
                                     675,000          -             -     (675,000)          -                  -                     -              -              -
      Weighted Av
      Exercise Price                   $2.10         $-            $-           $-          $-                 $-                     -             $-             $-


The fair value at grant date is determined using a Black-Scholes option pricing model that takes into account the exercise
price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the
underlying share, the expected dividend yield and the risk free interest rate for the term of the option. The contractual life
of all options on the date of grant is 5 years.

The expected price volatility is based on the historic volatility (based on the remaining life of the options), adjusted for any
expected changes to future volatility due to publicly available information.

8. SEGMENTED REPORTING
The Company has one operating segment: the acquisition, exploration and development of mineral properties located in the
DRC. The operations of the Company are located in two geographic locations, Canada and the DRC. Geographic segmentation
of non-current assets is as follows:

      As at March 31, 2015
                                       Exploration and                  Total Non-
                                            evaluation              current Assets
      DRC                                           $1                          $1
      Canada                                         -                          -
                                                    $1                          $1


      As at June 30, 2014
                                       Exploration and                  Total Non-
                                            evaluation              current Assets
      DRC                                   $2,333,457                  $2,333,457
      Canada                                         -                           -
                                            $2,333,457                  $2,333,457

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine month periods ended March 31, 2015
(Expressed in Canadian dollars) (unaudited)


9. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
a)   Fair value of financial assets and liabilities

     The consolidated statements of financial position carrying amounts for cash, prepaid expenses and other assets and
     accounts payable and accrued liabilities approximate fair value due to their short-term nature. Due to the use of
     subjective judgments and uncertainties in the determination of fair values these values should not be interpreted as
     being realizable in an immediate settlement of the financial instruments.

     Fair value hierarchy
     The following provides a description of financial instruments that are measured subsequent to initial recognition at fair
     value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable:

     -   Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical
         assets or liabilities;

     -   Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that
         are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

     -   Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or
         liability that are not based on observable market data (unobservable inputs).

     There were no transfers between Level 1 and Level 2 during the nine month periods ended March 31, 2015 and 2014. The
     fair values of financial assets and liabilities carried at amortized cost are approximated by their carrying values. Cash is
     ranked level 2 as it is based on similar loans in the market.

b) Risk Management Policies

     The Company is sensitive to changes in commodity prices and foreign-exchange. The Company?s Board of Directors has
     overall responsibility for the establishment and oversight of the Company?s risk management framework. Although the
     Company has the ability to address its price-related exposures through the use of options, futures and forward contacts,
     it does not generally enter into such arrangements.

c) Foreign Currency Risk

     Foreign currency risk is the risk that a variation in exchange rates between the Canadian dollar and United States dollar
     or other foreign currencies will affect the Company?s operations and financial results. A portion of the Company?s
     transactions are denominated in United States dollars, Congolese francs and South African rand. The Company is also
     exposed to the impact of currency fluctuations on its monetary assets and liabilities. The Company?s functional currency
     is the Canadian dollar. The majority of major expenditures are transacted in US dollars. The Company maintains the
     majority of its cash in Canadian dollars but it does hold balances in US dollars and South African Rand. Significant
     foreign exchange gains or losses are reflected as a separate component of the consolidated statement of comprehensive
     loss. The Company does not use derivative instruments to reduce its exposure to foreign currency risk.

     The following table indicates the impact of foreign currency exchange risk on net working capital as at March 31, 2015.
     The table below also provides a sensitivity analysis of a 10 percent strengthening of the Canadian dollar against foreign
     currencies as identified which would have increased (decreased) the Company?s net loss by the amounts shown in the
     table below. A 10 percent weakening of the Canadian dollar against the same foreign currencies would have had the
     equal but opposite effect as at March 31, 2015.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine month periods ended March 31, 2015
(Expressed in Canadian dollars) (unaudited)
                                                          U.S dollar               South African rand
                                                                $                          ZAR
    Cash                                                      19,296                           11,183
    Prepaids and other assets                                      -                                -
    Accounts payable and accrued   
    liabilities                                             (162,100)                        (501,347)
    Total foreign currency financial
    assets and liabilities                                  (142,804)                        (490,164)
    Foreign exchange rate at
    March 31, 2015                                            1.2666                           0.1045
    Total foreign currency financial
    assets and liabilities in CDN $                         (180,876)                         (51,222)
    Impact of a 10% strengthening
    or weakening of the CDN $ on
    net loss                                                 (18,088)                          (5,122)

d) Credit Risk

    Financial instruments which are potentially subject to credit risk for the Company consist primarily of cash. Cash is
    maintained with several financial institutions of reputable credit in Canada, the DRC and South Africa and may be
    redeemed upon demand. It is therefore the Company?s opinion that such credit risk is subject to normal industry risks
    and is considered minimal.

e) Liquidity Risk

    Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The
    Company attempts to ensure that there is sufficient cash to meet its liabilities when they are due and manages this risk
    by regularly evaluating its liquid financial resources to fund current and long-term obligations and to meet its capital
    commitments in a cost-effective manner. The key to success in managing liquidity is the degree of certainty in the cash
    flow projections. If future cash flows are fairly uncertain, the liquidity risk increases. The Company?s liquidity
    requirements are met through a variety of sources, including cash, credit facilities and equity capital markets. In light
    of market conditions, the Company initiated a series of measures to bring its spending in line with the projected cash
    flows from its operations and available project specific facilities in order to preserve its financial position and maintain
    its liquidity position. Accounts payable and accrued liabilities of $1,783,197 and amounts due to related parties of
    $401,310 are due within one year and represent all significant contractual commitments, obligations, and interest and
    principal repayments on financial liabilities. Please refer to Note 1, Continuation of the Business.

f) Mineral Property Risk

    The Company?s activities in the DRC are exposed to various levels of political risk and uncertainties, including political
    and economic instability, government regulations relating to exploration and mining, military repression and civil
    disorder, all or any of which may have a material adverse impact on the Company?s activities or may result in
    impairment in or loss of part or all of the Company's assets.

g) Market Risk

   Market risk is the potential for financial loss from adverse changes in underlying market factors, including foreign-
   exchange rates, commodity prices, interest rates and stock based compensation costs.

h) Interest rate risk

   Interest rate risk is the potential impact on any Company earnings due to changes in bank lending rates and short term
   deposit rates. The Company is not exposed to significant interest rate risk other than cash flow interest rate risk on its 
   cash. The Company does not use derivative instruments to reduce its exposure to interest rate risk. A fluctuation of
   interest rates of 1% would not affect significantly the fair value of cash.

i) Title risk

   Title to mineral properties involves certain inherent risks due to the difficulties of determining the validity of certain
   claims as well as the potential for problems arising from the frequently ambiguous conveyancing history characteristic of
   many mining properties. Although the Company investigates title to any mineral properties that it may hold, the Company
   cannot give any assurance that title will not be challenged or impugned and cannot be certain that it will have valid title
   to any mineral properties that it may hold. The Company relies on title opinions by legal counsel who base such opinions
   on the laws of countries in which the Company operates.

j) Country risk

   The DRC is a developing country and as such, the Company?s activities in the DRC could be adversely affected by
   uncertain political or economic environments, war, civil or other disturbances, and a changing fiscal regime and by DRC?s
   underdeveloped industrial and economic infrastructure.

   The Company?s activities in the DRC may be effected by economic pressures on the DRC. Any changes to regulations or
   shifts in political attitudes are beyond the control of the Company and may adversely affect its business. Operations may
   be affected in varying degrees by factors such as DRC government regulations with respect to foreign currency conversion,
   production, price controls, export controls, income taxes or reinvestment credits, expropriation of property,
   environmental legislation, land use, water use and mine safety.

   There can be no assurance that policies towards foreign investment and profit repatriation will continue or that a change
   in economic conditions will not result in a change in the policies of the DRC government or the imposition of more
   stringent foreign investment restrictions. Such changes cannot be accurately predicted.

k) Capital Management

   The Company manages its cash, common shares, warrants and any stock options as capital. The Company?s main
   objectives when managing its capital are:

        - to maintain a flexible capital structure which optimizes the cost of capital at acceptable risk while providing an
          appropriate return to its shareholders;

        - to maintain a sufficient capital base so as to maintain investor, creditor and market confidence and to sustain
          future development of the business;

        - to safeguard the Company?s ability to obtain financing; and

        - to maintain financial flexibility in order to have access to capital in the event of future acquisitions.

   The Company manages its capital structure and makes adjustments to it in accordance with the objectives stated above,
   as well as responds to changes in economic conditions and the risk characteristics of the underlying assets.

   There were no significant changes to the Company?s approach to capital management during the nine month period ended
   March 31, 2015.

   Neither the Company nor its subsidiary is subject to externally imposed capital requirements.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and nine month periods ended March 31, 2015
(Expressed in Canadian dollars) (unaudited)

                                     As at                         As at
                            March 31, 2015                 June 30, 2014
   Cash                            $30,138                       $31,559
   Share Capital              $117,345,802                  $117,128,346
   Deficit                    $127,664,160)                $(123,542,174)
   Contributed Surplus          $8,183,615                    $8,159,644


10.       COMMITMENTS AND CONTINGENCIES
The Company and its subsidiary are subject to routine legal proceedings and tax audits. The Company does not believe that
the outcome of any of these matters, individually or in aggregate, would have a material adverse effect on its consolidated
losses, cash flow or financial position.




18 May 2015
____________________________________________________________________________
Sponsor
Arbor Capital Sponsors Proprietary Limited



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