The Issuer changed its year end from December 31st to June 30th and did not file the Statement of Executive Compensation (SOEC) for its transition year ended June 30th, 2023. The Issuer included this in their most recently filed Management Information Circular filed on October 1st, 2024. The press release also refers to including the SOEC for the year ended December 31st, 2022 in the latest MIC, but it was clarified in the press release dated October 18th, 2024 that the SOEC for the year ended December 31st, 2022 can be found in the MIC dated June 19th, 2023.

Evolve Funds Group Inc. has amended its website and social media to remedy deficiencies identified in the issuers’ sales communications, including the disclosure of performance rating or ranking of a mutual fund, annualized performance and target yield.

The Issuer amended and refiled the Butiá Technical Report and the Cerrito Technical Report to include additional disclosure regarding: (i) assumptions used to support the cut-off grade; (ii) constraining the mineral resources within a conceptual pit shell to demonstrate reasonable prospects for eventual economic extraction; (iii) rounding the mineral resource estimates to significant figures; and (iv) clarifying that the independent qualified person is responsible for all items of the Technical Reports. The Issuer also revised its website and corporate presentations regarding: (i) use of the phrase "NI 43- 101 compliant" related to estimation of mineral resources; (ii) adding inferred resources to other categories of resources prohibited by paragraph 2.2(c) of NI 43-101; and (iii) use of the term “potential world-class” related to the Issuer’s property.

The Issuer filed a clarifying press release discussing the unauthorized publication of a draft press release regarding a valuation of its IP assets on a third-party website and provided an update on a third-party valuation report.

In connection with a continuous disclosure review by Staff of the Ontario Securities Commission, the Issuer has filed: (i) Voting Agreement and Power of Attorney dated June 20, 2022 with associated undertakings to TSXV; and (ii) Amending Agreement dated January 23, 2024, related to its Option Agreement. The documents were not previously filed as required pursuant to Item 12 of National Instrument 51-102 Continuous Disclosure Obligations.

In connection with the Commission’s review of the Issuer’s continuous disclosure record, the Issuer filed (i) statement of executive compensation for the years ended August 31, 2023 and 2022, (ii) share purchase agreement and sale agreement as material contracts, and (iii) material change report and report of exempt distribution in connection with a previous private placement. In addition, the Issuer filed a news release to clarify and update prior disclosure relating to its previously announced acquisitions. 

In connection with the Commission’s review of the Issuer’s continuous disclosure record, the Issuer filed (i) a notice of change of auditor relating to the appointment of a successor auditor effective February 22, 2023, and (ii) letters from the former and successor auditors relating to the notice of change of auditor pursuant to section 4.11 of National Instrument 51-102, which were required to be filed at an earlier date.

The Issuer did not previously file a material change report and the related material contract as required by National Instrument 51-102 Continuous Disclosure Obligations (NI 51-102).

In connection with staff’s issuer-oriented review of the Issuer’s continuous disclosure record, the Issuer filed its Annual Report on Form 20-F for the year ended October 31, 2024 on SEDAR+ to comply with subsection 11.1(b) of NI 51-102.

In connection with a continuous disclosure review by Staff of the Ontario Securities Commission with respect to prior disclosure regarding the Island Gold Mine, the Issuer’s press release acknowledged the use of inferred mineral resources in economic analyses, including production schedules, mine life and cash flow models in prior technical reports on the Island Gold Mine. Such disclosure was prohibited under paragraph 2.3(1)(b) of NI 43-101 which restricts public disclosure of the results of an economic analysis that includes or is based on inferred mineral resources. In addition, NI 43-101 incorporates by reference the CIM Definition Standards (2014) which states that inferred mineral resources must not be included in the economic analysis, production schedules, or estimated mine life in publicly disclosed prefeasibility or feasibility studies, or in the life of mine plans and cash flow models of developed mines. The 2025 Base Case Island Gold District Technical Report to be filed within 45 days is being prepared and will be disclosed without the inclusion of inferred mineral resources in economic analyses, including production schedules, mine life and cash flow models and will supersede any prior technical reports published by Alamos with respect to the Island Gold Mine.