RELATED PARTIES

12 Months Ended

Dec. 31, 2019

NOTE 1

– RELATED PARTIES

November 13, 2019

, Overlook Investments, LLC (“Overlook”), whose managing member is Ali

Zamani

, a director of the Company, loaned $

200,000

to the Company under a loan agreement. The loan was unsecured. There was no interest rate specified.

The loan matured on the earliest of (i) the date on which Company has received exploration payments totaling $250,000 from Tintic Copper and Gold, Inc., (ii) the date on which Tintic Copper and Gold defaults on its obligations under the Exploration Agreement and Option to Purchase and (iii) date on which the Company files for bankruptcy.

The Company paid off the loan from Overlook by paying Overlook $

250,000

upon the receipt of an exploration license payment made by Continental Minerals Corporation to the Company in

February 2020

. Additional details regarding the terms of the loan were included in

Form

-K filed on

November 18, 2019

In March 2018, Geoffrey Scott, a director of the Company, purchased 1,000,000 shares of common stock from the Company through a private placement. The total cost of the purchase was $50,000. In April 2018, Mr. Scott purchased 2,500,000 shares of common stock from the Company through a private placement. The total cost of the purchase was $100,000. In June 2018, Mr. Scott purchased 625,000 units from the Company through a private placement. The total cost of the purchase was $50,000. Each unit consists of one share of common stock and one option to purchase one share of common stock for $0.15.

In June 2018, Mario Concha, a director of the Company, purchased 1,000,000 units from the Company through a private placement. The total cost of the purchase was $80,000. Each unit consists of one share of common stock and one option to purchase one share of common stock for $0.15.

In June 2018, John Levy, a director of the Company, purchased 125,000 units from the Company through a private placement. The total cost of the purchase was $10,000. Each unit consists of one share of common stock and one option to purchase one share of common stock for $0.15.

In June 2018, Ali Zamani, a director of the Company, purchased 625,000 units from the Company through a private placement. The total cost of the purchase was $50,000. Each unit consists of one share of common stock and one option to purchase one share of common stock for $0.15. Of the 625,000 units purchase by Mr. Zamani, 312,500 units were purchased through Overlook Investments, LLC, of which Mr. Zamani is Managing Partner.