Centurion Minerals : 2024 Second Quarter Report

Financial Statements

For the six-month period ended January 31, 2024 and 2023

(Expressed in Canadian Dollars)

(Unaudited)

NOTICE OF NO AUDITOR REVIEW OF CONDENSED INTERIM FINANCIAL STATEMENTS

In accordance with National Instrument 51-102, Part 4, subsection 4.3 (3) (a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that an auditor has not reviewed the financial statements.

The accompanying unaudited condensed interim financial statements of the Company have been prepared by and are the responsibility of the Company's management and have been approved by the Board of Directors of the Company.

These condensed interim consolidated financial statements have not been reviewed by the Company's auditor

Centurion Minerals Ltd.

Statements of Financial Position

As at January 31, 2024 and July 31, 2023 (Expressed in Canadian dollars) (Unaudited)

	Notes	January 31,		July 31,
	2024		2023
Current assets
Cash	$	718	$	9,869
Amounts receivable			13,470		17,467
Prepaid expenses			5,714		5,714
Due from 1364565 BC Ltd			15,175		-
			35,077		33,050
Non-current assets
Right-of-use asset	4		20,309		50,774
Total assets	$	55,386	$	83,824
Current liabilities
Accounts payable and accrued liabilities	$	191,326	$	144,320
Due to related parties	10		522,816		362,135
Lease liability	4		23,903		59,757
Loans and borrowings	6		146,370		136,576
			884,415		702,788
Non-current liabilities
Loans and borrowings	6,10		960,543		922,717
			960,543		922,717
Total liabilities			1,844,958		1,625,505
Shareholders' deficiency
Share capital	7		16,750,774		16,750,774
Share subscriptions received			63,000		63,000
Share option reserve	8		2,447,015		2,447,015
Share warrant reserve	7		4,736,699		4,736,699
Deficit			(25,787,060)		(25,539,169)
			(1,789,572)		(1,541,681)
Total liabilities and shareholders' deficiency	$	55,386	$	83,824

SEE NOTE 1, NATURE OF OPERATIONS

SEE NOTE 11, COMMITMENTS

Approved by the Board:

"David Tafel"			"Kenneth A Cawkell"
Director			Director
	The accompanying notes form an integral part of these financial statements.
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Centurion Minerals Ltd.

Statements of Comprehensive Loss

For the six-month period ended January 31, 2024 and 2023 (Expressed in Canadian dollars)

(Unaudited)

			Three-month Period Ended		Six-Month Period Ended
	Notes		January 31,		January 31,		January 31,		January 31,
		2024		2023		2024		2023
Operating expenses
Accounting	10	$	43,000	$	25,000	$	72,500	$	58,500
Administration	10		27,000		27,000		54,000		54,000
Consulting			-		(22,500)		-		-
Depreciation and amortization	4		15,232		15,992		30,465		31,584
Exploration and evaluation	5		-		898		-		1,498
expenditures
Filing fees and communications			9,503		7,888		9,874		24,963
Financing costs	6		6,941		5,621		13,737		15,749
Insurance			-		1,470		-		1,470
Interest expense	6		24,411		31,705		47,243		31,705
Legal			5,000		5,000		10,000		13,791
Office and miscellaneous			4,647		2,454		5,583		4,177
Rent (recovery)			(17,483)		(9,012)		(35,604)		(24,870)
Telephone			547		478		547		983
Travel			3,156		-		3,156		-
Wages			31,200		27,600		40,800		27,600
		$	(153,154)	$	(119,594)	$	(252,301)	$	(241,150)
Other income (expenses)
Shares for debt payment	7		-		(673,870)		-		(673,870)
Interest income			2,226		3,399		4,410		3,399

Net loss and comprehensive loss

Basic and diluted earnings per common share

Weighted average number of common shares

$	(150,928)	$	(790,065)	$	(247,891)	$	(911,621)
$	(0.01)	$	(0.06)	$	(0.02)	$	(0.08)
	15,734,521		13,266,424		15,734,521		10,838,135

The accompanying notes form an integral part of these financial statements.

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Centurion Minerals Ltd.

Statements of Changes in Deficiency

For the six-month period ended January 31, 2024 and 2023 (Expressed in Canadian dollars)

(Unaudited)

		Number of				Share		Share		Share
	Note	common		Share		subscriptions		option		warrant
		shares		capital		received		reserve		reserve		Deficit		Total
Balance at August 1, 2022		8,409,846	$	16,458,787	$	-	$	2,447,015	$	4,736,699	$	(25,591,040)	$	(1,948,539)
1364565 B.C. Ltd. Loan	1	-		-		-		-		-		100,000		100,000
1364565 B.C. Ltd. Liabilities Assignment	1	-		-		-		-		-		82,577		82,577
Shares for debt	7	7,324,675		1,406,338		-		-		-		-		1,406,338
Comprehensive loss		-		-		-		-		-		(911,621)		(911,621)
Balance at January 31, 2023		15,734,521	$	17,865,125	$	-	$	2,447,015	$	4,736,699	$	(26,320,084)	$	(1,271,245)
Balance at August 1, 2023		15,734,521	$	16,750,774	$	63,000	$	2,447,015	$	4,736,699	$	(25,539,169)	$	(1,541,681)
Comprehensive loss		-		-		-		-		-		(247,091)		(247,091)
Balance at January 31, 2024		15,734,521	$	16,750,774	$	63,000	$	2,447,015	$	4,736,699	$	(25,787,060)	$	(1,789,572)

The accompanying notes form an integral part of these financial statements.

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Centurion Minerals Ltd.

Statements of Cash Flows

For the six-month period ended January 31, 2024 and 2023 (Expressed in Canadian dollars)

Unaudited

	Notes	January 31,		January 31,
	2024		2023
Cash flows from operating activities
Net income (loss)	$	(247,891)	$	(911,621)
Adjustments to non-cash items
Depreciation and amortization	4		30,464		31,584
Finance costs	6		-		15,749
Interest payment	6		-		31,705
Loss on debt settlement	7		-		673,870
Changes in non-cash working capital
Increase (decrease) in amounts receivable			3,998		(2,253)
Due from 1364565 BC Ltd.	1		(15,175)		(105,698)
Prepaid expenses and deposits			-		1,049
Decrease in lease liability	4		(35,854)		(32,012)
Decrease in accounts payable and accrued liabilities			47,006		76,665
Increase (decrease) in payable to related parties	10		160,681		(440,606)
Increase in loans and borrowings			47,620		(183,749)
Net cash flows used in operating activities			(9,151)		(845,317)
Cash flows from financing activities
Loan to 1364565 BC Ltd			-		100,000
Shares for debt payment			-		732,468
Net cash from financing activities			-		832,468
Change in cash			(9,151)		(12,849)
Cash, beginning of the year			9,869		13,312
Cash, end of the period	$	718	$	463

The accompanying notes form an integral part of these financial statements.

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Centurion Minerals Ltd.

Notes to financial statements

For the six-month period ended January 31, 2024 and 2023 (Expressed in Canadian dollars)

(Unaudited)

1. NATURE OF OPERATIONS

Centurion Minerals Ltd. (the "Company" or "Centurion") is focused on the acquisition, exploration, and development of mineral properties. The Company was incorporated on March 11, 2005 under the laws of the Province of British Columbia as 0718918 B.C. Ltd. The Company changed its name to Centurion Minerals Ltd. on November 28, 2005. The address of the Company's corporate office and principal place of business is Suite 520, 470 Granville Street, Vancouver, British Columbia, Canada. The Company is listed on the TSX Venture Exchange (the "TSX-V"), having the symbol CTN, as a Tier 2 mining issuer.

Plan of Arrangement

On August 23, 2022 the Company and 1364565 B.C. Ltd. ("SpinCo") announced that it had closed the spin-out transaction (the "Transaction") which was completed by way of a court approved statutory plan of arrangement under the Business Corporations Act (British Columbia) (the "Plan of Arrangement"). In accordance with the Plan of Arrangement, among other things: the Company transferred agreements and $182,135.71 of related liabilities to SpinCo; and in consideration of the foregoing, the shareholders of the Company (as of the record date) received: (i) one common share in the capital of SpinCo, and (ii) one new common share in the capital of the Company in exchange for each share of the Company held. Transaction details were disclosed in the Company's management information circular dated June 29, 2022, and the Company's news release dated June 24, 2022.

SpinCo entered into a one-year promissory note for $100,000 with the Company in accordance with the Plan of Arrangement, whereby SpinCo has agreed to repayment of transaction-related costs incurred by the Company. The promissory note bears interest at 8% per annum. The loan can be paid off at any time with no penalty. During the year the Company provided a full allowance against the collectability of the loan and certain refundable expenses of $4,565. The loan is due on demand and unsecured.

Going Concern

These financial statements have been prepared on the basis of accounting principles applicable to a going concern, which assumes that the Company will continue in operation for at least the next twelve months and will be able to realize its assets and discharge its liabilities in the normal course of operations.

Several adverse conditions may cast significant doubt about the Company's ability to continue as a going concern. The Company is in the development stage and, accordingly, has not yet commenced commercial operations. At January 31, 2024, the Company has accumulated losses of $25,787,060 since inception and will continue to incur further losses in the development of its business. The ability of the Company to continue as a going-concern depends upon its ability to develop profitable operations and to continue to raise adequate financing required to maintain its operations, and to ultimately attain future profitable commercial operations. Management expects the Company to continue as a going concern and plans to meet any financing requirements through equity financing and seeking other business opportunities to expand the Company's operations. The outcome of these matters cannot be predicted at this time and there are no assurances that the Company will be successful in achieving its goals. These financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

The application of the going concern concept is dependent upon the Company's ability to satisfy its liabilities as they become due and to obtain the necessary financing to complete the exploration and development of its mineral property interests, the attainment of profitable mining operations through its Joint Venture in Argentina, or the receipt of proceeds from the disposition of its mineral property interests. Management is actively engaged in the review and due diligence on opportunities of merit in the mining sector and is seeking to raise the necessary capital to meet its funding requirements. There is, primarily as a result of the conditions described above, significant doubt as to the appropriateness of the use of the going concern assumption.

The Company is not expected to be profitable during the ensuing twelve months and therefore must rely on securing additional funds from either equity financing or loan from shareholders or directors for cash consideration, and while the Company has been successful at raising funds in the past, there is no assurance that it will continue to generate sufficient funds for future operations.

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Centurion Minerals Ltd.

Notes to financial statements

For the six-month period ended January 31, 2024 and 2023 (Expressed in Canadian dollars)

(Unaudited)

2. SIGNIFICANT ACCOUNTING POLICIES Statement of Compliance

These financial statements of the Company have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") and interpretations of the IFRS Interpretations Committee ("IFRIC").

The accounting policies set out below have been applied consistently to all periods presented in these financial statements.

The policies applied in these financial statements are based on IFRS issued and effective as of January 31, 2024. The Board of Directors approved these financial statements on March 28, 2024.

Basis of Presentation

These financial statements have been prepared on a historical cost basis. In addition, these financial statements have been prepared using the accrual basis of accounting except for cash flow information.

Functional Currency

The functional currency is the currency of the primary economic environment in which the Company operates, which is the Canadian dollar. The functional currency determinations were conducted through an analysis of the consideration factors identified in IAS 21, The Effects of Changes in Foreign Exchange Rates.

Foreign currency transactions are translated into the functional currency using exchange rates prevailing at the date of the transactions. At year-end, foreign currency denominated monetary assets and liabilities are translated to the functional currency using the prevailing rate of exchange at the year-end. Foreign exchange gains and losses resulting from the settlement of such transactions and from the re-measurement of monetary items at year-end exchange rates are recognized in profit and loss.

Critical Accounting Estimates and Judgments

The preparation of financial statements in conformity with IFRS requires management to make certain estimates and apply judgment affecting the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of expenses during the reporting period.

The areas involving a higher degree of judgement of complexity, or areas where assumptions and estimates are significant to the financial statements are:

Share-based payments

Estimating fair value for share-based payment transactions requires the determination of the most appropriate valuation model, which is dependent on the terms and conditions of the grant. This requires the estimation of inputs to the valuation model including the expected life of the stock option, volatility, dividend yield, and forfeiture rate. The assumptions and models used for estimating fair value for share-based payment transactions are disclosed in Note 8.

Going concern

The Company's management has made an assessment of the Company's ability to continue as a going concern. Factors considered by management are disclosed in Note 1.

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Centurion Minerals Ltd.

Notes to financial statements

For the six-month period ended January 31, 2024 and 2023 (Expressed in Canadian dollars)

(Unaudited)

Income taxes

Income tax expense comprises current and deferred tax. Income tax expense is recognized in the statement of comprehensive loss except to the extent that it relates to items recognized directly in equity, in which case it is recognized in equity. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.

Deferred tax is recognized using the liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.

Deferred tax is not recognized for taxable temporary differences arising on the initial recognition of goodwill. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously.

A deferred tax asset is recognized to the extent that it is probable that future taxable profits will be available against which the temporary difference can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized.

Cash

Cash includes cash on hand and deposits held at call with banks.

Mineral Exploration and Evaluation Expenditures

Costs incurred with respect to exploration and evaluation ("E&E") of the Company's mineral properties, including acquisition costs, are expensed as incurred until the technical feasibility and commercial viability of extracting the mineral resource has been determined. Once technical feasibility and commercial viability of the mineral resource is determined, only costs directly related to E&E expenditures are capitalized. Costs not directly attributable to E&E activities are expensed in the year in which they occur.

When a project is deemed to no longer have commercially viable prospects to the Company, capitalized E&E expenditures in respect of that project are deemed to be impaired and capitalized amount in excess of the estimated recoverable amount are written off to the statement of comprehensive loss.

The Company assesses each significant asset for impairment when facts and circumstances suggest that the carrying amount of an asset may exceed its recoverable amount. The recoverable amount is the higher of the asset's fair value less costs to sell and value in use. These assessments require the use of estimates and assumptions such as long term commodity prices, discount rates, future capital requirements, exploration potential and operating performance.

Once the technical feasibility and commercial viability of extracting the mineral resource has been determined, the property is considered to be a mine under development and is classified as 'mines under construction'. E&E assets are tested for impairment before the assets are transferred to development properties.

Impairment of Non-Financial Assets

At the end of each reporting period, the Company reviews the carrying amounts of its non-financial assets with finite lives to determine whether there is any indication that those assets have suffered an impairment loss. Where such an indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. The recoverable amount is the higher of an asset's fair value less cost to sell or its value in use. An impairment loss is recognized for the amount by which the asset's carrying amount exceeds its recoverable amount. In addition, long-lived assets that are not amortized are subject to an annual impairment assessment.

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Centurion Minerals Ltd.

Notes to financial statements

For the six-month period ended January 31, 2024 and 2023 (Expressed in Canadian dollars)

(Unaudited)

Share-based payments

The fair value of the share option reserve for employees at the date of grant is recognized as an expense over the vesting period with a corresponding increase in share option reserve. An individual is classified as an employee when the individual is an employee for legal or tax purposes or provides services similar to those performed by a direct employee, including directors of the Company.

In situations where share options are issued to non-employees and some or all of the goods or services received by the Company as consideration cannot be specifically identified, the unidentified goods or services received (or to be received) are measured as the difference between the fair value of the share-based payment transaction and the fair value of any identified goods or services received at the grant date.

The fair value is measured at the grant date and recognized over the period during which the options vest. The fair value of the options granted is measured using the Black-Scholesoption-pricing model, taking into account the terms and conditions upon which the options were granted. At the end of each reporting period, the amount recognized as an expense is adjusted to reflect the actual number of share options that are expected to vest. Stock option expense incorporates an expected forfeiture rate.

All equity settled share-based payments are reflected in reserves, until exercised. Upon exercise, shares are issued from treasury and the amount reflected in reserves is credited to share capital, adjusted for any consideration paid.

The Company's policy related to share-based payments equally applies to the methods used to calculate the fair value of warrants.

Share Capital

The proceeds from the exercise of stock options, warrants and escrow shares are recorded as share capital in the amount for which the option, warrant or escrow share enabled the holder to purchase a share in the Company.

Depending on the terms and conditions of each financing agreement, the warrants are exercisable into additional common shares prior to expiry at a price stipulated by the agreement. Warrants that are part of units are accounted for using the residual method, following an allocation of the unit price to the fair value of the common shares that were concurrently issued. Warrants that are issued as payment for an agency fee or other transactions costs are accounted for as share-based payments.

Commissions paid to agents and other related share issue costs are charged directly to share capital.

Loss per Share

Basic loss per share is calculated using the weighted average number of common shares outstanding during the period. The Company uses the treasury stock method to compute the dilutive effect of options, warrants and similar instruments. Under this method, the dilutive effect on earnings per share is calculated presuming the exercise of outstanding options, warrants and similar instruments. It assumes that the proceeds of such exercise would be used to repurchase common shares at the average market price during the period. However, the calculation of diluted loss per share excludes the effects of various conversions and exercise of options and warrants that would be anti-dilutive.

Provisions

A provision is recognized when the Company has a present legal or constructive obligation as a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation, and the amount of the obligation can be reliably estimated. If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability.

The Company had no material provisions at January 31, 2024 and 2023.

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Centurion Minerals Ltd.

Notes to financial statements

For the six-month period ended January 31, 2024 and 2023 (Expressed in Canadian dollars)

(Unaudited)

Financial Instruments

Financial Assets

On initial recognition, financial assets are recognized at fair value and are subsequently classified and measured at: (i) amortized cost; (ii) fair value through other comprehensive income ("FVOCI"); or (iii) fair value through profit or loss ("FVTPL"). The classification of financial assets is generally based on the business model in which a financial asset is managed and its contractual cash flow characteristics. A financial asset is measured at fair value net of transaction costs that are directly attributable to its acquisition except for financial assets at FVTPL where transaction costs are expensed. All financial assets not classified and measured at amortized cost or FVOCI are measured at FVTPL. On initial recognition of an equity instrument that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment's fair value in other comprehensive income.

The classification determines the method by which the financial assets are carried on the statements of financial position subsequent to inception and how changes in value are recorded. Amounts receivable are measured at amortized cost with subsequent impairments recognized in profit or loss and cash is classified as FVTPL.

Financial Liabilities

Financial liabilities are designated as either: (i) fair value through profit or loss; or (ii) amortized cost. All financial liabilities are classified and subsequently measured at amortized cost except for financial liabilities at FVTPL. The classification determines the method by which the financial liabilities are carried on the statements of financial position subsequent to inception and how changes in value are recorded. Accounts payable, due to related parties, short-term loans and lease liabilities are classified at amortized cost.

De-recognition of Financial Liabilities

The Company derecognizes financial liabilities when the obligations are discharged, cancelled or expire.

The Company's financial instruments consist of the following:
Financial assets:	Classification:
Cash	Fair Value Through Profit and Loss
Amounts receivable	Amortized cost
Financial liabilities:	Classification:
Accounts payable	Amortized cost
Due to related parties	Amortized cost
Loans and borrowing	Amortized cost
Lease liability	Amortized cost

The carrying values of amounts receivable, accounts payable, due to related parties and loans and borrowings approximate their fair values due to the short term nature of these financial instruments.

Impairment of Financial Assets

An 'expected credit loss' impairment model applies which requires a loss allowance to be recognized based on expected credit losses. The estimated present value of future cash flows associated with the asset is determined and an impairment loss is recognized for the difference between this amount and the carrying amount as follows: the carrying amount of the asset is reduced to estimated present value of the future cash flows associated with the asset, discounted at the financial asset's original effective interest rate, either directly or through the use of an allowance account and the resulting loss is recognized in profit or loss for the period. In a subsequent period, if the amount of the impairment loss related to financial assets measured at amortized cost decreases, the previously recognized impairment loss is reversed through profit or loss to the extent that the carrying amount of the investment at the date the impairment is reversed does not exceed what the amortized cost would have been had the impairment not been recognized.

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