ARX Gold Corp

The accompanying consolidated financial statements are presented in U.S. dollars (“USD”). The reporting currency of the Company is the USD. The functional currency of Grimsby Investments Ltd is the U.S. dollar, ARX Companies is the Australian dollar (“AUS$”) and the functional currency of ARX Pte is the Singapore dollar (“SGD$”). Results of operations and cash flows are translated at average exchange rates during the period, assets and liabilities are translated at the spot exchange rate at the end of the period, and equity is translated at historical exchange rates. As a result, amounts relating to assets and liabilities reported on the statements of cash flows may not necessarily agree with the changes in the corresponding balances on the balance sheets.  Translation adjustments resulting from the process of translating the local currency financial statements into U.S. dollars are included in determining comprehensive income.  The foreign currency translation adjustment loss included in comprehensive loss for the three months ended October 31, 2013 and 2012 amounted to $3,336 and $7,833, respectively. The foreign currency translation adjustment loss included in comprehensive loss for the six months ended October 31, 2013 and 2012 amounted to $1,848 and $7,843, respectively.

During the six months ended October 31, 2013 and 2012 and for the three months ended October 31, 2013 and 2012, , the Company paid development fees of $211,102 and $194,846, and $60,635 and $194,846 to BRI for development services performed on the ARX Springs Project, respectively (See “Technology Sublicense Agreement” above).

Through October 31, 2013, a shareholder advanced the Company $491,752 for working capital purposes. The advances are non-interest bearing, are unsecured and are payable on demand. In May 2013, $50,000 of this note was converted into 50,000,000 shares of the Company’s common stock (See Note 6). At October 31, 2013, amount due to this shareholder amounted to $441,752. On October 25, 2013, the shareholder demanded payment of all principal amounts due. As of the date of this report, no payment has been made by the Company and this loan is in default.

As a result of the factors described above, our net loss for the three months ended October 31, 2013 and 2012 was $160,969 and $770,403, or a net loss per common share of $0.00 and $0.00 (basic and diluted), respectively, and our net loss for the six months ended October 31, 2013 and 2012 was $770,403 and $441,901, or a net loss per common share of $0.00 and $0.00 (basic and diluted), respectively.

On October 3, 2013, the Company sold 8,276,000 shares of its common stock to an investor at a price of AUD $0.002 per common share for proceeds of AUD $20,000 (approximately $18,736). The issuance of these securities was deemed to be exempt from the registration requirements of the Securities Act of 1933, as amended, by virtue of Section 4(2) thereof, as a transaction by an issuer not involving a public offering.