Item 3.
Incorporation of Documents by Reference.
The following documents filed by the Company with the Commission are hereby incorporated into this Registration Statement by reference as of their date of filing with the Commission:
(a)
The Company's Annual Report on Form 10‑K for the fiscal year ended October 31, 2015 filed with the Commission on January 19, 2016;
(b)
The Company's Quarterly Reports on Form 10‑Q for the fiscal quarters ended January 31, 2016, April 30, 2016 and July 31, 2016 filed with the Commission on March 16, 2016, June 14, 2016 and September 13, 2016, respectively;
(c)
The Company's Current Reports on Form 8‑K as filed with the Commission on February 18, 2016, February 26, 2016, April 22, 2016, May 23, 2016, June 28, 2016, and July 20, 2016; and
(d)
The description of the Company's common stock contained in our registration statement on Form 10‑SB (File No. 000‑27667) filed with the Commission on October 15, 1999 under Section 12(g) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), including any subsequent amendment or report filed for the purpose of updating such description.
All other documents filed by the Company pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act, subsequent to the date of this Registration Statement and prior to the filing of a post-effective amendment to this Registration Statement indicating that all securities offered under this Registration Statement have been sold, or deregistering all securities then remaining unsold, shall be deemed to be incorporated herein by reference and shall be a part hereof from the date of the filing of such documents.
Any statement contained in a document incorporated by, or deemed incorporated by reference herein, shall be deemed to be modified or superseded for purposes of this Registration Statement to the extent that a statement contained herein or in any other subsequently filed document which also is or is deemed to be incorporated by reference herein modifies or supersedes such statement. Any statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this Registration Statement.
Item 5.
Interests of Named Persons and Counsel.
Davis Graham & Stubbs LLP has opined to the legality of the securities being registered pursuant to this Registration Statement.
Item 8.
Exhibits.
Exhibit No.
|
|
Description of Exhibit
|
4.1+
|
|
|
2010 Stock Option and Stock Bonus Plan, as amended (incorporated by reference to Exhibit 10.3 of the registrant's Quarterly Report on Form 10-Q for the quarterly period ended April 30, 2016)
|
5.1
|
|
|
Opinion of Davis Graham & Stubbs LLP
|
23.1
|
|
|
Consent of Davis Graham & Stubbs LLP (included in Exhibit 5.1)
|
23.2
|
|
|
Consent of Hein & Associates LLP
|
23.3
|
|
|
Consent of Tuun Consulting Inc.
|
23.4
|
|
|
Consent of AKF Mining Services Inc.
|
24.1
|
|
|
Powers of Attorney (included on signature page of this Registration Statement)
|
+
Indicates a management contract or compensatory plan, contract or arrangement.