UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, D.C.  20549





FORM 20-F/A


Amendment No. 1





[  ]
REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934


OR


[X]
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the fiscal year ended: September 30, 2010


OR


[  ]
TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the transition period from __________ to __________


OR


[  ]
SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934


Date of event requiring this shell company report








Commission File Number 0-26414






GLOBETECH VENTURES CORP.


(Exact Name of Registrant as specified in its charter)





Province of British Columbia, Canada


(Jurisdiction of incorporation or organization)





Suite 1130 – 789 West Pender Street, British Columbia V6C 1H2


(Address of principal executive offices)





Casey Forward: 604-641-4461; caseyforward@uniserve.com; Suite 1130 – 789 West Pender Street, Vancouver, British Columbia  V6C 1H2


(Name, Telephone, E-mail and/or Facsimile and Address of Company Contact Person)





Securities registered or to be registered pursuant to Section 12(b) of the Act:





None


(Title of Class)





Securities registered or to be registered pursuant to Section 12 (g) of the Act:





Common Shares, no par value


(Title of Class)





Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:





None


(Title of Class)











Indicate the number of outstanding shares of each of the Company’s classes of capital or common stock as of the close of the period covered by this annual report:





46,906,563 Common Shares as at September 30, 2010





Indicate by check mark if the registrant is a well-known, seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes [  ]
No [X]





If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
Yes [  ]
No [X]





Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 12 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past ninety days
Yes [X]
No [  ]





Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer:(Check one):
Large accelerated filer [  ]
Accelerated filer [ ]
Non-accelerated filer [X]





Indicate by check mark which basis of accounting registrant has used to prepare financial statements included in this filing:U.S. GAAP [ ]
International Financial Reporting Standards as issued by International Accounting Standards Board  [ ]
Other [X]





If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow:
Item 17 [  ]
Item 18 [X]





If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes [  ]
No [X]





ii




TABLE OF CONTENTS
 
 FORWARD-LOOKING STATEMENTS
1PART I
1ITEM 1. Identity of Directors, Senior Management, and Advisors
1ITEM 2. Offer Statistics and Expected Timetable
1ITEM 3. Key Information
1Risk Factors
3ITEM 4
5A. Information on the Company
5B. Business Overview and progress of the Company
5C. Organizational Structure
6D. Property, Plant and Equipment
6E. Mineral Properties - Gold Buck, British Columbia, Canada
6F. Mineral Properties - White Channel, British Columbia, Canada
7ITEM 5
14Operating and Financial Review and Prospects
14Results of Operations
15Liquidity and Capital Resources
15Capital Disclosures
16Financial Instruments and Risks
16Research and Development
17Off Balance Sheet Arrangements
17Legal Proceedings
17Tabular Disclosure of Contractual Obligations
17ITEM 6
18Directors, Senior Management, and Employees
18ITEM 7
19Major Shareholders and Related Party Transactions
19Related Party Transactions
20ITEM 8
20Financial Information
20ITEM 9
21The Offer and Listing
21ITEM 10
21Additional Information
21Taxation - Certain Canadian Income Tax Consequences to United States Investors
26ITEM 11 - Quantitative and Qualitative Disclosures about Market Risk
26ITEM 12 - Description of Securities Other Than Equity Securities
26PART II
27ITEM 13 - Defaults, Dividends Arrearages and Delinquencies
27ITEM 14 - Material Modifications to the Rights of Security Holders and Use of Proceeds
27ITEM 15. CONTROLS AND PROCEDURES
27ITEM 16.A - Audit Committee Financial Expert
29ITEM 16.B - Code of Ethics
29ITEM 16.C - Principal Accountant Fees and Services
29ITEM 16.D - Exemptions from the Listing Standards for Audit Committees
29ITEM 16.E - Purchases of Equity Securities by the Issuer and Affiliated Purchasers
30ITEM 16.F - Changes in Registrant's Certifying Accountant
30ITEM 16.G - Corporate Governance
30PART III
30ITEM 17 - Financial Statements
30ITEM 18 - Financial Statements
30ITEM 19 - Exhibits
30
 
  iii





FORWARD-LOOKING STATEMENTS





All statements, other than statements of historical fact included in this Form 20-F, are, or may be deemed to be, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”).  Such forward-looking statements involve assumptions, known and unknown risks, uncertainties, and other factors which may cause the actual results, performance, or achievements of Globetech Ventures Corp. (the “Company”) to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements contained in this Form 20-F.  Such potential risks and uncertainties include, without limitation, the Company being in the exploration and development stages with its properties and projects, having limited financial resources, dealing in an industry with fluctuating demand and pricing, having to work with substantial governmental regulations, working in an industry involving hazardous operations, and other risk factors detailed herein.  The forward-looking statements are made as of the date of this Form 20-F and the Company assumes no obligation to update the forward-looking statements or to update the reasons actual results could differ from those projected in such forward-looking statements.  Therefore, readers are cautioned not to place undue reliance on these forward-looking statements.





The Company’s consolidated financial statements and all other references to currency throughout this Form 20-F are stated in Canadian Dollars (“Cdn”) unless specifically indicated otherwise and are prepared in accordance with Canadian generally accepted accounting principles (“Canadian GAAP”), the application of which, in the case of the Company, conforms in all material respects for the periods presented with U.S. GAAP, except as noted in the notes to the consolidated financial statements.








PART I





ITEM 1. Identity of Directors, Senior Management, and Advisors





Not applicable.





ITEM 2. Offer Statistics and Expected Timetable





Not applicable.





ITEM 3. Key Information





Selected Financial Data





The selected consolidated financial data for each of the years in the most recent five-year periods ended September 30, 2010 have been derived from our consolidated financial statements and the related notes.  The consolidated financial statements for the year ended September 30, 2010 can be found included in this Annual Report beginning on page F-1.





Our consolidated financial statements have been prepared in accordance with Canadian GAAP.  Refer to Note 13 of the consolidated financial statements included herein for a discussion of the material differences between Canadian GAAP and U.S. GAAP, and their effect on the Company’s financial statements.


1


Summary Financial Data





Yearended

September 30, 2010


Yearended

September 30, 2009


Yearended

September 30, 2008


Yearended

September 30, 2007


Yearended

September 30, 2006Canadian GAAP:Revenue

$
Nil


$
Nil


$
Nil


$
Nil


$
NilLoss for the year


(236,714
)


(999,218
)


(518,856
)


(600,851
)


(507,426
)Basic and diluted loss per share


(0.01
)


(0.03
)


(0.02
)


(0.03
)


(0.03
)Weighted average shares outstanding


37,374,498



32,268,780



21,396,073



17,315,172



15,036,926Dividends

Nil


Nil


Nil


Nil


NilTotal assets


13,759



10,725



852,889



107,926



83,482Shareholder equity (Deficiency)


(101,220
)


(197,757
)


726,533



(73,756
)


(566,735
)U.S. GAAP:Loss for the year


(236,714
)


(975,491
)


(518,856
)


(600,851
)


(534,750
)Basic and diluted loss per share


(0.01
)


(0.03
)


(0.02
)


(0.03
)


(0.04
)Weighted average shares outstanding


37,374,498



32,268,780



21,396,073



17,315,172



15,036,926Total Assets


10,725



10,725



829,162



84,199



5,751Shareholder Equity (Deficiency)


(101,220
)


(197,757
)


702,806



(97,483
)


(644,466
)





Currency and Exchange rates





All dollar amounts set forth in this report are in Canadian dollars, except where otherwise indicated.  The following table sets forth (i) the rates of exchange for the Canadian dollar, expressed in U.S. dollars, in effect at the end of each of the periods indicated; (ii) the average exchange rates in effect on the last day of each month during such periods; and (iii) the high and low exchange rate during such periods, in each case based on the noon buying rate in New York City for cable transfers in Canadian dollars as certified for customs purposes by the Federal Reserve Bank of New York:





Average


High


Low


CloseDecember 2010


.9912



1.0023



.9720



1.0001November 2010


.9881



1.0021



.9741



.9802October 2010


.9823



1.0017



.9645



.9815September 2010


.9666



.9808



.9368



.9719August 2010


.9628



.9888



.9374



.9500July 2010


.9573



.9748



.9367



.9690Fiscal Year Ended 09/30/2010


.9606



1.0068



.9123



.9719Fiscal Year Ended 09/30/2009


.8508



.9593



.7653



.9211Fiscal Year Ended 09/30/2008


.9917



1.0908



.9262



.9437Fiscal Year Ended 09/30/2007


.9002



1.0041



.8437



1.0041Fiscal Year Ended 09/30/2006


.8754



.9148



.8345



.8979


2


Risk Factors





History of losses, likelihood of future losses and dependence on additional financing





Globetech’s principle business activity is the exploration and development of mineral properties of which the Company has no ore reserves and no revenue. In addition the Company will require capital to explore for minerals which may not be readily available. The Company does not have any positive cash flow from operations. The Company relies on private placements, exercise of stock options and warrants to raise funds from equity.





The Company is subject to a number of significant uncertainties and risks including those described below and those described elsewhere in this Annual Report.  These and other risk factors, may ultimately affect the Company in a manner and to a degree that cannot be foreseen at this time.





There can be no assurance that the Company will be able to continue to raise funds, in which case the Company may be unable to meet its obligations.  Should the Company be unable to realize its assets and discharge its liabilities in the normal course of business, the net realizable value of its assets may be materially less than the amounts recorded on the balance sheets. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence. These adjustments could be material.





Exploration and Mining Risks




The business of exploration for minerals involves a high degree of risk.  Few properties that are explored are ultimately developed into producing mines.  The properties in which the Company has, or is acquiring an interest in have no known body of commercial ore.  Unusual or unexpected formations, formation pressures, fires, power outages, labour disruptions, flooding, explorations, cave-ins, landslides, and the inability to obtain suitable adequate machinery, equipment, or labour are other risks involved in the operation of mines and the conduct of exploration programs.  The Company has relied on and may continue to rely upon consultants and others for exploration and development expertise.  Although substantial benefits may be derived from the discovery of a major mineral deposit, no assurance can be given that minerals will be discovered in sufficient quantities to justify commercial operations or that funds required for development can be obtained on a timely basis.  The economics of developing mineral properties are affected by many factors including the cost of operations, variations in the grade of ore mined, fluctuations in metal markets, costs of processing equipment, and other such factors as government regulations, including regulations relating to royalties, allowable production, importing and exporting of minerals, and environmental protection.  The Company has no producing mines.




Development Risks




The marketability of minerals acquired or discovered by the Company may be affected by numerous factors which are beyond the control of the Company and which cannot be accurately predicted, such as market fluctuations, the proximity and capacity of milling facilities, mineral markets and processing equipment, and such other factors as government regulations, including regulations relating to royalties, allowable production, importing and exporting of minerals, and environmental protection.




Need for Additional Financing




Due to the nature of the Company’s business, there can be no assurance that the Company will be profitable.  For at least the last five years, the Company has incurred losses.  The Company has paid no dividends on its shares since incorporation and does not anticipate doing so in the foreseeable future. The only present source of funds available to the Company is through the sale of its equity shares.  Even if the results of operations are encouraging, the Company may not have sufficient funds to conduct the further development that may be necessary to determine whether or not a commercial product exists. While the





3





Company may generate additional working capital through further equity offerings or through the sale or possible syndication of its property, there is no assurance that any such funds will be available.  If available, future equity financings may result in substantial dilution to purchasers under the offering.  At present it is impossible to determine what amounts of additional funds, if any, may be required.  If the Company is unable to raise such funds it may suffer dilution or loss of interest in its assets.




Mineral Prices




The mining industry in general is intensely competitive and there is no assurance that, even if commercial quantities of ore are discovered, a profitable market may exist for the sale of minerals produced by the Company.  Factors beyond the control of the Company affect the marketability of any substances discovered.  Mineral prices, in particular gold prices, have fluctuated widely in recent years. The marketability of minerals is also affected by numerous other factors beyond the control of the Company.  These other factors include government regulations relating to price, royalties, allowable production, and importing and exporting of minerals.




Competition




The Company competes against other companies possessing greater financial resources and technical facilities than itself.




Dependence on Key Management




The Company’s development to date has depended, and in the future will continue to depend, on the efforts of key management.  The Company does not have management contracts with any of the management of the Company.




Environmental and Other Regulatory Requirements




Mineral exploration activities require permits from various governmental authorities and are and will be governed by laws and regulations governing prospecting, development, mining, production, exports, taxes, labour standards, occupational health, waste disposal, toxic substances, land use, environmental protection, safety and other matters.  Companies engaged in the exploration and development of mineral properties generally experience increased costs, and delays as a result of the need to comply with applicable laws, regulations, and permits.  The Company believes it is in substantial compliance with all material laws and regulations which currently apply to its activities.




Failure to comply with applicable laws, regulations, and permitting requirements may result in enforcement actions thereunder, including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed, and may include corrective measures requiring capital expenditures, instalment of additional equipment, or remedial actions.  Parties engaged in mineral exploration and development activities may be required to compensate those suffering loss or damage by reason of the mining activities and may have civil or criminal fines or penalties imposed for violations of applicable laws or regulations and, in particular, environmental laws.




Amendments to current laws, regulations, and permits governing operations and activities of mining companies, or more stringent implementation thereof, could have material adverse impact on the Company and cause increases in capital expenditures or production costs or reduction in levels of production at producing properties or require abandonment or delays in development of new mining properties.




4




Price Fluctuations: Share Price Volatility




In recent years, securities markets have experienced a high level of price and volume volatility, and the market price of securities of many companies, particularly those considered development stage companies, have experienced wide fluctuations in price which have not necessarily been related to the operating performance, underlying asset values or prospects of such companies.




Dividends




All of the Company’s available funds will be invested to finance the growth of the Company’s business and therefore investors cannot expect to receive a dividend on the Company’s common shares in the foreseeable future.




ITEM 4





A. Information on the Company





Globetech Ventures Corp. (“Globetech” or the “Company”), a public company quoted on the OTC Bulletin Board under the symbol GTVCF, was incorporated under the laws of the Province of British Columbia on November 20, 1991 under the name Universal Enterprises Corp.  The Company then changed its name to Colossal Resources Corp. on August 17, 1992 and became a reporting issuer with its shares listed for trading on the Vancouver Stock Exchange under the symbol CLP.  On February 24, 1997 the Company voluntarily de-listed its shares from the Vancouver Stock Exchange.  Its shares were listed for trading on the NASDAQ Small Cap Exchange under the symbol CLPZF on April 3, 1996.  On July 28, 1998 the Company’s shares were de-listed from the NASDAQ Small Cap Exchange for failing to maintain a bid price of not less than US $1.00 per share.  The Company’s common shares began quotation on the OTC Bulletin Board under the symbol CLPZF.  On September 20, 2000 the Company changed its name to Globetech Ventures Corp. with a new trading symbol of GTVCF.





The Company is currently a reporting issuer under the securities laws of British Columbia and Alberta.





B. Business Overview and progress of the Company





The Company’s head office and principal place of business is located at Suite 1130 – 789 West Pender Street, Vancouver, British Columbia V6C 1H2.




Globetech’s principal business activities are the exploration and development of mineral properties with the intent of developing a mine and the production and processing of mineral resources.  The Company does not have any mineral properties containing a known ore deposit. The Company had previously launched a website and was intent in developing a service business from that website. With no significant results and insufficient capital the Company went back to mineral exploration, a business that the directors and officers are familiar with.






The Company’s primary focus for 2010 is to develop the White Channel property. The White Channel property contains silica which the Company feels is ready for near term production. In addition to silica production the deposit also carries gold values.




On June 15, 2010, Globetech entered into an option agreement whereby the Company can earn a 100% interest in the White Channel claim located east of Williams Lake, British Columbia.





In order to earn a 100% interest, the Company is required to pay a total of $475,000, in ascending payments over a period of four years. The agreement also calls for the issuing of 2,000,000 shares of Globetech.  The vendor would retain a 2% Net Smelter Return Royalty, half of which can be purchased by the Company for the sum of $1,000,000 at any time within five years.




5




Cash terms are:





(i)
payment of $25,000 on or before January 31, 2011 ($13,000 paid);(ii)
payment of $25,000 on or before February 28, 2011;(iii)
payment of $25,000 on or before March 31, 2011;(iv)
payment of $100,000 on or before June 15, 2011;(v)
payment of $100,000 on or before June 15, 2012;(vi)
payment of $100,000 on or before June 15, 2013;(vii)
payment of $100,000 on or before June 15, 2014.





Plan of Operations





The Company’s primary source of funds since incorporation has been through the issuance of equity.  The Company must complete additional private placements to continue with its plans. The Company has continued on as a result of loans made by shareholders and related parties.





Anticipated Changes to Facilities/Employees





The Company has no current plans to add any additional personnel. The Company added an additional director in 2010.





United States vs. Foreign Sales/Assets





During Fiscal 2010/2009/2008, the Company had no sales revenue.





C. Organizational Structure





The Company was incorporated in the province of British Columbia. The Company has no significant subsidiaries. These consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Sacolco (Pty) Ltd. ("Sacolco"), Glowing Green Minerals Ltd. ("Glowing"), and its 60% owned subsidiary Qasim Mining Enterprises Ltd. ("QMEL"). These consolidated financial statements also include the accounts of the wholly owned subsidiaries of Sacolco, Impro Metals (Pty) Ltd. and Sachemco (Pty) Ltd. All significant inter-company balances and transactions have been eliminated.





D. Property, Plant and Equipment





The Company has no material tangible fixed assets, such as mining equipment or plant facilities. The Company rents executive and administrative office space located at Suite 1130 – 789 West Pender Street, Vancouver, British Columbia, V6C 1H2, Canada, for the sum of $1,000 per month.





E. Mineral Properties – Gold Buck, British Columbia, Canada





On September 30, 2009 the Company signed an option agreement to earn a 100% interest, subject to a 3% Net Smelter Return (NSR) Royalty, in the 500 hectare porphyry copper-gold Gold Buck property in the Quesnel Trough of Central British Columbia. The road accessible property lies 58 kilometres east of Williams Lake.





The Gold Buck property lies 5 kilometres northeast of the Fjordland Exploration Inc. copper-gold-molybdenum Southeast Zone recently discovered on their Woodjam property.   The Gold Buck property is underlain by Eocene calc-alkaline volcanic and sediment and Miocene flood basalt cover rocks. The Triassic Jurassic Takomkane batholith lies immediately to the southern boundary of the property.


6


A property wide soil geochemistry program was completed on the Gold Buck property by a previous company in 2006. This program was successful in identifying two linear copper-in-soil anomalies: A – 150 to 550 metres wide and 1200 metres long and B – 250 to 550 metres wide by 950 metres long. Selective follow up excavator trenching consistently intersected a hardpan layer at a depth of 2.5 metres. Composite soil samples from the base of the trenches returned copper values from 19 to 40 ppm.





Globetech had planned a program of Mobile Metal Ion (MMI) soil geochemistry to penetrate through the hardpan layer and 35 line kilometres of follow-up Induced Polarization (IP) surveying to test the copper-in-soil anomalies in advance of diamond drilling.





R. Tim Henneberry, P.Geo., an independent consultant to Globetech, is the Qualified Person as defined in National Instrument 43-101, Canada, who reviewed and approved the technical content of the above referenced material.





The Company on examination of the Gold Buck property felt that the current status of the property was too grass roots in spite of its location of being surrounded by Fjordland Exploration Inc. (their Woodjam project)  whom have a joint venture with Gold Fields Ltd. and have completed the 3rd largest drilling program in British Colombia ( 2010). Instead the Company opted to drop the Gold Buck property and take on the White Channel property.





F. Mineral Properties – White Channel, British Columbia, Canada





The White Channel property is in close proximity to the Gold Buck and the Company feels this property has better attributes.





The Company engaged Richard Munroe, P.Geo. FGAC , an independent consultant to examine the property. “The property is roughly 50 km east of Williams Lake on the main highway. (300 km from Vancouver) The highway crosses the claims in two locations and access is excellent. Year round operations are possible in this project. Water can be obtained from wells and electrical services are nearby. The scope of the project was to begin the literature search of the area and look for specific details pertaining to the three claims held by the company;





399611


416708


399044





The mineral tenure covers the materials under the surface and two placer claims held by others cover portions of the surface of 399044. These placer claims are considered cover claims that only hinder the initial operations of the project. The owners are known and the placer rights can apparently be obtained from them at a moderate cost after negotiation. The placer claims cover gold and other valuable metals recoverable from sluicing and other such operations but cannot be set into action upon without permission from the mineral tenure holder.





This region was the initial source of placer gold operations in the region in the mid 1800’s. A host of reports exist on the enormous gold recovered from placer mines all across the Horsefly River area and then to the north around Barkerville and Likely. However, much of the early work production was not recorded and only a portion of the recovered gold was noted in any official capacity. Millions of dollars of $20/ounce gold was recovered from the area east of and on the eastern edges of the claims in the past. World events and economic conditions coupled with the loss of easy gold finds around 1905 resulted in the shutting down of the operations in the area and prospectors moved north to the new easy ground.





Several mine shafts in excess of 500 feet were dug by hand in the area to recover the deep going from drifts and adits across the landscape. The shafts and adits were mostly dug in cemented gravels that were from what was later found to be an ancient river course. The Tertiary gravel resource meanders around the region and has its head waters high in the mountains to the east. The cobble size and down well worn quartz and quartzite gravels are cemented both loosely and firmly with a mixture of mica and calcite. Intermixed with the mica matrix are pay streaks of fine gold with occasional nuggets that are generally found at depth in the channels, near bedrock. The gold is associated with rusty sections and blue clays.




7




However, notes from the BC Minister of Mines reports indicate that a particular type of quartz clast (blue gravel) is also auriferous. This will have to be further studied to determine the possible grades from this type of quartz gravel. Any possible gold recovery would have to be done using non placer methods at depth. This requires the property to be considered as an industrial mineral project at the outset.





The White Channel materials found on the property are similar to those reported from the three largest placer mines just to the east (1.5 miles) and were dug (via shaft) over 500 feet deep. It is not known if the gravels on the claim are this deep or only represent flanking gravels. However, it is the only known location on the area where the white gravels come to surface and therefore deserve to be explored.





Several reports have been filed with the Mines Branch in the past detailing the quality of the silica from the clasts. A sorting operation will have to be developed to properly assess the materials and gold may be a byproduct of this operation. Platinum values have also been reported in this area in the past as it is associated with the placer gold.





The known deposit has a spotty outcropping with makes resource estimates difficult but it is thought to contain at least 100,000 cubic yards of silica rich material (approx. 250,000 tonnes). This material can be used for a host of product lines including landscape rock, cement additives, silicon feed, mica, artisan clays , concrete aggregate, agricultural fillers, paint, window and bottle glass, fibre optics, porcelain and ceramics. It can also be used in the oil well industry as a fracture sand and in the steel industry as a foundry mold sand and flux for steel manufacture.





All that is required is the development of the quarry process to refine the surface materials down to depth and cleaner faces. During this process all products developed in the circuits will have a direct industrial application that should be able to cover all development and on-going costs. The potential of gold and other metals from the operation would be a by-product.




8




Test crushing (1” opening jaw) of the cobbles sampled from the property, the following size chart was obtained;









It is clear that only primary crushing of the product is required to obtain a host of finer products without any additional processing costs.





White Channel Cobble Crush TestAssayCertificate

Sample



Assay


Wt


WeightedNumber

Name

Assay


Wtg


Kg


Average0V0681RA

Cobble#(1-5) + 1 inch




152






0.17
%0V0681RA

Cobble#(1-5) + 1/2 inch








28.4



32.55
%0V0681RA

Cobble#(1-5) + 3/8 inch








10.9



12.49
%0V0681RA

Cobble#(1-5) + 1/4 inch








38.1



43.67
%0V0681RA

Cobble#(1-5) + 10 mesh








27.7



31.75
%0V0681RA

Cobble#(1-5) + 20 mesh








8.7



9.97
%0V0681RA

Cobble#(1-5) + 40 mesh








6.3



7.22
%0V0681RA

Cobble#(1-5) + 80 mesh








4.4



5.04
%0V0681RA

Cobble#(1-5) + 100 mesh




945.2







1.08
%0V0681RA

Cobble#(1-5) + 150 mesh




372.5







0.43
%0V0681RA

Cobble#(1-5) + 200 mesh




390.6







0.45
%0V0681RA

Cobble#(1-5) + 400 mesh




249.8







0.29
%0V0681RA

Cobble#(1-5) - 400 mesh




89.9







0.10
%2,200.0



124.5






9





The chart above details the weight percent of the crushing product with a clear working size of 1⁄2 inch to 10 mesh as a primary size split. The finer products will become greater as material is re-handled. However, each current grain size has its own industrial application. “





The following photographs give a visual picture of the results obtained from an examination of the property.











Surface gravels and cobbles





10









Mica clast hole in silica filled with sand














Blue gravel piece













Sulphide staining on quartz cobble





11











Calcite cement on quartz cobble











1 inch mesh particles of quartz











1⁄2 inch mesh quartz grains




12









3/8 inch quartz grains










40 mesh quartz grains










20 mesh quartz grains





13










200 mesh quartz grains










400 mesh quartz grains





ITEM 5





Operating and Financial Review and Prospects





The Company has prepared Consolidated Financial Statements in accordance with Canadian generally accepted accounting principles, which differ in certain respects from U.S. GAAP.  You can read about some of the principal differences in Note 13 to the Consolidated Financial Statements, where you will find a reconciliation of our Consolidated Financial Statements and U.S. GAAP.





Critical Accounting Estimates





Critical accounting estimates used in the preparation of the annual financial statements include the Company’s estimates of recoverable value of its mineral properties and related deferred expenditures as well as the value of stock-based compensation.  These estimates involve considerable judgment and are, or could be, affected by factors beyond the Company’s control.  The factors affecting stock-based compensation include estimates of when the stock options might be exercised and the stock price volatility.




14




The Company’s recoverability of the recorded value of its mineral properties and associated deferred expenses is based on market conditions for minerals, underlying mineral resources associated with the properties and future costs that may be required for ultimate realization through mining operations or by sale.  The Company is in an industry that is dependent on a number of factors including environmental, legal and political risks, the existence of economically recoverable reserves and the ability of the Company to obtain necessary financing to complete the development and future profitable production or proceeds of disposition thereof.





Results of Operations





Year Ended September 30, 2010





For the year ended September 30, 2010, the Company had a net loss of $236,714 compared to a net loss of $999,218 for the previous year. The major item in 2010 was the write off of the Gold Buck mineral property. It was decided not to pursue the Gold Buck property as the Company wanted a more advanced property with more near term potential.





Year Ended September 30, 2009





For the year ended September 30, 2009, the Company had a net loss of $999,218 compared to a net loss of $518,856 for the previous year. The major items in 2009 was the write off of the previously held mineral property at Gladys Lake for $109,231 and the write off of the website costs of $725,000. It was decided not to pursue the Gladys Lake property as the price of molybdenum was too low and very volatile. The Company waited for the vendors to demand payment under the terms of the agreement and effectively lost any rights to the property. The Company also decided not to pursue the website business as results were disappointing and as a result additional financing to improve penetration would be very difficult. The Company decided to go back to mineral exploration with the addition of a gold exploration property. Various operating costs have been reduced as a conscious effort to sustain operations.





Year Ended September 30, 2008




For the year ended September 30, 2008, the Company had a net loss of $518,856 compared to a net loss of $600,851 for the previous year. One of the major items is stock-based compensation expensed as a result of stock options granted in 2008. Without stock-based compensation expense of $223,209, the loss for 2008 is $295,647 down significantly from the previous year. The Company spent its efforts on finding a new business reducing the need for public relations and stock promotion, as can be seen in the reduction from $83,358 in 2007 to a mere $1,445 in 2008. Consulting fees were also down as a result of efforts focused on the dating site website business.




Liquidity and Capital Resources





At September 30, 2010 the Company had a working capital deficiency of $114,220.  The Company completed a private placement of 12,312,200 units at $0.02 per unit. Each unit consists of one common share and one non-transferable share purchase warrant enabling the holder to purchase one common share for $0.03 exercisable until July 6, 2012.





The Company issued 2,100,000 shares pursuant to the acquisition of the Gold Buck property.





At September 30, 2009 the Company had a working capital deficiency of $207,757. The Company issued 850,000 shares at an average price of US$0.13 for services of which 375,000 are being returned to treasury for cancellation. In addition 11,000 shares valued at $2,310 issued in 2006 for services were returned for cancellation.





At September 30, 2008, the Company had a working capital deficiency of $110,014 as compared to the previous year end deficiency of $169,063 The Company completed a private placement of 3,000,000 units at $0.05 per unit. Each unit consists of one common share and one non-transferable share purchase warrant enabling the holder to purchase one common share for $0.10 exercisable until June 10, 2009.




15





The Company entered into debt settlement agreements to retire debt of $330,936 by issuing 2,608,484 shares at an average price of $0.13. Included in this amount is the issuance of 241,667 shares for interest on loans of $36,250 and the issuance of 1,155,000 for amounts owing to related parties of $115,500, 2008. Pursuant to the acquisition of the Gladys Lake option, the Company issued 100,000 shares.




The Company needs to raise additional cash for working capital or other expenses to properly continue operations. We may encounter lower than anticipated opportunities to raise equity funding, higher than anticipated expenses, or opportunities for acquisitions of other business initiatives that require significant cash commitments, or other unanticipated problems or expenses that could result in a requirement for additional capital before that time. If we need to raise additional cash, financing may not be available to us on favorable terms, or at all. No assurance can be given that the Company will be able to raise sufficient funds.  In addition, the Company will be required to raise additional funds for working capital.





Capital Disclosures





The Company considers its capital to consist of its debt and equity. Its objectives when managing capital are to safeguard the entity’s ability to continue as a going concern and to identify, acquire and explore mineral properties. The Board of Directors does not establish quantitative return on capital criteria for management but rather relies on the expertise of the Company’s management to sustain future development of the business. There were no changes in the Company’s approach to capital management during fiscal 2010. Neither the Company nor its subsidiary are subject to externally imposed capital requirements.





Financial Instruments and Risks





The Company's financial instruments consist of cash, receivables, accounts payable and accrued liabilities, due to related parties and loan payable.  It is management's opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.  The fair value of these financial instruments approximates their carrying values, unless otherwise noted.





The Company’s risk exposures and the impact on the Company’s financial instruments are summarized below:





i) Interest rate risk





The Company is not exposed to significant interest rate risk due to the short-term maturity of its monetary assets and liabilities.





ii) Credit risk





Credit risk is the risk of loss associated with a counterparty’s inability to fulfill its payment obligations. The Company is not exposed to significant credit risk on its financial assets due to cash being placed with major financial institutions and goods and services tax recoverable is due from government agencies.





iii) Currency risk





As of September 30, 2010, the Company does not have assets or liabilities in foreign currency and therefore isnot exposed to foreign currency risk.




16


iv) Liquidity risk





The Company’s approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. As at September 30, 2010, the Company had a cash balance of $641 to settle current liabilities of $114,979. There is a risk that the Company may not be able to fulfill its obligation when a liability is due. All of the Company’s financial liabilities have contractual maturities of 30 days or due on demand and are subject to normal trade terms.





vi) Other price and market risk





The Company’s financial instruments are all short term and exposed to other price and market risks should the fair value of future cash flows from financial instruments fluctuate.





Management does not feel that the Company is exposed to significant risk as its financial instruments are not expected to significantly fluctuate over the short term.





In general, fair values determined by Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.  Fair value determined by Level 2 inputs utilize observable inputs other than  Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities.  Fair values determined by Level 3 inputs are observable data points for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability.





The following table presents information about the Company’s financial assets and liabilities that have been measured at fair value as of September 30, 2010, and indicates the fair value hierarchy of the valuation inputs utilized to determine such fair values.





Description

Level 1


Level 2


Level 3


September 31, 2010Assets:Cash

$
641


$
—


$
—


$
641Total financial assets at fair value

$
641


$
—


$
—


$
641





Research and Development





There are no research and development tasks currently being undertaken.





Off Balance Sheet Arrangements





Nil





Legal Proceedings





Nil





Tabular Disclosure of Contractual Obligations





The Company has a $15,000 loan from a share holder with no fixed terms of payment and the loan is not subject to any interest.


17


ITEM 6





Directors, Senior Management, and Employees





The directors and senior management of the Company are as follows:





Name

Position

Year in Which Elected or AppointedCasey Forward

President, CEO & Director, Chief Financial Officer

2003Dr. Kanwaljit Sachdeva

Director

2004Ian Bartholomew

Director

2006Bradley Barnett

Director

2010





Casey Forward, President, CEO, CFO, Director




Casey Forward is a Certified General Accountant and has been running an independent accountancy practice in Canada since 1990. He has worked for public companies in Canada, the United States, and Great Britain. He has owned companies in Canada and, in particular, he was an owner and president of a company in the construction and land development business and an owner and president of a storage and transport company, both located in Edmonton, Alberta, Canada. Before entering the field of accountancy, he was studying molecular biology at the University of Manitoba.




Dr. Kanwaljit Sachdeva, Director




Dr. Sachdeva is a practicing acupressurist and a businessman in Vancouver B.C.




Ian Bartholomew, Director




Ian Bartholomew is a Chartered Accountant in Vancouver B.C.




Bradley Barnett





Mr. Barnett is the president and CEO of The TalMar Companies, a land, residential and commercial development company. A developer and builder of residential and commercial properties since 1982, Mr. Barnett has substantial expertise in land use, entitlement and vertical construction for real estate projects. Mr. Barnett has been very successful in bringing critical financing to ventures and corporations having demonstrated an ability in complex negotiations and financial arrangements.





Cash Compensation:





Total compensation accrued and/or paid (directly and/or indirectly) to all directors/senior management during the fiscal year ended September 30, 2010 was $60,815.





The Company has no formal management agreements with any director or member of senior management.





18


Director Compensation:





The Company has no formal plan for compensating its Directors for their service in their capacity as such, or for services rendered to the Company as consultants or experts.





Stock Options:





As at September 30, 2010 the following stock options were outstanding to senior management and directors.





Name

Securities Under Options Granted

Exercise or Base Price of Security

Market Value of Securities Underlying Options on the Date of Grant


Expiry DateCasey Forward

600,000

$0.15

$0.16


December 20, 2010Dr. Sachdeva

600,000

$0.15

$0.16


December 20, 2010Ian Bartholomew

200,000

$0.15

$0.16


December 20, 2010





Board Practices





The Company has elected an audit committee of which it is desirable to have no fewer than three directors, of whom a majority shall not be officers or employees of the Company or an affiliate of the Company. As the Company is small it may be impossible at times to have three members of which two are independent.  The audit committee’s functions are to monitor overall adherence to Company policy, the effectiveness of the Company’s internal audit personnel and their audit activities and to meet with the Company’s accountants and auditors on financial and audit matters, as appropriate.





Employees





As of September 30, 2010, the end of the most recent fiscal year, the Company had no employees.





ITEM 7





Major Shareholders and Related Party Transactions





The Company’s securities are recorded on the books of its transfer agent in registered form.  The majority of such shares are registered in the name of intermediaries such as brokerage houses and clearing houses on behalf of their respective clients.  The Company does not have knowledge of the beneficial owners thereof.  To the best of its knowledge the Company is not directly nor indirectly owned or controlled by another corporation(s) or by a foreign government.  The following table lists as of  January 31, 2011 each person who, to the knowledge of the Company, owns more than 5% of the Company’s voting securities and the total amount of the Company’s voting securities owned by the Company’s officers and directors.


19





Title of Class

Name of Beneficial Owner(1)

Amount and Nature

of Beneficial Ownership


Percent of TotalCommon Shares

Cede & Co


11,297,794



24.09
%CDS & Co


6,479,329



13.81
%Rahn & Bodmer Co


6,000,000



12.79
%La Caleta Holdings Inc.


5,964,000



12.71
%Zesi Investments $ Trade Inc


4,848,200



10.34
%Oloris Investments Corp.


2,500,000



5.33
%Officers and directors


1,715,000



3.7
%





Related Party Transactions





(a) Loans from Related Parties




$30,739 (2009 - $111,748) due to related parties.




Amounts due to related parties do not bear interest, are unsecured, and have no fixed payment terms.




(b) Related Party Transactions





The Company has entered into the following transactions with related parties:





2010


2009


2008Management or consulting fees to officers of the Company

$
36,000


$
36,000


$
72,000Consulting fees to a director(s)


3⁄4



18,000



34,000Paid or accrued accounting fees to an ex-officer and director


24,815$
60,815


$
54,000


$
106,000





ITEM 8





Financial Information





The Company has elected to provide financial statements pursuant to Item 18.





The financial statements filed as part of this Annual Report are listed in “Item 18. Financial Statements”.





All financial statements herein, unless otherwise stated, are presented in accordance with Canadian GAAP.  Such financial statements have been reconciled to U.S. GAAP.  For information regarding applicable exchange rates that were in effect for Canadian dollars against United States dollars, see “Item 3. Key Information”.





Neither the Company nor any of its subsidiaries are subject or has recently been subject to any legal or arbitration proceeding, including any bankruptcy, receivership or similar proceedings and those involving any third-party, which may have or have had in the recent past, significant effect on the Company’s financial position or profitability.  To the knowledge of the Company, there are no such legal or arbitration proceedings contemplated.




20


ITEM 9





The Offer and Listing





The following table lists the volume of trading, high, low, and closing sales prices for the Company’s common shares for the last six months, the last eight fiscal quarters, and the last four fiscal years.





US DollarsPeriod Ended


High


Low


ClosingMonthlyDecember 2010

$
0.04


$
0.02


$
0.02November 2010


0.05



0.04



0.04October 2010


0.05



0.03



0.05September 2010


0.05



0.02



0.05August 2010


0.04



0.01



0.02July 2010


0.06



0.02



0.03QuarterlyDecember 31, 2010


0.05



0.02



0.02September 30, 2010


0.06



0.01



0.05June 30, 2010


0.08



0.02



0.02March 31, 2010


0.08



0.02



0.04December 31, 2009


0.05



0.01



0.03September 30, 2009


0.08



0.03



0.04June 30, 2009


0.16



0.06



0.06March 31, 2009


0.17



0.02



0.13AnnuallySeptember 30, 2010


0.08



0.01



0.05September 30, 2009


0.17



0.01



0.04September 30, 2008


0.34



0.07



0.08September 30, 2007


0.32



0.17



0.27September 30, 2006


0.82



0.19



0.21





The principal trading market is the OTC Bulletin Board where the common shares of the Company are quoted under the stock symbol GTVCF.OB.





ITEM 10





Additional Information





10.A   Share Capital




Our authorized share capital as at September 30, 2010 was unlimited common shares without par value. Our issued and outstanding share capital at September 30, 2010 was 46,906,563.




All our shares, both issued and unissued, are common shares of the same class and rank equally as to dividends, voting powers and participation in assets upon liquidation. At any general meeting, subject to the restrictions on joint registered owners of our common shares, on a show of hands every shareholder who is present in person and entitled to vote has one vote and on a poll every shareholder has one vote for each share of which he or she is the registered owner and may exercise such vote either in person or by proxy. Our directors may, from time to time, declare and authorize payment of dividends. No common shares have been issued subject to call or assessment. There are no pre-emptive or conversion rights. There are no provisions for surrender, sinking or purchase funds.




21




Options to acquire common shares granted to our directors and officers are described under “Item 6 – Directors, Senior Management and Employees – Executive Compensation.




10.B   Memorandum and Articles of Association




We are registered in British Columbia, Canada, certificate of incorporation No. 188691. We do not have any stated "objects" or "purposes" as the Company Act of the Province of British Columbia does not require it. Our memorandum (“Memorandum”) has unlimited common shares without par value.




Pursuant to the laws of British Columbia, the province has enacted a new company act, the Business Corporations Act. We have registered our transition documents with the registrar of companies and we have obtained shareholder approval to change to the provisions of the new company act at our annual general meeting on March 22, 2005. Our articles of association (“Articles of Association”) contain the following provisions:




Voting Rights





Shareholders shall have the right to receive notice of, to attend, and to vote at all general meetings. Except as otherwise provided in the Articles of Association, on a show of hands each holder of shares present in person and entitled to vote shall have one vote and upon a poll each such holder who is present in person or by proxy and entitled to vote shall have one vote in respect of every share held by him.





Variation of Class Rights and Alteration of Capital




(i)
We may by ordinary resolution increase the share capital, and cancel any shares which at the date of the passing of the resolution have not been taken or agreed to be taken by any person.





(ii)
By special resolution that requires a three-fourths majority, we may consolidate and divide all or any of the share capital into shares of larger amount, sub-divide the shares into shares of smaller amount.





Transfer of Shares





(i)
Any member can transfer shares by delivering an instrument of transfer to our transfer agent.





Directors





(i)
Our business is managed by the Directors who may exercise all powers subject to the provisions of the Articles of Association and the Business Corporations Act of British Columbia.





(ii)
The number of Directors shall be not less than four. At our last annual general meeting, the number of directors was five. A Director shall not be required to hold any shares in the capital of our Company. At each annual general meeting of our Company, all of the board of directors retire and our shareholders elect a new board.






22




(iii)
A Director shall not vote but can be counted in the quorum present on any motion in respect of any contract, arrangement, transaction or any other proposal in which he has an interest that is to his knowledge a material interest.





(iv)
The Directors shall be paid for their services as Directors such sums (if any) as the Directors may from time to time determine.





(v)
The Directors may be paid all reasonable travelling, hotel and other expenses properly incurred by them in attending and returning from meetings of the Directors or any committee of the Directors or general meetings or otherwise in connection with our business.





(vi)
Directors can vote to remove a director at a directors meeting.





Borrowing Powers





(i)
The Directors may exercise all of the powers to borrow money and to mortgage or charge its undertakings, properties, assets and uncalled capital, or any part thereof, and, subject to the provisions of the Articles of Association, to issue debentures, debenture stock and other securities whether outright or as security for any debt, liability or obligation of us or of any third party.





Dividends and Distributions on Liquidation to Shareholders





(i)
The Directors may declare dividends, and need not give notice to any member. Subject to any priority, preference or special rights, all dividends shall be declared and paid according to the number of shares held on a specified date with respect of the period of which the dividend is paid.





(ii)
The Directors may pay such interim dividends as they may determine.





(iii)
No dividend shall bear interest.





General Meetings





(i)
Each year we hold a general meeting as the annual general meeting in addition to any other meetings in that year, and not more than 13 months shall elapse between the date of one annual general meeting and that of the next. The annual general meeting shall be held at such time and place, as the Directors shall appoint.





(ii)
All general meetings other than annual general meetings are extraordinary general meetings. The Directors may, whenever they think fit, convene an extraordinary general meeting.





10.C   Committees of the Board of Directors





Our board of directors has established an audit committee. Our audit committee will recommend a firm to be appointed as independent auditors to audit financial statements and to perform services related to the audit, review the scope and results of the audit with the independent auditors, review with management and the independent auditors our annual operating results and consider the adequacy of the internal accounting procedures and the effect of the procedures relating to the auditors' independence. In addition, the audit committee will monitor the board's corporate governance practices, propose nominees annually for election to the board, make recommendations as to the composition of the committees of the board and review the functioning of the board and the powers, mandates and performance of the committees.




23




Audit Committee Members:





1.
Casey Forward


2.
Dr. Kanwaljit Sachdeva – independent director with financial experience


3.
Ian Bartholomew  – independent director with financial experience





Our board of directors has established a compensation committee to review remuneration paid to senior officers of the Company.





Compensation Committee Members:





1.   Casey Forward


2.   Dr. Kanwaljit Sachdeva





Our board of directors has established a corporate governance committee to (1) identify and select qualified individuals to serve as directors of the Company and nominate such individuals for election as directors at the Company's annual meeting of shareholders (2) develop and establish corporate governance policies and procedures for the Company and (3) administer the Code of Ethics adopted by the Company





Corporate Governance Committee:





1.
Casey Forward


2.
Bradley Barnett





10.D   Exchange Control and Other Limitations Affecting Security Holders





There is no law or government decree of regulation in Canada that restricts the export or import of capital, or that affects the remittance of dividends, interest or other payments to a non-resident holder of common shares, other than withholding tax requirements.





There is no limitation imposed by Canadian law or by the articles or other charter documents of a company on the right of a non-resident to hold or vote common shares of a company, other than as provided in the Investment Canada Act, as amended (the “Investment Act”).





The Investment Act generally prohibits implementation of a reviewable investment by an individual, government, corporation, partnership, trust or joint venture that is non-Canadian unless the minister responsible for the Investment Act is satisfied that the investment is likely to be of net benefit to Canada. If an investment by a non-Canadian is not a reviewable investment, it requires the filing of a short notice.





An investment in common shares of a company by a non-Canadian that is a “WTO investor” would be reviewable if the value of the assets of the Company equalled or exceeded $184 million, the threshold established for 1999. In subsequent years, the threshold amount may be increased or decreased in accordance with the provisions of the Investment Act. A WTO investor is a member of the World Trade Organization, current members of which include the European Community, Germany, Japan, Mexico, the United Kingdom and the United States, or a WTO investor-controlled entity, as defined in the Investment Act.





An investment in common shares of a company by a non-Canadian, other than a WTO investor, would be reviewable under the Investment Act if it were an investment to acquire control of a company and the value of the assets were $5.0 million.




24




The Investment Act would not apply to certain transactions in relation to our common shares, including:





An acquisition of common shares of a company by any person made in the ordinary course of that person’s business as a trader or dealer in securities;





An acquisition of control of a company by an amalgamation, merger, consolidation or corporate reorganization following which the control of the Company, remains unchanged.





10.E Taxation





U.S. FEDERAL INCOME TAX CONSIDERATIONS





The Company believes the following is a brief summary of all material principal Canadian federal income tax consequences to a holder of common shares of the Company (a “U.S. Holder”) who deals at arm's length with the Company, holds the shares as capital property and who, for the purposes of theIncome Tax Act  (Canada) (the “Act”) and theCanada – United States Income Tax Convention  (the “Treaty”), is at all relevant times resident in the United States, is not and is not deemed to be resident in Canada and does not use or hold and is not deemed to use or hold the shares in carrying on a business in Canada. Special rules, which are not discussed below, may apply to a U.S. Holder that is an insurer that carries on business in Canada and elsewhere.





U.S. Holders are urged to consult their own tax advisors with respect to their particular circumstances.





Under the Act and the Treaty, a U.S. Holder of common shares will generally be subject to a 15% withholding tax on dividends paid or credited or deemed by the Act to have been paid or credited on such shares.  The withholding tax rate is 5% where the U.S. Holder is a corporation that beneficially owns at least 10% of the voting shares of the Company and the dividends may be exempt from such withholding in the case of some U.S. Holders such as qualifying pension funds and charities.





In general, a U.S. Holder will not be subject to Canadian income tax on capital gains arising on the disposition of shares of the Company unless (i) at any time in the five-year period immediately preceding the disposition, 25% or more of the shares of any class or series of the Company’s capital stock was owned by (or was under option of or subject to an interest of) the U.S. holder or persons with whom the U.S. holder did not deal at arm's length, and (ii) the value of the Company’s common shares at the time of the disposition derives principally from real property (as defined in the Treaty) situated in Canada.  For this purpose, the Treaty defines real property situated in Canada to include rights to explore for or exploit mineral deposits situated in Canada, rights to amounts computed by reference to the amount or value of production from such mineralization, certain other rights in respect of properties situated in Canada and shares of a corporation the value of whose shares is derived principally from real property situated in Canada.





U.S. investors in the Company could be subject to U.S. taxation at possibly adverse or higher rates and under a system that might be more complicated and unfamiliar to them.  For example, a U.S investor might be subject to special tax rules with respect to any “excess distribution” received and any gain realized from a sale or other disposition (including a pledge) of that holder's shares.  Distributions a U.S. investor receives in a taxable year that are greater than 125% of the average annual distributions received during the shorter of the three preceding taxable years or the holder's holding period for the shares will be treated as excess distributions.  For example, under certain circumstances, a U.S. investor who is an individual might be subject to information reporting requirements and backup withholding, currently at a 25% rate, on dividends received on common shares.





The US Internal Revenue Code provides special anti-deferral rules regarding certain distributions received by US persons with respect to, and sales and other dispositions (including pledges) of stock of, a passive foreign investment company.  A foreign corporation, such as the Company, will be treated as a passive foreign investment company if 75% or more of its gross income is passive income for a taxable year or if the average percentage of its assets (by value) that produce, or are held for the production of, passive income is at least 50% for a taxable year.  If a U.S. Holder holds shares in any year in which the Company is a PFIC, that holder might be required to file Internal Revenue Service Form 8621.




25




Taxation - Certain Canadian Income Tax Consequences to United States Investors





This section is to make United States persons aware and caution them as to some of the consequences of investing in the Company (a Canadian company).





A brief description of certain provisions of the tax treaty between Canada and the United States is included below. The consequences of state and local taxes are not considered. The following information is general and security holders should seek the advice of their own tax advisors.





10.F Taxation of Dividends





A holder of a common share who is not resident in Canada for purposes of the Income Tax Act will be subject to Canadian withholding tax on dividends paid or credited to the holder of the common share. The rate of withholding tax on dividends is 25% of the amount of the dividend. This rate may be reduced under the provisions of an international tax treaty to which Canada is a party. Under the tax treaty that Canada has entered into with the United States, the rate of Canadian withholding tax is generally reduced to 15%, or 5% in the case of a corporate holder which owns 10% or more of the voting shares. A foreign tax credit for the tax withheld may be available to a holder resident in the United States against U.S. federal income taxes.





10.G. Statement by Experts.   Not Applicable





10.H. Documents on Display





The Company’s documents, including financial statements, press releases, Annual General Meeting documents, Annual Reports, and other documents can be viewed at its Canadian office, located at:


1130 – 789 West Pender Street, Vancouver, British Columbia, Canada V6C 1H2





The Company’s documents are also available on www.sedar.com.





The Company is subject to the informational requirements of the Securities Exchange Act of 1934, as amended, and files reports, registration statements and other information with the Securities and Exchange Commission (the “SEC”).  The Company’s reports, registration statements and other information can be inspected on the SEC’s website at www.sec.gov andhttp://sec.gov/edgar/searchedgar/companysearch.html and such information can also be inspected and copies ordered at the public reference facilities maintained by the SEC at the following location: Judiciary Plaza, 100 F Street NE, Washington, D.C.  20549.





ITEM 11 - Quantitative and Qualitative Disclosures about Market Risk





Not applicable.





ITEM 12 - Description of Securities Other Than Equity Securities





Not applicable.





26


PART II





ITEM 13 - Defaults, Dividends Arrearages and Delinquencies





Not applicable.





ITEM 14 - Material Modifications to the Rights of Security Holders and Use of Proceeds





Not applicable.





ITEM 15 - CONTROLS AND PROCEDURES





Evaluation of Disclosure Controls and Procedures





Disclosure Controls and Procedures





We carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of September 30, 2010 (the “Evaluation Date”). This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective as of the Evaluation Date as a result of the material weaknesses in internal control over financial reporting discussed below.





Disclosure controls and procedures are those controls and procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act are recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.





Notwithstanding the assessment that our internal control over financial reporting was not effective and that there were material weaknesses as identified in this report, we believe that our financial statements contained in our Annual Report on Form 20-F for the year ended September 30, 2010 fairly present our financial condition, results of operations and cash flows in all material respects.





Management's Annual Report on Internal Control Over Financial Reporting





Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, for the Company.





Internal control over financial reporting includes those policies and procedures that: (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of its management and directors; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.





Management recognizes that there are inherent limitations in the effectiveness of any system of internal control, and accordingly, even effective internal control can provide only reasonable assurance with respect to financial statement preparation and may not prevent or detect material misstatements. In addition, effective internal control at a point in time may become ineffective in future periods because of changes in conditions or due to deterioration in the degree of compliance with our established policies and procedures.





27




A material weakness is a significant deficiency, or combination of significant deficiencies, that results in there being a more than remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected.





Under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, management conducted an evaluation of the effectiveness of our internal control over financial reporting, as of the Evaluation Date, based on the framework set forth in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on its evaluation under this framework, management concluded that our internal control over financial reporting was not effective as of the Evaluation Date.





Management assessed the effectiveness of the Company’s internal control over financial reporting as of Evaluation Date and identified the following material weaknesses:





Insufficient Resources:We have an inadequate number of personnel with requisite expertise in the key functional areas of finance and accounting.





Inadequate Segregation of Duties: We have an inadequate number of personnel to properly implement control procedures.





Insufficient Written Policies & Procedures:We have insufficient written policies and procedures for accounting and financial reporting.





Management is committed to improving its internal controls and will (1) continue to use third party specialists to address shortfalls in staffing and to assist the Company with accounting and finance responsibilities, (2) increase the frequency of independent reconciliations of significant accounts which will mitigate the lack of segregation of duties until there are sufficient personnel and (3) prepare and implement sufficient written policies and checklists for financial reporting and closing processes and (4) may consider appointing outside directors and audit committee members in the future.





Management, including our Chief Executive Officer and the Chief Financial Officer, has discussed the material weakness noted above with our independent registered public accounting firm. Due to the nature of this material weakness, there is a more than remote likelihood that misstatements which could be material to the annual or interim financial statements could occur that would not be prevented or detected.





This annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by our registered public accounting firm pursuant to rules of the SEC that permit us to provide only management's report in this annual report.





Changes in internal control over financial reporting





As of the Evaluation Date, there were no changes in our internal control over financial reporting that occurred during the fiscal year ended September 30, 2010 that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.





Limitations on the effectiveness of controls and procedures





Our management, including our Chief Executive Officer and the Chief Financial Officer, do not expect that the our controls and procedures will prevent all potential errors or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met.




28




ITEM 16.A - Audit Committee Financial Expert





The Board of Directors has determined that Ian Bartholomew, member of the audit committee, qualifies as Audit Committee Financial Expert in accordance with the terms of Item 16.A of Form 20-F.  For further information please refer to ITEM 6. – Directors, Senior Management, and Employees.





ITEM 16.B - Code of Ethics





Globetech Ventures Corp. has adopted a written code of ethics that applies to, among others, the principal executive officer, principal financial officer, and principal accounting officer, or such persons performing similar functions.  The Code of ethics was filed as Exhibit 10.3 to the 2003 Form 20-F Annual Report.





Good ethics and good business are inseparable.  We shall apply these high standards in all relationships including with fellow employees, customers, partners, shareholders, government officials, suppliers, communities, competitors, and the general public.  In turn, we expect each of these constituencies to maintain equally high standards of conduct.





The Company, its employees and its agents must comply fully will all laws and regulations.  No employee should permit his or her personal interest to conflict, or appear to conflict, with the interests of the Company.  Employees must be free of any personal relationships, activities or financial affairs that may influence any business decisions that could affect the Company.





While it is impossible to cover every situation where a violation or conflict could occur, there are many areas where care is required, including corporate records, political contributions, gifts and entertainment, relations with auditors, compliance with laws and regulations, and confidential information.  However, this is not a substitute for sound judgment.  Any actual, potential, or perceived conflict of interest or ethical violation should be reported immediately.





It is the responsibility of the Board of Directors to ensure the Code of Ethics is understood and complied with.





ITEM 16.C - Principal Accountant Fees and Services





Davidson & Company LLP was appointed the Company auditors effective March 2, 2009.  Previously MacKay LLP was appointed the Company’s auditor effective March 27, 2003. Audit fees paid or accrued are as follows:





Audit fees (Davidson & Company LLP) 2010

$
25,000Other fees in 2010

$
NilAudit fees (Davidson & Company LLP) 2009

$
35,560Other fees in 2009

$
NilAudit fees (MacKay LLP) 2008

$
30,502Other fees in 2008

$
Nil





ITEM 16.D - Exemptions from the Listing Standards for Audit Committees





Not applicable.


29


ITEM 16.E - Purchases of Equity Securities by the Issuer and Affiliated Purchasers





Not applicable.





ITEM 16.F - Changes in Registrant’s Certifying Accountant





Not applicable.





ITEM 16.G - Corporate Governance





Not applicable.





PART III





ITEM 17 - Financial Statements





Not applicable.





ITEM 18 - Financial Statements





See our consolidated financial statements beginning on page F-1.





ITEM 19 – Exhibits





10.1 Agreement on the acquisition of the White Channel property. *




12.1 Section 302 Certification




13.1 Section 906 Certification










* Previously Filed





30


SIGNATURES





The Registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.











/s/ Casey Forward____________________


Casey Forward


President and Chief Financial Officer








April 11, 2011


31







GLOBETECH VENTURES CORP.


(An Exploration Stage Company)





CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)








SEPTEMBER 30, 2010














F-1











REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM








To the Shareholders of


Globetech Ventures Corp.





We have audited the consolidated balance sheets of Globetech Ventures Corp. as at September 30, 2010 and 2009 and the consolidated statements of operations, shareholders’ equity (deficiency) and cash flows for the years ended September 30, 2010 and 2009 and for the period from the start of the exploration stage beginning July 1, 2009 to September 30, 2010.  These financial statements are the responsibility of the Company's management.  Our responsibility is to express an opinion on these financial statements based on our audits.





We conducted our audits in accordance with Canadian generally accepted auditing standards and with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform an audit to obtain reasonable assurance whether the financial statements are free of material misstatement.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.





In our opinion, these consolidated financial statements present fairly, in all material respects, the financial position of the Company as at September 30, 2010 and 2009 and the results of its operations and cash flows for the years ended September 30, 2010 and 2009 and for the period from the start of the exploration stage beginning July 1, 2009 to September 30, 2010 in accordance with Canadian generally accepted accounting principles.





The consolidated financial statements as at September 30, 2008 and for the year ended September 30, 2008 contain reconciliations of the financial statements between Canadian and United States generally accepted accounting principles, which prior to the restatement of the reconciliation of differences as described in Note 3, were examined by other auditors who expressed an opinion without reservation on those statements in their report dated January 16, 2009.





“DAVIDSON & COMPANY LLP”





Vancouver, Canada
Chartered AccountantsJanuary 26, 2011








COMMENTS BY AUDITORS FOR U.S. READERS ON CANADA –


U.S. REPORTING DIFFERENCE





In the United States, reporting standards for auditors require the addition of an explanatory paragraph (following the opinion paragraph) when the financial statements are affected by conditions and events that cast substantial doubt on the Company's ability to continue as a going concern, such as those described in Note 1 to the consolidated financial statements.  Our report to the shareholders dated January 26, 2011 is expressed in accordance with Canadian reporting standards which do not permit a reference to such events and conditions in the auditors' report when these are adequately disclosed in the consolidated financial statements.





“DAVIDSON & COMPANY LLP”





Vancouver, Canada
Chartered AccountantsJanuary 26, 2011





F-2







Auditors' Report


To the Shareholders of


Globetech Ventures Corp.





We have audited the consolidated balance sheet of Globetech Ventures Corp. as at September 30, 2008 and the consolidated statements of operations and deficit, shareholders’ equity (deficiency) and cash flows for the year then ended. These financial statements are the responsibility of the company's management. Our responsibility is to express an opinion on these financial statements based on our audits.





We conducted our audits in accordance with generally accepted auditing standards in Canada and the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform an audit to obtain reasonable assurance whether the financial statements are free of material misstatement. The Company has determined that it is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.





In our opinion, these consolidated financial statements present fairly, in all material respects, the financial position of the company as at September 30, 2008 and the results of its operations and its cash flows for the year then ended in accordance with Canadian generally accepted accounting principles.





Our previous report dated January 16, 2009 has been withdrawn and the financial statements have been revised as set out in Note 3 to the financial statements.





“MacKay LLP”Vancouver, CanadaJanuary 16, 2009, except as to Note 3

Chartered Accountantswhich is as of March 25, 2010







F-3







Comments by Auditors for U.S. Readers on Canada – United States Reporting Differences





In the United States, reporting standards for auditors require the addition of an explanatory paragraph (following the opinion paragraph) when the financial statements are affected by conditions and events that cast substantial doubt on the Company’s ability to continue as a going concern, such as those described in Note 1 to the consolidated financial statements. Our report to the shareholders is expressed in accordance with Canadian reporting standards which do not permit a reference to such events and conditions in the auditors report when they are adequately disclosed in the financial statements. Canadian generally accepted accounting principles vary in certain significant respects from accounting principles generally accepted in the United States. Application of accounting principles generally accepted in the United States would have affected results of operations for the year ended September 30, 2008 and assets, liabilities and shareholders’ equity as at September 30, 2008 to the extent summarized in note 13 to the consolidated financial statements.





Our previous report dated January 16, 2009 has been withdrawn and the financial statements have been revised as set out in Note 3 to the financial statements.








“MacKay LLP”Vancouver, CanadaJanuary 16, 2009, except as to Note 3

Chartered Accountantswhich is as of March 25, 2010






F-4








GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


CONSOLIDATED BALANCE SHEETS


(Expressed in Canadian dollars)


AS AT SEPTEMBER 30











2010


2009ASSETSCurrentCash

$
641


$
546Receivables


118



179Total current assets


759



725Mineral properties(Note 4)


13,000



10,000Total assets

$
13,759


$
10,725LIABILITIES AND SHAREHOLDERS' DEFICIENCYCurrentAccounts payable and accrued liabilities

$
69,240


$
96,734Due to related parties (Note 7)

Loan payable (Note 6)


30,739 15,000



111,748 -Total current liabilities


114,979



208,482Shareholders' deficiencyCapital stockAuthorizedUnlimited common shares with no par valueIssued and outstanding (2010 - 46,906,563; 2009 – 32,494,363)


36,729,782



36,396,531Contributed surplus


2,925,087



2,925,087Deficit


(38,845,906
)


(38,845,906
)Deficit accumulated during the exploration stage


(910,183
)


(673,469
)Total shareholders’ deficiency


(101,220
)


(197,757
)Total liabilities and shareholders’ deficiency

$
13,759


$
10,725





Nature of operations and going concern (Note 1)


Subsequent event (Note 14)





On behalf of the Board:Director

Director









The accompanying notes are an integral part of these consolidated financial statements


F-5


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


CONSOLIDATED STATEMENTS OF OPERATIONS


(Expressed in Canadian dollars)







Cumulative

from the start

of the

exploration stage

beginning

July 1, 2009 to

September 30, 2010


Year ended

September 30, 2010


Year ended

September 30, 2009


Year ended

September 30, 2008EXPENSESAccounting and legal (Note 7)

$
83,623


$
59,123


$
54,207


$
42,502Amortization


1,519



—



2,316



887Consulting fees


10,745



10,745



87,128



135,965Interest and bank charges


720



720



2,098



790Management fees (Note 7)


36,000



36,000



36,000



72,000Office and miscellaneous


19,110



13,110



30,179



27,239Public relations


6,053



6,053



2,231



1,445Regulatory and transfer agent fees


11,724



10,690



7,844



3,988Stock-based compensation (Note 8)


—



—



—



223,209Telephone


—



—



—



200Travel and promotion


3,295



3,295



—



1,724Website maintenance fees


—



—



27,568



9,000172,789



139,736



249,571



518,949Net loss before other items


(172,789
)


(139,736
)


(249,571
)


(518,949
)OTHER ITEMSForeign exchange


22



22



—



—Interest income


7



7



—



93Gain on settlement of debt


84,584



—



84,584



—Write-down of mineral properties (Note 4)


(97,007
)


(97,007
)


(109,231
)


—Write-down of website license (Note 5)


(725,000
)


—



(725,000
)


—(737,394
)


(96,978
)


(749,647
)


93Net loss for the period

$
(910,183
)

$
(236,714
)

$
(999,218
)

$
(518,856
)Basic and diluted loss per common share

$



$
(0.01
)

$
(0.03
)

$
(0.02
)Weighted average number of common shares outstanding






37,374,498



32,268,780



21,396,073




The accompanying notes are an integral part of these consolidated financial statements.


F-6


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (DEFICIENCY)


(Expressed in Canadian dollars)








Number of

Shares


Common

Shares

Issued and

Fully Paid


Contributed

Surplus


Deficit


Deficit

accumulated

during the

exploration

stage


TotalBalance, September 30, 2007


20,321,879


$
35,225,667


$
2,701,878


$
(38,001,301
)

$
—


$
(73,756
)Issuance of shares for cash:Private placements


3,000,000



150,000



—



—



—



150,000Acquisition of Gladys Lake option


100,000



15,000



—



—



—



15,000Issued on conversion of debt


2,608,484



330,936



—



—



—



330,936Acquisition of technology


6,000,000



600,000



—



—



—



600,000Stock-based compensation


—



—



223,209



—



—



223,209Loss for the year


—



—



—



(518,856
)


—



(518,856
)Balance, September 30, 2008


32,030,363



36,321,603



2,925,087



(38,520,157
)


—



726,533Issued for services


850,000



138,175



—



—



—



138,175Treasury shares to be cancelled


(375,000
)


(60,937
)


—



—



—



(60,937
)Shares cancelled


(11,000
)


(2,310
)


—



—



—



(2,310
)Loss for the year


—



—



—



(325,749
)


(673,469
)


(999,218
)Balance, September 30, 2009


32,494,363



36,396,531



2,925,087



(38,845,906
)


(673,469
)


(197,757
)Private Placement


12,312,200



246,244



—



—



—



246,244Acquisition of Gold Buck option


2,100,000



87,007



—



—



—



87,007Loss for the year


—



—



—



—



(236,714
)


(236,714
)Balance, September 30, 2010


46,906,563


$
36,729,782


$
2,925,087


$
(38,845,906
)

$
(910,183
)

$
(101,220
)
















The accompanying notes are an integral part of these consolidated financial statements.


F-7


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


CONSOLIDATED STATEMENTS OF CASH FLOWS


(Expressed in Canadian dollars)


YEAR ENDED SEPTEMBER 30







Cumulative

from the start

of the

exploration stage

beginning

July 1, 2009 to

September 30, 2010


Year ended

September 30, 2010


Year ended

September 30, 2009


Year ended

September 30, 2008CASH FLOWS FROM OPERATING ACTIVITIESNet loss for the year

$
(910,183
)

$
(236,714
)

$
(999,218
)

$
(518,856
)Items not involving cashAmortization


1,519



—



2,316



887Gain on settlement of debt


(84,584
)


—



(84,584
)


—Write-down of mineral properties


97,007



97,007



109,231



—Write-down of website license


725,000



—



725,000



—Shares issued for services


—



—



74,928



—Stock-based compensation


—



—



—



223,209Changes in non-cash working capital items:Receivables


318



61



904



11,408Accounts payable and accrued liabilities


11,898



(27,494
)


65,827



206,119Due to related parties


(102,139
)


(94,009
)


90,883



(15,093
)Net cash used in operating activities


(261,164
)


(261,149
)


(14,713
)


(92,326
)CASH FLOWS FROM FINANCING ACTIVITIESShares issued for cash


246,244



246,244



—



150,000Loan proceeds


15,000



15,000



—



—Net cash provided by financing activities


261,244



261,244



—



150,000CASH FLOWS FROM INVESTING ACTIVITIESAcquisition of website license


—



—



—



(40,416
)Purchase of equipment


—



—



—



(2,127
)Net cash used in investing activities


—



—



—



(42,543
)Change in cash during the year


80



95



(14,713
)


15,131Cash, beginning of year


561



546



15,259



128Cash, end of year

$
641


$
641


$
546


$
15,259


Supplemental disclosure with respect to cash flows(Note 10)









The accompanying notes are an integral part of these consolidated financial statements.


F-8


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010










1.         NATURE OF OPERATIONS AND GOING CONCERN







Globetech Ventures Corp. ("the Company") was incorporated under the laws of British Columbia, Canada. During the year ended September 30, 2008, the Company entered into a website software licensing agreement for the use of online dating services.  To acquire the website license the Company was required to pay an initial fee of $125,000 and issue 6,000,000 of its common shares.  During fiscal 2008 the Company paid and/or accrued $125,000 and issued the 6,000,000 common shares which had a fair value of $600,000. During the fourth quarter of fiscal 2009 the Company reviewed the traffic to the website and determined that it was not being populated as contemplated and decided not to continue pursuing this venture. As a result the Company wrote-off its investment in the web site license in the fourth quarter of fiscal 2009.  During the fourth quarter of fiscal 2009 the Company decided to change its business focus and entered into a mineral property option agreement to acquire a 100% interest in the Gold Buck claims located in the Williams Lake area of British Columbia, Canada, by paying a total of $350,000 over a period of three years and issuing 2,100,000 common shares of the Company.





The Company is in the process of exploring its mineral properties and has not yet determined whether the properties contain ore reserves that are economically recoverable.  The recoverability of the amounts shown for mineral properties and related deferred exploration costs is dependent upon the existence of economically recoverable reserves, the ability of the Company to obtain necessary financing to complete the development of those reserves and upon future profitable production.





These consolidated financial statements have been prepared assuming the Company will continue on a going-concern basis.  The Company has incurred losses since inception and 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.  Management is actively targeting sources of additional financing through alliances with financial, exploration and mining entities, or other business and financial transactions which would assure continuation of the Company’s operations and exploration programs.  In order for the Company to meet its liabilities as they come due and to continue its operations, the Company is solely dependent upon its ability to generate such financing. These circumstances lead to significant doubt as to the ability of the Company to meet its obligations and accordingly, the appropriateness of the use of accounting principles applicable to a going concern.





There can be no assurance that the Company will be able to continue to raise funds, in which case the Company may be unable to meet its obligations.  Should the Company be unable to realize its assets and discharge its liabilities in the normal course of business, the net realizable value of its assets may be materially less than the amounts recorded on the balance sheets. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence. These adjustments could be material.





2010


2009Working capital (deficiency)

$
(114,220
)

$
(207,757
)Deficit


(38,845,906
)


(38,845,906
)Deficit accumulated during the exploration stage

$
(910,183
)

$
(673,469
)


F-9


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010










2.
SIGNIFICANT ACCOUNTING POLICIES





Basis of presentation





These consolidated financial statements have been prepared in accordance with Canadian generally accepted accounting principles. A summary of the significant accounting policies are as follows:





Basis of consolidation





These consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Sacolco (Pty) Ltd. ("Sacolco"), Glowing Green Minerals Ltd. ("Glowing"), and its 60% owned subsidiary Qasim Mining Enterprises Ltd. ("QMEL"). These consolidated financial statements also include the accounts of the wholly owned subsidiaries of Sacolco, Impro Metals (Pty) Ltd. and Sachemco (Pty) Ltd. All significant inter-company balances and transactions have been eliminated.





Financial instruments





The Company’s financial instruments consist of cash, receivables, accounts payable and accrued liabilities, due to related parties, and loan payable. The fair value of the Company’s current assets and current liabilities are estimated by management to approximate their carrying values due to their immediate or short-term maturity. It is management’s opinion that the Company is not exposed to significant interest, or credit risks arising from these financial instruments. The Company limits its exposure to credit loss by placing its cash and cash equivalents with high credit quality financial institutions.





The Company has classified its cash as “held for trading” financial assets, and its receivables as loans and receivables, and accounts payable and accrued liabilities, due to related parties and loan payable as "other financial liabilities".





All other financial instruments will be recorded at cost or amortized cost, subject to impairment reviews.  The criteria for assessing an other-than-temporary impairment remain unchanged.  Transaction costs incurred to acquire financial instruments are included in the underlying balance.





Mineral properties





All costs related to the acquisition, exploration and development of mineral properties are capitalized by property.  If economically recoverable ore reserves are developed, capitalized costs of the related property are reclassified as mining assets and amortized using the unit of production method.  When a property is abandoned, all related costs are written off to operations.  If, after management review, it is determined that the carrying amount of a mineral property is impaired, that property is written down to its estimated net realizable value.  A mineral property is reviewed for impairment whenever events or changes in circumstances indicate that its carrying amount may not be recoverable.





The amounts shown for mineral properties do not necessarily represent present or future values.  Their recoverability is dependent upon the discovery of economically recoverable reserves, the ability of the Company to obtain the necessary financing to complete the development, and future profitable production or proceeds from the disposition thereof.





F-10


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010










2.
SIGNIFICANT ACCOUNTING POLICIES (cont’d...)





Impairment of long-lived assets





Canadian generally accepted accounting principles require long-lived assets and intangibles held and used by the Company to be reviewed for possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.  If changes in circumstances indicate that the carrying amount of an asset that an entity expects to hold and use may not be recoverable, future cash flows expected to result from the use of the asset and its disposition must be estimated.  If the undiscounted value of the future cash flows is less than the carrying amount of the asset, impairment is recognized.





Asset retirement obligations





Asset retirement obligations are recognized for the expected obligations related to the retirement of long-lived tangible assets that arise from the acquisition, construction, development or normal operation of such assets.  An asset retirement obligation is recognized in the period in which it is incurred and when a reasonable estimate of the fair value of the liability can be made with a corresponding asset retirement cost recognized by increasing the carrying amount of the related long-lived asset.  The asset retirement cost is subsequently allocated in a rational and systematic method over the underlying asset's useful life.  The initial fair value of the liability is accreted, by charges to operations, to its estimated future value.





Stock-based compensation





The Company follows the Canadian Institute of Chartered Accountants Handbook section 3870, Stock-based Compensation and Other Stock-based Payments, and accounts for all grants of options to employees, non-employees and directors in accordance with the fair value method for accounting for stock-based compensation as defined by accounting principles generally accepted in Canada. The fair value of stock-based compensation awards are calculated using the Black-Scholes option pricing model ("Black-Scholes"). All options granted vest immediately.





Basic and diluted loss per share





The Company is using the treasury stock method to determine the dilutive effect of stock options and other dilutive instruments.  The treasury stock method assumes that proceeds received from in-the-money stock options are used to repurchase common shares at the prevailing market rate.





Basic loss per share figures have been calculated using the weighted average number of common shares outstanding during the respective periods.  Diluted loss per share figures are equal to those of basic loss per share for each year since the effects of the share purchase warrants and stock options have been excluded as they are anti-dilutive.





The following outstanding warrants and stock options were excluded from the diluted loss per share computation as their effect would have been anti-dilutive:





2010


2009


2008Stock options


1,600,000



1,800,000



1,800,000Warrants


12,312,200



3⁄4



3,000,000





F-11


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010










2.
SIGNIFICANT ACCOUNTING POLICIES (cont’d...)





Income taxes





The Company uses the asset and liability method of accounting for income taxes.  Under the asset and liability method, future tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and loss carryforwards.  Future tax assets and liabilities are measured using the substantively enacted tax rates expected to apply when the asset is realized or liability settled.  The effect on future tax assets and liabilities of a change in tax rates is recognized in income in the period that substantive enactment or enactment occurs.  To the extent that the Company does not consider it to be more likely than not that a future tax asset will be recovered, it provides a valuation allowance against the excess.





Use of estimates





The preparation of financial statements in conformity with Canadian generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. These estimates are subject to measurement uncertainty.  Actual results could differ from these estimates.  Significant areas requiring the use of management estimates relate to the determination of impairment of mineral property interests and website license and the determination of fair value for stock based transactions.  Where estimates have been used financial results as determined by actual events could differ from those estimates.





Future changes in accounting policies





Business combinations, non-controlling interests and consolidated financial statements





In January 2009, the CICA issued Handbook Sections 1582 “Business Combinations”, 1601 “Consolidated Financial Statements” and 1602 “Non-controlling Interests” which replace CICA Handbook Sections 1581 “Business Combinations” and 1600 “Consolidated Financial Statements”. Section 1582 establishes standards for the accounting for business combinations that is equivalent to the business combination accounting standard under IFRS. Section 1582 is applicable for the Company’s business combinations with acquisition dates on or after October 1, 2011. Section 1601 together with Section 1602 establishes standards for the preparation of consolidated financial statements. Section 1601 is applicable for the Company’s interim and annual consolidated financial statements for its fiscal year beginning October 1, 2011. Early adoption of these Sections is permitted and all three Sections must be adopted concurrently.


F-12


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010







2.
SIGNIFICANT ACCOUNTING POLICIES (cont’d...)





International financial reporting standards





In addition to the above new accounting standards, the Accounting Standards Board (“AcSB”), in 2006, published a new strategic plan that will significantly affect financial reporting requirements for Canadian companies. The AcSB strategic plan outlines the convergence of Canadian GAAP with International Financial Reporting Standards (“IFRS”) over an expected five year transitional period. In February 2008, the AcSB announced that 2011 is the changeover date for publicly listed companies to use IFRS, replacing Canada’s own GAAP. The date is for interim and annual financial statements relating to fiscal years beginning on or after January 1, 2011. The transition date of October 1, 2011 will require the restatement for comparative purposes of amounts reported by the Company for the year ended September 30, 2011. While the Company has begun assessing the adoption of IFRS for 2011, the financial reporting impact of the transition to IFRS cannot be reasonably estimated at this time.





3.         RESTATEMENT





During the year ended September 30, 2009, the Company restated the following reconciled financial statements under United States GAAP (Note 13):





a)      Balance sheet as of September 30, 2008 under United States GAAP





The $85,504 of accumulated acquisition costs of the Company’s mineral properties and $600,000 of acquisition costs of website licenses should be capitalized under United States GAAP. The result is the increase of total assets by $685,504 and a reduction of the deficit by $685,504.





b)      Statements of operations for the year ended September 30, 2008 under United States GAAP





The mineral property acquisition costs of $15,000, which were the value of shares issued towards the payment of a mineral property per an option agreement, should be capitalized under United States GAAP. The result is a decrease of net loss for the year by $15,000 and an increase in non-current assets of $15,000 under United States GAAP.





The website license acquisition costs of $600,000, which consists of share issuances towards a license purchase agreement were expensed, when they should be capitalized under United States GAAP. The result is a decrease of net loss for the year by $600,000 and an increase in non-current assets of $600,000 under United States GAAP.


F-13


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010











4.         MINERAL PROPERTIES AND DEFERRED EXPLORATION COSTS





For the year ended September 30, 2010

Gold Buck


White Channel


TotalAcquisition costs, beginning of year

$
10,000


$
—


$
10,000Cash paid


—



13,000



13,000Shares issued


87,007



—



87,007Acquisition costs, end of year


97,007



13,000



110,007Deferred exploration expenditures,

beginning of year


—



—



—Deferred exploration expenditures,

end of year


—



—



—Total


97,007



13,000



110,007Written-off


(97,007
)


—



(97,007
)Balance, end of year

$
—


$
13,000


$
13,000








For the year ended September 30, 2009

Gold Buck


Gladys Lake


TotalAcquisition costs, beginning of year

$
—


$
85,504


$
85,504Cash paid


10,000



—



10,000Acquisition costs, end of year


10,000



85,504



95,504Deferred exploration expenditures, beginning of year


—



23,727



—Deferred exploration expenditures, end of year


—



23,727



23,727Total


10,000



109,231



119,231Written-off


—



(109,231
)


(109,231
)Balance, end of year

$
10,000


$
—


$
10,000





F-14


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010








4.         MINERAL PROPERTIES AND DEFERRED EXPLORATION COSTS(cont’d...)





White Channel Claims





On June 15, 2010, the Company entered into an option agreement whereby the Company can earn a 100% interest in the White Channel claim located east of Williams Lake, British Columbia.





In order to earn a 100% interest, the Company is required to pay a total of $475,000, in ascending payments over a period of four years. The agreement also calls for the issuing of 2,000,000 shares of the Company before January 31, 2011.  The vendor would retain a 2% Net Smelter Return Royalty, half of which can be purchased by the Company for the sum of $1,000,000 at any time within five years.





Cash terms are:





(i)       payment of $25,000 on or before January 31, 2011 ($13,000 paid);


(ii)      payment of $25,000 on or before February 28, 2011;


(iii)     payment of $25,000 on or before March 31, 2011;


(iv)     payment of $100,000 on or before June 15, 2011;


(v)      payment of $100,000 on or before June 15, 2012;


(vi)     payment of $100,000 on or before June 15, 2013;


(vii)    payment of $100,000 on or before June 15, 2014.





Gold Buck Claims





On September 30, 2009, the Company entered into an option agreement whereby the Company can earn a 100% interest in the Gold Buck claim located east of Williams Lake, British Columbia.





In order to earn a 100% interest, the Company is required to pay a total of $350,000 ($10,000 paid), in ascending payments over a period of three years. The agreement also calls for the issuing of 2,100,000 shares of the Company (issued and valued at $87,007).  The vendor would retain a 3% Net Smelter Return Royalty, half of which can be purchased by the Company for the sum of $1,000,000 at any time within five years.





Cash terms are:





(i)       down payment of $10,000; (paid)


(ii)      payment of $20,000 on or before January 31, 2010;


(iii)     payment of $50,000 on or before June 12, 2010;


(iv)     payment of $10,000 on or before September 30, 2010;


(v)      payment of $100,000 on or before June 12, 2011;


(vi)     payment of $10,000 on or before September 30, 2011


(vii)    payment of $100,000 on or before June 12, 2012;


(viii)   payment of $50,000 on or before September 30, 2012.





During the year ended September 30, 2010, the Company decided not to continue with this acquisition and has


written off accumulated costs of  $97,007.





F-15


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010







4.         MINERAL PROPERTIES AND DEFERRED EXPLORATION COSTS(cont’d...)





Gladys Lake





On March 21, 2005, the Company entered into an option agreement whereby the Company can earn a 100% interest in the Gladys Lake porphyry molybdenum property located in the Atlin area of the Province of British Columbia, by paying a total of $95,000 and issuing 400,000 shares over a period of four years.





During the year ended September 30, 2009, the Company decided not to proceed with the development of the property and has written off accumulated costs of $109,231.








5.         WEBSITE LICENSE





The Company entered into an agreement to license proprietary website software.  The Company agreed to pay an initial fee of $125,000 and issue six million shares (issued at a price of $0.10 per share) in consideration of the license and the basic system. The Company has paid $40,418 towards the initial fee with the balance payable on or before December 31, 2009. The Company also agreed to pay a maintenance fee of $6,000 per month which provides ongoing services. The initial term was for one year where after the Company had the right to renew on an annual basis unless terminated by the Company by giving three month's notice. The licensor was to provide a basic host of services, and was to provide or write additional program services at cost plus 20% plus royalties. The Company reviewed the traffic to the site and decided that the website service was not being populated as contemplated and decided not to continue pursuing this venture.





Website license can be summarized as follows:





Balance at September 30, 2007

$
—License fee


725,000Balance at September 30, 2008


725,000Write-down of website license


(725,000
)Balance, September 30, 2009

$
—





6.         LOAN PAYABLE





The Company has a $15,000 loan from a shareholder with no fixed terms of repayment and the loan is not subject to any interest.


F-16


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010








7.         RELATED PARTIES





The Company has entered into the following transactions with related parties which were in the normal course of operations and have been valued in these financial statements at the exchange amount which is the amount of consideration established and agreed to by the related parties.





September 30,

2010


September 30,

2009


September 30,

2008Management fees to an officer and director

$
36,000


$
36,000


$
72,000Consulting fees paid to a director


—



—



16,000Paid or accrued accounting fees to an ex-officer and director


24,815



18,000



18,000$
60,815


$
54,000


$
106,000





Amounts due to related parties do not bear interest, are unsecured, and have no fixed payment terms.





8.         SHARE CAPITAL





a)      Common shares




The authorized share capital of the Company is unlimited without par value. All shares, both issued and unissued, are common shares of the same class and rank equally as to dividends, voting powers and participation in assets upon liquidation. At any general meeting, subject to the restrictions on joint registered owners of the Company’s common shares, on a show of hands every shareholder who is present in person and entitled to vote has one vote and on a poll every shareholder has one vote for each share of which he or she is the registered owner and may exercise such vote either in person or by proxy. The Company’s directors may, from time to time, declare and authorize payment of dividends. No common shares have been issued subject to call or assessment. There are no pre-emptive or conversion rights. There are no provisions for surrender, sinking or purchase funds.







b)      Share issuances





During the year ended September 30, 2010





The Company completed a private placement by issuing 12,312,200 units at $0.02 per unit. Each unit consists of one common share and one non-transferable share purchase warrant enabling the holder to purchase one common share for $0.03 exercisable until July 6, 2012.





The Company issued 2,100,000 shares pursuant to the acquisition of the Gold Buck property (Note 4).


F-17


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010








8.         SHARE CAPITAL(cont’d...)





b)      Share issuances(cont’d...)





During the year ended September 30, 2009





The Company issued 850,000 shares at an average price of US$0.13 for services of which 375,000 are being returned to treasury for cancellation. In addition 11,000 shares valued at $2,310 issued in 2006 for services were returned for cancellation.





During the year ended September 30, 2008





The Company completed a private placement of 3,000,000 units at $0.05 per unit. Each unit consists of one common share and one non-transferable share purchase warrant enabling the holder to purchase one common share for $0.10 exercisable until June 10, 2009.





The Company entered into debt settlement agreements to retire debt of $330,936 by issuing 2,608,484 shares at an average price of $0.13. Included in this amount is the issuance of 241,667 shares for interest on loans of $36,250 and the issuance of 1,155,000 for amounts owing to related parties of $115,500.





c)   Stock options





The Company has adopted an incentive stock option plan (the "Plan").  The essential elements of the Plan provide that the aggregate number of shares of the Company's capital stock issuable pursuant to options granted under the Plan may not exceed 9,381,313 shares.  Options granted under the Plan may have a maximum term of five (5) years.  The exercise price of the options granted under the Plan will not be less than the fair market value of the common stock at the date of grant.  The Plan Administrator shall specify the vesting schedule for each stock option granted.





The Company is authorized to grant options to directors, employees and consultants.  Stock option transactions and the number of stock options outstanding are summarized as follows:





Number of

Options


Weighted

Average

Exercise Price

Aggregate

Intrinsic ValueOutstanding and exercisable at September 30, 2007


1,200,000

US
$
0.78Options granted


1,800,000



0.16Options cancelled/expired


(1,200,000
)
US
$
0.78Outstanding and exercisable at September 30, 2008 and2009


1,800,000


$
0.16Options expired


(200,000
)

$
0.20Outstanding and exercisable at September 30, 2010


1,600,000


$
0.15

$           —





F-18


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010








8.         SHARE CAPITAL (cont’d...)





c)      Stock options(cont’d...)





The Company has 1,600,000 stock options exercisable at a price of $0.15, which were granted on December 20, 2007 and expired on December 20, 2010.





During the year ended September 30, 2010, stock-based compensation has been recorded in the amount of $nil (2009 - $nil; 2008 - $223,209) and included in contributed surplus.  The amount is management's estimate of the fair value of nil (2009 - nil; 2008 - 1,800,000) stock options granted and vested during the year, and has been expensed in the statement of operations.





The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock option awards and the closing market price of the Company’s common stock as quoted on the OTC Bulletin Board as of September 30, 2010. The Company received cash payments for the exercise of stock options in the amount of $Nil, $Nil and $Nil for the years ended September 30, 2010, 2009 and 2008, respectively. The aggregate intrinsic values of stock option awards exercised was $Nil, $Nil and $Nil for the years ended September 30, 2010, 2009 and 2008, respectively, as determined at the date of option exercise.





The above fair value amounts were calculated using the Black Scholes option pricing model using the following weighted average assumptions:





2010


2009


2008Risk free interest rate


—



—



3.8
%Expected life


—



—


2.86 yearsExpected annual volatility


—



—



145.35
%Expected dividend


—



—



—Weighted average fair value of each option


—



—


$
0.12





Option pricing models require the input of highly subjective assumptions including the expected price volatility. Changes in the subjective input assumptions can materially affect the fair value estimate, and therefore the existing models do not necessarily provide a reliable single measure of the fair value of the Company's stock options.


F-19


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010








8.          SHARE CAPITAL (cont’d...)





d)
Warrants





Number of

Warrants


Weighted

Average Exercise

PriceOutstanding and exercisable at September 30, 2007


—


$
—Warrants granted


3,000,000



0.10Outstanding and exercisable at September 30, 2008


3,000,000


$
0.10Warrants expired


(3,000,000
)

$
0.10Outstanding and exercisable at September 30, 2009


—


$
—Warrants granted


12,312,200


$
0.03Outstanding and exercisable at September 30, 2010


12,312,200


$
0.03





9.          INCOME TAXES





A reconciliation of income taxes at statutory rates with the reported taxes is as follows:





2010


2009


2008Loss before income taxes

$
(236,714
)

$
(999,218
)

$
(518,856
)Income tax recovery at statutory rates

$
(68,351
)

$
(301,014
)

$
(165,567
)Non-deductible expenses


28,011



33,603



71,501Unrecognized benefit of non-capital losses


40,340



267,411



94,066Future income tax recovery

$
—


$
—


$
—





The significant components of the Company’s future income tax assets are as follows:





2010


2009Future income tax assetsProperty, plant and equipment

$
8,000


$
8,000Mineral properties


371,000



365,000Net capital losses available


2,730,000



2,730,000Non-capital losses available


803,000



570,0003,912,000



3,673,000Valuation allowance


(3,912,000
)


(3,673,000
)$
—


$
—





F-20


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010








9.         INCOME TAXES(cont’d...)





The Company has incurred non-capital losses of approximately $3,214,000 which may be applied to reduce taxable income in future years to 2030. In addition, the Company has net capital losses of approximately $21,836,000 which may be applied against taxable capital gains in the future.  These net capital losses can be carried forward indefinitely. Also, the Company has available certain exploration and development expenditures to reduce taxable income of future years.





Future tax benefits which arise as a result of these future income tax assets have not been recognized in these financial statements as they are not considered more likely than not to be realized.





10.       SUPPLEMENTAL DISCLOSURES WITH RESPECT TO CASH FLOWS





2010


2009


2008Cash paid during the year for interest

$
—


$
—


$
—Cash paid during the year for income taxes

$
—


$
—


$
—





2010


2009


2008Shares issued for:Website costs

$
—


$
—


$
600,000Mineral property


87,007



—



15,000Debt settlement


—



—



330,938Mineral property costs in due to related parties


13,000



10,000



—Website costs in accounts payable


—



—



84,584





11.       CAPITAL DISCLOSURES





The Company considers its capital to consist of its debt and equity. Its objectives when managing capital are to safeguard the entity’s ability to continue as a going concern and to identify, acquire and explore mineral properties. The Board of Directors does not establish quantitative return on capital criteria for management but rather relies on the expertise of the Company’s management to sustain future development of the business. There were no changes in the Company’s approach to capital management during fiscal 2010. Neither the Company nor its subsidiaries are subject to externally imposed capital requirements.





12.       FINANCIAL INSTRUMENTS AND RISKS





The Company's financial instruments consist of cash, receivables, accounts payable and accrued liabilities, due to related parties and loan payable.  It is management's opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.  The fair value of these financial instruments approximates their carrying values, unless otherwise noted.


F-21


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010








12.       FINANCIAL INSTRUMENTS AND RISKS(cont’d...)





The Company’s risk exposures and the impact on the Company’s financial instruments are summarized below:





i)       Interest rate risk





The Company is not exposed to significant interest rate risk due to the short-term maturity of its monetaryassets and liabilities.





ii)       Credit risk





Credit risk is the risk of loss associated with a counterparty’s inability to fulfill its payment obligations. The Company is not exposed to significant credit risk on its financial assets due to cash being placed with major financial institutions and goods and services tax recoverable is due from government agencies.





iii)       Currency risk





As of September 30, 2010, the Company does not have assets or liabilities in foreign currency and therefore isnot exposed to foreign currency risk.





iv)       Liquidity risk





The Company’s approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. As at September 30, 2010, the Company had a cash balance of $641 to settle current liabilities of $114,979. There is a risk that the Company may not be able to fulfill its obligation when a liability is due. All of the Company’s financial liabilities have contractual maturities of 30 days or due on demand and are subject to normal trade terms.





v)       Other price and market risk





The Company’s financial instruments are all short term and exposed to other price and market risks should the fair value of future cash flows from financial instruments fluctuate.





Management does not feel that the Company is exposed to significant risk as its financial instruments are not


expected to significantly fluctuate over the short term.





In general, fair values determined by Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.  Fair value determined by Level 2 inputs utilize observable inputs other Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities.  Fair values determined by Level 3 inputs are observable data points for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability.


F-22


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010








12.       FINANCIAL INSTRUMENTS AND RISKS(cont’d...)





The following table presents information about the Company’s financial assets and liabilities that have been measured at fair value as of September 30, 2010, and indicates the fair value hierarchy of the valuation inputs utilized to determine such fair values.





Description


Level 1


Level 2


Level 3


September 31,

2010Assets:Cash

$
641


$
—


$
—


$
641Total financial assets at fair value

$
641


$
—


$
—


$
641





13.
DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES





These financial statements have been prepared in accordance with Canadian GAAP.  Material variations in the accounting principles, practices and methods used in preparing these financial statements from principles, practices and methods accepted in the United States (“United States GAAP”) are described and quantified below.





Balance sheets





The impact of the differences between Canadian GAAP and United States GAAP on the balance sheets would be as follows:





2010


2009Balance,

Canadian

GAAP


Adjustments


Balance,

United States

GAAP


Balance,

Canadian

GAAP


Adjustments


Balance,

United States

GAAPCurrent assets

$
759


$
—


$
759


$
725


$
—


$
725Equipment


—



—



—



—



—



—Website costs


—



—



—



—



—



—Mineral properties


13,000



—



13,000



10,000



—



10,000$
13,759


$
—


$
13,759


$
10,725


$
—


$
10,725Current liabilities

$
114,979


$
—


$
114,979


$
208,482


$
—


$
208,482Shareholders’ deficiency


(101,220
))


—



(101,220
)


(197,757
)


—



(197,757
)$
13,759


$
—


$
13,759


$
10,725


$
—


$
10,725


F-23


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010










13.
DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES(cont’d...)





Statements of operations





The impact of the differences between Canadian GAAP and United States GAAP on the statements of operations would be as follows:





Period from

July 1, 2009

to

September 30,

2010


2010


2009


2008(restated)Loss for the period, Canadian GAAP

$
(910,183
)

$
(236,714
)

$
(999,218
)

$
(518,856
)Adjustments:Mineral properties and deferred exploration costs


—



—



23,727



—Loss for the period, United States GAAP

$
(910,183
)

$
(236,714
)

$
(975,491
)

$
(518,856
)Basic and diluted loss per common share, United States GAAP





$
(0.01
)

$
(0.01
)

$
(0.02
)Weighted average number of common shares outstanding,

United States GAAP






37,374,498



32,268,780



21,396,073





Statements of cash flows





There were no material differences between Canadian GAAP and United States GAAP on the statements of cash flows for the years ended September 30, 2010, 2009 and 2008 and for the period from July 1, 2009 to September 30, 2010.





(a) Mineral properties





Under Canadian GAAP, the Company accounts for mineral properties as described in note 2.





Under US GAAP, costs of acquiring mining properties are capitalized upon acquisition. Mine development costs incurred either to develop new ore deposits, expand the capacity of mines, or to develop mine areas substantially in advance of current production are also capitalized once proven and probable reserves exist and the property is a commercially mineable property. Costs incurred to maintain current production or to maintain assets on a standby basis and costs incurred to explore a property are  charged to operations. Costs of abandoned projects are charged to operations upon abandonment. The Company evaluates the carrying value of capitalized mining costs and related property, plant and equipment costs, to determine if these costs are in excess of their net recoverable amount whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. The periodic evaluation of carrying value of capitalized costs and any related property, plant and equipment costs are based upon expected future cash flows and/or estimated salvage value.





F-24


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010










13.
DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES(cont’d...)




(b) Other presentation items





Under US GAAP, the Company would be considered an exploration stage company as it is devoting its efforts to establishing a commercially viable mineral property. However, the identification of the Company as such for accounting purposes does not impact the measurement principles applied in these consolidated financial statements.





(c) Impact of recent United States accounting pronouncements:





Subsequent events





In June 2009, the FASB issued general standards of accounting for, and disclosure of, events that occur after the balance sheet date but before the financial statements are issued or are available to be issued (codified within ASC 855). The update sets forth: (a) the period after the balance sheet date during which management of a reporting entity should evaluate events or transactions that may occur for potential recognition or disclosure in the financial statements; (b) the circumstances under which an entity should recognize events or transactions occurring after the balance sheet date in its financial statements; and (c) the disclosures that an entity should make about events or transactions that occurred after the balance sheet date. The adoption of this standard had no impact on the  Company's financial position, results of operations or cash flows.





In February 2010, FASB issued Accounting Standards Update (“ASU”) 2010-09 Subsequent Events (Topic 855) Amendments to Certain Recognition and Disclosure Requirements. ASU 2010-09 removes the requirement for an SEC filer to disclose a date in both issued and revised financial statements.  Revised financial statements include financial statements revised as a result of either correction of an error or retrospective application of GAAP. All of the amendments in ASU 2010-09 are effective upon issuance of the final ASU, except for the use of the issued date for conduit debt obligors. That amendment is effective for interim or annual periods ending after June 15, 2010. The Company adopted ASU 2010-09 in February 2010 and it did not have a material impact on the Company’s financial statements.





(d) United States accounting pronouncements not yet effective





(i) Share-based payments





In April 2010, the FASB provided an update to address the classification of an employee share-based payment award with an exercise price denominated in the currency of a market in which the underlying equity security trades. FASB Accounting Standards Codification Topic 718, Compensation—Stock Compensation, provides guidance on the classification of a share-based payment award as either equity or a liability. A share-based payment award that contains a condition that is not a market, performance, or service condition is required to be classified as a liability. This standard is effective for years beginning after December 15, 2010, and for subsequent interim and annual reporting periods thereafter. The Company does not expect the adoption of this standard to have a significant effect on the Company's results of operations or financial position.


F-25


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010










13.
DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES(cont’d...)







(d) United States accounting pronouncements not yet effective(cont’d...)





(ii) Fair value measurement and disclosures





In January 2010, the FASB issued Accounting Standards Update No. 2010-06, "Improving Disclosures about Fair Value Measurements" (ASU 2010-06 or the ASU). The ASU amends ASC 820 to require a number of additional disclosures regarding fair value measurements. Specifically, the ASU requires entities to disclose:





(a) the amounts of significant transfers between Level 1 and Level 2 of the fair value hierarchy and the reasons for these transfers;





(b) the reasons for any transfers in or out of Level 3;





(c) information in the reconciliation of recurring Level 3 measurements about purchases, sales, issuances and settlements on a gross basis.





In addition to these new disclosure requirements, the ASU also amends ASC 820 to clarify certain existing disclosure requirements.





Except for the requirement to disclose information about purchases, sales, issuances, and settlements in the reconciliation of recurring Level 3 measurements on a gross basis, all the amendments to ASC 820 made by ASU 2010-06 are effective for interim and annual reporting periods beginning after 15 December 2009. The requirement to separately disclose purchases, sales, issuances, and settlements of recurring Level 3 measurements does not become effective until fiscal years beginning after 15 December 2010, including interim periods within those fiscal years.





The Company does not expect the adoption of this standard to have a significant effect on the Company's results of operations or financial position.





(iii) Variable interest entities





In June 2009, the FASB issued new guidance relating to accounting for Variable Interest Entities ("VIE") codified within ASC 810-10. Key changes include: (a) the elimination of the exemption for qualifying special purpose entities ("QSPE"); (b) a new approach for determining who should consolidate a VIE; and (c) changes to when it is necessary to reassess who should consolidate a VIE. This standard is effective for years beginning after November 15, 2009, and for subsequent interim and annual reporting periods thereafter. The Company does not expect the adoption of this standard to have a significant effect on the Company's results of operations or financial position.


F-26


GLOBETECH VENTURES CORP.


(An Exploration Stage Company)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


(Expressed in Canadian dollars)


SEPTEMBER 30, 2010








14.       SUBSEQUENT EVENT





There were no significant events subsequent to September 30, 2010 requiring disclosure in these consolidated


financial statements.





F-27