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Memorandum and Articles of Association

May 6, 2021

Amended and restated Memorandum And Articles of association Of Hamak Gold Limited Incorporated on 6th day of May 2021.

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High-Risk Investment Notice

The Company holds part of its reserves in Bitcoin, which is unregulated in the UK and considered high-risk by the FCA. Bitcoin is volatile, may be difficult to sell, and investors could lose the full value of their investment. Investments in the Company are not protected by the Financial Ombudsman Service or the Financial Services Compensation Scheme.

Risk notice

The Company maintains some of its treasury reserves and surplus cash in Bitcoin, a form of cryptocurrency. The Company is not authorised or regulated by The Financial Conduct Authority (FCA) and Bitcoin investments are generally not subject to regulation by the FCA or otherwise in the United Kingdom. Neither the Company nor investors in the Company’s shares are protected by the UK’s Financial Ombudsman Service or the Financial Services Compensation Scheme.

However the FCA considers Bitcoin investments to be high-risk. The value of Bitcoin can go up as well as down, leading to fluctuations in the value of the Company’s Bitcoin holdings, and the Company may not be able to realise its Bitcoin holdings for the same amount it paid to acquire them, or even for the value the Company currently attributes to its Bitcoin positions. The Company’s Board of Directors have identified the following risks in relation to the holding of Bitcoin, which are not exhaustive:

The value of Bitcoin can be highly volatile, with its value falling as quickly as it rises. Investors in Bitcoin must be prepared to lose all money invested.
The Bitcoin market is largely unregulated. There is a risk of losing money due to factors such as cyber-attacks, financial crime, and counterparty failure.
The Company may not be able to sell its Bitcoin at will. The ability to sell Bitcoin depends on various factors, including the supply and demand in the market at the relevant time. Operational failings such as technology outages, cyber-attacks, and comingling of funds could cause unwanted delays.
Cryptoassets carry a perception of fraud, money laundering, and financial crime.

An investment in the Company is not an investment in Bitcoin itself, but prospective investors in the Company are encouraged to conduct their own research before investing and should be aware that they will have indirect exposure to the high-risk nature of cryptoassets, including their volatility, and could therefore sustain large or total losses of their investment.

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