SEDAR Interim Financial Statements

GLOBAL HEALTH CLINICS LTD. Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) NOTICE OF NO AUDITOR REVIEW OF INTERIM FINANCIAL STATEMENTS Under National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the condensed consolidated interim financial statements, they must be accompanied by a notice indicating that the condensed consolidated interim financial statements have not been reviewed by an auditor. The accompanying unaudited condensed consolidated interim financial statements of the Company have been prepared by and are the responsibility of the Company’s management. The Company’s independent auditor has not performed a review of these condensed consolidated interim financial statements in accordance with standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity’s auditor. The notes to the condensed consolidated interim financial statements are an integral part of these statements. 3 Global Health Clinics Ltd. Condensed Consolidated Interim Statements of Financial Position (Expressed in Canadian Dollars) As at, October 31, 2025 July 31, 2025 (Unaudited) (Audited) ASSETS Current assets Cash $ 57,680 $ 50,485 Accounts receivable (note 8) 955 1,277 GST recoverable 6,774 13,260 Total current assets 65,409 65,022 Non-current asset Equipment (note 9) 1,065 1,123 Total non-current asset 1,065 1,123 Total assets $ 66,474 $ 66,145 LIABILITIES AND SHAREHOLDERS’ DEFICIENCY Current liabilities Accounts payable (note 10) $ 1,788,488 $ 1,698,045 Accrued liabilities 576,500 553,000 Deferred revenue (note 11) 1,750 680 Loans payable (note 10 and 12) 2,560,881 2,342,775 Total current liabilities 4,927,619 4,594,500 Total liabilities 4,927,619 4,594,500 Shareholders’ deficiency Share capital (note 13) 26,342,700 26,342,700 Reserves 6,831,776 6,831,776 Accumulated deficit (38,035,621) (37,702,831) Total shareholders’ deficiency (4,861,145) (4,528,355) Total liabilities and shareholders’ deficiency $ 66,474 $ 66,145 Nature of operations (note 1) Approved on behalf of the Board of Directors: "Jatinder Dhaliwal" (signed) Director Jatinder Dhaliwal, Director "Usama Chaudhry" (signed) Director Usama Chaudhry, Director The notes to the condensed consolidated interim financial statements are an integral part of these statements. 4 Global Health Clinics Ltd. Condensed Consolidated Interim Statements of Loss and Comprehensive Loss (Expressed in Canadian Dollars) (Unaudited) For the Three Months Ended October 31, 2025 2024 REVENUE Sales (note 15) $ 2,105 $ 19,250 COST OF SALES Doctor fees (1,625) (3,261) Gross Profit 480 15,989 Operating Expenses Depreciation (note 9) 58 71 Bank charges, interest and accretion (notes 10 and 12) 68,954 43,362 Consulting and referral fees 72,283 68,966 Filing and listing fees 2,650 2,625 Legal and professional fees 3,792 - Management fees (note 10) 57,000 55,000 Office and general expenses 38,585 39,130 Salaries and wages 89,060 88,602 Transfer agent fees 888 - Net loss and comprehensive loss $ (332,790) $ (281,767) Basic and diluted net loss per share (note 14) $ (0.04) $ (0.03) Weighted average number of common shares outstanding – basic and diluted 9,392,138 9,392,138 The notes to the condensed consolidated interim financial statements are an integral part of these statements. 5 Global Health Clinics Ltd. Condensed --- Consolidated Interim Statements of Cash Flows (Expressed in Canadian Dollars) (Unaudited) For the Three Months Ended October 31, 2025 2024 Operating activities Net loss for the period $ (332,790) $ (281,767) Items not affecting cash: Depreciation 58 71 Accretion and accrued interest 68,106 42,478 Changes in non-cash working capital items: Accounts receivable 322 2,091 GST recoverable 6,486 6,173 Accounts payable 90,443 99,233 Accrued liabilities 23,500 19,701 Deferred revenue 1,070 (3,231) Net cash used in operating activities (142,805) (115,251) Financing activity Loan Payable, net of repayment 150,000 144,000 Net cash provided by financing activity 150,000 144,000 Net change in cash 7,195 28,749 Cash, beginning of period 50,485 9,191 Cash, end of period $ 57,680 $ 37,940 The notes to the condensed consolidated interim financial statements are an integral part of these statements. 6 Global Health Clinics Ltd. Condensed Consolidated Interim Statements of Changes in Shareholders’ Deficiency For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) Common Share Capital Preferred Share Capital Reserves Number of Shares (i) Amount Number of Shares (i) Amount Share-Based Payments Warrants Contributed Surplus Deficit Total Balance, July 31, 2024 9,392,138 $ 26,242,700 100 $ 100,000 $ 1,154,630 $ 5,650,846 $ 26,300 $ (36,437,456) $ (3,262,980) Net loss for the period - - - - - - - (281,767) (281,767) Balance, October 31, 2024 9,392,138 $ 26,242,700 100 $ 100,000 $ 1,154,630 $ 5,650,846 $ 26,300 $ (36,719,223) $ (3,544,747) Balance, July 31, 2025 9,392,138 $ 26,242,700 100 $ 100,000 $ 1,154,630 $ 5,650,846 $ 26,300 $ (37,702,831) $ (4,528,355) Net loss for the period - - - - - - - (332,790) (332,790) Balance, October 31, 2025 9,392,138 $ 26,242,700 100 $ 100,000 $ 1,154,630 $ 5,650,846 $ 26,300 $ (38,035,621) $ (4,861,145) Global Health Clinics Ltd. Notes to Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) 7 1. Nature of Operations Global Health Clinics Ltd. (the “Company”) was incorporated on March 18, 2013 in the Province of British Columbia. On August 24, 2018, the Company changed its name to Global Health Clinics Ltd. The Company commenced trading on the Canadian Securities Exchange under the symbol MJRX on August 29, 2018. The head office of the Company is located at 837 West Hasting Street, Suite 400, Vancouver, BC, Canada V6C 3N6. The Company engages in the cannabis industry and operates medical clinics which guide patients through the process of becoming legal users of marijuana. 2. Going Concern Assumption These condensed consolidated interim financial statements have been prepared on the basis of accounting principles applicable to a going concern under IFRS® Accounting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). The use of these principles under IFRS assumes that the Company will continue in operation for the foreseeable future and will be able to realize assets and discharge its liabilities in the normal course of operations. The Company’s operations to date have been financed by issuing common shares and debt instruments. The Company’s ability to continue as a going concern is dependent upon its ability to commence profitable operations, generate funds therefrom and raise additional financing in order to meet current and future obligations. The current --- cash position on hand and expected cash flows for the next 12 months are not sufficient to fund the Company’s ongoing operational needs. Therefore, the Company will need funding through equity or debt financing, joint venture arrangements or a combination thereof. There is no assurance that additional funding will be available on a timely basis or on terms acceptable to the Company. During the three months ended October 31, 2025, the Company recorded net loss of $332,790. As at October 31, 2025, the Company’s current liabilities exceeds its current assets by $4,862,210 and had an accumulated deficit of $38,035,621. The Company is actively seeking additional sources of financing. In assessing whether the going concern assumption is appropriate, management takes into account all available information about the future, which is at least, but not limited to, twelve months from the end of the reporting period. Management is aware, in making its assessment, of material uncertainties related to events or conditions that may cast significant doubt upon the entity’s ability to continue as a going concern. These conditions indicate a material uncertainty exists that may cast significant doubt about the Company’s ability to realize its assets and discharge its liabilities in the normal course of business. Accordingly, the condensed consolidated interim financial statements do not give effect to adjustments that would be necessary should the Company be unable to continue as a going concern and therefore realize its assets and discharge its liabilities and commitments in other than the normal course of business and at amounts different from those in the accompanying condensed consolidated interim financial statements. These adjustments could be material. 3. Statement of Compliance and Basis of Presentation (a) Statement of compliance The policies applied in these condensed consolidated interim financial statements are prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (“IASB”), in particular International Accounting Standards (“IAS”) 34, Interim Reporting, and interpretations issued by the Interpretation Financial Reporting Interpretations Committee (“IFRIC”). The board of directors approved the condensed consolidated interim financial statements on December 23, 2025. (b) Basis of presentation These condensed consolidated interim financial statements have been prepared on a going concern basis, under the historical cost convention, except for certain financial instruments which may be measured at fair value in subsequent periods and have been prepared using the accrual basis of accounting except for cash flow information. Global Health Clinics Ltd. Notes to Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) 8 3. Statement of Compliance and Basis of Presentation (continued) (c) Basis of consolidation These condensed consolidated interim financial statements include the accounts of the Company and its wholly owned subsidiaries, 2770914 Ontario Inc. (“H2H”), 2756407 Ontario Ltd. (“Wonder”), Anytime Health Corp. (“AHC”), MCRCI Medicinal Cannabis Resource Centre Inc. (“MCRCI”), Patient Access Pavilions Ltd. (“PAP”), and its wholly-owned subsidiaries, Green Life Clinics Ltd. and 1408961 BC Ltd. All companies are located in Vancouver, B.C. Canada. Control is achieved when the Company has the power t --- o govern the financial operating policies of an entity so as to obtain benefits from its activities. The subsidiaries are consolidated from the date on which control is transferred to the Company until the date on which control ceases. All inter-company transactions, balances, income and expense are eliminated upon consolidation. 4. Material Accounting Policy Information The Company has consistently applied the following accounting policies to all periods presented in these condensed consolidated interim financial statements, except if mentioned otherwise. Financial instruments Classification The Company classifies its financial instruments under IFRS 9 in the following categories: at fair value through profit or loss (“FVTPL”), at fair value through other comprehensive income (loss) (“FVTOCI”) or at amortized cost. The Company determines the classification of financial assets at initial recognition. The classification of debt instruments is driven by the Company’s business model for managing the financial assets and their contractual cash flow characteristics. Equity instruments that are held for trading are classified as FVTPL. For other equity instruments, on the day of acquisition the Company can make an irrevocable election (on an instrument-by-instrument basis) to designate them as at FVTOCI. Financial liabilities are measured at amortized cost, unless they are required to be measured at FVTPL (such as instruments held for trading or derivatives) or if the Company has opted to measure them at FVTPL. The following table shows the classification under IFRS 9: Cash FVTPL Accounts receivable Amortized cost Accounts payable Amortized cost Loans payable Amortized cost Measurement Financial assets at FVTOCI Elected investments in equity instruments at FVTOCI are initially recognized at fair value plus transaction costs. Subsequently they are measured at fair value, with gains and losses recognized in other comprehensive income (loss). Financial assets and liabilities at amortized cost Financial assets and liabilities at amortized cost are initially recognized at fair value plus or minus transaction costs, respectively, and subsequently carried at amortized cost less any impairment. Financial assets and liabilities at FVTPL Financial assets and liabilities carried at FVTPL are initially recorded at fair value and transaction costs are expensed in the consolidated statements of loss and comprehensive loss. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTPL are included in the consolidated statements of loss and comprehensive loss in the period in which they arise. Where management has opted to recognize a financial liability at FVTPL, any changes associated with the Company’s own credit risk will be recognized in the consolidated statements of loss and comprehensive loss. Global Health Clinics Ltd. Notes to Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) 9 4. Material Accounting Policy Information (continued) Financial instruments (continued) Impairment of financial assets at amortized cost The Company recognizes a loss allowance for expected credit losses on financial assets that are measured at amortized cost. At each reporting date, the Company measures the loss allowance for the financial asset at an amount equal to the lifetime expected credit losses if --- the credit risk on the financial asset has increased significantly since initial recognition. If at the reporting date, the financial asset has not increased significantly since initial recognition, the Company measures the loss allowance for the financial asset at an amount equal to the twelve month expected credit losses. The Company shall recognize in the consolidated statements of loss and comprehensive loss, as an impairment gain or loss, the amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognized. Derecognition Financial assets The Company derecognizes financial assets only when the contractual rights to cash flows from the financial assets expire, or when it transfers the financial assets and substantially all of the associated risks and rewards of ownership to another entity. Gains and losses on derecognition are generally recognized in the consolidated statements of loss and comprehensive loss. However, gains and losses on derecognition of financial assets classified as FVTOCI remain within accumulated other comprehensive loss. Financial liabilities The Company derecognizes financial liabilities only when its obligations under the financial liabilities are discharged, cancelled or expired. Generally, the difference between the carrying amount of the financial liability derecognized and the consideration paid and payable, including any non-cash assets transferred or liabilities assumed, is recognized in the consolidated statements of loss and comprehensive loss. Equipment Equipment is carried at cost, less accumulated depreciation and accumulated impairment losses. The cost of an item of property and equipment consists of the purchase price, any costs directly attributable to bringing the asset to the location and condition necessary for its intended use and an initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located. Equipment is depreciated annually on a declining balance basis as follows: • Furniture and equipment - 20% Depreciation commences when an item of equipment becomes available for use. An item of equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on disposal of the asset, determined as the difference between the net disposal proceeds and the carrying amount of the asset, is recognized in profit or loss. Where an item of equipment comprises major components with different useful lives, the components are accounted for separately. Expenditures incurred to replace a component of an item of equipment that is accounted for separately, including major inspection and overhaul expenditures, are capitalized. Global Health Clinics Ltd. Notes to Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) 10 4. Material Accounting Policy Information (continued) Impairment of non-current assets The carrying amount of the Company’s long-lived assets with finite useful lives is reviewed at each reporting date to determine whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. An impairment loss is recognized whenever the carrying amount of an asset or its --- cash-generating unit exceeds its recoverable amount. Impairment losses are recognized in the consolidated statement of loss and comprehensive loss. The recoverable amount of an asset is the higher of fair value less costs to sell and value in use. Fair value is determined as the amount that would be obtained from the sale of the asset in an orderly transaction between market participants. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount and the impairment loss is recognized in profit or loss. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, to the extent the revised carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognized in profit or loss. Functional currency The Company and its subsidiaries’ presentation and functional currency is the Canadian dollar. Share capital Financial instruments issued by the Company are treated as equity only to the extent that they do not meet the definition of a financial liability. The Company’s common shares are classified as equity instruments. Incremental costs directly attributable to the issue of new shares are recognized in equity as a reduction from the gross proceeds received from the issued shares. When warrants are issued as part of a unit placement, proceeds from unit placement are allocated between shares and warrants issued using the relative fair value method. Proceeds are charged in proportion to the fair value of shares based on the stock prices at the time of issue and the fair value of the warrants determined using the Black-Scholes Option Pricing Model. The fair value attributed to the warrant is recorded as contributed surplus. If the warrant is exercised, the value attributed to the warrant is transferred to share capital. If the warrant expires unexercised, the value remains in contributed surplus within equity. Loss per share Loss per share is calculated based on the weighted average number of common shares issued and outstanding during the year. In the years when the Company reports a net loss, the effect of potential issuances of common shares are anti- dilutive, therefore, basic and fully diluted loss per common share is the same. The diluted loss per share reflects the potential dilution of common share equivalents, such as the conversion of outstanding stock options and share purchase warrants, in the weighted average number of common shares outstanding during the period, if dilutive. The treasury stock method is used for the assumed proceeds upon exercise of the options and warrants. Share-based payments The costs of share-based payments with employees are measured by reference to the fair value at the date on which they are granted. Share-based payments to non-employees are measured at the fair value of goods or services received or the fair value of the equity instruments issued, if it is determined the fair value of the goods or s --- ervices cannot be reliably measured and are recorded at the date the goods or services are received. The corresponding amount is recorded to the share-based payment reserve. Global Health Clinics Ltd. Notes to Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) 14 4. Material Accounting Policy Information (continued) Share-based payments (continued) The costs of share-based payments are recognized, together with a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled and vested, ending on the date on which the relevant employees become fully entitled to the award (“the vesting period or date”). The cumulative expense is recognized for equity-settled transactions at each reporting date until the vesting date and reflects the Company’s best estimate of the number of equity instruments that will ultimately vest. The profit or loss charge for a period represents the movement in cumulative expense recognized as at the beginning and end of that period and the corresponding amount is recorded in share-based payment reserve. When the share-based payment arrangement has been cancelled or the terms have expired the fair value assigned to the share-based payment arrangement remains in reserves. Revenue recognition IFRS 15 Revenue from Contracts with Customers (“IFRS 15”) utilizes a methodical framework for entities to follow in order to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The Company derives its revenue from membership fees, and educational fees. Membership fees are normally received upfront from patients related to the annual fees. Therefore, the Company recognizes deferred revenue for the membership upfront prepayments received during the year and recognises the associated revenue on a straight-line basis over the one-year service period with a corresponding reduction in deferred revenue. Education grants revenue are recognized in the month that they are earned. Revenue from the rendering of services, including education grants, is recognized upon transfer of control of products or services to customers at an amount that reflects the consideration the Company expects to receive in exchange for the products or services. This is achieved through applying the following five-step model 1. Identify the contract with a customer; 2. Identify the performance obligation(s) in the contract; 3. Determine the transaction price; 4. Allocate the transaction price to the performance obligation(s) in the contract; and 5. Recognize revenue when or as the Company satisfies the performance obligation(s). Related party disclosures Parties are considered to be related if one party has the ability to directly or indirectly control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are subject to common control or common significant influence. Related parties may be individuals or corporate entities. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. Income taxes Income tax expense consisting of current and deferred tax expense is recogni --- zed in the consolidated statement of loss and comprehensive loss. Current tax expense is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at period-end, adjusted for amendments to tax payable with regard to previous years. Deferred income taxes are provided using the liability method on temporary differences at the date of the statement of financial position between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred income tax liabilities are recognized for all taxable temporary differences, except where the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at Global Health Clinics Ltd. Notes to Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) 14 4. Material Accounting Policy Information (continued) Income taxes (continued) the time of the transaction, affects neither the accounting profit nor taxable profit or loss. Taxable temporary differences associated with investments in associates and interests in joint ventures are not recognized, where the timing in the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future. Deferred income tax assets are recognized for all deductible temporary differences and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and unused tax losses can be utilized. The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilized. Unrecognized deferred income tax assets are reassessed at each reporting date and are recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is expected to be realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the date of the statement of financial position. Deferred income taxes relating to items recognized directly in equity are recognized in equity and not in the consolidated statement of loss and comprehensive loss. Deferred income tax assets and deferred income tax liabilities are offset if, and only if, a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority which intend to either settle current tax liabilities and assets on a net basis, or to realize the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax assets or liabilities are expected to be settled or recovered. Operating segments IFRS 8 aligns the identification and reporting of operating segments with internal management reporting. Segment reporting under IFRS 8 highlights the information and measures that management believes are important and are used to make k --- ey decisions. An operating segment is a component of an entity: • That engages in business activities from which it may earn revenues and incur expenses; • Whose operating results are regularly reviewed by the entity’s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance; and • For which discrete financial information is available. The Company’s Chief Operating Decision Maker, its Chief Executive Officer, reviews the operating results, assesses the performance and makes capital allocation decisions of the Company related to its operating segment for Medical Clinics for Legal Users of Marijuana. The segment disclosures for the identified operating segment is disclosed in Note 16. The Company has focused its efforts in the past two fiscal years on the operating segment for Medical Clinics for Legal Users of Marijuana and may consider investment in the Psilocybin Development segment if future capital becomes available. The Company’s corporate division does not meet the definition of an operating segment as defined in IFRS 8, Operating Segments. Future accounting policies Other accounting standards or amendments to existing accounting standards that have been issued but have future effective dates are either not applicable or are not expected to have a significant impact on the Company’s consolidated financial statements. Global Health Clinics Ltd. Notes to Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) 14 4. Material Accounting Policy Information (continued) Future accounting policies (continued) IFRS 18 - Presentation and Disclosure of Financial Statements The standard replaces IAS 1 Presentation of Financial Statements and includes requirements for the presentation and disclosure of information in financial statements, such as the presentation of subtotals within the statement of operations and the disclosure of management-defined performance measures within the financial statement. This standard is effective for periods beginning on or after January 1, 2027 with earlier application permitted. The Company is currently assessing the effect of the new standard to its financial statements in future periods. There are no other IFRS or International Financial Reporting Interpretations Committee interpretations that are not yet effective that would be expected to have a material impact on the Company’s consolidated financial statements. 5. Significant Accounting Estimates and Judgments The preparation of these condensed consolidated interim financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, and expenses during the reporting period. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances. Actual outcomes could differ from these estimates. The financial statements include estimates which, by their nature, are uncertain. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period or in both the period of revision and future periods if the revision affects both current and future periods. Critical judgmen --- ts in applying accounting policies Information about critical judgments in applying accounting policies that have the most significant risk of causing material adjustment to the carrying amounts of assets and liabilities recognized in the consolidated financial statements within the next financial year are discussed below: (a) Going concern risk assessment The Company’s ability to continue its operations and to realize assets at their carrying values is dependent upon its ability to generate future income and to raise sufficient capital to meet certain operating expenses and liabilities. There is no assurance it will be able to raise funds in the future. These consolidated financial statements do not give effect to any adjustments required to realize its assets and discharge its liabilities in other than the normal course of business and at amounts different from those reflected in the accompanying consolidated financial statements. (b) Impairment of non-financial assets Judgment is involved in assessing whether there is any indication that an asset or cash-generating unit may be impaired. This assessment is made based on the analysis of, amongst other factors, changes in the market or business environment, events that have transpired that have impacted the asset or cash-generating unit, and information from internal reporting. Key sources of estimation uncertainty The following are key assumptions concerning the future and other key sources of estimation uncertainty that have a significant risk of resulting in material adjustments to the consolidated financial statements. (a) Allowance for doubtful accounts The Company must make an assessment of whether accounts receivable are collectible from debtors. Accordingly, management establishes an allowance for estimated losses arising from non-payment, taking into consideration customer credit, current economic trends and past experience. If future collections differ from estimates, future earnings would be affected. Global Health Clinics Ltd. Notes to Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) 14 5. Significant Accounting Estimates and Judgments (continued) Key sources of estimation uncertainty (continued) (b) Impairment Assets, including equipment, are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amounts may exceed their recoverable amounts. (c) Estimated useful lives of equipment The Company makes estimates and utilizes assumptions in determining the useful lives of equipment, and the related depreciation. Uncertainties in these estimates relate to technical obsolescence and the average life of a patient relationship that may change the utilization of certain assets. While management believes the estimates contained within these condensed consolidated interim financial statements are reasonable, actual results could differ from those estimates and could impact future results of operations and cash flows. 6. Financial Risk Management Financial risk management objectives and policies The Company is exposed to various financial risks resulting from its financial instruments. The Company's management, with the Board of Directors oversight, manages financial risks. Where material, these risks will be reviewed and monitored by the Board of Directors. The Company does not enter into financial instrument agreements including derivative finan --- cial instruments for speculative purposes. Financial risks (a) Fair value risk The Company’s financial instruments consist of cash, accounts receivables, accounts payable and loans payable. Financial instruments recorded at fair value on the consolidated statements of financial position are classified using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three levels of the fair value hierarchy are as follows: • Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities; • Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly (i.e., as prices) or indirectly (i.e., derived from prices); and • Level 3: Inputs that are not based on observable market data. Accounts receivables, accounts payable and loans payable are measured at amortized cost and approximate their fair value due to their short-term maturities. Cash under the fair value hierarchy is based on Level 1 quoted prices in active markets for identical assets or liabilities. (b) Market risk Market risk is the risk that the fair value or future cash flows from a financial instrument will fluctuate because of changes in market prices or prevailing conditions. Market risk comprises three types of risk: currency risk, interest rate risk and price risk and are disclosed as follows: Global Health Clinics Ltd. Notes to Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) 15 6. Financial Risk Management (continued) Financial risks (continued) (b) Market risk (continued) Currency risk Currency risk is the risk of change in profit or loss that arises from fluctuations of foreign exchange rates and the degree of volatility of these rates. The Company does not use derivative instruments to reduce its exposure to foreign currency risk. The Company has only a nominal amount of assets or liabilities denominated in foreign currencies and engages in very few transactions denominated in a foreign currency; therefore, its exposure to currency risk is limited. Interest rate risk Interest rate risk is the risk that future cash flows will fluctuate as a result of changes in market interest rates. The Company is not exposed to risks associated with the effects of fluctuations in the prevailing levels of market interest rates as loans are carried at fixed interest rates. (c) Credit risk Credit risk is the risk of an unexpected loss if a customer or third party to a financial instrument fails to meet its contractual obligations. All the Company’s cash is held through Canadian chartered banks and accordingly, the Company’s exposure to credit risk is considered to be limited. The Company’s GST recoverable are refunds due from the Government of Canada and the exposure to credit risk on these amounts are considered to be limited. The Company’s accounts receivable consists of amounts due from various customers. The maximum exposure to credit risk is equal to the carrying value of accounts receivable. The Company’s historic rate of bad debts is low. The Company applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which permits the use of the lifetime expecte --- d loss provision for all trade receivables. To measure the expected credit losses, trade receivables are assessed primarily on days past due combined with the Company’s knowledge of past bad debts. (d) Liquidity risk Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. At October 31, 2025, the Company’s cash balance of $57,680 is not able to settle current liabilities of $4,927,619. The Company manages its liquidity risk by attempting to maintain sufficient cash and cash equivalents balances to enable settlement of transactions on the due date. Accounts payable, accrued liabilities and short-term loans payable are all current. As the Company has limited sources of revenue, it may require additional financing to accomplish its long-term strategic objectives. Liquidity risk is assessed as high. 7. Capital Management The Company's policy is to maintain a strong capital base so as to maintain investor and creditor confidence and to sustain future development of the business. The capital structure of the Company consists of share capital and working capital. As at October 31, 2025, the Company's shareholders’ deficiency was $4,861,145 (July 31, 2025 - $4,528,355). The Company’s capital management objectives, policies and processes have been directed towards the cannabis industry during the year ended July 31, 2025 and period ended October 31, 2024. The Company is not subject to any externally imposed capital requirement. There were no changes in the Company’s approach to capital management during the period. Global Health Clinics Ltd. Notes to Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) 16 8. Accounts Receivable As at October 31, 2025, five customers have receivable balances greater than 10% of the total accounts receivable balance (July 31, 2025 - two customers) and account for 12%, 16%, 16%, 16%, and 33% of receivables, respectively (July 31, 2025 - 48%, and 15% of receivables, respectively). The following table shows the breakdown of accounts receivable ageing report as of three months ended October 31, 2025 and year ended July 31, 2025. October 31, 2025 July 31, 2025 Current $ 570 $ 826 31-60 days - 11 61-90 days - - More than 90 days 385 440 Accounts receivable, net of allowance for doubtful accounts $ 955 $ 1,277 As of October 31, 2025, the allowance for doubtful accounts was $11,563 (July 31, 2025 - $11,563). 9. Equipment Computer Software Furniture and Equipment Total Cost Balance July 31, 2024, 2025 and October 31, 2025 $ 2,000 $ 8,246 $ 10,246 Amortization Balance, July 31, 2024 $ 1,973 $ 6,866 $ 8,839 Charge for the year 14 270 284 Balance, July 31, 2025 1,987 7,136 9,123 Charge for the period 2 56 58 Balance, October 31, 2025 $ 1,989 $ 7,192 $ 9,181 Balance, July 31, 2025 $ 13 $ 1,110 $ 1,123 Balance, October 31, 2025 $ 11 $ 1,054 $ 1,065 10. Related Party Transactions and Disclosures Key management personnel Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. The Company has determined that key management personnel consist of executive and non-executive members of the Company’s Board of Directors and corporate officers and companies owned by these individuals. Remuneration attributed to key management personnel is summarized as follows: October 31, 2025 Oc --- tober 31, 2024 Management fees $ 54,000 $ 54,000 Director fees 3,000 1,000 $ 57,000 $ 55,000 Global Health Clinics Ltd. Notes to Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) 17 10. Related Party Transactions and Disclosures (continued) At October 31, 2025, the Company had a balance of $115,920 (July 31, 2025 - $106,470) due to the CFO, $769,254 (July 31, 2025 - $720,765) due to the CEO, and $9,000 (July 31, 2025 - $6,000) due to a director. These amounts are included in accounts payable. During the year ended July 31, 2025, the Company received loans of $Nil (2024 - $109,500), from the CEO of the Company. The loans are not collateralized and bear interest of 15% per annum. As of October 31, 2025, the total loan payable to related parties was $368,974 (July 31, 2025 - $360,331), including accrued interest of $81,315 (July 31, 2025 - $72,672). Interest expense recorded for the three months ended October 31, 2025 was $39,184 (2024 - $8,643). (note 12). Except for the loan payable, the amounts payable to related parties are unsecured, non-interest bearing and have no specific terms of repayment. 11. Deferred Revenue Deferred revenue consists of memberships prepaid by patients. Deferred revenues are recognized as revenue on a straight-line over the term of service, which is one year. October 31, 2025 July 31, 2025 Beginning balance $ 680 $ 21,482 Additions during the period 1,500 9,522 Recognized as revenue (430) (30,324) Balance, end of the period $ 1,750 $ 680 12. Loans Payable Prior to the year ended July 31, 2023, the Company received loans totalling $279,273 from the CEO (note 10) and from other lenders. The loans bear interest of 10% per annum. The loans are due 12 months from the issue date. During the year ended July 31, 2025, the Company made partial repayments amounting to $120,000. As of October 31, 2025, the loan balance was $247,958 (July 31, 2025 - $243,943), including accrued interest of $88,685 (July 31, 2025 - $84,670). As at October 31, 2025, all of these loans are in default. During the year ended July 31, 2023, the Company received loans totaling $427,482 from the CEO (note 10) and from other lenders. Of these loans, $198,000 bears interest of 10% per annum, $217,482 bears interest of 15% per annum while the remaining $12,000 is a non-interest bearing loan. The loans are due 12 months from the issue date. During the year ended July 31, 2024, the Company made a partial repayment of loan amounting to $30,000. During the year ended July 31, 2025, the Company made a partial repayment amounting to $132,500. As of October 31, 2025, the loan balance was $371,935 (July 31, 2025 - $364,047), including accrued interest of $106,953 (July 31, 2025 - $99,065). As at October 31, 2025, all of these loans are in default. During the year ended July 31, 2023, the Company received loans totaling $300,000 from the CEO (note 10) and from other lenders. Of these loans, $250,000 bears interest of 10% per annum while the remaining $50,000 bears interest of 15% per annum. During the year ended July 31, 2025, the Company made partial repayment amounting to $25,000. The loans are due 24 months from the issue date. As of October 31, 2025, the loan balance was $356,259 (July 31, 2025 - $348,697), including accrued interest of $81,259 (July 31, 2025 - $73,697). During the year ended July 31, 2024, the Company received loans totaling $321,400 from th --- e CEO (note 10) and from other lenders. The loans bear interest of 15% per annum. During the year ended July 31, 2025, the Company made partial repayment amounting to $20,000. The loans are due 12 months from the issue date. As of October 31, 2025, the loan balance was $374,154 (July 31, 2025 - $362,600), including accrued interest of $72,754 (July 31, 2025 - $61,200). Global Health Clinics Ltd. Notes to Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) 19 12. Loans Payable (continued) During the year ended July 31, 2025, the Company obtained loans totaling $911,000 with 15% interest per annum. The loans are due within 12 months from the issuance date. The funds were used for general operating expenses. As of October 31, 2025, the loan balance was $1,018,815 (July 31, 2025 - $984,372), including accrued interest of $107,816 (July 31, 2025 - $73,372). During the three months ended October 31, 2025, the Company obtained loans totaling $150,000 with 15% interest per annum. The loans are due within 12 months from the issuance date. The funds were used for general operating expenses. As of October 31, 2025, the loan balance was $152,116, including accrued interest of $2,116. On May 15, 2020, the Company received a loan of $40,000 from the Canadian federal government under Canada Emergency Business Account (“CEBA”) as a business support measure for COVID-19. The fair value of loan as at May 15, 2020 was $26,791 using the present value of the monthly payments commencing on January 2023 discounted by 12% per annum. The due date of the loan has been extended to December 2023 and during the year ended July 31, 2025, the Company recorded a $Nil (2024 - $1,506) gain on the loan modification in the consolidated statement of loss and comprehensive loss. The carrying value of the loans as at October 31, 2025 are as follows: CEBA loan Other loans Total Balance, July 31, 2024 37,154 1,482,562 1,519,716 Additions - 911,000 911,000 Repayment - (297,500) (297,500) Accretion and interest 1,961 207,598 209,559 Balance, July 31, 2025 39,116 2,303,659 2,342,775 Additions - 150,000 150,000 Accretion and interest 527 67,579 68,106 Balance, October 31, 2025 39,643 2,521,238 2,560,881 Less: Current (39,643) (2,521,238) (2,560,881) $ - $ - $ - 13. Share Capital (i) Authorized share capital: • an unlimited number of common shares with no par value; and • an unlimited number of Series A preferred shares - non-voting, non-retractable, non-redeemable without dividend, no par value. (ii) Issued shares: Three months ended October 31, 2025 No shares were issued during the three months ended October 31, 2025. Year ended July 31, 2025 No shares were issued during the year ended July 31, 2025. (iii) Warrants: The issued and outstanding warrants balance at October 31, 2025 and July 31, 2025 is comprised as follows: Global Health Clinics Ltd. Notes to Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) 19 13. Share Capital (continued) (iii) Warrants (continued): Number of warrants Balance, July 31, 2023, and 2022 6,305,557 Issued - Expired (5,555,557) Balance, July 31, 2024 750,000 Issued - Expired 750,000 Balance, July 31, 2025 and October 31, 2025 - (iv) Stock options: The Company has adopted a stock option plan (the “Plan”). Pursuant to the Plan, the Board of Directors may from tim --- e to time in its discretion, and in accordance with the Exchange Requirements, grant non-transferable options to purchase shares to directors, officers, founders, employees, persons engaged to provide investor relations activities and consultants of the Company The options granted under the Plan together with all of the Company’s other previously established stock option plans or grants, shall not result at any time in: • the number of Common Shares reserved for issuance pursuant to Options granted to Insiders exceeding 10% of the outstanding Common Shares; • the grant to Insiders within a 12-month period, of a number of Options exceeding 10% of the outstanding Common Shares; • the grant to any one optionee within a 12-month period, of a number of options exceeding 5% of the issued and outstanding Common Shares unless the Company obtains the requisite disinterested shareholder approval; and • the grant to all persons engaged by the Corporation to provide investor relations activities, within any 12-month period, of options reserved for issuance a number of Common Shares exceeding in the aggregate 2% of the Company’s issued and outstanding Common Shares; other grant to any one consultant, in any 12-month period, of Options reserved for issuance a number of Common Shares exceeding in the aggregate 2% of the Company’s issued and outstanding Common Shares. An optionee shall be entitled to exercise an Option granted at any time prior to the expiry of the option period and to vesting limitations imposed by the Board of directors at the time such Option is granted. Exercise prices shall be determined by the Board of Directors. The exercise price shall not be less than the closing price (the “market price”) of the shares on the exchange immediately preceding the day on which the Board grants the options and provides such notice to the exchange. As at October 31, 2025 and July 31, 2025 the company had no outstanding options. (v) Reserves The share-based payment reserve records the fair value of stock options granted for services until such time that the stock options are exercised, at which time the corresponding amount will be transferred to share capital. The warrant reserve records the fair value of warrants issued until such time that the warrants are exercised, at which time the corresponding amount will be transferred to share capital. Global Health Clinics Ltd. Notes to Condensed Consolidated Interim Financial Statements For the Three Months Ended October 31, 2025 and 2024 (Expressed in Canadian Dollars) (Unaudited) 21 14. Net Loss Per Common Share The calculation of basic and diluted loss per share for the three months ended October 31, 2025 was based on the loss attributable to common shareholders of $332,790 (2024 - $281,767) and the weighted average number of common shares outstanding of 9,392,138 (2024 - 9,392,138). 15. Revenue The Company’s analysis of revenue from contracts with customers segmented by nature of transactions for the three months ended October 31, 2025 and 2024 is as follows: 2025 2024 Membership fees $ 1,010 $ 12,004 Education fees 965 6,247 Other fees 130 999 $ 2,105 $ 19,250 16. Segment Disclosures The Company currently operates in one operating segment being the operating of medical clinics to guide patients to become legal users of marijuana. Revenues, net loss and total assets at October 31, 2025 and 2024 are as follows: Medical Clinics for Legal Users of Marijuana For the three months ended October 31, 2025 Re --- venue $ 2,105 Net loss (332,772) As of October 31, 2025 Total Assets $ 66,474 For the three months ended October 31, 2024 Revenue $ 19.250 Net loss (281,709) As of October 31, 2024 Total Assets $ 49,398 17. Subsequent Event No subsequent events.