EXHIBIT 3.1
CONSENT OF INDEPENDENT AUDITORS
We consent to the use in this Registration Statement on Form F-7 of our report dated March 28, 2022, relating to the financial statements of Canagold Resources Ltd. (the “Company”), which report appears in the Company’s annual report on Form 20-F for the year ended December 31, 2021, dated April 29, 2022.
/s/ Smythe LLP
Smythe LLP
Chartered Professional Accountants
Vancouver, Canada
November 14, 2022