Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Mar. 11, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity File Number | 000-55600 | ||
Entity Registrant Name | Nevada Canyon Gold Corp. | ||
Entity Central Index Key | 0001605481 | ||
Entity Tax Identification Number | 46-5152859 | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Address, Address Line One | 5655 Riggins Court | ||
Entity Address, Address Line Two | Suite 15 | ||
Entity Address, City or Town | Reno | ||
Entity Address, State or Province | NV | ||
Entity Address, Postal Zip Code | 89502 | ||
City Area Code | (888) | ||
Local Phone Number | 909-5548 | ||
Title of 12(b) Security | Common Stock, $0.0001 par value per share | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | No | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 7,988,122 | ||
Entity Common Stock, Shares Outstanding | 25,322,001 | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Auditor Firm ID | 444 | ||
Auditor Name | DALE MATHESON CARR-HILTON LABONTE LLP | ||
Auditor Location | Vancouver, Canada |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Current Assets | ||
Cash and cash equivalents | $ 9,744,392 | $ 1,007,018 |
Prepaid expenses | 541,034 | 4,829 |
Total Current Assets | 10,285,426 | 1,011,847 |
Investment in equity security | 56,105 | 156,805 |
Mineral property interests | 780,395 | 720,395 |
TOTAL ASSETS | 11,121,926 | 1,889,047 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 846,307 | 844,963 |
Related party payables | 460,000 | 477,031 |
Total Liabilities | 1,306,307 | 1,321,994 |
Commitments and Contingencies (Note 4) | ||
Stockholders’ Equity | ||
Preferred Stock: Authorized 10,000,000 preferred shares, $0.0001 par, none issued and outstanding as of December 31, 2023 and 2022 | ||
Common Stock: Authorized 100,000,000 common shares, $0.0001 par, 25,240,051 and 11,077,394 issued and outstanding as of December 31, 2023 and 2022, respectively | 2,523 | 1,107 |
Additional paid-in capital | 14,957,547 | 3,073,447 |
Obligation to issue shares | 18,000 | |
Accumulated deficit | (5,162,451) | (2,507,501) |
Total Stockholders’ Equity (Deficit) | 9,815,619 | 567,053 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 11,121,926 | $ 1,889,047 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares issued | 25,240,051 | 11,077,394 |
Common stock, shares outstanding | 25,240,051 | 11,077,394 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Operating expenses | ||
Consulting fees | $ 424,201 | $ 50,726 |
Director and officer compensation | 1,571,805 | 988,471 |
Exploration | 72,523 | 20,758 |
General and administrative | 463,872 | 114,201 |
Professional fees | 126,277 | 99,249 |
Transfer agent and filing fees | 16,747 | 14,521 |
Total operating expenses | 2,675,425 | 1,287,926 |
Other income (expense) | ||
Interest expense | (10,812) | |
Amortization of debt discount | (719,462) | |
Fair value gain (loss) on equity investments | (100,700) | 241,513 |
Realized gain on equity investments | 211,530 | |
Foreign exchange gain (loss) | 7 | (978) |
Interest income | 121,168 | 10,080 |
Total other income (expense) | 20,475 | (268,129) |
Net loss | $ (2,654,950) | $ (1,556,055) |
Net loss per common share - basic | $ (0.21) | $ (0.51) |
Net loss per common share - diluted | $ (0.21) | $ (0.51) |
Basic | 12,589,698 | 3,034,022 |
Diluted | 12,589,698 | 3,034,022 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) | Common Stock [Member] | Obligation To Issue Shares [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Dec. 31, 2021 | $ 868 | $ 1,190,522 | $ (951,446) | $ 239,944 | |
Balance, shares at Dec. 31, 2021 | 8,685,093 | ||||
Shares issued on conversion of convertible notes | $ 239 | 894,454 | 894,693 | ||
Shares issued on conversion of convertible notes, shares | 2,392,301 | ||||
Stock-based compensation - directors and CEO | 988,471 | 988,471 | |||
Net loss | (1,556,055) | (1,556,055) | |||
Ending balance, value at Dec. 31, 2022 | $ 1,107 | 3,073,447 | (2,507,501) | 567,053 | |
Balance, shares at Dec. 31, 2022 | 11,077,394 | ||||
Stock-based compensation - directors and CEO | 988,471 | 988,471 | |||
Net loss | (2,654,950) | (2,654,950) | |||
Shares and warrants issued for cash | $ 1,250 | 9,998,225 | 9,999,475 | ||
Shares and warrants issued for cash, shares | 12,499,343 | ||||
Shares issued on exercise of warrants | $ 27 | 329,283 | 329,310 | ||
Shares issued on exercise of warrants, shares | 274,425 | ||||
Shares to be issued on exercise of warrants | 18,000 | 18,000 | |||
Share issuance costs | (403,963) | (403,963) | |||
Stock-based compensation - consultants | $ 56 | 388,834 | 388,890 | ||
Stock-based compensation - consultants, shares | 555,556 | ||||
Stock-based compensation - officer | $ 83 | 583,250 | 583,333 | ||
Stock-based compensation - officer, shares | 833,333 | ||||
Ending balance, value at Dec. 31, 2023 | $ 2,523 | $ 18,000 | $ 14,957,547 | $ (5,162,451) | $ 9,815,619 |
Balance, shares at Dec. 31, 2023 | 25,240,051 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flow - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
OPERATING ACTIVITIES: | ||
Net loss | $ (2,654,950) | $ (1,556,055) |
Adjustment to reconcile net loss to net cash used in operating activities: | ||
Amortization of debt discount | 719,462 | |
Fair value loss (gain) on equity investments | 100,700 | (241,513) |
Foreign exchange loss | 978 | |
Realized gain on equity investments | (211,530) | |
Stock-based compensation - directors and CEO | 988,471 | 988,471 |
Stock-based compensation - consultants | 388,890 | |
Stock-based compensation - officer | 583,333 | |
Changes in operating assets and liabilities: | ||
Prepaid expenses | (536,205) | 16,977 |
Accounts payable and accrued expenses | 1,344 | (12,407) |
Accrued interest payable | (107,887) | |
Related party payables | (17,031) | (27,000) |
Net cash used in operating activities | (1,145,448) | (430,504) |
INVESTING ACTIVITIES: | ||
Proceeds from sale of equity investments | 614,656 | |
Acquisition of mineral property interests | (60,000) | (450,000) |
Net cash provided by (used in) investing activities | (60,000) | 164,656 |
FINANCING ACTIVITIES: | ||
Proceeds from the sale of common stock and warrants | 9,999,475 | 400 |
Share issuance cash costs | (403,963) | |
Proceeds from the exercise of warrants | 347,310 | |
Payment of convertible notes payable | (147,420) | |
Net cash provided by (used in) financing activities | 9,942,822 | (147,020) |
Effects of foreign currency exchange on cash | (978) | |
Net increase (decrease) in cash and cash equivalents | 8,737,374 | (413,846) |
Cash and cash equivalents, beginning of year | 1,007,018 | 1,420,864 |
Cash and cash equivalents, end of year | 9,744,392 | 1,007,018 |
SUPPLEMENTAL CASH FLOW INFORMATION | ||
Cash paid for interest | (118,699) | |
NONCASH INVESTING AND FINANCING ACTIVITIES: | ||
Mineral interests acquired with related party payables, net | $ 20,000 |
NATURE OF BUSINESS
NATURE OF BUSINESS | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF BUSINESS | NOTE 1 - NATURE OF BUSINESS Nevada Canyon Gold Corp. (the “Company”) was incorporated under the laws of the state of Nevada February 27, 2014 Going Concern The Company’s consolidated financial statements are prepared using accounting principles generally accepted in the United States of America (“US GAAP”) applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company is in the business of acquiring and exploring mineral properties and royalty interests and has not generated or realized any revenues from these business operations. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. As of December 31, 2023, the Company’s management has assessed the Company’s ability to continue as a going concern. Management’s assessment is based on various factors, including historical and projected financial performance, liquidity, and other relevant circumstances. As of the date of these consolidated financial statements, the Company has sufficient cash to meet its working capital requirements and fund its exploration programs and general day-to-day operations for at least the next 12 months. This assessment takes into account the Company’s current cash balances as a result of the sale of the Company’s common shares under offering statement on Form 1-A (the “Offering”), and expected future cash inflows from the Offering and future financing the management is planning to undertake. While the Company believes it has the financial resources to continue its operations for the next 12 months, it is important to note that there are inherent uncertainties in projecting future cash flows, and there can be no assurance that these projections will be realized. The Company continues to closely monitor its financial position, market conditions, and other factors that may impact its ability to continue as a going concern. Management’s assessment is based on the information available as of the date of this report. If unforeseen events, adverse market conditions, or other factors negatively affect the Company’s financial position in the future, there may be a need to adjust the going concern assessment. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. In the event that the Company’s ability to continue as a going concern becomes doubtful, adjustments to the carrying values of assets and liabilities, as well as additional disclosures, would be necessary. In prior reporting periods, the Company concluded that substantial doubt regarding its ability to continue as a going concern existed. The cash received from sale of the Company’s common stock as a result of the Offering in the third and fourth quarter of the Company’s Fiscal 2023 (Note 6), alleviated the substantial doubt. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation These consolidated financial statements and related notes are presented in accordance with US GAAP, and are presented in United States dollars. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Nevada Canyon LLC and Canyon Carbon LLC. On consolidation, all intercompany balances and transactions are eliminated. Use of Estimates and Assumptions The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. The Company regularly evaluates estimates and assumptions related to the fair value of stock-based compensation, impairment of its interest in mineral properties, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. Basis of Accounting The Company’s consolidated financial statements are prepared using the accrual method of accounting. Cash and Cash Equivalents Cash and cash equivalents include bank deposits and highly liquid investments purchased with maturities of three months or less. Cash deposits with banks may exceed Federal Deposit Insurance Corporation insured limits. Deferred Stock Issuance Costs The Company defers, within prepaid expenses, certain legal, accounting and other third-party fees that are directly related to the Company’s in-process equity financings until such financings are consummated. After consummation of the equity financing, these costs are recorded as a reduction of the proceeds received as a result of the offering. Should a planned equity financing be abandoned, terminated or significantly delayed, the deferred offering costs are immediately written off to operating expenses. Equity Investments Investments in equity securities are generally measured at fair value. Gains and losses for equity securities resulting from changes in fair value are recognized in current earnings. Gains and losses on the sale of securities are recognized on a specific identification basis. Income Taxes The Company accounts for income taxes under the liability method. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. The Company provides a valuation allowance for deferred tax assets that the Company does not consider more likely (than not) to be realized. The Company assesses all material positions taken in any income tax return, including all significant uncertain positions, in all tax years that are still subject to assessment or challenge by relevant taxing authorities. Assessing an uncertain tax position begins with the initial determination of the position’s sustainability and is measured at the largest amount of benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement. As of each balance sheet date, unresolved uncertain tax positions must be reassessed, and the Company will determine whether (i) the factors underlying the sustainability assertion have changed and (ii) the amount of the recognized tax benefit is still appropriate. The recognition and measurement of tax benefits requires significant judgment. Judgments concerning the recognition and measurement of a tax benefit might change as new information becomes available. Earnings per Share The Company’s basic earnings per share (“EPS”) is calculated by dividing its net income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period, excluding unvested portion of restricted stock. Restricted stock that has been distributed but not yet vested and thus excluded from the weighted average shares calculation, was 2,001,667 4,003,333 The Company’s diluted EPS is calculated by dividing its net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the period. Dilutive earnings per share includes any additional dilution from common stock equivalents, such as stock options, warrants, and convertible instruments, if the impact is not antidilutive. At December 31, 2023 and 2022, all of the Company’s outstanding warrants and restricted stock awards are excluded from the diluted earnings per share calculation because their impact would be anti dilutive. Fair Value of Financial Instruments The Company’s financial instruments include cash and cash equivalents and investment in equity security. The carrying value of these financial instruments approximates their fair value based on their short-term nature. The Company is not exposed to significant interest, exchange or credit risk arising from these financial instruments. The fair value hierarchy under US GAAP is based on the following three levels of inputs, of which the first two are considered observable and the last unobservable: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2: Observable inputs other than Level I, quoted prices for similar assets or liabilities in active prices whose inputs are observable or whose significant value drivers are observable; and Level 3: Assets and liabilities whose significant value drivers are unobservable by little or no market activity and that are significant to the fair value of the assets or liabilities. At the end of each reporting period, the Company’s investment in equity security is measured at fair value using Level 1 inputs. During the years ended December 31, 2023 and 2022, the Company has no assets or liabilities requiring measurement at fair value on a non-recurring basis. Stock-Based Compensation All transactions in which goods or services are received for the issuance of shares of the Company’s common stock or the issuance of common stock awards are accounted for based on the fair value of the equity interest issued. The fair value of shares of common stock is determined based upon the closing price per share of the Company’s common stock on the date of issuance and other applicable inputs. The Company recognizes stock-based compensation for common stock award grants evenly over the related vesting period. Mining Interests and Mineral Exploration Expenditures Exploration costs are expensed in the period in which they occur. The Company capitalizes costs for acquiring and leasing mining properties and expenses costs to maintain mineral rights as incurred. Should a property reach the production stage, capitalized costs would be amortized using the units-of-production method based on periodic estimates of ore reserves. Impairment of Long-lived Assets The Company periodically reviews its long-lived assets to determine if any events or changes in circumstances have transpired which indicate that the carrying value of its assets may not be recoverable. The Company determines impairment by comparing the undiscounted net future cash flows estimated to be generated by its assets to their respective carrying amounts. If impairment is deemed to exist, the assets will be written down to fair value. Related Parties and Transactions The Company identifies related parties and discloses related party transactions. Parties, which can be entities or individuals, are considered to be related if either party has the ability, directly or indirectly, to control or exercise significant influence over the Company in making financial and operational decisions. Entities and individuals are also considered to be related if they are subject to common control or significant influence of the Company. Recent Accounting Pronouncements In August 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-05 Business Combinations - Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement In December 2023, the FASB issued ASU 2023-09 ( Topic 740) Improvements to Income Tax Disclosures Management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 3 – RELATED PARTY TRANSACTIONS Amounts due to related parties at December 31, 2023 and 2022: SCHEDULE OF RELATED PARTY TRANSACTIONS December 31, 2023 December 31, 2022 Amounts due to the Chairman of the board, Chief Financial Officer (“CFO”) and former Chief Executive Officer (“CEO”) and President (a) $ 100,000 $ 117,031 Amounts due to a company controlled by the Chairman of the board, CFO, and former CEO and President (a) 360,000 360,000 Total related party payables $ 460,000 $ 477,031 (a) These amounts are non-interest bearing, unsecured and due on demand. During the years ended December 31, 2023 and 2022, the Company had the following transactions with its related parties: SCHEDULE OF TRANSACTIONS WITH ITS RELATED PARTIES Year ended December 31, 2023 2022 Director stock-based compensation incurred to the Chairman of the board, CFO and former CEO and President $ 330,039 $ 330,039 Director stock-based compensation incurred to a director 164,608 164,608 Director stock-based compensation incurred to CEO, President, and director 493,824 493,824 Officer stock-based compensation incurred to VP of Operations 583,333 - Consulting fees paid to a company controlled by the former CEO and director - 20,000 Geological consulting fees paid to a company controlled by the CEO 51,000 - Total related party transactions $ 1,622,804 $ 1,008,471 See Note 4 - Mineral Property Interests Note 6 - Stockholders’ Equity |
MINERAL PROPERTY INTERESTS
MINERAL PROPERTY INTERESTS | 12 Months Ended |
Dec. 31, 2023 | |
Extractive Industries [Abstract] | |
MINERAL PROPERTY INTERESTS | NOTE 4 – MINERAL PROPERTY INTERESTS As of December 31, 2023, the Company’s mineral property interests are comprised of the Lazy Claims Property, the Loman Property, and the Agai-Pah Property located in Mineral County, Nevada, the Swales Property located in Elko County, Nevada, and the Belshazzar Property located in Quartzburg mining district, Boise County, Idaho. In addition, the Company acquired an option to acquire 100 1 2 SCHEDULE OF MINERAL PROPERTY INTERESTS Property/Project December 31, 2023 December 31, 2022 Lazy Claims $ - $ - Loman 10,395 10,395 Agai-Pah 60,000 40,000 Belshazzar 60,000 40,000 Swales 60,000 40,000 Olinghouse 240,000 240,000 Palmetto Project 350,000 350,000 Total $ 780,395 $ 720,395 Lazy Claims Property On August 2, 2017, the Company entered into an exploration lease agreement (the “Lazy Claims Agreement”) with Tarsis Resources US Inc. (“Tarsis”), a Nevada corporation, to lease the Lazy Claims, consisting of three claims. The term of the Lazy Claims Agreement is ten years, and is subject to extension for additional two consecutive 10 1,000 2,000 2 2,000 During the year ended December 31, 2023, the Company paid $ 2,543 2,543 2,000 2,000 543 543 Loman Property In December 2019, the Company acquired 27 10,395 During the year ended December 31, 2023, the Company paid $ 4,791 4,791 Agai-Pah Property On May 19, 2021, the Company entered into exploration lease with option to purchase agreement (the “Agai-Pah Property Agreement”) with MSM Resource, L.L.C. (“MSM”), a Nevada limited liability Corporation on the Agai-Pah Property, consisting of 20 400 The term of the Agreement commenced on May 19, 2021, and continues for ten years, subject to the Company’s right to extend the Agai-Pah Property Agreement for two additional terms of ten years each, and subject to the Company’s option to purchase the Property. Full consideration of the Agai-Pah Property Agreement consists of the following: (i) an initial cash payment of $ 20,000 20,000 The Company has the exclusive option and right to acquire 100 750,000 During the year ended December 31, 2023, the Company paid $ 3,552 3,552 Belshazzar Property On June 4, 2021, the Company entered into exploration lease with option to purchase agreement (the “Belshazzar Property Agreement”) with Belshazzar Holdings, L.L.C. (“Belshazzar”), a Nevada Limited Liability Corporation on the Belshazzar Property, consisting of ten unpatented lode mining claims and seven unpatented placer mineral claims totaling 200 The term of the Belshazzar Property Agreement commenced on June 4, 2021, and continues for ten years, subject to the Company’s right to extend the Belshazzar Property Agreement for two additional terms of ten years each, and subject to the Company’s option to purchase the Belshazzar Property. Full consideration of the Belshazzar Property Agreement consists of the following: (i) an initial cash payment of $ 20,000 20,000 The Company has the exclusive option and right to acquire 100 800,000 1 During the year ended December 31, 2023, the Company paid $ 2,825 2,660 Swales Property On December 27, 2021, the Company entered into exploration lease with option to purchase agreement (the “Swales Property Agreement”) with Mr. W. Wright Parks III., (“Mr. Parks”) on the Swales Property, consisting of 40 unpatented lode mining claims totaling 800 acres, within Swales Mountain Mining District in Elko County, Nevada (the “Swales Property”). The term of the Swales Property Agreement commenced on December 27, 2021, and continues for ten years, subject to the Company’s right to extend the Swales Property Agreement for two additional terms of ten years each, and subject to the Company’s option to purchase the Swales Property. Full consideration of the Swales Property Agreement consists of the following: (i) an initial cash payment of $ 20,000 20,000 The Company has the exclusive option and right to acquire 100 750,000 The Company made the initial cash payment of $20,000 on January 15, 2022, and made the first $ 20,000 20,000 During the year ended December 31, 2023, the Company paid $ 7,092 7,092 Olinghouse Project On December 17, 2021, the Company’s wholly-owned subsidiary, Nevada Canyon, LLC, entered into an Option to Purchase Agreement (the “ ” Nevada company, to acquire 100 The Company has the exclusive right and option (the “Olinghouse Purchase Option”), exercisable at any time during the Olinghouse Option period, at its sole discretion, to acquire 100% of a 1% production royalty from the net smelter returns on all minerals and products produced from certain properties comprising the Olinghouse Project. The term of the Olinghouse Purchase Option shall be the later of one year, or 60 days after the date on which the Company delivers to Target a written notice to exercise the Olinghouse Purchase Option, subject to further extension if Target’s conditions to closing are not fully satisfied or otherwise waived by the Company. Full consideration of the Olinghouse Agreement consists of the following: (i) an initial cash option payment of $ 200,000 ● if the Company’s 10-day volume weighted average price (“VWAP”) Calculation is less than $ 1.25 ● if the Company’s 10-day VWAP Calculation is more than $ 1.25 On December 23, 2022, the Company and Target agreed to extend the Olinghouse Purchase Option for an additional one-year term, expiring on December 17, 2023, for a one-time cash payment of $ 40,000 During the year ended December 31, 2023, the Company did not incur any exploration costs associated with the Olinghouse Project. Palmetto Project On January 27, 2022, Nevada Canyon, LLC entered into a Royalty Purchase Agreement with Smooth Rock Ventures, LLC, a wholly-owned subsidiary of Smooth Rock Ventures Corp. (“Smooth Rock”), to acquire a 2% net smelter returns royalty on the Palmetto Project. To acquire the 2 350,000 During the years ended December 31, 2023 and 2022, the Company did not incur any additional expenses associated with the Palmetto Project. |
INVESTMENT IN EQUITY SECURITY
INVESTMENT IN EQUITY SECURITY | 12 Months Ended |
Dec. 31, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENT IN EQUITY SECURITY | NOTE 5 – INVESTMENT IN EQUITY SECURITY As at December 31, 2023 and 2022, the Company’s equity investment consists of 511,750 At December 31, 2023 and 2022, the fair value of the equity investment was $ 56,105 156,805 100,700 241,513 The Company did not sell any WRR Shares during the year ended December 31, 2023. During the year ended December 31, 2022, the Company sold 1,171,083 614,656 211,530 |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | NOTE 6 – STOCKHOLDERS’ EQUITY The Company was formed with one class of common stock, $ 0.0001 100,000,000 0.0001 10,000,000 Voting rights are not cumulative and, therefore, the holders of more than 50% of the common stock could, if they chose to do so, elect all of the directors of the Company. Equity transactions during the year ended December 31, 2023 Units issued under offering statement on Form 1-A During the year ended December 31, 2023, the Company issued a total of 12,499,343 1.20 24 The Units were issued in five separate tranches as follows: SCHEDULE OF UNITS ISSUED IN THREE SEPARATE TRANCHES Effective date Number of units issued Gross Share issuance costs – cash Share issuance costs – agent warrants Net proceeds July 27, 2023 432,914 $ 346,331 $ 26,178 $ 3,404 $ 320,153 August 28, 2023 2,886,124 2,308,899 86,960 22,694 2,221,939 September 23, 2023 2,218,222 1,774,578 69,098 17,442 1,705,480 October 18, 2023 4,958,717 3,966,974 134,270 38,936 3,832,704 November 3, 2023 2,003,366 1,602,693 84,955 15,730 1,517,738 Total 12,499,343 $ 9,999,475 $ 401,461 $ 98,206 $ 9,598,014 The Company incurred a total of $ 499,667 98,206 124,994 1.20 5 5 4.49 4.57 Nil 214 216 During the year ended December 31, 2023, the Company issued 274,425 329,310 2,500 Subsequent to December 31, 2023, the Company issued 81,950 98,340 18,000 Equity transactions during the year ended December 31, 2022 On October 31, 2022, the Company received notices from its convertible note holders requesting to convert a total of $ 897,113 2,392,301 0.375 November 7, 2022 Warrants The changes in the number of warrants outstanding for the years ended December 31, 2023 and 2022, are as follows: SCHEDULE OF CHANGES IN NUMBER OF WARRANTS OUTSTANDING Year ended Year ended Number of warrants Weighted average exercise price Number of warrants Weighted average exercise price Warrants outstanding, beginning - $ n/a - $ n/a Warrants issued - offering 12,499,343 $ 1.20 - $ n/a Warrants issued - agent 124,994 $ 1.20 - $ n/a Warrants exercised (274,425 ) $ 1.20 - $ n/a Warrants outstanding, ending 12,349,912 $ 1.20 - $ n/a Details of warrants outstanding as at December 31, 2023, are as follows: SCHEDULE OF WARRANTS OUTSTANDING Number of warrants exercisable Expiry date Exercise price 415,364 July 27, 2025 $ 1.20 2,842,124 August 28, 2025 $ 1.20 2,180,722 September 23, 2025 $ 1.20 55,373 (1) September 23, 2028 $ 1.20 4,811,342 October 18, 2025 $ 1.20 1,975,366 November 3, 2025 $ 1.20 69,621 (1) November 3, 2028 $ 1.20 12,349,912 (1) Agent warrants At December 31, 2023, the weighted average life of the warrants was 1.79 Share-based compensation During the year ended December 31, 2023 and 2022, the Company recognized share-based compensation as follows: SCHEDULE OF RECOGNIZED SHARE-BASED COMPENSATION 2023 2022 Year ended December 31, 2023 2022 Directors and CEO $ 988,471 $ 988,471 Officer – VP of Operations 583,333 - Consultants 388,890 - Total $ 1,960,694 $ 988,471 Directors: On December 30, 2021, the Company distributed a total of 6,005,000 3 The fair value of the shares was determined to be approximately $ 2,965,413 0.4938 As stated above, the Company distributed all of the awarded shares prior to vesting. As at December 31, 2023, 4,003,333 2,001,667 988,471 12 Officer – VP of Operations: On February 24, 2023, the Company entered into a consulting agreement with the Company’s newly appointed Vice President of Operations (the “VP Agreement”). The Company agreed to issue 2,000,000 1,400,000 0.70 833,333 Unvested compensation related to the shares to be issued under the VP Agreement of $ 816,667 1.16 Consultants: On February 24, 2023, the Company entered into two separate consulting agreements with consultants (the “Consulting Agreements”) in exchange for a total of 2,000,000 1,400,000 0.70 555,556 Unvested compensation related to the Shares to be issued under the Consulting Agreements of $ 1,011,110 2.16 |
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE NOTES PAYABLE | NOTE 7 – CONVERTIBLE NOTES PAYABLE During the year ended December 31, 2021, the Company received $ 980,000 in cash proceeds under the convertible promissory notes financing, in addition, the Company’s existing debt holder agreed to convert $ 15,064 the Company owed on account of unsecured, non-interest-bearing note payable due on demand into a convertible promissory note for a total of $ 20,000 . 15 During the year ended December 31, 2022, the Company recorded $ 719,462 in amortization of debt discount and $ 10,812 Nil |
PREPAID EXPENSES
PREPAID EXPENSES | 12 Months Ended |
Dec. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
PREPAID EXPENSES | NOTE 8 – PREPAID EXPENSES Prepaid expenses at December 31, 2023 and 2022: SCHEDULE OF PREPAID EXPENSES December 31, 2023 December 31, 2022 Prepaid advertising and investor relations services $ 500,367 $ 367 Deferred share issuance costs 36,625 - Prepaid filing fees 1,417 1,462 Prepaid consulting fees 2,625 3,000 Total $ 541,034 $ 4,829 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 9 – INCOME TAXES A reconciliation of the expected income tax expense to the actual income tax expense is as follows: SCHEDULE OF RECONCILIATION OF EXPECTED INCOME TAX EXPENSE 2023 2022 Net loss before tax $ (2,654,950 ) $ (1,556,055 ) Statutory tax rate 21 % 21 % Expected income tax recovery at statutory rate (557,539 ) (326,771 ) Non-deductible expenditures 8,900 299,253 Change in valuation allowance 548,639 27,518 Total income tax expense $ - $ - The Company has the following deductible temporary differences: SCHEDULE OF DEFERRED TAX ASSETS 2023 2022 Deferred income tax assets Non-capital loss carry-forward $ 313,022 $ 197,276 Equity security 8,917 - Stock-based compensation 411,746 - Total deferred income tax assets 733,685 197,276 Deferred income tax liabilities Equity security - (12,230 ) Less: Valuation allowance (733,685 ) (185,046 ) Net deferred income tax assets $ - $ - At December 31, 2023, the Company had federal and state net operating loss carry forwards of approximately $ 1.5 90,000 The remaining balance of approximately $1.4 million will never expire but its utilization is limited to 80% of taxable income in any future year. The Company has evaluated all tax positions for open years and has concluded that they have no material unrecognized tax benefits or penalties. It is not anticipated that unrecognized tax benefits would significantly increase or decrease within 12 months of the reporting date. The Company recognizes interest and penalties related to unrecognized tax benefits in interest expense and penalties within operating expenses. The Company’s federal income tax returns for fiscal years 2020 through 2023 remain open and subject to examination. Tax attributes from prior years can be adjusted during an IRS audit. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These consolidated financial statements and related notes are presented in accordance with US GAAP, and are presented in United States dollars. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Nevada Canyon LLC and Canyon Carbon LLC. On consolidation, all intercompany balances and transactions are eliminated. |
Use of Estimates and Assumptions | Use of Estimates and Assumptions The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. The Company regularly evaluates estimates and assumptions related to the fair value of stock-based compensation, impairment of its interest in mineral properties, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. |
Basis of Accounting | Basis of Accounting The Company’s consolidated financial statements are prepared using the accrual method of accounting. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include bank deposits and highly liquid investments purchased with maturities of three months or less. Cash deposits with banks may exceed Federal Deposit Insurance Corporation insured limits. |
Deferred Stock Issuance Costs | Deferred Stock Issuance Costs The Company defers, within prepaid expenses, certain legal, accounting and other third-party fees that are directly related to the Company’s in-process equity financings until such financings are consummated. After consummation of the equity financing, these costs are recorded as a reduction of the proceeds received as a result of the offering. Should a planned equity financing be abandoned, terminated or significantly delayed, the deferred offering costs are immediately written off to operating expenses. |
Equity Investments | Equity Investments Investments in equity securities are generally measured at fair value. Gains and losses for equity securities resulting from changes in fair value are recognized in current earnings. Gains and losses on the sale of securities are recognized on a specific identification basis. |
Income Taxes | Income Taxes The Company accounts for income taxes under the liability method. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. The Company provides a valuation allowance for deferred tax assets that the Company does not consider more likely (than not) to be realized. The Company assesses all material positions taken in any income tax return, including all significant uncertain positions, in all tax years that are still subject to assessment or challenge by relevant taxing authorities. Assessing an uncertain tax position begins with the initial determination of the position’s sustainability and is measured at the largest amount of benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement. As of each balance sheet date, unresolved uncertain tax positions must be reassessed, and the Company will determine whether (i) the factors underlying the sustainability assertion have changed and (ii) the amount of the recognized tax benefit is still appropriate. The recognition and measurement of tax benefits requires significant judgment. Judgments concerning the recognition and measurement of a tax benefit might change as new information becomes available. |
Earnings per Share | Earnings per Share The Company’s basic earnings per share (“EPS”) is calculated by dividing its net income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period, excluding unvested portion of restricted stock. Restricted stock that has been distributed but not yet vested and thus excluded from the weighted average shares calculation, was 2,001,667 4,003,333 The Company’s diluted EPS is calculated by dividing its net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the period. Dilutive earnings per share includes any additional dilution from common stock equivalents, such as stock options, warrants, and convertible instruments, if the impact is not antidilutive. At December 31, 2023 and 2022, all of the Company’s outstanding warrants and restricted stock awards are excluded from the diluted earnings per share calculation because their impact would be anti dilutive. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company’s financial instruments include cash and cash equivalents and investment in equity security. The carrying value of these financial instruments approximates their fair value based on their short-term nature. The Company is not exposed to significant interest, exchange or credit risk arising from these financial instruments. The fair value hierarchy under US GAAP is based on the following three levels of inputs, of which the first two are considered observable and the last unobservable: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2: Observable inputs other than Level I, quoted prices for similar assets or liabilities in active prices whose inputs are observable or whose significant value drivers are observable; and Level 3: Assets and liabilities whose significant value drivers are unobservable by little or no market activity and that are significant to the fair value of the assets or liabilities. At the end of each reporting period, the Company’s investment in equity security is measured at fair value using Level 1 inputs. During the years ended December 31, 2023 and 2022, the Company has no assets or liabilities requiring measurement at fair value on a non-recurring basis. |
Stock-Based Compensation | Stock-Based Compensation All transactions in which goods or services are received for the issuance of shares of the Company’s common stock or the issuance of common stock awards are accounted for based on the fair value of the equity interest issued. The fair value of shares of common stock is determined based upon the closing price per share of the Company’s common stock on the date of issuance and other applicable inputs. The Company recognizes stock-based compensation for common stock award grants evenly over the related vesting period. |
Mining Interests and Mineral Exploration Expenditures | Mining Interests and Mineral Exploration Expenditures Exploration costs are expensed in the period in which they occur. The Company capitalizes costs for acquiring and leasing mining properties and expenses costs to maintain mineral rights as incurred. Should a property reach the production stage, capitalized costs would be amortized using the units-of-production method based on periodic estimates of ore reserves. |
Impairment of Long-lived Assets | Impairment of Long-lived Assets The Company periodically reviews its long-lived assets to determine if any events or changes in circumstances have transpired which indicate that the carrying value of its assets may not be recoverable. The Company determines impairment by comparing the undiscounted net future cash flows estimated to be generated by its assets to their respective carrying amounts. If impairment is deemed to exist, the assets will be written down to fair value. |
Related Parties and Transactions | Related Parties and Transactions The Company identifies related parties and discloses related party transactions. Parties, which can be entities or individuals, are considered to be related if either party has the ability, directly or indirectly, to control or exercise significant influence over the Company in making financial and operational decisions. Entities and individuals are also considered to be related if they are subject to common control or significant influence of the Company. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-05 Business Combinations - Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement In December 2023, the FASB issued ASU 2023-09 ( Topic 740) Improvements to Income Tax Disclosures Management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements. |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
SCHEDULE OF RELATED PARTY TRANSACTIONS | Amounts due to related parties at December 31, 2023 and 2022: SCHEDULE OF RELATED PARTY TRANSACTIONS December 31, 2023 December 31, 2022 Amounts due to the Chairman of the board, Chief Financial Officer (“CFO”) and former Chief Executive Officer (“CEO”) and President (a) $ 100,000 $ 117,031 Amounts due to a company controlled by the Chairman of the board, CFO, and former CEO and President (a) 360,000 360,000 Total related party payables $ 460,000 $ 477,031 (a) These amounts are non-interest bearing, unsecured and due on demand. |
SCHEDULE OF TRANSACTIONS WITH ITS RELATED PARTIES | During the years ended December 31, 2023 and 2022, the Company had the following transactions with its related parties: SCHEDULE OF TRANSACTIONS WITH ITS RELATED PARTIES Year ended December 31, 2023 2022 Director stock-based compensation incurred to the Chairman of the board, CFO and former CEO and President $ 330,039 $ 330,039 Director stock-based compensation incurred to a director 164,608 164,608 Director stock-based compensation incurred to CEO, President, and director 493,824 493,824 Officer stock-based compensation incurred to VP of Operations 583,333 - Consulting fees paid to a company controlled by the former CEO and director - 20,000 Geological consulting fees paid to a company controlled by the CEO 51,000 - Total related party transactions $ 1,622,804 $ 1,008,471 |
MINERAL PROPERTY INTERESTS (Tab
MINERAL PROPERTY INTERESTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Extractive Industries [Abstract] | |
SCHEDULE OF MINERAL PROPERTY INTERESTS | SCHEDULE OF MINERAL PROPERTY INTERESTS Property/Project December 31, 2023 December 31, 2022 Lazy Claims $ - $ - Loman 10,395 10,395 Agai-Pah 60,000 40,000 Belshazzar 60,000 40,000 Swales 60,000 40,000 Olinghouse 240,000 240,000 Palmetto Project 350,000 350,000 Total $ 780,395 $ 720,395 |
STOCKHOLDERS_ EQUITY (Tables)
STOCKHOLDERS’ EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
SCHEDULE OF UNITS ISSUED IN THREE SEPARATE TRANCHES | The Units were issued in five separate tranches as follows: SCHEDULE OF UNITS ISSUED IN THREE SEPARATE TRANCHES Effective date Number of units issued Gross Share issuance costs – cash Share issuance costs – agent warrants Net proceeds July 27, 2023 432,914 $ 346,331 $ 26,178 $ 3,404 $ 320,153 August 28, 2023 2,886,124 2,308,899 86,960 22,694 2,221,939 September 23, 2023 2,218,222 1,774,578 69,098 17,442 1,705,480 October 18, 2023 4,958,717 3,966,974 134,270 38,936 3,832,704 November 3, 2023 2,003,366 1,602,693 84,955 15,730 1,517,738 Total 12,499,343 $ 9,999,475 $ 401,461 $ 98,206 $ 9,598,014 |
SCHEDULE OF CHANGES IN NUMBER OF WARRANTS OUTSTANDING | The changes in the number of warrants outstanding for the years ended December 31, 2023 and 2022, are as follows: SCHEDULE OF CHANGES IN NUMBER OF WARRANTS OUTSTANDING Year ended Year ended Number of warrants Weighted average exercise price Number of warrants Weighted average exercise price Warrants outstanding, beginning - $ n/a - $ n/a Warrants issued - offering 12,499,343 $ 1.20 - $ n/a Warrants issued - agent 124,994 $ 1.20 - $ n/a Warrants exercised (274,425 ) $ 1.20 - $ n/a Warrants outstanding, ending 12,349,912 $ 1.20 - $ n/a |
SCHEDULE OF WARRANTS OUTSTANDING | Details of warrants outstanding as at December 31, 2023, are as follows: SCHEDULE OF WARRANTS OUTSTANDING Number of warrants exercisable Expiry date Exercise price 415,364 July 27, 2025 $ 1.20 2,842,124 August 28, 2025 $ 1.20 2,180,722 September 23, 2025 $ 1.20 55,373 (1) September 23, 2028 $ 1.20 4,811,342 October 18, 2025 $ 1.20 1,975,366 November 3, 2025 $ 1.20 69,621 (1) November 3, 2028 $ 1.20 12,349,912 (1) Agent warrants |
SCHEDULE OF RECOGNIZED SHARE-BASED COMPENSATION | During the year ended December 31, 2023 and 2022, the Company recognized share-based compensation as follows: SCHEDULE OF RECOGNIZED SHARE-BASED COMPENSATION 2023 2022 Year ended December 31, 2023 2022 Directors and CEO $ 988,471 $ 988,471 Officer – VP of Operations 583,333 - Consultants 388,890 - Total $ 1,960,694 $ 988,471 |
PREPAID EXPENSES (Tables)
PREPAID EXPENSES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
SCHEDULE OF PREPAID EXPENSES | Prepaid expenses at December 31, 2023 and 2022: SCHEDULE OF PREPAID EXPENSES December 31, 2023 December 31, 2022 Prepaid advertising and investor relations services $ 500,367 $ 367 Deferred share issuance costs 36,625 - Prepaid filing fees 1,417 1,462 Prepaid consulting fees 2,625 3,000 Total $ 541,034 $ 4,829 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF RECONCILIATION OF EXPECTED INCOME TAX EXPENSE | A reconciliation of the expected income tax expense to the actual income tax expense is as follows: SCHEDULE OF RECONCILIATION OF EXPECTED INCOME TAX EXPENSE 2023 2022 Net loss before tax $ (2,654,950 ) $ (1,556,055 ) Statutory tax rate 21 % 21 % Expected income tax recovery at statutory rate (557,539 ) (326,771 ) Non-deductible expenditures 8,900 299,253 Change in valuation allowance 548,639 27,518 Total income tax expense $ - $ - |
SCHEDULE OF DEFERRED TAX ASSETS | The Company has the following deductible temporary differences: SCHEDULE OF DEFERRED TAX ASSETS 2023 2022 Deferred income tax assets Non-capital loss carry-forward $ 313,022 $ 197,276 Equity security 8,917 - Stock-based compensation 411,746 - Total deferred income tax assets 733,685 197,276 Deferred income tax liabilities Equity security - (12,230 ) Less: Valuation allowance (733,685 ) (185,046 ) Net deferred income tax assets $ - $ - |
NATURE OF BUSINESS (Details Nar
NATURE OF BUSINESS (Details Narrative) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
State of incorporation | NV |
Date of incorporation | Feb. 27, 2014 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Restricted Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities | 2,001,667 | 4,003,333 |
SCHEDULE OF RELATED PARTY TRANS
SCHEDULE OF RELATED PARTY TRANSACTIONS (Details) - Related Party [Member] - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||
Total related party payables | $ 460,000 | $ 477,031 | |
Chairman of the board, Chief Financial Officer (CFO) and former Chief Executive Officer (CEO) and President [Member] | |||
Related Party Transaction [Line Items] | |||
Total related party payables | [1] | 100,000 | 117,031 |
Company controlled by the Chairman of the board, CFO, and former CEO and President [Member] | |||
Related Party Transaction [Line Items] | |||
Total related party payables | [1] | $ 360,000 | $ 360,000 |
[1]These amounts are non-interest bearing, unsecured and due on demand. |
SCHEDULE OF TRANSACTIONS WITH I
SCHEDULE OF TRANSACTIONS WITH ITS RELATED PARTIES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Total related party transactions | $ 1,622,804 | $ 1,008,471 |
Chairman of the board, CFO and former CEO and President [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Total related party transactions | 330,039 | 330,039 |
Director [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Total related party transactions | 164,608 | 164,608 |
CEO President And Director [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Total related party transactions | 493,824 | 493,824 |
VP of Operations [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Total related party transactions | 583,333 | |
Chief Executive Officer And Director Two [Member] | Consulting Fees [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Total related party transactions | 20,000 | |
Chief Executive Officer Two [Member] | Geological Consulting Fees [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Total related party transactions | $ 51,000 |
SCHEDULE OF MINERAL PROPERTY IN
SCHEDULE OF MINERAL PROPERTY INTERESTS (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Reserve Quantities [Line Items] | ||
Total | $ 780,395 | $ 720,395 |
Lazy Cliams [Member] | ||
Reserve Quantities [Line Items] | ||
Total | ||
Loman [Member] | ||
Reserve Quantities [Line Items] | ||
Total | 10,395 | 10,395 |
Agai Pah [Member] | ||
Reserve Quantities [Line Items] | ||
Total | 60,000 | 40,000 |
Belshazzar [Member] | ||
Reserve Quantities [Line Items] | ||
Total | 60,000 | 40,000 |
Swales [Member] | ||
Reserve Quantities [Line Items] | ||
Total | 60,000 | 40,000 |
Oling house [Member] | ||
Reserve Quantities [Line Items] | ||
Total | 240,000 | 240,000 |
Palmetto Project [Member] | ||
Reserve Quantities [Line Items] | ||
Total | $ 350,000 | $ 350,000 |
MINERAL PROPERTY INTERESTS (Det
MINERAL PROPERTY INTERESTS (Details Narrative) | 1 Months Ended | 12 Months Ended | |||||||||||||
Feb. 16, 2024 USD ($) | Mar. 14, 2023 USD ($) | Dec. 23, 2022 USD ($) | Feb. 07, 2022 USD ($) | Jan. 27, 2022 | Dec. 27, 2021 $ / shares | Dec. 27, 2021 USD ($) $ / shares | Dec. 18, 2021 USD ($) | Dec. 17, 2021 $ / shares | Jun. 04, 2021 USD ($) | May 19, 2021 USD ($) ft² Integer | Aug. 02, 2017 USD ($) | Dec. 31, 2019 USD ($) Integer | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Reserve Quantities [Line Items] | |||||||||||||||
Payments to acquire mineral interest | $ 60,000 | $ 450,000 | |||||||||||||
Olinghouse Project Agreement [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Payments to acquire rights of the property | 1% | ||||||||||||||
Cash option payment to acquire royalty interest | $ 40,000 | $ 200,000 | |||||||||||||
Olinghouse Project Agreement [Member] | Target Minerals Inc [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Equity method investment, ownership percentage | 100% | ||||||||||||||
Olinghouse Project Agreement [Member] | Target Minerals Inc [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Description of current status of project | Nevada company, to acquire 100% interest of Target’s 1% production royalty on the Olinghouse Project, located in the Olinghouse Mining District, Washoe County, Nevada. | ||||||||||||||
Aquisition of net smelter royalty, description | the Olinghouse Option period, at its sole discretion, to acquire 100% of a 1% production royalty from the net smelter returns on all minerals and products produced from certain properties comprising the Olinghouse Project. | ||||||||||||||
Olinghouse Project Agreement [Member] | Target Minerals Inc [Member] | Volume Weighted Average Price [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Purchase price per share | $ / shares | $ 1.25 | $ 1.25 | $ 1.25 | ||||||||||||
Palmetto Project Agreement [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Payments to acquire rights of the property | 2% | ||||||||||||||
Description of current status of project | Nevada Canyon, LLC entered into a Royalty Purchase Agreement with Smooth Rock Ventures, LLC, a wholly-owned subsidiary of Smooth Rock Ventures Corp. (“Smooth Rock”), to acquire a 2% net smelter returns royalty on the Palmetto Project. | ||||||||||||||
Palmetto Project Agreement [Member] | Smooth rock Venture LLC [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Net smelter returns royalty percentage | 2% | ||||||||||||||
One-time cash payment | $ 350,000 | ||||||||||||||
Lease Agreement [Member] | Tarsis Resources US Inc [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Payments to acquire rights of the property | 2% | ||||||||||||||
Lease description | The term of the Lazy Claims Agreement is ten years, and is subject to extension for additional two consecutive 10-year terms. Full consideration of the Lazy Claims Agreement consists of the following: an initial cash payment of $1,000 to Tarsis, paid upon the execution of the Lazy Claims Agreement, with $2,000 payable to Tarsis on each subsequent anniversary of the effective date. The Company agreed to pay Tarsis a 2% production royalty (the “Lazy Claims Royalty”) based on the gross returns from the production and sale of minerals from the Lazy Claims. Should the Lazy Claims Royalty payments to Tarsis be in excess of $2,000 per year, the Company will not be required to pay a $2,000 annual minimum payment. | ||||||||||||||
Extension agreement term | 10 years | ||||||||||||||
Initial cash payment of lease | $ 1,000 | ||||||||||||||
Lease payable | 2,000 | ||||||||||||||
Lazy Claims Agreement [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Annual minimum payment | $ 2,000 | $ 2,000 | 2,000 | ||||||||||||
Payments to acquire mining assets | 2,543 | 2,543 | |||||||||||||
Minimum mineral property interest | 543 | 543 | |||||||||||||
Loman Claims [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Payments to acquire mining assets | $ 10,395 | 4,791 | 4,791 | ||||||||||||
Number of mining properties acquired | Integer | 27 | ||||||||||||||
Agai Pah Property Agreement [Member] | MSM Resource LLC [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Payments to acquire mining assets | 3,552 | 3,552 | |||||||||||||
Description of current status of project | Nevada limited liability Corporation on the Agai-Pah Property, consisting of 20 unpatented mining claims totaling 400 acres, located in sections 32 & 33, T4N, R34E, MDM, Mineral County, Nevada about 10 miles northeast of the town of Hawthorne (the “Agai-Pah Property”). | ||||||||||||||
Number of mining properties unpatented | Integer | 20 | ||||||||||||||
Area of land | ft² | 400 | ||||||||||||||
Payments to acquire mineral interest | $ 750,000 | 20,000 | |||||||||||||
Annual payments | $ 20,000 | ||||||||||||||
Option to acquire property, description | The Company has the exclusive option and right to acquire 100% ownership of the Agai-Pah Property (the “Agai-Pah Purchase Option”). | ||||||||||||||
Percentage of ownership property | 100% | ||||||||||||||
Agai Pah Property Agreement [Member] | Belshazzar Holdings LLC [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Description of current status of project | a Nevada Limited Liability Corporation on the Belshazzar Property, consisting of ten unpatented lode mining claims and seven unpatented placer mineral claims totaling 200 acres, within Quartzburg mining district, in Boise County, Idaho (the “Belshazzar Property”). Alan Day, the managing member of Belshazzar, is the CEO, President, and director of the Company. | ||||||||||||||
Payments to acquire mineral interest | 20,000 | ||||||||||||||
Percentage of ownership property | 100% | ||||||||||||||
Belshazzar Property Agreement [Member] | Belshazzar Holdings LLC [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Payments to acquire rights of the property | 1% | ||||||||||||||
Payments to acquire mining assets | 2,825 | 2,660 | |||||||||||||
Description of current status of project | 200 | ||||||||||||||
Payments to acquire mineral interest | $ 800,000 | ||||||||||||||
Annual payments | $ 20,000 | ||||||||||||||
Option to acquire property, description | The Company has the exclusive option and right to acquire 100% ownership of the Belshazzar Property (the “Belshazzar Purchase Option”). | ||||||||||||||
Extension of agreement, description | The term of the Belshazzar Property Agreement commenced on June 4, 2021, and continues for ten years, subject to the Company’s right to extend the Belshazzar Property Agreement for two additional terms of ten years each, and subject to the Company’s option to purchase the Belshazzar Property. | ||||||||||||||
Swales Property Agreement [Member] | Wright Parks III [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Equity method investment, ownership percentage | 100% | 100% | |||||||||||||
Swales Property Agreement [Member] | Wright Parks III [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Payments to acquire mining assets | $ 7,092 | $ 7,092 | |||||||||||||
Description of current status of project | the Swales Property, consisting of 40 unpatented lode mining claims totaling 800 acres, within Swales Mountain Mining District in Elko County, Nevada (the “Swales Property”). | ||||||||||||||
Payments to acquire mineral interest | $ 20,000 | ||||||||||||||
Annual payments | $ 20,000 | ||||||||||||||
Extension of agreement, description | The term of the Swales Property Agreement commenced on December 27, 2021, and continues for ten years, subject to the Company’s right to extend the Swales Property Agreement for two additional terms of ten years each, and subject to the Company’s option to purchase the Swales Property. | ||||||||||||||
Business combination, consideration initial cash payment | $ 20,000 | ||||||||||||||
Noncontrolling interest, description | The Company has the exclusive option and right to acquire 100% ownership of the Swales Property (the “Swales Purchase Option”). | ||||||||||||||
Payments to acquire equity method investments | $ 750,000 | ||||||||||||||
Swales Property Agreement [Member] | Wright Parks III [Member] | Subsequent Event [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Payments to acquire mineral interest | $ 20,000 | ||||||||||||||
Target Minerals Inc [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Percentage of acquire interest | 100% |
INVESTMENT IN EQUITY SECURITY (
INVESTMENT IN EQUITY SECURITY (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Realized gain on equity investments | $ 211,530 | ||
Walker River Resources Corp [Member] | |||
Shares held as investment | 511,750 | 511,750 | 511,750 |
Fair value of equity investments | $ 56,105 | $ 56,105 | $ 156,805 |
Gain/loss on equity investment | $ 100,700 | $ 241,513 | |
Common stock shares | 1,171,083 | ||
Net proceeds from sale of common stock | $ 614,656 | ||
Realized gain on equity investments | $ 211,530 |
SCHEDULE OF UNITS ISSUED IN THR
SCHEDULE OF UNITS ISSUED IN THREE SEPARATE TRANCHES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share issuance costs - cash | $ 403,963 | |
Share-Based Payment Arrangement, Tranche Three [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of units issued | 12,499,343 | |
Gross proceeds | $ 9,999,475 | |
Share issuance costs - cash | 401,461 | |
Share issuance costs - agent warrants | 98,206 | |
Net proceeds | $ 9,598,014 | |
Share-Based Payment Arrangement, Tranche Three [Member] | July 27, 2023 [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Effective date | Jul. 27, 2023 | |
Number of units issued | 432,914 | |
Gross proceeds | $ 346,331 | |
Share issuance costs - cash | 26,178 | |
Share issuance costs - agent warrants | 3,404 | |
Net proceeds | $ 320,153 | |
Share-Based Payment Arrangement, Tranche Three [Member] | August 28, 2023 [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Effective date | Aug. 28, 2023 | |
Number of units issued | 2,886,124 | |
Gross proceeds | $ 2,308,899 | |
Share issuance costs - cash | 86,960 | |
Share issuance costs - agent warrants | 22,694 | |
Net proceeds | $ 2,221,939 | |
Share-Based Payment Arrangement, Tranche Three [Member] | September 23, 2023 [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Effective date | Sep. 23, 2023 | |
Number of units issued | 2,218,222 | |
Gross proceeds | $ 1,774,578 | |
Share issuance costs - cash | 69,098 | |
Share issuance costs - agent warrants | 17,442 | |
Net proceeds | $ 1,705,480 | |
Share-Based Payment Arrangement, Tranche Three [Member] | October Eighteen Twenty Twenty Three [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Effective date | Oct. 18, 2023 | |
Number of units issued | 4,958,717 | |
Gross proceeds | $ 3,966,974 | |
Share issuance costs - cash | 134,270 | |
Share issuance costs - agent warrants | 38,936 | |
Net proceeds | $ 3,832,704 | |
Share-Based Payment Arrangement, Tranche Three [Member] | November Three Twenty Twenty Three [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Effective date | Nov. 03, 2023 | |
Number of units issued | 2,003,366 | |
Gross proceeds | $ 1,602,693 | |
Share issuance costs - cash | 84,955 | |
Share issuance costs - agent warrants | 15,730 | |
Net proceeds | $ 1,517,738 |
SCHEDULE OF CHANGES IN NUMBER O
SCHEDULE OF CHANGES IN NUMBER OF WARRANTS OUTSTANDING (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Equity [Abstract] | ||
Number of warrants outstanding, beginning | ||
Weighted average exercise price, warrants outstanding, beginning | ||
Number of warrants issued - offering | 12,499,343 | |
Weighted average exercise price, warrants issued - offering | $ 1.20 | |
Number of warrants issued - agent | 124,994 | |
Weighted average exercise price, warrants issued - offering | $ 1.20 | |
Number of warrants exercised | (274,425) | |
Weighted average exercise price, warrants exercised | $ 1.20 | |
Number of warrants outstanding, ending | 12,349,912 | |
Weighted average exercise price, warrants outstanding, ending | $ 1.20 |
SCHEDULE OF WARRANTS OUTSTANDIN
SCHEDULE OF WARRANTS OUTSTANDING (Details) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Number of warrants exercisable | 12,349,912 | |||
Exercise price | $ 1.20 | |||
Exercise Price Range One [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Number of warrants exercisable | 415,364 | |||
Expiry date | Jul. 27, 2025 | |||
Exercise price | $ 1.20 | |||
Exercise Price Range Two [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Number of warrants exercisable | 2,842,124 | |||
Expiry date | Aug. 28, 2025 | |||
Exercise price | $ 1.20 | |||
Exercise Price Range Three [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Number of warrants exercisable | 2,180,722 | |||
Expiry date | Sep. 23, 2025 | |||
Exercise price | $ 1.20 | |||
Exercise Price Range Four [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Number of warrants exercisable | [1] | 55,373 | ||
Expiry date | Sep. 23, 2028 | |||
Exercise price | $ 1.20 | |||
Exercise Price Range Five [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Number of warrants exercisable | 4,811,342 | |||
Expiry date | Oct. 18, 2025 | |||
Exercise price | $ 1.20 | |||
Exercise Price Range Six [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Number of warrants exercisable | 1,975,366 | |||
Expiry date | Nov. 03, 2025 | |||
Exercise price | $ 1.20 | |||
Exercise Price Range Seven [Member] | ||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Number of warrants exercisable | [1] | 69,621 | ||
Expiry date | Nov. 03, 2028 | |||
Exercise price | $ 1.20 | |||
[1]Agent warrants |
SCHEDULE OF RECOGNIZED SHARE-BA
SCHEDULE OF RECOGNIZED SHARE-BASED COMPENSATION (Details) - USD ($) | 12 Months Ended | ||
Feb. 24, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Total | $ 1,960,694 | $ 988,471 | |
Director And Chief Executive Officer [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Total | 988,471 | 988,471 | |
Officer [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Total | $ 1,400,000 | 583,333 | |
Consultants [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Total | $ 388,890 |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | ||||||
Mar. 11, 2024 | Feb. 24, 2023 | Oct. 31, 2022 | Dec. 30, 2021 | Sep. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Subsidiary, Sale of Stock [Line Items] | ||||||||
Common stock par value | $ 0.0001 | $ 0.0001 | ||||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | ||||||
Preferred stock par value | $ 0.0001 | $ 0.0001 | ||||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | ||||||
Voting rights | Voting rights are not cumulative and, therefore, the holders of more than 50% of the common stock could, if they chose to do so, elect all of the directors of the Company. | |||||||
Warrants exercisable price | $ 1.20 | |||||||
Warrants expire term | 24 months | |||||||
Proceeds from warrant exercises | $ 347,310 | |||||||
Convert amount | $ 897,113 | $ 20,000 | ||||||
Convert shares | 2,392,301 | |||||||
Debt conversion price | $ 0.375 | |||||||
Issued date | Nov. 07, 2022 | |||||||
Weighted average life of warrants | 1 year 9 months 14 days | |||||||
Stock based compensation | $ 1,960,694 | 988,471 | ||||||
Director [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Number of shares issued | 6,005,000 | |||||||
Stock based compensation, vesting | 3 years | 12 months | ||||||
Stock based compensation | $ 2,965,413 | |||||||
Share price | $ 0.4938 | |||||||
Shares vested | 4,003,333 | |||||||
Shares unvested | 2,001,667 | |||||||
Shares not yet recognized | $ 988,471 | |||||||
Officer [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Number of shares issued | 833,333 | |||||||
Stock based compensation, vesting | 1 year 1 month 28 days | |||||||
Stock based compensation | $ 1,400,000 | $ 583,333 | ||||||
Share price | $ 0.70 | |||||||
Shares not yet recognized | $ 816,667 | |||||||
Number of shares committed to issue | 2,000,000 | |||||||
Consultant [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Number of shares issued | 555,556 | |||||||
Stock based compensation, vesting | 2 years 1 month 28 days | |||||||
Stock based compensation | $ 1,400,000 | |||||||
Share price | $ 0.70 | |||||||
Shares not yet recognized | $ 1,011,110 | |||||||
Number of shares committed to issue | 2,000,000 | |||||||
Common Stock [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Number of shares issued | 12,499,343 | |||||||
Shares issued | 274,425 | |||||||
Total gross proceeds | $ 329,310 | |||||||
Deferred share issuance cost | $ 2,500 | |||||||
Common Stock [Member] | Subsequent Event [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Number of shares issued | 81,950 | |||||||
Agent Warrants [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Warrants exercisable price | $ 1.20 | |||||||
Warrants expire term | 5 years | |||||||
Share issuance costs of cash and agent warrants | $ 499,667 | |||||||
Share issuance costs | $ 98,206 | |||||||
Warrants issued | 124,994 | |||||||
Expected life | 5 years | |||||||
Expected dividend yield | ||||||||
Agent Warrants [Member] | Minimum [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Risk-free interest rate | 4.49% | |||||||
Expected share price volatility rate | 214% | |||||||
Agent Warrants [Member] | Maximum [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Risk-free interest rate | 4.57% | |||||||
Expected share price volatility rate | 216% | |||||||
IPO [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Number of shares issued | 12,499,343 | |||||||
IPO [Member] | Common Stock [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Proceeds from warrant exercises | $ 18,000 | |||||||
IPO [Member] | Common Stock [Member] | Subsequent Event [Member] | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Proceeds from warrant exercises | $ 98,340 |
CONVERTIBLE NOTES PAYABLE (Deta
CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($) | 12 Months Ended | |||
Oct. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Disclosure [Abstract] | ||||
Cash proceeds under convertible promissory notes | $ 980,000 | |||
Convertible debt | 15,064 | |||
Convertible promissory note | $ 897,113 | $ 20,000 | ||
Debt accrued interest percentage | 15% | |||
Accretion expense | $ 719,462 | |||
Interest accrued | 10,812 | |||
Notes payable |
SCHEDULE OF PREPAID EXPENSES (D
SCHEDULE OF PREPAID EXPENSES (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid advertising and investor relations services | $ 500,367 | $ 367 |
Deferred share issuance costs | 36,625 | |
Prepaid filing fees | 1,417 | 1,462 |
Prepaid consulting fees | 2,625 | 3,000 |
Total | $ 541,034 | $ 4,829 |
SCHEDULE OF RECONCILIATION OF E
SCHEDULE OF RECONCILIATION OF EXPECTED INCOME TAX EXPENSE (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Net loss before tax | $ (2,654,950) | $ (1,556,055) |
Statutory tax rate | 21% | 21% |
Expected income tax recovery at statutory rate | $ (557,539) | $ (326,771) |
Non-deductible expenditures | 8,900 | 299,253 |
Change in valuation allowance | 548,639 | 27,518 |
Total income tax expense |
SCHEDULE OF DEFERRED TAX ASSETS
SCHEDULE OF DEFERRED TAX ASSETS (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Income Tax Disclosure [Abstract] | ||
Non-capital loss carry-forward | $ 313,022 | $ 197,276 |
Equity security | 8,917 | |
Stock-based compensation | 411,746 | |
Total deferred income tax assets | 733,685 | 197,276 |
Equity security | (12,230) | |
Less: Valuation allowance | (733,685) | (185,046) |
Net deferred income tax assets |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Income Tax Disclosure [Abstract] | |
Federal net operating loss carry forwards | $ 1,500,000 |
State net operating loss carry forwards | $ 90,000 |
Income for the future | The remaining balance of approximately $1.4 million will never expire but its utilization is limited to 80% of taxable income in any future year. |