Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended August 31, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________________________ to __________________________

Commission file number 000-55517

PUREBASE CORPORATION

(Exact name of registrant as specified in its charter)

Nevada		27-2060863
(State or other Jurisdiction		(I.R.S. Employer
of Incorporation or Organization)		Identification No.)

8631 State Highway 124

Ione, California

95640

(Address of principal executive offices)

(Zip Code)

(209) 274-9143

(Registrant’s telephone number, including area code)

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None		N/A		N/A

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a small reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” or an “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐

Non-accelerated filer	☒	Smaller reporting company	☒

		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act: ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of October 15, 2024, there were 250,413,997 shares of the registrant’s common stock outstanding.

PUREBASE CORPORATION AND SUBSIDIARIES

FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 2024

		Page
PART I.	FINANCIAL INFORMATION	3

ITEM 1.	FINANCIAL STATEMENTS	3

	CONDENSED CONSOLIDATED BALANCE SHEETS AS OF AUGUST 31, 2024 AND NOVEMBER 30, 2023	3

	CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED AUGUST 31, 2024 AND 2023	4

	CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT FOR THE THREE AND NINE MONTHS ENDED AUGUST 31, 2024 AND 2023	5

	CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED AUGUST 31, 2024 AND 2023	6

	NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS	7

ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	29

ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	34

ITEM 4.	CONTROLS AND PROCEDURES	35

PART II.	OTHER INFORMATION	36

ITEM 1.	LEGAL PROCEEDINGS	36

ITEM 1A.	RISK FACTORS	36

ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	36

ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	36

ITEM 4.	MINE SAFETY DISCLOSURES	36

ITEM 5.	OTHER INFORMATION	36

ITEM 6.	EXHIBITS	36

SIGNATURES		37

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

PUREBASE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

	August 31, 2024			November 30, 2023
		(Unaudited)			(Audited)
ASSETS

Current Assets:
Cash and cash equivalents	$	31,246		$	5,572
Accounts receivable		74,244			-
Prepaid expenses and other assets		16,783			15,434
Right of use asset		9,950			-
Total Current Assets		132,223			21,006

Property and equipment, net		749,589			750,716
Right of use asset		-			39,799

Total Assets	$	881,812		$	811,521

LIABILITIES AND STOCKHOLDERS’ DEFICIT

Current Liabilities:
Accounts payable and accrued expenses	$	74,036		$	361,013
Interest payable, related party		59,103			120,011
Settlement liability		-			618,000
Line of credit		720,135			346,735
Lease liability		10,413			40,880
Note payable to officer		-			8,716
Convertible notes payable, related party		37,000			19,000
Total Current Liabilities		900,687			1,514,355

Interest payable, related party, net of current portion		17,235			-
Convertible notes payable; related party, net of current portion		618,000			1,525,676
Total Liabilities		1,535,922			3,040,031

Commitments and Contingencies (Note 9)		-			-

Stockholders’ Deficit:
Preferred stock, $0.001 par value; 10,000,000 shares authorized; no shares issued and outstanding at August 31, 2024 and November 30, 2023		-			-
Common stock, $0.001 par value; 520,000,000 shares authorized; 250,397,330 and 230,863,005 shares issued and outstanding, at August 31, 2024 and November 30, 2023, respectively		250,397			230,863
Additional paid in capital		62,935,171			60,271,605
Accumulated deficit		(63,839,678	)		(62,730,978	)
Total Stockholders’ Deficit		(654,110	)		(2,228,510	)

Total Liabilities and Stockholders’ Deficit	$	881,812		$	811,521

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

PUREBASE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

	2024			2023			2024			2023
	For the three months ended August 31,						For the nine months ended August 31,
	2024			2023			2024			2023

Revenue, net	$	204,314		$	207,243		$	310,036		$	325,875
Cost of goods sold		47,178			44,080			80,253			93,149
Gross margin		157,136			163,163			229,783			232,726

Operating expenses
Selling, general and administrative		406,379			288,487			1,248,141			1,168,142
Stock based compensation		4,191			2,000			16,573			7,328,400
Total operating expenses		410,570			290,487			1,264,714			8,496,542

Loss from operations		(253,434	)		(127,324	)		(1,034,931	)		(8,263,816	)

Other income (expense)
Other income		-			-			-			310,401
Interest expense related party		(23,404	)		(24,702	)		(71,369	)		(46,226	)
Total other income (expense), net		(23,404	)		(24,702	)		(71,369	)		264,175

Loss before provision for income taxes		(276,838	)		(152,026	)		(1,106,300	)		(7,999,641	)
Provision for income taxes		-			-			2,400			2,400
Net loss	$	(276,838	)	$	(152,026	)	$	(1,108,700	)	$	(8,002,041	)

Loss per share – basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.03	)

Weighted average number of common stock outstanding – basic and diluted		250,370,337			231,171,483			243,684,800			230,687,604

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

PUREBASE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT

	Shares		Amount		Shares			Amount			Capital		Deficit			Deficit
	Preferred Stock				Common Stock						Additional Paid-in		Accumulated			Stockholders’
	Shares		Amount		Shares			Amount			Capital		Deficit			Deficit
Balance at November 30, 2022 (audited)		-	$	-		230,753,005		$	230,753		$	52,840,436	$	(53,643,649	)	$	(572,460	)

Stock based compensation – shares		-		-		-			-			5,485,013		-			5,485,013

Settlement shares surrendered		-		-		(300,000	)		(300	)		300		-			-

Net loss		-		-		-			-			-		(5,830,799	)		(5,830,799	)

Balance at February 28, 2023 (unaudited)		-	$	-		230,453,005		$	230,453		$	58,325,749	$	(59,474,448	)	$	(918,246	)

Stock based compensation – shares		-		-		-			-			1,841,389		-			1,841,389

Conversion of board of director accrued debt		-		-		310,000			310			35,690		-			36,000

Net loss		-		-		-			-			-		(2,019,216	)		(2,019,216	)

Balance at May 31, 2023 (unaudited)		-	$	-		230,763,005		$	230,763		$	60,202,828	$	(61,493,664	)	$	(1,060,073	)

Stock based compensation – shares		-		-		100,000			100			1,900		-			2,000

Net loss		-		-		-			-			-		(152,026	)		(152,026	)

Balance at August 31, 2023		-	$	-		230,863,005		$	230,863		$	60,204,728	$	(61,645,690	)	$	(1,210,099	)

Balance at November 30, 2023 (audited)		-	$	-		230,863,005		$	230,863		$	60,271,605	$	(62,730,978	)	$	(2,228,510	)

Stock based compensation – options		-		-		-			-			4,191		-			4,191

Shares for services		-		-		300,000			300			23,700		-			24,000

Convertible debt converted into common stock, related party		-		-		8,877,923			8,878			1,604,009		-			1,612,887

Net loss		-		-		-			-			-		(490,972	)		(490,972	)

Balance at February 29, 2024 (unaudited)		-	$	-		240,040,928		$	240,041		$	61,903,505	$	(63,221,950	)	$	(1,078,404	)

Stock based compensation – options		-		-		-			-			4,191		-			4,191

Shares issued for services		-		-		50,001			50			3,950		-			4,000

Convertible debt converted into common stock, related party		-		-		10,256,400			10,256			1,015,384		-			1,025,640

Net loss		-		-		-			-			-		(340,890	)		(340,890	)

Balance at May 31, 2024 (unaudited)		-	$	-		250,347,329		$	250,347		$	62,927,030	$	(63,562,840	)	$	(385,463	)
Balance		-	$	-		250,347,329		$	250,347		$	62,927,030	$	(63,562,840	)	$	(385,463	)

Stock based compensation – options		-		-		-			-			4,191		-			4,191

Shares issued for services		-		-		50,001			50			3,950		-			4,000

Net loss		-		-		-			-			-		(276,838	)		(276,838	)

Balance August 31, 2024 (unaudited)		-	$	-		250,397,330		$	250,397		$	62,935,171	$	(63,839,678	)	$	(654,110	)
Balance		-	$	-		250,397,330		$	250,397		$	62,935,171	$	(63,839,678	)	$	(654,110	)

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

PUREBASE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	August 31, 2024			August 31, 2023
	For the Nine Months Ended
	August 31, 2024			August 31, 2023
Cash Flows Operating Activities:
Net loss	$	(1,108,700	)	$	(8,002,041	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock based compensation		16,573			7,328,400
Stock issued for services		32,000			-
Director compensation accrued as convertible debt		18,000			13,000
Depreciation		1,127			-
Gain on debt forgiveness		-			(35,399	)
Gain on settlement		-			(275,000	)
Right of use asset and liability, net		(618	)		872
Changes in operating assets and liabilities:
Accounts receivable		(74,244	)		(100,270	)
Prepaid expenses and other assets		(5,349	)		(9,804	)
Accounts payable and accrued expenses		(174,126	)		304,706
Settlement liability		(618,000	)		(125,000	)
Interest payable, related party		(43,673	)		-
Net Cash Used In Operating Activities		(1,957,010	)		(900,536	)

Cash Flows Investing Activities:
Purchase of property and equipment		-			(126,536	)
Net Cash Used In Investing Activities		-			(126,536	)

Cash Flows Financing Activities:
Advances from related party for convertible note		618,000			898,935
Proceeds from line of credit		1,373,400			231,048
Payments on notes payable to officer		(8,716	)		(20,000	)
Net Cash Provided By Financing Activities		1,982,684			1,109,983

Net Increase In Cash and Cash Equivalents		25,674			82,911

Cash and Cash Equivalents - Beginning of Period		5,572			19,055

Cash and Cash Equivalents – End of Period	$	31,246		$	101,966

Supplemental Cash Flow Information:
Cash paid for:
Interest paid	$	-		$	-
Income taxes paid	$	2,400		$	2,400

Noncash operating and financing activities:
Forgiveness of accounts payable due to USMC	$	-		$	(15,853	)
Vendors paid on behalf of the Company by USMC	$	-		$	8,320
Expenses paid on behalf of the Company by USMC	$	36,893		$	7,533
Convertible debt and accrued interest converted to common stock, related party	$	2,638,527		$	-
Director compensation - accrued as convertible debt converted to common stock	$	18,000		$	36,000

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

PUREBASE CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1 – ORGANIZATION AND BUSINESS OPERATIONS

Corporate Overview

PureBase Corporation (“PureBase” or the “Company”) was incorporated in the State of Nevada on March 2, 2010. The Company is an industrial mineral and natural resource company that provides solutions to the agriculture and construction materials markets in the United States through its two subsidiaries, PureBase Agricultural, Inc., a Nevada corporation (“PureBase AG”), and U.S. Agricultural Minerals, LLC, a Nevada limited liability company (“PureBase AM”), respectively.

The Company’s headquarters is in Ione, California.

Agricultural Sector

The Company develops specialized sun protectants. The Company has developed and will seek to develop additional products derived from mineralized materials of kaolin clay.

Construction Sector

The Company has been developing and testing a kaolin-based product that it believes will help create a lower CO2-emitting concrete through the use of high-quality supplementary cementitious materials (“SCMs”). The Company is developing an SCM that it believes can potentially replace up to 40% of cement, the most polluting part of concrete. As government agencies continue to enact stricter requirements for less-polluting forms of concrete, the Company believes there are significant opportunities for high-quality SCM products in the construction materials sector.

The Company utilizes the services of US Mine Corporation (“USMC”), a Nevada corporation and a significant shareholder of the Company, for the development and contract mining of industrial minerals. A. Scott Dockter, the Company’s Chief Executive Officer and a director, and John Bremer, a director, are also officers, directors, and owners of USMC. In addition, a substantial portion of the minerals used by the Company are obtained from properties owned or controlled by US Mine, LLC. A. Scott Dockter, the Company’s Chief Executive Officer and a director, and John Bremer, a director, are also owners of US Mine, LLC.

NOTE 2 – GOING CONCERN AND LIQUIDITY

The accompanying condensed consolidated financial statements have been prepared on the basis that the Company will continue as a going concern, which contemplates realization of assets and the satisfaction of liabilities in the normal course of business. As of August 31, 2024, the Company had a significant accumulated deficit of $63,839,678 and a working capital deficit of $768,464. For the nine months ended August 31, 2024, the Company had a loss from operations of $1,108,700 and negative cash flows from operations of $1,957,010. The Company’s operating activities consume the majority of its cash resources. The Company anticipates that it will continue to incur operating losses as it executes its development plans for 2024. In addition, the Company has had and expects to have negative cash flows from operations, at least into the near future. The Company has previously funded and plans to continue funding these losses primarily with additional infusions of cash from advances from USMC and the sale of equity and convertible notes. The accompanying condensed consolidated financial statements do not include any adjustments that may be necessary should the Company be unable to continue as a going concern.

The Company’s plan, through the continued promotion of its products to existing and potential customers, is to generate sufficient revenues to cover its anticipated expenses. The Company issued a promissory note to USMC on February 8, 2024 and received a new line of credit from USMC on March 7, 2024, and is currently exploring several other options to meet its short-term cash requirements, including issuances of equity securities or equity-linked securities to USMC and other third parties.

Although no assurances can be given as to the Company’s ability to deliver on its revenue plans or that unforeseen expenses may arise, management currently believes that the revenue to be generated from operations together with equity and debt financing, including funding from USMC in the form of a line of credit up to $1,000,000, will provide the necessary funding for the Company to continue as a going concern for the next twelve months.

On February 8, 2024, the Company issued a two-year $618,000 unsecured convertible note to USMC for the payment of the plaintiff’s attorney fees for the settlement of the Calvanico lawsuit (see Note 6). The note bears interest at 8% per annum and any outstanding principal and accrued interest are convertible into shares of the Company’s common stock at a conversion price of $0.08 per share at the sole discretion of the noteholder. As of the date hereof, there have been $618,000 in advances from USMC under the note.

On March 7, 2024, the Company entered into a $1,000,000 line of credit agreement with USMC, pursuant to a grid note issued in connection with the line of credit. The note bears interest at 8% per annum and any outstanding principal and accrued interest are convertible into shares of the Company’s common stock at the sole discretion of the noteholder at a conversion price of $0.08 per share at maturity. As of the date hereof, there have been $720,135 in advances from USMC under the line of credit. Currently, there are no other arrangements or agreements for financing with USMC and management cannot guarantee any other potential debt or equity financing will be available, or if available, on favorable terms. As such, these matters raise substantial doubt about the Company’s ability to continue as a going concern for a period of twelve months from the issuance date of this report. If adequate funds are not available on acceptable terms, or at all, the Company will need to curtail operations, or cease its operations completely.

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The Company has prepared the accompanying unaudited condensed consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) including Form 10-Q and Regulation S-X. The information furnished herein reflects all adjustments (consisting of normal recurring accruals and adjustments, unless otherwise indicated) which are, in the opinion of management, necessary to fairly state the operating results for the respective periods. Certain information and footnote disclosures normally present in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted pursuant to such rules and regulations. These financial statements and the information included under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” should be read in conjunction with the audited financial statements and notes thereto for the year ended November 30, 2023, in our Annual Report on Form 10-K filed with the SEC on February 28, 2024. The results of the nine months ended August 31, 2024, (unaudited) are not necessarily indicative of the results to be expected for the full year ending November 30, 2024.

Principles of Consolidation

These condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries PureBase AG and PureBase AM. Intercompany accounts and transactions have been eliminated upon consolidation.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and equity-based transactions at the date of the financial statements and the revenues and expenses during the reporting period. 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 may be affected.

The Company believes the following critical accounting policies affect its more significant judgments and estimates used in the preparation of the condensed consolidated financial statements. Significant estimates include the useful lives of property and equipment, deferred tax asset and valuation allowance, and assumptions used in the Black-Scholes valuation methods for fair value of options, such as expected volatility, risk-free interest rate, and expected dividend rate.

Revenue

The Company accounts for revenue in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers. The Company derives revenues from the sale of products from its agricultural sector and construction sector. The Company’s contracted transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The Company’s contracts have a single performance obligation which are not separately identifiable from other promises in the contracts and is, therefore, not distinct. The Company’s performance obligation is satisfied upon the transfer of control to the customer.

Practical Expedients

As part of ASC Topic 606, the Company has adopted practical expedients including:

	●	Significant Financing Component – the Company does not adjust the promised amount of consideration for the effects of a significant financing component since the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to the customer and when the customer pays for that good or service will be one year or less.
	●	Unsatisfied and Partially Unsatisfied Performance Obligations – for all performance obligations related to contracts with a duration for less than one year, the Company has elected to apply the optional exemption provided in ASC Topic 606 and therefore is not required to disclose the aggregate amount of transaction price allocated to performance obligations that are unsatisfied or partially satisfied at the end of the reporting period.
	●	Shipping and Handling Activities – the Company elected to account for shipping and handling activities as a fulfillment cost rather than as a separate performance obligation.
	●	Right to Invoice – the Company has a right to consideration from a customer in an amount that corresponds directly with the value provided to the customer of the Company’s performance completed to date. The Company may recognize revenue in the amount to which the entity has a right to invoice.

Disaggregated Revenue

Revenue consists of the following by product offering for the nine months ended August 31, 2024:

SCHEDULE OF DISAGGREGATED REVENUE

CROP WHITE II

SHADE

ADVANTAGE

(WP)

SulFe Hume Si

ADVANTAGE

Total

95,374

214,662

310,036

Revenue consists of the following by product offering for the nine months ended August 31, 2023:

CROP WHITE II

SHADE

ADVANTAGE

(WP)

SulFe Hume Si ADVANTAGE

Total

66,825

207,570

51,480

325,875

Cash and Cash Equivalents

The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. There were no cash equivalents as of August 31, 2024 and November 30, 2023.

Accounts Receivable

The Company periodically assesses its accounts and other receivables for collectability on a specific identification basis. If collectability of an account becomes unlikely, an allowance is recorded for that doubtful account. As of August 31, 2024 and November 30, 2023, the Company has determined that no allowance for credit losses was necessary.

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Property and Equipment

Property and equipment are recorded at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets, generally three to five years, except for SCM plants, which lives are estimated at thirty years. Expenditures that enhance the useful lives of the assets are capitalized and depreciated.

Equipment	3-5 years
Autos and trucks	5 years
SCM plants	30 years

Maintenance and repairs are charged to expense as incurred. At the time of retirement or other disposition of property and equipment, the cost and accumulated depreciation will be removed from the accounts and the resulting gain or loss, if any, will be reflected in operations. The Company currently has $547,907 in property and equipment that it acquired on May 1, 2020. As of August 31, 2024, the Company has not put the acquired property and equipment to use. As such, the Company has not recorded depreciation related to these assets. The Company has $202,809 in costs for its pilot plant which has begun manufacturing sample quantities of the Company’s SCM product for testing by third-parties. The Company has begun recording depreciation related to the pilot plant. The Company also has $67,164 in other fixed assets which are fully depreciated.

Impairment of Long-Lived Assets

The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The recoverability of these assets is determined by comparing the forecasted undiscounted net cash flows of the operation to which the assets relate to the carrying amount. If the operation is determined to be unable to recover the carrying amount of its assets, then these assets are written down first, followed by other long-lived assets of the operation to fair value. Fair value is determined based on discounted cash flows or appraised values, depending on the nature of the assets. No impairment losses were recorded during the three and nine months ended August 31, 2024 and 2023.

Shipping and Handling

The Company incurs shipping and handling costs which are charged back to the customer. There were no net amounts incurred or included in general and administrative expenses for the three and nine months ended August 31, 2024 and 2023.

Advertising and Marketing Costs

The Company expenses advertising and marketing costs as incurred and such costs are recorded in selling, general and administrative expenses in the accompanying condensed consolidated statements of operations. Advertising and marketing expenses were $5,311 and $651 for the three months ended August 31, 2024 and 2023, respectively. Advertising and marketing expenses were $19,761 and $3,294 for the nine months ended August 31, 2024 and 2023, respectively.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Fair Value Measurements

As defined in ASC 820, Fair Value Measurements and Disclosures, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement). This fair value measurement framework applies at both initial and subsequent measurement.

Level 1:	Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities.

Level 2:	Pricing inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reported date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options and collars.

Level 3:	Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.

Fair Value of Financial Instruments

The carrying value of cash, accounts receivable, accounts payable, and accrued expenses approximate their fair values based on the short-term maturity of these instruments. The carrying amount of the notes approximates the estimated fair value for these financial instruments as management believes that such notes constitute all of the Company’s debt and interest payable on the notes based on the Company’s incremental borrowing rate.

Loss Per Common Share

Net loss per share of common stock is computed by dividing the net loss by the weighted average number of shares of common stock outstanding during the three and nine months ended August 31, 2024 and 2023. All outstanding options are considered potential common stock. The dilutive effect, if any, of stock options are calculated using the treasury stock method. All outstanding convertible notes are considered common stock at the beginning of the period or at the time of issuance, if later, pursuant to the if-converted method. Since the effect of common stock equivalents is anti-dilutive with respect to losses, outstanding options have been excluded from the Company’s computation of net loss per share of common stock for the three and nine months ended August 31, 2024 and 2023.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

The following table summarizes the securities that were excluded from the diluted per share calculation because the effect of including these potential shares was antidilutive due to the Company’s net loss even though the exercise price could be less than the average market price of the common stock:

	Three Months Ended,
	August 31, 2024		August 31, 2023
Convertible Notes		17,399,292		6,656,110
Stock Options		129,438,187		128,688,187
Total		146,837,479		135,344,297

	Nine Months Ended,
	August 31, 2024		August 31, 2023
Convertible Notes		17,399,292		6,656,110
Stock Options		129,438,187		128,688,187
Total		146,837,479		135,344,297

Stock-Based Compensation

The Company applies the provisions of ASC 718, Compensation—Stock Compensation (“ASC 718”), which requires the measurement and recognition of compensation expense for all stock-based awards made to employees, including employee stock options, in the accompanying condensed consolidated statements of operations.

For stock options issued to employees and members of the Company’s Board of Directors (the “Board”) for their services, the Company estimates the grant date fair value of each option using the Black-Scholes option pricing model. The use of the Black-Scholes option pricing model requires management to make assumptions with respect to the expected term of the option, the expected volatility of the common stock consistent with the expected life of the option, risk-free interest rates and expected dividend yields of the common stock. For awards subject to service-based vesting conditions, including those with a graded vesting schedule, the Company recognizes stock-based compensation expense equal to the grant date fair value of stock options on a straight-line basis over the requisite service period, which is the vesting term. Forfeitures are recorded as they are incurred as opposed to being estimated at the time of grant and revised.

Pursuant to ASU 2018-07 Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, the Company accounts for stock options issued to non-employees for their services in accordance with ASC 718. The Company uses valuation methods and assumptions to value the stock options that are in line with the process for valuing employee stock options as noted above.

Leases

With the adoption of ASC 842, Leases, operating lease agreements are required to be recognized on the balance sheet as Right-of-Use (“ROU”) assets and corresponding lease liabilities. ROU assets include any prepaid lease payments and exclude any lease incentives and initial direct costs incurred. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. The lease terms may include options to extend or terminate the lease if it is reasonably certain that the Company will exercise that option.

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

The Company leases its corporate offices. The lease is classified as an operating lease. The Company is a party to a two-year lease with USMC for 1,000 square feet of office space located in Ione, California (the “Ione Lease”) with respect to its corporate operations (See Note 7). Effective November 1, 2022, the Ione Lease was amended to extend the lease through October 2024 and to add an additional 700 square feet of office space for a total monthly rental price of $3,500 per month, with automatic one-month renewals. The remaining weighted average term is 0.20 years. The Company discounted lease payments using its estimated incremental borrowing rate at December 1, 2020. The weighted average incremental borrowing rate applied was 5%.

In accordance with ASC 842, the Company recognized a ROU asset and corresponding lease liability on the condensed consolidated balance sheet for long-term office leases. See Note 7 – Leases for further discussion, including the impact on the accompanying unaudited condensed consolidated financial statements and related disclosures.

Income Taxes

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the condensed consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets, including tax loss and credit carry forwards, and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date.

The Company utilizes ASC 740, Income Taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the condensed consolidated financial statements or tax returns. The Company accounts for income taxes using the asset and liability method to compute the differences between the tax basis of assets and liabilities and the related financial amounts, using currently enacted tax rates. A valuation allowance is recorded when it is “more likely-than-not” that a deferred tax asset will not be realized.

For uncertain tax positions that meet a “more likely than not” threshold, the Company recognizes the benefit of uncertain tax positions in the condensed consolidated financial statements. The Company’s practice is to recognize interest and penalties, if any, related to uncertain tax positions in income tax expense in the condensed consolidated statements of operations.

Exploration Stage

In accordance with U.S. GAAP, expenditures relating to the acquisition of mineral rights are initially capitalized as incurred while exploration and pre-extraction expenditures are expensed as incurred until such time as the Company exits the exploration stage by establishing proven or probable reserves. Expenditures relating to exploration activities such as drill programs to establish mineralized materials are expensed as incurred. Expenditures relating to pre-extraction activities are expensed as incurred until such time proven or probable reserves are established for that project, after which expenditures relating to mine development activities for that particular project are capitalized as incurred. As of August 31, 2024, the Company was not engaged in any mine exploration.

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Mineral Rights

In accordance with U.S. GAAP, expenditures relating to the acquisition of mineral rights are initially capitalized as incurred while exploration and pre-extraction expenditures are expensed as incurred until such time as the Company exits the Exploration Stage by establishing proven or probable reserves. Expenditures relating to exploration activities such as drill programs to establish mineralized materials are expensed as incurred. Expenditures relating to pre-extraction activities are expensed as incurred until such time proven or probable reserves are established for that project, after which expenditures relating to mine development activities for that particular project are capitalized as incurred.

Where proven and probable reserves have been established, the project’s capitalized expenditures are depleted over proven and probable reserves upon commencement of production using the units-of-production method. Where proven and probable reserves have not been established, such capitalized expenditures are depleted over the estimated production life upon commencement of extraction using the straight-line method.

The carrying values of the mineral rights are assessed for impairment by management on a quarterly basis or when indicators of impairment exist. Should management determine that these carrying values cannot be recovered, the unrecoverable amounts are written off against earnings. As of August 31, 2024 and November 30, 2023, the Company did not have any capitalized mineral rights.

Recent Accounting Pronouncements

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2023-09 (“ASU 2023-09”), Income Taxes, which enhances the transparency of income tax disclosures by expanding annual disclosure requirements related to the rate reconciliation and income taxes paid. The amendments are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied on a prospective basis. Retrospective application is permitted. The Company is currently evaluating this ASU to determine its impact on the Company’s disclosures.

In November 2023, the FASB issued Accounting Standards Update 2023-07 (“ASU 2023-07”), Segment Reporting, which improves reportable segment disclosure requirements. ASU 2023-07 primarily enhances disclosures about significant segment expenses by requiring that a public entity disclose significant segment expenses that are regularly provided to the Chief Operating Decision Maker (“CODM”) and included within each reported measure of segment profit or loss. This ASU also (i) requires that a public entity disclose, on an annual and interim basis, an amount for other segment items by reportable segment, and a description of its composition; (ii) requires that all annual disclosures are provided in the interim periods; (iii) clarifies that if the CODM uses more than one measure of profitability in assessing segment performance and deciding how to allocate resources, that one or more of those measures may be reported; (iv) requires disclosure of the title and position of the CODM and a description of how the reported measures are used by the CODM in assessing segment performance and in deciding how to allocate resources; (v) requires that an entity with a single segment provide all new required disclosures. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024 and requires retrospective application. Early adoption is permitted. The amendments under ASU 2023-07 relate to financial disclosures and its adoption will not have an impact on the Company’s results of operations, financial position or cash flows. The Company will adopt ASU 2023-07 for the annual reporting period ending November 30, 2024 and for interim reporting periods thereafter. The Chief Executive Officer is the CODM of the Company. The Company views its operations and manages its business as one operating segment.

NOTE 4 – MINING RIGHTS

Snow White Mine located in San Bernardino County, CA – Deposit

On November 28, 2014, US Mining and Minerals Corporation entered into a Purchase Agreement in which it agreed to sell its fee simple property interest and certain mining claims to USMC. On December 1, 2014, USMC assigned its rights and obligations under the Purchase Agreement to the Company pursuant to an Assignment of Purchase Agreement. As a result of the Assignment, the Company assumed the purchaser position under the Purchase Agreement. The Purchase Agreement provides for the sale of approximately 280 acres of mining property containing 5 placer mining claims known as the Snow White Mine located near Barstow, California in San Bernardino County. The property is covered by a Conditional Use Permit allowing the mining of the property and a Plan of Operation and Reclamation Plan has been approved by San Bernardino County and Bureau of Land Management. An initial deposit of $50,000 was paid to the Company and held in escrow and the Purchase Agreement required the payment of an additional $600,000 at the end of the escrow period. There was a delay in the original seller, Joseph Richard Matthewson, receiving a clear title to the property and a fully permitted project, both of which were conditions to the closing of the sale from US Mining and Minerals Corporation to the Company. In light of the foregoing, and the payment of an additional $25,000, the parties agreed to extend the closing. Due to delays in the Company securing the necessary funding to close the purchase of the Snow White Mine property, John Bremer, a shareholder and a director of the Company, paid $575,000 to acquire the property interest and mining claims on or about October 15, 2015. Mr. Bremer agreed to transfer title to the Company upon payment of $575,000 plus expenses to Mr. Bremer, however, the Company is under no obligation to do so. The mining claims require a minimum royalty payment of $3,500 per year to be made by the Company, which is paid by USMC on behalf of the Company.

NOTE 4 – MINING RIGHTS (CONTINUED)

On April 1, 2020, the Company entered into a purchase and sale agreement with the Bremer Family 1995 Living Trust (the “Trust”), pursuant to which the Company will purchase the Snow White Mine for $836,000 (the “Purchase Price”) from the Trust. The Purchase Price plus 5% interest is payable in cash at closing. On April 14, 2022, the agreement was amended to extend the closing date to April 14, 2023. On April 7, 2023, the agreement was amended to extend the closing date to April 1, 2024. On July 12, 2024 the agreement was amended to extend the closing date to July 12, 2026.

NOTE 5 – PROPERTY AND EQUIPMENT

Property and equipment consisted of the following at:

SCHEDULE OF PROPERTY AND EQUIPMENT

	August 31, 2024			November 30, 2023

Furniture and equipment	$	6,952		$	6,952
Machinery and equipment		35,151			35,151
Automobiles and trucks		25,061			25,061
Pilot plant		202,809			130,716
Construction in process		547,907			620,000
Property and equipment, gross		817,880			817,880
Less: accumulated depreciation		(68,291	)		(67,164	)
Property and equipment, net	$	749,589		$	750,716

There was $1,127 and $0 depreciation expense for the three months ended August 31, 2024 and 2023, respectively. There was $1,127 and $0 depreciation expense for the nine months ended August 31, 2024 and 2023, respectively.

NOTE 6 – NOTES PAYABLE

Bayshore Capital Advisors, LLC

On February 26, 2016, the Company issued a promissory note to Bayshore Capital Advisors, LLC (“Bayshore Capital”), an affiliate through common ownership of a 10% major stockholder of the Company, for $25,000 for working capital at an interest rate of 6% per annum. The note was payable August 26, 2016, or when the Company closes a bridge financing, whichever occurs first. On February 4, 2023, Bayshore Capital agreed to cancel the $25,000 debt, plus $10,401 of accrued and unpaid interest, which was recorded in Other income on the Statement of Operations. Prior to the cancellation of the note, the Company was in default on the note. Total interest expense for the nine months ended August 31, 2024 and 2023 was $0 and $255, respectively. There was no interest expense for the three months ended August 31, 2024 and 2023.

A. Scott Dockter – Chief Executive Officer

On August 31, 2017, the Company issued a note in the amount of $197,096 to A. Scott Dockter, Chief Executive Officer and a director of the Company, to consolidate the total amounts due to Mr. Dockter. The note bears interest at 6% and is due upon demand. During the nine months ended August 31, 2024, the Company made payments totaling $8,716 towards the outstanding balance of the note. Total interest expense on the note was $198 and $768 for the nine months ended August 31, 2024 and 2023, respectively. The balance on the note was $0 and $8,716 as of August 31, 2024, and November 30, 2023, respectively. There was $42,263 and $42,065 of accrued interest as of August 31, 2024, and November 30, 2023, respectively.

NOTE 6 – NOTES PAYABLE (CONTINUED)

Convertible Promissory Notes – USMC

August 30, 2022

On August 30, 2022, in connection with the April 7, 2022 securities purchase agreement with USMC (See Note 12), the Company issued a convertible promissory note in the amount of $470,862 to USMC, with a maturity date of August 30, 2024 (“Tranche #7”). The note bears interest at 5% per annum which is payable on maturity. Amounts due under the note may be converted into shares of the Company’s common stock at any time at the option of the noteholder, at a conversion price of $0.39 per share. Total interest expense on Tranche #7 was $0 and $5,805 for the three months ended August 31, 2024 and 2023, respectively. Total interest expense on Tranche #7 was $3,999 and $17,673 for the nine months ended August 31, 2024 and 2023, respectively. On January 31, 2024, the principal of $470,862 and accrued interest through January 31, 2024 of $33,476 were converted into 1,293,175 shares of the Company’s common stock.

November 29, 2022

On November 29, 2022, in connection with the April 7, 2022 securities purchase agreement with USMC (See Note 12), the Company issued a convertible promissory note in the amount of $140,027 to USMC, with a maturity date of August 30, 2024 (“Tranche #8”). The note bears interest at 5% per annum which is payable on maturity. Amounts due under the note may be converted into shares of the Company’s common stock at any time at the option of the noteholder, at a conversion price of $0.39 per share. Total interest expense on Tranche #8 was $0 and $1,803 for the three months ended August 31, 2024 and 2023, respectively. Total interest expense on Tranche #8 was $1,189 and $5,256 for the nine months ended August 31, 2024 and 2023, respectively. On January 31, 2024, the principal of $140,027 and accrued interest through January 31, 2024 of $8,210 were converted into 380,095 shares of the Company’s common stock.

February 28, 2023

On February 28, 2023, in connection with the April 7, 2022 securities purchase agreement with USMC (See Note 12), the Company issued a convertible promissory note in the amount of $308,320 to USMC, with a maturity date of February 28, 2025 (“Tranche #9”). The note bears interest at 5% per annum which is payable on maturity. Amounts due under the note may be converted into shares of the Company’s common stock at any time at the option of the noteholder, at a conversion price of $0.39 per share. Total interest expense on Tranche #9 was $0 and $3,970 for the three months ended August 31, 2024 and 2023, respectively. Total interest expense on Tranche #9 was $2,619 and $7,771 for the nine months ended August 31, 2024 and 2023, respectively. On January 31, 2024, the principal of $308,320 and accrued interest through January 31, 2024 of $14,233 were converted into 827,060 shares of the Company’s common stock.

May 31, 2023

On May 31, 2023, in connection with the March 20, 2023 securities purchase agreement with USMC (See Note 12), the Company issued a convertible promissory note in the amount of $412,533 to USMC, with a maturity date of May 31, 2025 (“Tranche #10”). The note bears interest at 8% per annum which is payable on maturity. Amounts due under the note may be converted into shares of the Company’s common stock at any time at the option of the noteholder, at a conversion price of $0.10 per share. Total interest expense on Tranche #10 was $0 and $8,318 for the three months ended August 31, 2024 and 2023. Total interest expense on Tranche #10 was $5,606 and $8,318 for the nine months ended August 31, 2024 and 2023, respectively. On January 31, 2024, the principal of $412,533 and accrued interest through January 31, 2024 of $22,152 were converted into 4,346,855 shares of the Company’s common stock.

NOTE 6 – NOTES PAYABLE (CONTINUED)

June 30, 2023

On June 30, 2023, in connection with the March 20, 2023 securities purchase agreement with USMC (See Note 12), the Company issued a convertible promissory note in the amount of $193,935 to USMC, with a maturity date of June 30, 2025 (“Tranche #11”). The note bears interest at 8% per annum which is payable on maturity. Amounts due under the note may be converted into shares of the Company’s common stock at any time at the option of the noteholder, at a conversion price of $0.10 per share. Total interest expense on Tranche #11 was $0 and $2,635 for the three months ended August 31, 2024 and 2023. Total interest expense on Tranche #11 was $2,635 and $2,635 for the nine months ended August 31, 2024 and 2023, respectively. On January 31, 2024, the principal of $193,935 and accrued interest through January 31, 2024 of $9,139 were converted into 2,030,738 shares of the Company’s common stock.

February 8, 2024

On February 8, 2024, the Company issued a convertible promissory note in the amount of $618,000 to USMC, with a maturity date of February 7, 2026. The principal amount was funded in equal installments as follows: on February 8, 2024 $103,000; on March 1, 2024 $103,000; on April 1, 2024 $103,000; on May 1, 2024 $103,000; on July 1, 2024 $103,000; on August 1, 2024 $103,000. The note bears interest at 8% per annum which is payable on maturity. Total interest expense for the three and nine months ended August 31, 2024 was $10,506 and $17,235, respectively. Amounts due under the note may be converted into shares of the Company’s common stock at any time at the option of the noteholder, at a conversion price of $0.08 per share.

Lines of Credit –USMC

July 10, 2023

On July 10, 2023, the Company entered into a line of credit agreement and unsecured convertible grid promissory note with USMC. The July 10, 2023 line of credit agreement provided for the issuance of up to an aggregate of $1,000,000 from USMC under an unsecured convertible grid promissory note (See Note 12) until July 2024. The note bears interest at 8% per annum and any outstanding principal or accrued interest under the note is convertible into shares of the Company’s common stock at a conversion price of $0.10 per share on the maturity date. As of May 31, 2024, there had been $1,000,000 advances from USMC under the July 10, 2023 line of credit agreement. Total interest expense was $0 and $18,856 for the three and nine months ended August 31, 2024, respectively. On March 31, 2024, the noteholder converted the July 10, 2023 line of credit principal of $1,000,000 and accrued interest of $25,640 into 10,256,400 shares of common stock.

March 7, 2024

On March 7, 2024, the Company entered into a line of credit agreement and unsecured convertible grid promissory note with USMC. The March 7, 2024 line of credit agreement provides for the issuance of up to an aggregate of $1,000,000 of advances from USMC under an unsecured convertible grid promissory note until March 7, 2025. The note bears interest at 8% per annum and any outstanding principal or accrued interest under the note is convertible into shares of the Company’s common stock at the sole discretion of the noteholder at a conversion price of $0.08 per share at maturity. As of the date hereof, there have been $720,135 in advances from USMC under the March 7, 2024 line of credit agreement. Total interest expense for the three and nine months ended August 31, 2024 was $12,558 and $16,840 respectively.

NOTE 6 – NOTES PAYABLE (CONTINUED)

Convertible Debt – Board of Directors

On April 8, 2021, the Company entered into a twelve-month director agreement with Jeffrey Guzy, as amended on August 26, 2022 (the “Guzy Director Agreement”) pursuant to which Mr. Guzy will serve as a director of the Company, which agreement will automatically renew (the “Renewal Date”) for successive one-year terms unless either party notifies the other of its desire not to renew the Agreement within 30 days of the expiration of the then current term. As compensation therefor, Mr. Guzy is entitled to a cash fee of $1,000 per month which accrues as debt to the Company until the Company has its first cash-flow positive month. Effective March 1, 2023, Mr. Guzy’s monthly compensation was increased to $1,500. Any amounts owed to Mr. Guzy at the Renewal Date or upon Mr. Guzy’ resignation or removal (the “Termination Date”) will be converted into the Company’s common stock at a price per share equal to the lower of the market price on the exchange or trading market where such stock is then traded or quoted or the volume-weighted average price (“VWAP”) of the common stock for the 20 days immediately preceding the Renewal Date or the Termination Date, as the case may be. On April 14, 2023, Mr. Guzy converted $24,000 in accrued but unpaid director fees into 80,000 shares of common stock at $0.15 per share and 150,000 shares of common stock at $0.08 per share. The Agreement also includes a non-competition provision during the term of the Agreement and for twelve months thereafter. As of August 31, 2024, there were no cash fees owed to Mr. Guzy.

On August 13, 2021, the Company entered into a twelve-month director agreement with Dr. Kurtis, as amended on August 26, 2022 (the “Kurtis Director Agreement”) pursuant to which Dr. Kurtis will provide board services, which agreement will automatically renew for successive one-year terms unless either party notifies the other of its desire not to renew the Agreement within 30 days of the expiration of the then current term. As compensation therefor, Dr. Kurtis is entitled to a cash fee of $1,000 per month which accrues as debt to the Company until the Company has its first cash-flow positive month. Any amounts owed to Dr. Kurtis at the Renewal Date or the Termination Date will be converted into common stock at the lower of the market price on the exchange or trading market where such stock is then traded or quoted or the VWAP of the common stock for the 20 days immediately preceding the Renewal Date or the Termination Date, as the case may be. On April 14, 2023, Dr. Kurtis converted $12,000 in accrued but unpaid director fees into 80,000 shares of common stock at $0.15 per share. The Agreement also includes a non-competition provision during the term of the Agreement and for twelve months thereafter. As of August 31, 2024, cash fees owed to Dr. Kurtis under the Kurtis Director Agreement were deferred and debt in the amount of $25,000 is owed to Dr. Kurtis.

On September 11, 2023, the Company entered into a twelve-month director agreement with Brady Barto (“the Barto Agreement”) pursuant to which Mr. Barto will serve as a director. Mr. Barto will be notified within 30 days before the end of the twelve months whether his contract will be renewed under the same terms of compensation. As compensation therefor, Mr. Barto is entitled to a cash fee of $1,000 per month which accrues as debt to the Company until the Company has its first cash-flow positive month. Any amounts owed to Mr. Barto at the end of the twelve-month term or at his earlier removal or resignation will be converted into common stock at the lower price of $0.15 per share or the VWAP of the common stock for the 20-days from the last date Mr. Barto is on the board. The Agreement includes a non-competition provision during the term of the Agreement and for twelve months thereafter. As of August 31, 2024, cash fees owed to Mr. Barto under the Barto Director Agreement were deferred and debt in the amount of $12,000 is owed to Mr. Barto.

NOTE 7 – LEASES

The following table presents net lease cost and other supplemental lease information:

	Nine Months Ended August 31, 2024
Lease cost
Operating lease cost (cost resulting from lease payments)	$	31,500
Short term lease cost		-
Sublease income		-
Net lease cost	$	31,500

Operating lease – operating cash flows (fixed payments)	$	31,500
Operating lease – operating cash flows (liability reduction)	$	30,467
Current leases – right of use assets	$	9,950
Current liabilities – operating lease liabilities	$	10,413

	Nine Months Ended August 31, 2023
Lease cost
Operating lease cost (cost resulting from lease payments)	$	31,500
Short term lease cost		-
Sublease income		-
Net lease cost	$	31,500

Operating lease – operating cash flows (fixed payments)	$	31,500
Operating lease – operating cash flows (liability reduction)	$	28,978
Non-current liabilities – right of use assets	$	49,749
Current liabilities – operating lease liabilities	$	40,371
Non-current liabilities – operating lease liabilities	$	10,413

Future minimum payments under non-cancelable leases for operating leases for the remaining terms of the leases following the nine months ended August 31, 2024:

Fiscal Year	Operating Leases
Remainder of 2024	$	10,500
Amount representing interest		(87	)
Present value of net future minimum lease payments	$	10,413

NOTE 8 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses consisted of the following amounts as of:

	August 31, 2024		November 30, 2023

Accounts payable	$	16,182	$	314,502
Accrued compensation		34,441		39,080
Miscellaneous accrued expenses		23,413		-
Accrued consultants		-		7,431
Accounts payable and accrued expenses	$	74,036	$	361,013

NOTE 9 – COMMITMENTS AND CONTINGENCIES

Office and Rental Property Leases

The Company is leasing office space from USMC, which is owned by the Company’s majority stockholders and directors, A. Scott Dockter and John Bremer (See Note 12).

Mineral Properties

The Company’s mineral rights require various annual lease payments (See Note 4).

Legal Matters

On July 8, 2020, the Company’s former Chief Financial Officer, Al Calvanico (“Calvanico”), filed a demand for arbitration alleging retaliation, wrongful termination, and demand for a minimum of $600,000 in alleged stock value, plus interest, recovery of past and future wages, attorneys’ fees, and punitive damages (collectively, the “Calvanico Claims”). The Company denied all Calvanico Claims. The Company believed Calvanico was owed nothing because it took the position that Calvanico was not terminated, but rather, his employment contract expired on September 21, 2019, in accordance with its terms, and was not renewed by the Company and because Calvanico never exercised his stock options. The Company and Calvanico engaged in binding arbitration which concluded on February 3, 2023. On June 20, 2023, the arbitrator decided in favor of the Company with respect to Calvanico’s breach of contract, fraud and negligent representation and wrongful discharge claims and in favor of Calvanico for asserted attorney fee claims in accordance with Calvanico’s employment agreement with the Company. At a July 18, 2023, teleconference regarding a determination of attorney fees to be paid, the arbitrator established a briefing schedule for the parties to formally present their legal arguments on the issue. Calvanico’s brief in support of attorney fees was due and timely filed on August 15, 2023. The Company’s brief in opposition was due and timely filed on September 19, 2023. Calvanico’s reply brief was filed on October 4, 2023. On February 6, 2024, the Company agreed to pay $618,000 in six equal monthly payments of $103,000 with the first payment made February 8, 2024. $618,000 in payments have been made as of August 31, 2024.

NOTE 9 – COMMITMENTS AND CONTINGENCIES (CONTINUED)

On March 29, 2019, the Company was served with a complaint filed by Superior Soils Supplements LLC (“Superior Soils”) in the Superior Court of the State of California in and for the County of Kings (Case #19C-0124) relating to 64 truckloads of soil amendments delivered to a customer by the Company on behalf of Superior Soils. Superior Soils alleged that the soil amendments were not labeled correctly requiring the entire shipment of product to be returned to the Company. The complaint alleged breach of contract, misrepresentations, fraudulent concealment and unfair competition. The complaint sought damages of approximately $400,000 and, although the Company vigorously defended such claims and believed that there was little to no risk of liability, it accrued $400,000 for such risk. The Company filed its answer on May 6, 2019, denying responsibility for the mislabeling and denying any liability for damages therefrom. The matter was fully settled and was thus dismissed by the Court on May 2, 2023, and the Company paid Superior Soils $125,000. The settlement resulted in $275,000 other income in the period ended May 31, 2023 as $400,000 had been accrued previously.

Contractual Matters

On November 1, 2013, the Company entered into an agreement with USMC, in which USMC provides various technical evaluations and mine development services for the Company regarding the various mining properties/rights owned by the Company. Terms of services and compensation will be determined for each project undertaken by USMC.

On October 12, 2018, the Company entered into a material supply agreement with USMC, pursuant to which USMC provides designated natural resources to the Company at predetermined prices (See Note 12).

Note 10 - STOCKHOLDERS’ EQUITY

On February 27, 2023, 300,000 shares of the Company’s common stock were surrendered to the Company in a settlement agreement.

On January 31, 2024, the Company issued 8,877,923 shares of common stock to USMC in exchange for $1,525,676 notes payable principal and $87,211 in interest accrued through January 31, 2024.

On February 23, 2024, the board of directors authorized the immediate issuance of 300,000 shares of common stock and the issuance of 16,667 shares of common stock monthly from March 2024 through January 2025 and 16,663 shares of common stock in February 2025 pursuant to a consulting agreement. 400,002 shares of common stock have been issued as of August 31, 2024.

On March 31, 2024, the Company issued 10,256,400 shares of common stock to USMC in exchange for $1,000,000 of the July 10, 2023 line of credit and $25,640 in interest accrued through March 31, 2024.

Note 11 – STOCK-BASED COMPENSATION

The Company accounted for its stock-based compensation in accordance with the fair value recognition provisions of FASB ASC Topic 718.

2017 Equity Incentive Plan

On November 10, 2017, the Board approved the 2017 PureBase Corporation Stock Option Plan which is intended to be a qualified stock option plan (the “Option Plan”). The Board reserved ten million shares of the Company’s common stock to be issued pursuant to options granted under the Option Plan. The Option Plan was subsequently approved by shareholders on September 28, 2018. As of August 31, 2024, options to purchase an aggregate of 4,468,787 shares of common stock have been granted under the Option Plan. 200,000 options have expired as of August 31, 2024.

Note 11 – STOCK-BASED COMPENSATION (CONTINUED)

The Company has also granted options to purchase an aggregate of 500,000 shares of common stock pursuant to employment agreements with certain employees prior to the adoption of the Option Plan.

On April 8, 2023, the Company granted a director an option to purchase 350,000 shares of the Company’s common stock at an exercise price of $0.10 per share and a fair value of $26,623. This option vests immediately. The option was valued using the Black-Scholes option pricing model under the following assumption as found in the table below.

On August 10, 2023, the Company granted a director an option to purchase 200,000 shares of the Company’s common stock at an exercise price of $0.15 per share and a fair value of $17,987. This option vests immediately. The option was valued using the Black-Scholes option pricing model under the following assumption as found in the table below.

On September 13, 2023, the Company granted a director an option to purchase 200,000 shares of the Company’s common stock at an exercise price of $0.15 per share and a fair value of $16,267. This option vests immediately. The option was valued using the Black-Scholes option pricing model under the following assumptions as found in the table below.

On December 13, 2023, the Company granted the Chief Financial Officer an option to purchase 200,000 shares of the Company’s common stock at an exercise price of $0.09 per share and a fair value of $16,762. This option vests in one year. The option was valued using the Black-Scholes option pricing model under the following assumption as found in the table below.

Grant Date	Number of Options		Stock Price		Exercise Price		Expected Volatility			Risk-free Interest Rate			Dividend Rate			Expected Term	Fair Value
04/08/2023		350,000	$	0.08	$	0.10		202.26	%		3.72	%		0.00	%	3.50 years	$	26,623
08/10/2023		200,000	$	0.10	$	0.15		201.69	%		4.47	%		0.00	%	3.50 years	$	17,987
09/13/2023		200,000	$	0.10	$	0.15		198.67	%		4.64	%		0.00	%	3.50 years	$	16,267
12/13/2023		200,000	$	0.09	$	0.09		206.88	%		4.18	%		0.00	%	3.00 years	$	16,762

The Company granted options to purchase an aggregate of 200,000 shares of common stock during the nine months ended August 31, 2024, and granted options to purchase an aggregate of 550,000 shares of common stock during the nine months ended August 31, 2023.

The weighted average grant date fair value of options granted and vested during the nine months ended August 31, 2024 was $0. The weighted average non-vested grant date fair value of non-vested options during the nine months ended August 31, 2024 was $16,762.

Note 11 – STOCK-BASED COMPENSATION (CONTINUED)

Compensation based stock option activity for qualified and unqualified stock options is summarized as follows:

SCHEDULE OF STOCK OPTION ACTIVITY

				Weighted
	Number of			Average
	Shares			Exercise Price
Outstanding at November 30, 2022		128,688,187		$	0.53
Granted		-			-
Exercised		-			-
Expired or cancelled		-			-
Outstanding at August 31, 2023		128,688,187		$	0.53

Outstanding at November 30, 2023		129,438,187		$	0.53
Granted		200,000			0.09
Exercised		-			-
Expired or cancelled		(200,000	)		0.099
Outstanding at August 31, 2024		129,438,187		$	0.53

The following table summarizes information about options to purchase shares of the Company’s common stock outstanding and exercisable at August 31, 2024:

				Weighted-		Weighted-
				Average		Average
Exercise		Outstanding		Remaining Life		Exercise		Number
Price		Options		In Years		Price		Exercisable

$	0.09		200,000		3.54	$	0.09		-
	0.099		200,000		0.42		0.099		200,000
	0.10		995,000		2.19		0.10		995,000
	0.12		50,000		4.32		0.12		50,000
	0.15		400,000		4.24		0.15		400,000
	0.24		2,223,787		2.91		0.24		2,223,787
	0.36		200,000		2.20		0.36		200,000
	0.38		116,000,000		4.34		0.38		116,000,000
	2.50		8,669,400		3.01		2.50		8,669,400
	3.00		500,000		1.75		3.00		500,000
			129,438,187		4.18	$	0.53		129,238,187

The compensation expense attributed to the issuance of the options is recognized as vested options.

The stock options granted are exercisable over various terms from three to ten years from the grant date and vest over various terms from the grant date to five years.

Total compensation expense related to the options was $16,573 and $7,328,400 for the nine months ended August 31, 2024 and 2023, respectively. As of August 31, 2024, there was $4,189 compensation cost related to non-vested stock options.

As of August 31, 2024, the aggregate intrinsic value of the total outstanding and exercisable options was $0, which was based on an estimated fair value of the Company’s common stock of $0.045 as of such date and which represents the aggregate fair value of the common stock that would have been received by the option holders had all option holders exercised their options as of that date, net of the aggregate exercise price.

NOTE 12 – RELATED PARTY TRANSACTIONS

Bayshore Capital Advisors, LLC

On February 26, 2016, the Company issued a promissory note to Bayshore Capital Advisors, LLC (“Bayshore Capital”), an affiliate through common ownership of a 10% major stockholder of the Company, for $25,000 for working capital at an interest rate of 6% per annum. The note was payable August 26, 2016, or when the Company closed bridge financing, whichever occurs first. On February 4, 2023, Bayshore Capital agreed to cancel the $25,000 debt, plus $10,401 of accrued and unpaid interest. Prior to the cancellation of the note, the Company was in default on the note. Total interest expense for the nine months ended August 31, 2024 and 2023 was $0 and $255, respectively. There was no interest expense for the three months ended August 31, 2024 and 2023.

US Mine Corporation

The Company entered into a contract mining agreement with USMC, a company which A. Scott Dockter, the Company’s Chief Executive Officer and a director, and John Bremer, a director, each own 33%, pursuant to which USMC provides various technical evaluations and mine development services to the Company. During the nine months ended August 31, 2024 and 2023, the Company made $68,801 and $81,444 purchases from USMC, respectively. Technical evaluations of $2,957 and $1,351 were rendered by USMC for the nine months ended August 31, 2024 and 2023, respectively. All purchases have been paid or will be paid by the Company to USMC.

In addition, during the nine months ended August 31, 2024 and 2023, USMC paid $36,893 and $15,853, respectively, of expenses to the Company’s vendors and creditors on behalf of the Company. All expenses paid by USMC on behalf of the Company were paid by the Company to USMC. The Company had a balance due to USMC of $33,701 and $0 on August 31, 2024 and November 30, 2023, respectively.

During the nine months ended August 31, 2024 and 2023, USMC made cash advances to the Company of $1,991,400 and $1,125,000, respectively, which are recorded as part of due to affiliates and convertible notes payable, related party on the Company’s condensed consolidated balance sheets.

USMC Notes

The Company has entered into various securities purchase agreements with USMC pursuant to which USMC may purchase the Company’s unsecured convertible promissory notes (See Note 6). The outstanding balance on the convertible notes due to USMC was $618,000 and $1,525,676 on August 31, 2024 and November 30, 2023, respectively. Interest expense on the convertible notes due to USMC totaled $10,506 and $22,790 for the three months ended August 31, 2024 and 2023, respectively. Interest expense on the convertible notes due to USMC totaled $33,284 and $41,654 for the nine months ended August 31, 2024 and 2023, respectively. On January 31, 2024, the Company issued 8,877,923 shares of common stock to USMC in exchange for $1,525,676 notes payable principal and $87,211 in interest accrued through January 31, 2024. On February 8, 2024, the Company issued an unsecured convertible promissory note for $618,000, of which $103,000 was funded on that date, $103,000 was funded March 1, 2024, $103,000 was funded April 1, 2024, $103,000 was funded May 1, 2024, $103,000 was funded July 1, 2024, and $103,000 was funded August 1, 2024 (see Note 6).

USMC Lines of Credit

On July 10, 2023, the Company entered into a line of credit agreement and unsecured convertible grid promissory note with USMC. The July 10, 2023 line of credit agreement provided for the issuance of up to an aggregate of $1,000,000 of advances from USMC under an unsecured convertible grid promissory note until July 10, 2024 (See Note 6). The note bears interest at 8% per annum and any outstanding principal or accrued interest under the note is convertible into shares of the Company’s common stock at a conversion price of $0.10 per share on the maturity date. As of August 31, 2024, there had been $1,000,000 advances from USMC under the July 10, 2023 line of credit agreement. Total interest expense was $0 and $18,856 for the three and nine months ended August 31, 2024, respectively. On March 31, 2024, the noteholder converted the July 10, 2023 line of credit principal of $1,000,000 and accrued interest of $25,640 into 10,256,400 shares of common stock.

NOTE 12 – RELATED PARTY TRANSACTIONS (CONTINUED)

USMC Mining Agreements

On April 22, 2020, the Company entered into a Material Supply Agreement (the “Supply Agreement”) with USMC which amended the prior Materials Supply Agreement entered on October 12, 2018. Under the terms of the Supply Agreement, all kaolin clay purchased by the Company from USMC under the Supply Agreement must be used exclusively for agricultural products and supplementary cementitious materials. The Company will pay $25 per ton for the kaolin clay for supplementary cementitious materials and $145 per ton for bagged products for clay for agriculture (in each case plus an additional $5 royalty fee per ton). The Supply Agreement also provides that if USMC provides pricing to any other customer which is more favorable than that provided to the Company, USMC will adjust the cost to the Company to conform to the more favorable terms. The initial term of the Supply Agreement was three years, which automatically renews for three successive one-year terms, unless either party provides notice of termination at least sixty days prior to the end of the then current term. For the three months ended August 31, 2024 and 2023, the Company purchased $42,626 and $47,080, respectively, under the Supply Agreement. For the nine months ended August 31, 2024 and 2023, the Company purchased $68,801 and $81,444, respectively, under the Supply Agreement. Since April 22, 2020, the Company has purchased $570,063 of materials under the Supply Agreement.

US Mine LLC

On May 27, 2021, the Company entered into the Materials Extraction Agreement with US Mine, LLC, pursuant to which the Company acquired the right to extract up to one hundred million of certain raw clay materials. The Materials Extraction Agreement is effective until one hundred million tons of material are extracted. As compensation for the right, the Company issued a ten-year convertible promissory note in the principal amount of $50,000,000 to US Mine, LLC (the “US Mine Note”). The US Mine Note bears interest at the rate of 2.5% per annum which is payable upon maturity. Amounts due under the US Mine Note may be converted into shares of the Company’s common stock at the option of the noteholder, at a conversion price of $0.43 per share. The noteholder may convert (i) up to 50% of the outstanding balance on or after such date as the Company’s common stock is listed for trading on any national securities exchange, (ii) up to an additional 25% of the outstanding balance on or after the six-month anniversary of such initial trading date, and (iii) the remaining 25% on or after the twelve-month anniversary of such initial trading date. In addition, the Company will pay US Mine, LLC a royalty fee of $5.00 per ton of materials extracted and any royalty not paid in a timely manner will be subject to 15% interest per annum compounded monthly.

On October 6, 2021, and prior to consummation of activities under the Materials Extraction Agreement, the Company and US Mine, LLC executed an amendment to the Materials Extraction Agreement (the “Amendment”). Pursuant to the Amendment, as further amended on June 17, 2022, the US Mine Note was retroactively rescinded, ab initio and an option to purchase an aggregate of 116,000,000 shares of the Company’s common stock at an exercise price of $0.38 per share until April 6, 2028, was issued to US Mine, LLC as compensation. Shares subject to the option vested as to 58,000,000 shares on April 6, 2022, 29,000,000 shares on October 6, 2022, and 29,000,000 shares on April 6, 2023. For the three and nine months ended August 31, 2023, the Company expensed $0 and $7,326,402, respectively, in stock-based compensation expense related to the issuance of the option on October 16, 2021, to US Mine LLC under the Amendment.

NOTE 12 – RELATED PARTY TRANSACTIONS (CONTINUED)

Transactions with Officers

On August 31, 2017, the Company issued a note in the amount of $197,096 to A. Scott Dockter, Chief Executive Officer and a director of the Company, to consolidate the total amounts due to Mr. Dockter. The note bears interest at 6% and is due upon demand. During the nine months ended August 31, 2024 and 2023, the Company paid $8,716 and $20,000, respectively, towards the outstanding balance of the note. Total interest expense on the note was $16 and $156 for the three months ended August 31, 2024 and 2023, respectively. Total interest expense on the note was $198 and $768 for the nine months ended August 31, 2024 and 2023, respectively. The balance on the note was $0 and $8,716 as of August 31, 2024 and November 30, 2023, respectively. There was $42,263 and $42,065 of accrued interest as of August 31, 2024 and November 30, 2023, respectively.

Convertible Debt – Board of Directors

On April 8, 2021, the Company entered into the Guzy Director Agreement (See Note 6) pursuant to which Mr. Guzy will serve as a director of the Company, which agreement will automatically renew for successive one-year terms unless either party notifies the other of its desire not to renew the Agreement within 30 days of the expiration of the then current term. As compensation therefor, Mr. Guzy is entitled to a cash fee of $1,000 per month which accrues as 0% debt to the Company until the Company has its first cash-flow positive month. Effective March 1, 2023, Mr. Guzy’s monthly compensation was increased to $1,500. Any amounts owed to Mr. Guzy at the Renewal Date or upon Mr. Guzy’ resignation or removal will be converted into common stock at the lower of price per share of $0.10 or the VWAP of the common stock for the 20-days immediately preceding the Renewal Date or the Termination Date, as the case may be. The Agreement also includes a non-competition provision during the term of the Agreement and for twelve months thereafter. As of August 31, 2024, there were no cash fees owed to Mr. Guzy.

On August 13, 2021, the Company entered into the Kurtis Director Agreement (See Note 6) pursuant to which Dr. Kurtis will serve as a director and provide board services, which agreement will automatically renew for successive one-year terms unless either party notifies the other of its desire not to renew the Agreement within 30 days of the expiration of the then current term. As compensation therefor, Dr. Kurtis is entitled to a cash fee of $1,000 per month which accrues as debt to the Company until the Company has its first cash-flow positive month. Any amounts owed to Dr. Kurtis at the Renewal Date or upon Dr. Kurtis’ resignation or removal will be converted into common stock at a price per share equal to market price on the exchange or trading market where such stock is then traded or quoted or the VWAP of the common stock for the 20-days immediately preceding the Renewal Date or the Termination Date, as the case may be. Dr. Kurtis was also issued a five-year stock option to purchase 200,000 shares of common stock at $0.15. The Agreement includes a non-competition provision during the term of the Agreement and for twelve months thereafter. As of August 31, 2024, the Company has debt in the amount of $25,000 owed to Dr. Kurtis.

On September 11, 2023, the Company entered into the Barto Agreement (see Note 6) pursuant to which Mr. Barto agrees to devote as much time as is necessary to perform completely the duties as a director. Mr. Barto shall be notified within 30 days before the end of the twelve months whether his contract shall be renewed under the same terms of compensation. As compensation therefor, Mr. Barto is entitled to a cash fee of $1,000 per month which accrues as debt to the Company until the Company has its first cash-flow positive month. Any amounts owed to Mr. Barto at the end of the twelve-month term or at his earlier removal or resignation will be converted into common stock at the lower price of $0.15 per share or the VWAP of the common stock for the 20-days from the last date of Mr. Barto being on the board. Mr. Barto was also issued a five-year stock option to purchase 200,000 shares of common stock at $0.15. The Agreement includes a non-competition provision during the term of the Agreement and for twelve months thereafter. As of August 31, 2024, the Company has debt in the amount of $12,000 owed to Mr. Barto.

On June 9, 2023, the Company entered into an agreement with Karen Scrivener, an advisory board member, pursuant to which Dr. Scrivener will provide certain strategic advisory services to the Company. As compensation therefor, Dr. Scrivener was issued 100,000 shares of the Company’s common stock on June 9, 2023, at a fair value of $0.08 per share.

NOTE 12 – RELATED PARTY TRANSACTIONS (CONTINUED)

On February 16, 2024, the Company entered into a one-year consulting agreement with Magmatics, Inc. (“Magmatics”) pursuant to which Joe Thomas, an advisory board member, will assist in the design, production, testing, and certification of metakaolin and an HP-SCM. Magmatics was issued 300,000 shares of the Company’s common stock upon signing the agreement and will be issued 16,667 shares of the Company’s common stock for each thirty-day period completed for eleven months and 16,663 shares of the Company’s common stock for the twelfth month. 400,002 shares have been issued as of August 31, 2024 under such agreement.

Leases

On October 1, 2020, the Company entered into a two-year lease agreement for its office space with USMC with a monthly rent of $1,500 (See Note 7). The lease was amended to extend the term for an additional two years to November 1, 2024, and to add an additional 700 square feet of office space for a total monthly rental of $3,500.

NOTE 13 – CONCENTRATION OF CREDIT RISK

Cash Deposits

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash deposits. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. As of August 31, 2024, and November 30, 2023, the Company had no deposits over the FDIC insured limit.

Revenues

Three customers accounted for 98% of the total revenue for the nine months ended August 31, 2024, as set forth below:

Customer A	55	%
Customer B	31	%
Customer C	12	%

Four customers accounted for 98% of total revenues for the nine months ended August 31, 2023, as set forth below:

Customer A	45	%
Customer B	20	%
Customer C	17	%
Customer D	16	%

Accounts Receivable

One customer accounted for 100% of the accounts receivable as of August 31, 2024.

Two customers accounted for 100% of the accounts receivable as of August 31, 2023, as set forth below:

Customer A			82	%
Customer B			18	%

Vendors

One supplier accounted for 100% of purchases during the nine months ended August 31, 2024.

Three suppliers accounted for 61% of purchases during the nine months ended August 31, 2023 as set forth below:

Vendor A	36	%
Vendor B	15	%
Vendor C	10	%

NOTE 14 – SUBSEQUENT EVENTS

In accordance with ASC 855, Subsequent Events, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued, the Company has evaluated all events and transactions that occurred after August 31, 2024 through the date the condensed consolidated financial statements were filed. During this period the Company did not have any material reportable subsequent events.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Quarterly Report on Form 10-Q includes forward-looking statements that reflect management’s current views with respect to future events and financial performance. Forward-looking statements are statements in respect of future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these terms or other comparable terminology. These statements include statements regarding the intent, belief or current expectations of our management team, as well as the assumptions on which such statements are based. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risk and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks set forth in the section entitled “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended November 30, 2023, as filed with the Securities and Exchange Commission (the “SEC”) on February 28, 2024, any of which may cause our company’s or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied in our forward-looking statements. These risks and factors include, by way of example and without limitation:

●	absence of contracts with customers or suppliers;
●	our ability to maintain and develop relationships with customers and suppliers;
●	the impact of competitive products and pricing;
●	supply constraints or difficulties;
●	the retention and availability of key personnel;
●	general economic and business conditions;
●	substantial doubt about our ability to continue as a going concern;
●	our ability to successfully implement our business plan;
●	our need to raise additional funds in the future;
●	our ability to successfully recruit and retain qualified personnel in order to continue our operations;
●	our ability to successfully acquire, develop or commercialize new products;
●	the commercial success of our products;
●	the impact of any industry regulation;
●	our ability to develop existing mining projects or establish proven or probable reserves;
●	our dependence on one vendor for our minerals for our products;
●	the impact of potentially losing the rights to properties; and
●	the impact of the increase in the price of natural resources.

We undertake no obligation to update or revise forward-looking statements to reflect events or circumstances occurring after the date of this Quarterly Report, except as required by law.

As used in this Quarterly Report and unless otherwise indicated, the terms “Company,” “we,” “us,” and “our,” refer to PureBase Corporation and its wholly-owned subsidiaries, PureBase Agricultural, Inc., a Nevada corporation (“PureBase AG”) and U.S. Agricultural Minerals, LLC, a Nevada limited liability company (“PureBase AM”).

Business Overview

We are an industrial mineral and natural resource company that provides solutions to the agriculture and construction materials markets in the United States, through our two subsidiaries, PureBase AG, and PureBase AM, respectively. The Company relies on US Mine LLC for its raw materials. A. Scott Dockter, the Company’s Chief Executive Officer and a director, and John Bremer, a director, are also owners of US Mine, LLC.

We utilize the services of US Mine Corporation (“USMC”), a Nevada corporation and a significant stockholder of the Company for the development and contract mining of industrial mineral and metal projects, exploration, drilling, preparation of feasibility studies, mine modeling, on-site construction, production site reclamation and for product fulfillment. Exploration services include securing necessary permits, environmental compliance, and reclamation plans. In addition, all of the minerals used by the Company are obtained from properties owned or controlled by US Mine LLC.

A. Scott Dockter, the Company’s Chief Executive Officer and a director, and John Bremer, a director, are also officers, directors and owners of USMC. A. Scott Dockter and John Bremer are also managers and owners of US Mine LLC.

We obtain certain raw clay materials from USMC through a material extraction agreement with US Mine LLC. US Mine LLC owns the mining property which USMC leases. USMS pays US Mine LLC a royalty for which the Company reimburses USMC.

Agricultural Sector

We develop specialized sun protectants. We have developed and will seek to develop additional products derived from mineralized materials of kaolin clay.

Construction Sector

We have been developing and testing a kaolin-based product that we believe will help create a lower CO2-emitting concrete through the use of high-quality supplementary cementitious materials (“SCMs”). We are developing an SCM that we believe can potentially replace up to 40% of cement, the most polluting part of concrete. As government agencies continue to enact stricter requirements for less-polluting forms of concrete, we believe there are significant opportunities for high-quality SCM products in the construction-materials sector.

Results of Operations

Comparison of the Three Months Ended August 31, 2024 to the Three Months Ended August 31, 2023

	August 31, 2024			August 31, 2023			Variance
Revenue, net	$	204,314		$	207,243		$	(2,929	)
Cost of goods sold		47,178			44,080			3,098
Operating income		157,136			163,163			(6,027	)

Operating Expenses:
Selling, general and administrative		406,379			288,487			117,892
Stock based compensation		4,191			2,000			2,191
Total operating expenses		410,570			290,487			120,083
Loss from operations		(253,434	)		(127,324	)		(126,210	)
Interest expense, related parties		(23,404	)		(24,702	)		1,298
Loss before provision for income taxes		(276,838	)		(152,026	)		(124,812	)
Provision for income tases		-			-			-
Net Loss	$	(276,838	)	$	(152,026	)	$	(124,812	)

Revenues

Revenue decreased by $2,929, or 1%, for the three months ended August 31, 2024, as compared to the three months ended August 31, 2023. This decrease was due to a decrease in customer purchases of agricultural products in the three months ended August 31, 2024.

Cost of Goods Sold

Cost of goods sold increased by $3,098, or 7%, for the three months ended August 31, 2024, as compared to the three months ended August 31, 2023, as a result of an increase in production supplies during the three months ended August 31, 2024.

Operating Expenses

Total operating expenses increased by $96,670, or 33%, for the three months ended August 31, 2024, as compared to the three months ended August 31, 2023. The increase in operating expenses was primarily due to an increase in selling and general and administrative expenses of $117,892 for the three months ended August 31, 2024, as compared to the three months ended August 31, 2023, primarily due to an increase in wages and related expenses and repairs to the pilot plant.

Interest Expense, Related Parties

Interest expense decreased by $1,298 for the three months ended August 31, 2024, as compared to the three months ended August 31, 2023, primarily due to conversion of notes payable to USMC to common stock in January 2024.

Comparison of the Nine Months Ended August 31, 2024 to the Nine Months Ended August 31, 2023

	August 31, 2024			August 31, 2023			Variance
Revenue, net	$	310,036		$	325,875		$	(15,839	)
Cost of goods sold		80,253			93,149			(12,896	)
Operating income		229,783			232,726			(2,943	)

Operating Expenses:
Selling, general and administrative		1,248,141			1,168,142			79,999
Stock based compensation		16,573			7,328,400			(7,311,827	)
Total operating expenses		1,264,714			8,496,542			(7,231,828	)
Loss from operations		(1,034,931	)		(8,263,816	)		7,228,885
Other income (expense)		-			310,401			(310,401	)
Interest expense, related parties		(71,369	)		(46,226	)		(25,143	)
Loss before provision for income taxes		(1,106,300	)		(7,999,641	)		6,893,341
Provision for income taxes		2,400			2,400			-
Net Loss	$	(1,108,700	)	$	(8,002,041	)	$	6,893,341

Revenues

Revenue decreased by $15,839, or 5%, for the nine months ended August 31, 2024, as compared to the nine months ended August 31, 2023. This decrease was due to no sales of agricultural products in the three months ended February 29, 2024, partially offset by greater sales of agricultural products in the three months ended May 31, 2024.

Cost of Goods Sold

Cost of goods sold decreased by $12,896, or 14%, for the nine months ended August 31, 2024, as compared to the nine months ended August 31, 2023, as a result of a decrease in products sold during the nine months ended August 31, 2024.

Operating Expenses

Total operating expenses decreased by $7,255,241, or 85%, for the nine months ended August 31, 2024, as compared to the nine months ended August 31, 2023. The decrease in operating expenses was primarily due to a decrease in stock-based compensation of $7,311,827 for the nine months ended August 31, 2024, as compared to the nine months ended August 31, 2023, partially offset by an increase of $79,999 in selling and general and administrative expenses for the nine months ended August 31, 2024 as compared to the nine months ended August 31, 2023, primarily due to an increase in wages and related expenses, an increase in pilot plant repairs and an increase in business insurance, offset by a decrease in professional services.

As of April 2023, the Company no longer expensed the option to purchase an aggregate of 116,000,000 shares of common stock issued to US Mine LLC on October 6, 2021, which resulted in the decreased stock-based compensation expense during the nine months ended August 31, 2024 compared to the nine months ended August 31, 2023.

Other Income

Other income decreased by $310,401, or 100%, for the nine months ended August 31, 2024, as compared to the nine months ended August 31, 2023. $275,000 other income in the nine months ended August 31, 2023 was for the settlement of a lawsuit for less than had been reserved. $35,401 other income in the nine months ended August 31, 2023 was for the forgiveness of a note principal and related accrued interest.

Interest Expense, Related Parties

Interest expense increased by $25,143, or 54%, for the nine months ended August 31, 2024, as compared to the nine months ended August 31, 2023, primarily due to increased borrowing from USMC.

Liquidity and Capital Resources

As of August 31, 2024, we had cash on hand of $31,246 and a working capital deficiency of $768,464, as compared to cash on hand of $5,572 and a working capital deficiency of $1,493,349 as of November 30, 2023. The decrease in working capital deficiency is primarily a result of an increase in cash of $25,674, an increase in accounts receivable of $74,244, a decrease in accounts payable and accrued expenses of $286,977, a decrease in interest expense related parties of $60,908, and a decrease in settlement liability of $618,000 (financed by a long-term convertible note payable), offset by $373,400 increase in the line of credit with USMC.

The Company’s operating activities consume the majority of its cash resources. The Company anticipates that it will continue to incur operating losses as it executes its development plans for 2024, as well as other potential strategic and business development initiatives. In addition, the Company has had and expects to have negative cash flows from operations, at least into the near future. The Company has previously funded and currently plans to continue funding these losses from lines of credit with USMC and the sale of equity and debt.

Although no assurances can be given as to the Company’s ability to deliver on its revenue plans or that unforeseen expenses may arise, management currently believes that the revenue to be generated from operations together with equity and debt financing, including the funding from USMC in connection with the March 7, 2024 line of credit will provide the necessary funding for the Company to continue as a going concern for the next twelve months.

Going Concern

The unaudited condensed consolidated financial statements contained in this Quarterly Report have been prepared assuming that the Company will continue as a going concern. The Company has accumulated losses from inception through August 31, 2024 of $63,839,678, negative cash flows from operating activities of $1,957,010 for the nine months ended August 31, 2024 and a working capital deficiency of $768,464 as of August 31, 2024. During the nine months ended August 31, 2024, the Company received net cash proceeds of $1,991,400 from USMC. If the Company does not generate additional revenue and obtain equity and debt financing from USMC or other third parties, it will not have sufficient cash to meet its obligations for the next twelve months, following the date of this Quarterly Report. There currently are no other arrangements or agreements for financing, and there can be no assurances that any other potential debt or equity financing will be available, or if available, on favorable terms. As such, these matters raise substantial doubt about the Company’s ability to continue as a going concern for a period of twelve months from the date of this Quarterly Report. The condensed consolidated financial statements in this Quarterly Report do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.

Working Capital Deficiency

	August 31, 2024			November 30, 2023
Current assets	$	132,223		$	21,006
Current liabilities		900,687			1,514,355
Working capital deficiency	$	(768,464	)	$	(1,493,349	)

The increase in current assets as of August 31, 2024, is primarily due to the increase in cash of $25,674 and accounts receivable of $74,244. The decrease in current liabilities is primarily a result of a decrease in accounts payable and accrued expenses of $286,977, a decrease in interest payable related party of $60,908, and a decrease settlement liability of $618,000, offset partially by an increase in borrowing under the line of credit of $373,400.

Cash Flows

	Nine Months Ended
	August 31, 2024			August 31, 2023
Net cash used in operating activities	$	(1,957,010	)	$	(900,536	)
Net cash used in investing activities		-			(126,536	)
Net cash provided by financing activities		1,982,684			1,109,983
Increase in cash	$	25,674		$	82,911

Operating Activities

Net cash used in operating activities was $1,957,010 for the nine months ended August 31, 2024, primarily due to a net loss of $1,085,287, an increase in accounts receivable of $74,244, a decrease in accounts payable and accrued expenses of $174,126, a decrease in interest payable related party of $43,673, and a decrease in settlement liability of $618,000, partially offset by stock-based compensation of $16,573, stock issued for services of $32,000, and non-cash directors’ compensation of $18,000. Net cash used in operating activities was $900,536 for the nine months ended August 31, 2023, primarily due to a net loss of $8,002,041, an increase in accounts receivable of $100,270, a decrease in settlement liability of $125,000, gain on debt forgiveness of $35,399, and gain on settlement of $275,000, partially offset by an increase in accounts payable and accrued expenses of $304,706, stock-based compensation of $7,328,400, and non-cash directors’ compensation of $13,000.

Investing Activities

There were no investing activities in the nine months ended August 31, 2024. Investing activities of $126,536 in the nine months ended August 31, 2023 were for the Company’s pilot plant.

Financing Activities

For the nine months ended August 31, 2024, net cash provided by financing activities was $1,982,684, consisting of a $1,373,400 increase in the line of credit from USMC and $618,000 as an initial advance on a convertible note from USMC, offset by a $8,716 partial payment on a loan from the Chief Executive Officer of the Company. For the nine months ended August 31, 2023, net cash provided by financing activities was $1,109,983, consisting of an $898,935 advance to the Company from USMC that was later converted to a note and a $231,048 increase in the line of credit from USMC, offset by a $20,000 partial payment on a loan from the Chief Executive Officer of the Company.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

Critical Accounting Policies and Procedures

Our significant accounting policies are more fully described in Note 1 to our condensed consolidated financial statements included in this Quarterly Report and in our Annual Report on Form 10-K for the fiscal year ended November 30, 2023, as filed with the SEC on February 28, 2024.

Recently Adopted Accounting Pronouncements

Our recently adopted accounting pronouncements are more fully described in Note 3 to our unaudited condensed consolidated financial statements included in this Quarterly Report.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As a smaller reporting company, we are not required to provide the information required by this Item.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as that term is defined in Rules 13a-15I and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) that are designed to ensure that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosures. In designing disclosure controls and procedures, our management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure controls and procedures also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Any controls and procedures, no matter how well designed and operated, can provide only reasonable, not absolute, assurance of achieving the desired control objectives.

Our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this Report. Based upon that evaluation and subject to the foregoing, our principal executive officer and principal financial officer concluded that, our disclosure controls and procedures were not effective as of August 31, 2024 due to the material weaknesses in internal control over financial reporting described below.

Material Weaknesses in Internal Control over Financial Reporting

A material weakness, as defined in the standards established by Sarbanes-Oxley is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our annual or interim consolidated financial statements will not be prevented or detected on a timely basis.

The Company has determined that its internal control over financial reporting was ineffective due to the following material weaknesses:

●	Inadequate segregation of duties consistent with control objectives;
●	Insufficient formal policies and procedures; and
●	Lack of risk assessment procedures on internal controls to detect financial reporting risks on a timely manner.

Management’s Plan to Remediate the Material Weakness

Management has been implementing and continues to implement measures designed to ensure that control deficiencies contributing to the material weaknesses are remediated, such that these controls are designed, implemented, and operating effectively. The remediation actions include:

●	Continue to establish appropriate segregation of duties to achieve internal control objectives; and
●	Continue to develop policies and procedures on internal control over financial reporting and monitor the effectiveness of operations on existing controls and procedures.

We engaged a third-party financial operations consulting firm to assist with the preparation of SEC reporting through the period ended August 31, 2023.

Management will continue to monitor and evaluate the effectiveness of our internal controls and procedures over financial reporting on an ongoing basis and is committed to taking further action and implementing additional enhancements or improvements, as necessary and as funds allow.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal controls over financial reporting that occurred during the quarter ended August 31, 2024, that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 1A. RISK FACTORS

As a smaller reporting company, we are not required to provide the information required by this Item.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES

Except as set forth below there were no sales of equity securities during the period covered by this Report that were not registered under the Securities Act and were not previously reported in a Quarterly Report on Form 10-Q or a Current Report on Form 8-K filed by the Company

On each of June 20, 2024, July 19, 2024, and August 19, 2024, 16,667 shares were issued to a consultant pursuant to a consulting agreement for services provided to the Company.

The above issuance did not involve any underwriters, underwriting discounts or commissions, or any public offering and we believe are exempt from the registration requirements of the Securities Act of 1933 by virtue of Section 4(2) thereof.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

None.

ITEM 5. OTHER INFORMATION

During the quarter ended August 31, 2024, no director, officer or Section 16 officer adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements.

ITEM 6. EXHIBITS

Exhibit Number		Description
31.1*		Section 302 Certification under the Sarbanes-Oxley Act of 2002 of the Chief Executive Officer
31.2*		Section 302 Certification under the Sarbanes-Oxley Act of 2002 of the Chief Financial Officer
32.1*		Section 906 Certification under the Sarbanes-Oxley Act of 2002 of the Chief Executive Officer
32.2*		Section 906 Certification under the Sarbanes-Oxley Act of 2002 of the Chief Financial Officer
101.INS		Inline XBRL Instance Document
101.SCH		Inline XBRL Taxonomy Extension Schema Document
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

PUREBASE CORPORATION

By:	/s/ A. Scott Dockter
	A. Scott Dockter
	Chief Executive Officer
	(Principal Executive Officer)

Date: October 15, 2024

By:	/s/ Stephen Gillings
	Stephen Gillings
	Chief Financial Officer
	(Principal Financial and Accounting Officer)

Date: October 15, 2024

Exhibit 31.1

PUREBASE CORPORATION

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, A. Scott Dockter, certify that:

1.	I have reviewed this Quarterly Report on Form 10-Q of PureBase Corporation;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have:

	(a)	designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	(b)	designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	(c)	evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	(d)	disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.	The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

	(a)	all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	(b)	any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

By:	/s/ A. Scott Dockter
	A. Scott Dockter
	Chief Executive Officer
	(Principal Executive Officer)

Date: October 15, 2024

Exhibit 31.2

PUREBASE CORPORATION

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Stephen Gillings, certify that:

1.	I have reviewed this Quarterly Report on Form 10-Q of PureBase Corporation;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have:

	(a)	designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	(b)	designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	(c)	evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	(d)	disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.	The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

	(a)	all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	(b)	any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

By:	/s/ Stephen Gillings
	Stephen Gillings
	Chief Financial Officer
	(Principal Financial and Accounting Officer)

	Date: October 15, 2024

Exhibit 32.1

PUREBASE CORPORATION

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with this Quarterly Report on Form 10-Q of PureBase Corporation as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, in the capacity and on the date indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to his knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the registrant.

By:	/s/ A. Scott Dockter
	A. Scott Dockter
	Chief Executive Officer
	(Principal Executive Officer)

Date: October 15, 2024

Exhibit 32.2

PUREBASE CORPORATION

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the registrant.

By:	/s/ Stephen Gillings
	Stephen Gillings
	Chief Financial Officer
	(Principal Financial and Accounting Officer)

Date: October 15, 2024

Cover - shares	9 Months Ended
Cover - shares	Aug. 31, 2024	Oct. 15, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Aug. 31, 2024
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--11-30
Entity File Number	000-55517
Entity Registrant Name	PUREBASE CORPORATION
Entity Central Index Key	0001575858
Entity Tax Identification Number	27-2060863
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	8631 State Highway 124
Entity Address, City or Town	Ione
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	95640
City Area Code	(209)
Local Phone Number	274-9143
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		250,413,997

Condensed Consolidated Balance Sheets - USD ($)	Aug. 31, 2024	Nov. 30, 2023
Current Assets:
Cash and cash equivalents	$ 31,246	$ 5,572
Accounts receivable	74,244
Prepaid expenses and other assets	16,783	15,434
Right of use asset	9,950
Total Current Assets	132,223	21,006
Property and equipment, net	749,589	750,716
Right of use asset		39,799
Total Assets	881,812	811,521
Current Liabilities:
Accounts payable and accrued expenses	74,036	361,013
Interest payable, related party	59,103	120,011
Settlement liability		618,000
Line of credit	720,135	346,735
Lease liability	10,413	40,880
Note payable to officer		8,716
Convertible notes payable, related party	37,000	19,000
Total Current Liabilities	900,687	1,514,355
Interest payable, related party, net of current portion	17,235
Convertible notes payable; related party, net of current portion	618,000	1,525,676
Total Liabilities	1,535,922	3,040,031
Commitments and Contingencies (Note 9)
Stockholders’ Deficit:
Preferred stock, $0.001 par value; 10,000,000 shares authorized; no shares issued and outstanding at August 31, 2024 and November 30, 2023
Common stock, $0.001 par value; 520,000,000 shares authorized; 250,397,330 and 230,863,005 shares issued and outstanding, at August 31, 2024 and November 30, 2023, respectively	250,397	230,863
Additional paid in capital	62,935,171	60,271,605
Accumulated deficit	(63,839,678)	(62,730,978)
Total Stockholders’ Deficit	(654,110)	(2,228,510)
Total Liabilities and Stockholders’ Deficit	$ 881,812	$ 811,521

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Aug. 31, 2024	Nov. 30, 2023
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	520,000,000	520,000,000
Common stock, shares issued	250,397,330	230,863,005
Common stock, shares outstanding	250,397,330	230,863,005

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Aug. 31, 2024	Aug. 31, 2023	Aug. 31, 2024	Aug. 31, 2023
Income Statement [Abstract]
Revenue, net	$ 204,314	$ 207,243	$ 310,036	$ 325,875
Cost of goods sold	47,178	44,080	80,253	93,149
Gross margin	157,136	163,163	229,783	232,726
Operating expenses
Selling, general and administrative	406,379	288,487	1,248,141	1,168,142
Stock based compensation	4,191	2,000	16,573	7,328,400
Total operating expenses	410,570	290,487	1,264,714	8,496,542
Loss from operations	(253,434)	(127,324)	(1,034,931)	(8,263,816)
Other income (expense)
Other income				310,401
Interest expense related party	$ (23,404)	$ (24,702)	$ (71,369)	$ (46,226)
Interest Expense, Operating and Nonoperating, Related Party [Extensible Enumeration]	Related Party [Member]	Related Party [Member]	Related Party [Member]	Related Party [Member]
Total other income (expense), net	$ (23,404)	$ (24,702)	$ (71,369)	$ 264,175
Loss before provision for income taxes	(276,838)	(152,026)	(1,106,300)	(7,999,641)
Provision for income taxes			2,400	2,400
Net loss	$ (276,838)	$ (152,026)	$ (1,108,700)	$ (8,002,041)
Loss per share - basic	$ (0.00)	$ (0.00)	$ (0.00)	$ (0.03)
Loss per share - diluted	$ (0.00)	$ (0.00)	$ (0.00)	$ (0.03)
Weighted average number of common shares outstanding - basic	250,370,337	231,171,483	243,684,800	230,687,604
Weighted average number of common shares outstanding - diluted	250,370,337	231,171,483	243,684,800	230,687,604

Condensed Consolidated Statements of Stockholders' Deficit - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance at Nov. 30, 2022	$ 230,753	$ 52,840,436	$ (53,643,649)	$ (572,460)
Balance, shares at Nov. 30, 2022	230,753,005
Stock based compensation – options		5,485,013		5,485,013
Settlement shares surrendered	$ (300)	300
Settlement shares surrendered, shares	(300,000)
Net loss			(5,830,799)	(5,830,799)
Balance at Feb. 28, 2023	$ 230,453	58,325,749	(59,474,448)	(918,246)
Balance, shares at Feb. 28, 2023	230,453,005
Balance at Nov. 30, 2022	$ 230,753	52,840,436	(53,643,649)	(572,460)
Balance, shares at Nov. 30, 2022	230,753,005
Net loss				(8,002,041)
Balance at Aug. 31, 2023	$ 230,863	60,204,728	(61,645,690)	(1,210,099)
Balance, shares at Aug. 31, 2023	230,863,005
Balance at Feb. 28, 2023	$ 230,453	58,325,749	(59,474,448)	(918,246)
Balance, shares at Feb. 28, 2023	230,453,005
Stock based compensation – options		1,841,389		1,841,389
Net loss			(2,019,216)	(2,019,216)
Conversion of board of director accrued debt	$ 310	35,690		36,000
Conversion of board of director accrued debt, shares	310,000
Balance at May. 31, 2023	$ 230,763	60,202,828	(61,493,664)	(1,060,073)
Balance, shares at May. 31, 2023	230,763,005
Stock based compensation – options	$ 100	1,900		2,000
Net loss			(152,026)	(152,026)
Balance at Aug. 31, 2023	$ 230,863	60,204,728	(61,645,690)	(1,210,099)
Balance, shares at Aug. 31, 2023	230,863,005
Balance at Nov. 30, 2023	$ 230,863	60,271,605	(62,730,978)	(2,228,510)
Balance, shares at Nov. 30, 2023	230,863,005
Stock based compensation – options		4,191		4,191
Net loss			(490,972)	(490,972)
Shares issued for services	$ 300	23,700		24,000
Shares issued for services, shares	300,000
Convertible debt converted into common stock, related party	$ 8,878	1,604,009		1,612,887
Convertible debt converted into common stock, related party, shares	8,877,923
Balance at Feb. 29, 2024	$ 240,041	61,903,505	(63,221,950)	(1,078,404)
Balance, shares at Feb. 29, 2024	240,040,928
Balance at Nov. 30, 2023	$ 230,863	60,271,605	(62,730,978)	(2,228,510)
Balance, shares at Nov. 30, 2023	230,863,005
Net loss				(1,108,700)
Balance at Aug. 31, 2024	$ 250,397	62,935,171	(63,839,678)	(654,110)
Balance, shares at Aug. 31, 2024	250,397,330
Balance at Feb. 29, 2024	$ 240,041	61,903,505	(63,221,950)	(1,078,404)
Balance, shares at Feb. 29, 2024	240,040,928
Stock based compensation – options		4,191		4,191
Net loss			(340,890)	(340,890)
Stock based compensation - shares, shares	100,000
Shares issued for services	$ 50	3,950		4,000
Shares issued for services, shares	50,001
Convertible debt converted into common stock, related party	$ 10,256	1,015,384		1,025,640
Convertible debt converted into common stock, related party, shares	10,256,400
Balance at May. 31, 2024	$ 250,347	62,927,030	(63,562,840)	(385,463)
Balance, shares at May. 31, 2024	250,347,329
Stock based compensation – options		4,191		4,191
Net loss			(276,838)	(276,838)
Shares issued for services	$ 50	3,950		4,000
Shares issued for services, shares	50,001
Balance at Aug. 31, 2024	$ 250,397	$ 62,935,171	$ (63,839,678)	$ (654,110)
Balance, shares at Aug. 31, 2024	250,397,330

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Aug. 31, 2024	Aug. 31, 2023
Cash Flows Operating Activities:
Net loss	$ (1,108,700)	$ (8,002,041)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock based compensation	16,573	7,328,400
Stock issued for services	32,000
Director compensation accrued as convertible debt	18,000	13,000
Depreciation	1,127
Gain on debt forgiveness		(35,399)
Gain on settlement		(275,000)
Right of use asset and liability, net	(618)	872
Changes in operating assets and liabilities:
Accounts receivable	(74,244)	(100,270)
Prepaid expenses and other assets	(5,349)	(9,804)
Accounts payable and accrued expenses	(174,126)	304,706
Settlement liability	(618,000)	(125,000)
Interest payable, related party	(43,673)
Net Cash Used In Operating Activities	(1,957,010)	(900,536)
Cash Flows Investing Activities:
Purchase of property and equipment		(126,536)
Net Cash Used In Investing Activities		(126,536)
Cash Flows Financing Activities:
Advances from related party for convertible note	618,000	898,935
Proceeds from line of credit	1,373,400	231,048
Payments on notes payable to officer	(8,716)	(20,000)
Net Cash Provided By Financing Activities	1,982,684	1,109,983
Net Increase In Cash and Cash Equivalents	25,674	82,911
Cash and Cash Equivalents - Beginning of Period	5,572	19,055
Cash and Cash Equivalents – End of Period	31,246	101,966
Supplemental Cash Flow Information:
Interest paid
Income taxes paid	2,400	2,400
Noncash operating and financing activities:
Forgiveness of accounts payable due to USMC		(15,853)
Vendors paid on behalf of the Company by USMC		8,320
Expenses paid on behalf of the Company by USMC	36,893	7,533
Convertible debt and accrued interest converted to common stock, related party	2,638,527
Director compensation - accrued as convertible debt converted to common stock	$ 18,000	$ 36,000

Pay vs Performance Disclosure - USD ($)	3 Months Ended						9 Months Ended
Pay vs Performance Disclosure - USD ($)	Aug. 31, 2024	May 31, 2024	Feb. 29, 2024	Aug. 31, 2023	May 31, 2023	Feb. 28, 2023	Aug. 31, 2024	Aug. 31, 2023
Pay vs Performance Disclosure [Table]
Net Income (Loss)	$ (276,838)	$ (340,890)	$ (490,972)	$ (152,026)	$ (2,019,216)	$ (5,830,799)	$ (1,108,700)	$ (8,002,041)

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Aug. 31, 2024
Insider Trading Arrangements [Line Items]
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

ORGANIZATION AND BUSINESS OPERATIONS

9 Months Ended

Aug. 31, 2024

Accounting Policies [Abstract]

ORGANIZATION AND BUSINESS OPERATIONS

NOTE 1 – ORGANIZATION AND BUSINESS OPERATIONS

Corporate Overview

The Company’s headquarters is in Ione, California.

Agricultural Sector

The Company develops specialized sun protectants. The Company has developed and will seek to develop additional products derived from mineralized materials of kaolin clay.

Construction Sector

GOING CONCERN AND LIQUIDITY

9 Months Ended

Aug. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

GOING CONCERN AND LIQUIDITY

NOTE 2 – GOING CONCERN AND LIQUIDITY

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Aug. 31, 2024

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

Principles of Consolidation

Use of Estimates

Revenue

Practical Expedients

As part of ASC Topic 606, the Company has adopted practical expedients including:

	●	Significant Financing Component – the Company does not adjust the promised amount of consideration for the effects of a significant financing component since the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to the customer and when the customer pays for that good or service will be one year or less.
	●	Unsatisfied and Partially Unsatisfied Performance Obligations – for all performance obligations related to contracts with a duration for less than one year, the Company has elected to apply the optional exemption provided in ASC Topic 606 and therefore is not required to disclose the aggregate amount of transaction price allocated to performance obligations that are unsatisfied or partially satisfied at the end of the reporting period.
	●	Shipping and Handling Activities – the Company elected to account for shipping and handling activities as a fulfillment cost rather than as a separate performance obligation.
	●	Right to Invoice – the Company has a right to consideration from a customer in an amount that corresponds directly with the value provided to the customer of the Company’s performance completed to date. The Company may recognize revenue in the amount to which the entity has a right to invoice.

Disaggregated Revenue

Revenue consists of the following by product offering for the nine months ended August 31, 2024:

SCHEDULE OF DISAGGREGATED REVENUE

CROP WHITE II

SHADE

ADVANTAGE

(WP)

SulFe Hume Si

ADVANTAGE

Total

95,374

214,662

310,036

Revenue consists of the following by product offering for the nine months ended August 31, 2023:

CROP WHITE II

SHADE

ADVANTAGE

(WP)

SulFe Hume Si ADVANTAGE

Total

66,825

207,570

51,480

325,875

Cash and Cash Equivalents

Accounts Receivable

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Property and Equipment

Equipment	3-5 years
Autos and trucks	5 years
SCM plants	30 years

Impairment of Long-Lived Assets

Shipping and Handling

Advertising and Marketing Costs

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Fair Value Measurements

Level 1:	Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities.

Level 2:	Pricing inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reported date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options and collars.

Level 3:	Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.

Fair Value of Financial Instruments

Loss Per Common Share

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

	Three Months Ended,
	August 31, 2024		August 31, 2023
Convertible Notes		17,399,292		6,656,110
Stock Options		129,438,187		128,688,187
Total		146,837,479		135,344,297

	Nine Months Ended,
	August 31, 2024		August 31, 2023
Convertible Notes		17,399,292		6,656,110
Stock Options		129,438,187		128,688,187
Total		146,837,479		135,344,297

Stock-Based Compensation

Leases

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Income Taxes

Exploration Stage

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Mineral Rights

In accordance with U.S. GAAP, expenditures relating to the acquisition of mineral rights are initially capitalized as incurred while exploration and pre-extraction expenditures are expensed as incurred until such time as the Company exits the Exploration Stage by establishing proven or probable reserves. Expenditures relating to exploration activities such as drill programs to establish mineralized materials are expensed as incurred. Expenditures relating to pre-extraction activities are expensed as incurred until such time proven or probable reserves are established for that project, after which expenditures relating to mine development activities for that particular project are capitalized as incurred.

Recent Accounting Pronouncements

MINING RIGHTS

9 Months Ended

Aug. 31, 2024

Extractive Industries [Abstract]

MINING RIGHTS

NOTE 4 – MINING RIGHTS

Snow White Mine located in San Bernardino County, CA – Deposit

NOTE 4 – MINING RIGHTS (CONTINUED)

PROPERTY AND EQUIPMENT

9 Months Ended

Aug. 31, 2024

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT

NOTE 5 – PROPERTY AND EQUIPMENT

Property and equipment consisted of the following at:

SCHEDULE OF PROPERTY AND EQUIPMENT

	August 31, 2024			November 30, 2023

Furniture and equipment	$	6,952		$	6,952
Machinery and equipment		35,151			35,151
Automobiles and trucks		25,061			25,061
Pilot plant		202,809			130,716
Construction in process		547,907			620,000
Property and equipment, gross		817,880			817,880
Less: accumulated depreciation		(68,291	)		(67,164	)
Property and equipment, net	$	749,589		$	750,716

NOTES PAYABLE

9 Months Ended

Aug. 31, 2024

Debt Disclosure [Abstract]

NOTES PAYABLE

NOTE 6 – NOTES PAYABLE

Bayshore Capital Advisors, LLC

A. Scott Dockter – Chief Executive Officer

NOTE 6 – NOTES PAYABLE (CONTINUED)

Convertible Promissory Notes – USMC

August 30, 2022

November 29, 2022

February 28, 2023

May 31, 2023

NOTE 6 – NOTES PAYABLE (CONTINUED)

June 30, 2023

February 8, 2024

Lines of Credit –USMC

July 10, 2023

March 7, 2024

NOTE 6 – NOTES PAYABLE (CONTINUED)

Convertible Debt – Board of Directors

LEASES

9 Months Ended

Aug. 31, 2024

Leases

LEASES

NOTE 7 – LEASES

The following table presents net lease cost and other supplemental lease information:

	Nine Months Ended August 31, 2024
Lease cost
Operating lease cost (cost resulting from lease payments)	$	31,500
Short term lease cost		-
Sublease income		-
Net lease cost	$	31,500

Operating lease – operating cash flows (fixed payments)	$	31,500
Operating lease – operating cash flows (liability reduction)	$	30,467
Current leases – right of use assets	$	9,950
Current liabilities – operating lease liabilities	$	10,413

	Nine Months Ended August 31, 2023
Lease cost
Operating lease cost (cost resulting from lease payments)	$	31,500
Short term lease cost		-
Sublease income		-
Net lease cost	$	31,500

Operating lease – operating cash flows (fixed payments)	$	31,500
Operating lease – operating cash flows (liability reduction)	$	28,978
Non-current liabilities – right of use assets	$	49,749
Current liabilities – operating lease liabilities	$	40,371
Non-current liabilities – operating lease liabilities	$	10,413

Future minimum payments under non-cancelable leases for operating leases for the remaining terms of the leases following the nine months ended August 31, 2024:

Fiscal Year	Operating Leases
Remainder of 2024	$	10,500
Amount representing interest		(87	)
Present value of net future minimum lease payments	$	10,413

ACCOUNTS PAYABLE AND ACCRUED EXPENSES

9 Months Ended

Aug. 31, 2024

Payables and Accruals [Abstract]

ACCOUNTS PAYABLE AND ACCRUED EXPENSES

NOTE 8 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses consisted of the following amounts as of:

	August 31, 2024		November 30, 2023

Accounts payable	$	16,182	$	314,502
Accrued compensation		34,441		39,080
Miscellaneous accrued expenses		23,413		-
Accrued consultants		-		7,431
Accounts payable and accrued expenses	$	74,036	$	361,013

COMMITMENTS AND CONTINGENCIES

9 Months Ended

Aug. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

NOTE 9 – COMMITMENTS AND CONTINGENCIES

Office and Rental Property Leases

The Company is leasing office space from USMC, which is owned by the Company’s majority stockholders and directors, A. Scott Dockter and John Bremer (See Note 12).

Mineral Properties

The Company’s mineral rights require various annual lease payments (See Note 4).

Legal Matters

NOTE 9 – COMMITMENTS AND CONTINGENCIES (CONTINUED)

Contractual Matters

On October 12, 2018, the Company entered into a material supply agreement with USMC, pursuant to which USMC provides designated natural resources to the Company at predetermined prices (See Note 12).

STOCKHOLDERS’ EQUITY

9 Months Ended

Aug. 31, 2024

Equity [Abstract]

STOCKHOLDERS’ EQUITY

Note 10 - STOCKHOLDERS’ EQUITY

On February 27, 2023, 300,000 shares of the Company’s common stock were surrendered to the Company in a settlement agreement.

On January 31, 2024, the Company issued 8,877,923 shares of common stock to USMC in exchange for $1,525,676 notes payable principal and $87,211 in interest accrued through January 31, 2024.

On March 31, 2024, the Company issued 10,256,400 shares of common stock to USMC in exchange for $1,000,000 of the July 10, 2023 line of credit and $25,640 in interest accrued through March 31, 2024.

STOCK-BASED COMPENSATION

9 Months Ended

Aug. 31, 2024

Share-Based Payment Arrangement [Abstract]

STOCK-BASED COMPENSATION

Note 11 – STOCK-BASED COMPENSATION

The Company accounted for its stock-based compensation in accordance with the fair value recognition provisions of FASB ASC Topic 718.

2017 Equity Incentive Plan

Note 11 – STOCK-BASED COMPENSATION (CONTINUED)

The Company has also granted options to purchase an aggregate of 500,000 shares of common stock pursuant to employment agreements with certain employees prior to the adoption of the Option Plan.

Grant Date	Number of Options		Stock Price		Exercise Price		Expected Volatility			Risk-free Interest Rate			Dividend Rate			Expected Term	Fair Value
04/08/2023		350,000	$	0.08	$	0.10		202.26	%		3.72	%		0.00	%	3.50 years	$	26,623
08/10/2023		200,000	$	0.10	$	0.15		201.69	%		4.47	%		0.00	%	3.50 years	$	17,987
09/13/2023		200,000	$	0.10	$	0.15		198.67	%		4.64	%		0.00	%	3.50 years	$	16,267
12/13/2023		200,000	$	0.09	$	0.09		206.88	%		4.18	%		0.00	%	3.00 years	$	16,762

Note 11 – STOCK-BASED COMPENSATION (CONTINUED)

Compensation based stock option activity for qualified and unqualified stock options is summarized as follows:

SCHEDULE OF STOCK OPTION ACTIVITY

				Weighted
	Number of			Average
	Shares			Exercise Price
Outstanding at November 30, 2022		128,688,187		$	0.53
Granted		-			-
Exercised		-			-
Expired or cancelled		-			-
Outstanding at August 31, 2023		128,688,187		$	0.53

Outstanding at November 30, 2023		129,438,187		$	0.53
Granted		200,000			0.09
Exercised		-			-
Expired or cancelled		(200,000	)		0.099
Outstanding at August 31, 2024		129,438,187		$	0.53

The following table summarizes information about options to purchase shares of the Company’s common stock outstanding and exercisable at August 31, 2024:

				Weighted-		Weighted-
				Average		Average
Exercise		Outstanding		Remaining Life		Exercise		Number
Price		Options		In Years		Price		Exercisable

$	0.09		200,000		3.54	$	0.09		-
	0.099		200,000		0.42		0.099		200,000
	0.10		995,000		2.19		0.10		995,000
	0.12		50,000		4.32		0.12		50,000
	0.15		400,000		4.24		0.15		400,000
	0.24		2,223,787		2.91		0.24		2,223,787
	0.36		200,000		2.20		0.36		200,000
	0.38		116,000,000		4.34		0.38		116,000,000
	2.50		8,669,400		3.01		2.50		8,669,400
	3.00		500,000		1.75		3.00		500,000
			129,438,187		4.18	$	0.53		129,238,187

The compensation expense attributed to the issuance of the options is recognized as vested options.

The stock options granted are exercisable over various terms from three to ten years from the grant date and vest over various terms from the grant date to five years.

RELATED PARTY TRANSACTIONS

9 Months Ended

Aug. 31, 2024

RELATED PARTY TRANSACTIONS

NOTE 12 – RELATED PARTY TRANSACTIONS

Bayshore Capital Advisors, LLC

On February 26, 2016, the Company issued a promissory note to Bayshore Capital Advisors, LLC (“Bayshore Capital”), an affiliate through common ownership of a 10% major stockholder of the Company, for $25,000 for working capital at an interest rate of 6% per annum. The note was payable August 26, 2016, or when the Company closed bridge financing, whichever occurs first. On February 4, 2023, Bayshore Capital agreed to cancel the $25,000 debt, plus $10,401 of accrued and unpaid interest. Prior to the cancellation of the note, the Company was in default on the note. Total interest expense for the nine months ended August 31, 2024 and 2023 was $0 and $255, respectively. There was no interest expense for the three months ended August 31, 2024 and 2023.

US Mine Corporation

USMC Notes

USMC Lines of Credit

On July 10, 2023, the Company entered into a line of credit agreement and unsecured convertible grid promissory note with USMC. The July 10, 2023 line of credit agreement provided for the issuance of up to an aggregate of $1,000,000 of advances from USMC under an unsecured convertible grid promissory note until July 10, 2024 (See Note 6). The note bears interest at 8% per annum and any outstanding principal or accrued interest under the note is convertible into shares of the Company’s common stock at a conversion price of $0.10 per share on the maturity date. As of August 31, 2024, there had been $1,000,000 advances from USMC under the July 10, 2023 line of credit agreement. Total interest expense was $0 and $18,856 for the three and nine months ended August 31, 2024, respectively. On March 31, 2024, the noteholder converted the July 10, 2023 line of credit principal of $1,000,000 and accrued interest of $25,640 into 10,256,400 shares of common stock.

NOTE 12 – RELATED PARTY TRANSACTIONS (CONTINUED)

USMC Mining Agreements

US Mine LLC

NOTE 12 – RELATED PARTY TRANSACTIONS (CONTINUED)

Transactions with Officers

On August 31, 2017, the Company issued a note in the amount of $197,096 to A. Scott Dockter, Chief Executive Officer and a director of the Company, to consolidate the total amounts due to Mr. Dockter. The note bears interest at 6% and is due upon demand. During the nine months ended August 31, 2024 and 2023, the Company paid $8,716 and $20,000, respectively, towards the outstanding balance of the note. Total interest expense on the note was $16 and $156 for the three months ended August 31, 2024 and 2023, respectively. Total interest expense on the note was $198 and $768 for the nine months ended August 31, 2024 and 2023, respectively. The balance on the note was $0 and $8,716 as of August 31, 2024 and November 30, 2023, respectively. There was $42,263 and $42,065 of accrued interest as of August 31, 2024 and November 30, 2023, respectively.

Convertible Debt – Board of Directors

NOTE 12 – RELATED PARTY TRANSACTIONS (CONTINUED)

Leases

CONCENTRATION OF CREDIT RISK

9 Months Ended

Aug. 31, 2024

Risks and Uncertainties [Abstract]

CONCENTRATION OF CREDIT RISK

NOTE 13 – CONCENTRATION OF CREDIT RISK

Cash Deposits

Revenues

Three customers accounted for 98% of the total revenue for the nine months ended August 31, 2024, as set forth below:

Customer A	55	%
Customer B	31	%
Customer C	12	%

Four customers accounted for 98% of total revenues for the nine months ended August 31, 2023, as set forth below:

Customer A	45	%
Customer B	20	%
Customer C	17	%
Customer D	16	%

Accounts Receivable

One customer accounted for 100% of the accounts receivable as of August 31, 2024.

Two customers accounted for 100% of the accounts receivable as of August 31, 2023, as set forth below:

Customer A			82	%
Customer B			18	%

Vendors

One supplier accounted for 100% of purchases during the nine months ended August 31, 2024.

Three suppliers accounted for 61% of purchases during the nine months ended August 31, 2023 as set forth below:

Vendor A	36	%
Vendor B	15	%
Vendor C	10	%

SUBSEQUENT EVENTS

9 Months Ended

Aug. 31, 2024

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 14 – SUBSEQUENT EVENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

9 Months Ended

Aug. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

Principles of Consolidation

Principles of Consolidation

Use of Estimates

Use of Estimates

Revenue

Revenue

Practical Expedients

As part of ASC Topic 606, the Company has adopted practical expedients including:

	●	Significant Financing Component – the Company does not adjust the promised amount of consideration for the effects of a significant financing component since the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to the customer and when the customer pays for that good or service will be one year or less.
	●	Unsatisfied and Partially Unsatisfied Performance Obligations – for all performance obligations related to contracts with a duration for less than one year, the Company has elected to apply the optional exemption provided in ASC Topic 606 and therefore is not required to disclose the aggregate amount of transaction price allocated to performance obligations that are unsatisfied or partially satisfied at the end of the reporting period.
	●	Shipping and Handling Activities – the Company elected to account for shipping and handling activities as a fulfillment cost rather than as a separate performance obligation.
	●	Right to Invoice – the Company has a right to consideration from a customer in an amount that corresponds directly with the value provided to the customer of the Company’s performance completed to date. The Company may recognize revenue in the amount to which the entity has a right to invoice.

Disaggregated Revenue

Revenue consists of the following by product offering for the nine months ended August 31, 2024:

SCHEDULE OF DISAGGREGATED REVENUE

CROP WHITE II

SHADE

ADVANTAGE

(WP)

SulFe Hume Si

ADVANTAGE

Total

95,374

214,662

310,036

Revenue consists of the following by product offering for the nine months ended August 31, 2023:

CROP WHITE II

SHADE

ADVANTAGE

(WP)

SulFe Hume Si ADVANTAGE

Total

66,825

207,570

51,480

325,875

Cash and Cash Equivalents

Cash and Cash Equivalents

Accounts Receivable

Accounts Receivable

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Property and Equipment

Property and Equipment

Equipment	3-5 years
Autos and trucks	5 years
SCM plants	30 years

Impairment of Long-Lived Assets

Impairment of Long-Lived Assets

Shipping and Handling

Shipping and Handling

Advertising and Marketing Costs

Advertising and Marketing Costs

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Fair Value Measurements

Fair Value Measurements

Level 1:	Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities.

Level 2:	Pricing inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reported date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options and collars.

Level 3:	Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.

Fair Value of Financial Instruments

Fair Value of Financial Instruments

Loss Per Common Share

Loss Per Common Share

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

	Three Months Ended,
	August 31, 2024		August 31, 2023
Convertible Notes		17,399,292		6,656,110
Stock Options		129,438,187		128,688,187
Total		146,837,479		135,344,297

	Nine Months Ended,
	August 31, 2024		August 31, 2023
Convertible Notes		17,399,292		6,656,110
Stock Options		129,438,187		128,688,187
Total		146,837,479		135,344,297

Stock-Based Compensation

Stock-Based Compensation

Leases

Leases

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Income Taxes

Income Taxes

Exploration Stage

Exploration Stage

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Mineral Rights

Mineral Rights

In accordance with U.S. GAAP, expenditures relating to the acquisition of mineral rights are initially capitalized as incurred while exploration and pre-extraction expenditures are expensed as incurred until such time as the Company exits the Exploration Stage by establishing proven or probable reserves. Expenditures relating to exploration activities such as drill programs to establish mineralized materials are expensed as incurred. Expenditures relating to pre-extraction activities are expensed as incurred until such time proven or probable reserves are established for that project, after which expenditures relating to mine development activities for that particular project are capitalized as incurred.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

9 Months Ended

Aug. 31, 2024

Accounting Policies [Abstract]

SCHEDULE OF DISAGGREGATED REVENUE

Revenue consists of the following by product offering for the nine months ended August 31, 2024:

SCHEDULE OF DISAGGREGATED REVENUE

CROP WHITE II

SHADE

ADVANTAGE

(WP)

SulFe Hume Si

ADVANTAGE

Total

95,374

214,662

310,036

Revenue consists of the following by product offering for the nine months ended August 31, 2023:

CROP WHITE II

SHADE

ADVANTAGE

(WP)

SulFe Hume Si ADVANTAGE

Total

66,825

207,570

51,480

325,875

SCHEDULE OF ESTIMATED USEFUL LIFE OF PROPERTY AND EQUIPMENT

Equipment	3-5 years
Autos and trucks	5 years
SCM plants	30 years

SCHEDULE OF OUTSTANDING SHARES EXCLUDED FROM DILUTED LOSS PER SHARE

	Three Months Ended,
	August 31, 2024		August 31, 2023
Convertible Notes		17,399,292		6,656,110
Stock Options		129,438,187		128,688,187
Total		146,837,479		135,344,297

	Nine Months Ended,
	August 31, 2024		August 31, 2023
Convertible Notes		17,399,292		6,656,110
Stock Options		129,438,187		128,688,187
Total		146,837,479		135,344,297

PROPERTY AND EQUIPMENT (Tables)

9 Months Ended

Aug. 31, 2024

Property, Plant and Equipment [Abstract]

SCHEDULE OF PROPERTY AND EQUIPMENT

Property and equipment consisted of the following at:

SCHEDULE OF PROPERTY AND EQUIPMENT

	August 31, 2024			November 30, 2023

Furniture and equipment	$	6,952		$	6,952
Machinery and equipment		35,151			35,151
Automobiles and trucks		25,061			25,061
Pilot plant		202,809			130,716
Construction in process		547,907			620,000
Property and equipment, gross		817,880			817,880
Less: accumulated depreciation		(68,291	)		(67,164	)
Property and equipment, net	$	749,589		$	750,716

LEASES (Tables)

9 Months Ended

Aug. 31, 2024

Leases

SCHEDULE OF LEASE COST AND OTHER SUPPLEMENTAL LEASE INFORMATION

The following table presents net lease cost and other supplemental lease information:

	Nine Months Ended August 31, 2024
Lease cost
Operating lease cost (cost resulting from lease payments)	$	31,500
Short term lease cost		-
Sublease income		-
Net lease cost	$	31,500

Operating lease – operating cash flows (fixed payments)	$	31,500
Operating lease – operating cash flows (liability reduction)	$	30,467
Current leases – right of use assets	$	9,950
Current liabilities – operating lease liabilities	$	10,413

	Nine Months Ended August 31, 2023
Lease cost
Operating lease cost (cost resulting from lease payments)	$	31,500
Short term lease cost		-
Sublease income		-
Net lease cost	$	31,500

Operating lease – operating cash flows (fixed payments)	$	31,500
Operating lease – operating cash flows (liability reduction)	$	28,978
Non-current liabilities – right of use assets	$	49,749
Current liabilities – operating lease liabilities	$	40,371
Non-current liabilities – operating lease liabilities	$	10,413

SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS

Future minimum payments under non-cancelable leases for operating leases for the remaining terms of the leases following the nine months ended August 31, 2024:

Fiscal Year	Operating Leases
Remainder of 2024	$	10,500
Amount representing interest		(87	)
Present value of net future minimum lease payments	$	10,413

ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables)

9 Months Ended

Aug. 31, 2024

Payables and Accruals [Abstract]

SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses consisted of the following amounts as of:

	August 31, 2024		November 30, 2023

Accounts payable	$	16,182	$	314,502
Accrued compensation		34,441		39,080
Miscellaneous accrued expenses		23,413		-
Accrued consultants		-		7,431
Accounts payable and accrued expenses	$	74,036	$	361,013

STOCK-BASED COMPENSATION (Tables)

9 Months Ended

Aug. 31, 2024

Share-Based Payment Arrangement [Abstract]

SCHEDULE OF BLACK-SCHOLES OPTION PRICING MODEL ASSUMPTIONS

Grant Date	Number of Options		Stock Price		Exercise Price		Expected Volatility			Risk-free Interest Rate			Dividend Rate			Expected Term	Fair Value
04/08/2023		350,000	$	0.08	$	0.10		202.26	%		3.72	%		0.00	%	3.50 years	$	26,623
08/10/2023		200,000	$	0.10	$	0.15		201.69	%		4.47	%		0.00	%	3.50 years	$	17,987
09/13/2023		200,000	$	0.10	$	0.15		198.67	%		4.64	%		0.00	%	3.50 years	$	16,267
12/13/2023		200,000	$	0.09	$	0.09		206.88	%		4.18	%		0.00	%	3.00 years	$	16,762

SCHEDULE OF STOCK OPTION ACTIVITY

Compensation based stock option activity for qualified and unqualified stock options is summarized as follows:

SCHEDULE OF STOCK OPTION ACTIVITY

				Weighted
	Number of			Average
	Shares			Exercise Price
Outstanding at November 30, 2022		128,688,187		$	0.53
Granted		-			-
Exercised		-			-
Expired or cancelled		-			-
Outstanding at August 31, 2023		128,688,187		$	0.53

Outstanding at November 30, 2023		129,438,187		$	0.53
Granted		200,000			0.09
Exercised		-			-
Expired or cancelled		(200,000	)		0.099
Outstanding at August 31, 2024		129,438,187		$	0.53

SCHEDULE OF STOCK OPTION SHARES OUTSTANDING AND EXERCISABLE

The following table summarizes information about options to purchase shares of the Company’s common stock outstanding and exercisable at August 31, 2024:

				Weighted-		Weighted-
				Average		Average
Exercise		Outstanding		Remaining Life		Exercise		Number
Price		Options		In Years		Price		Exercisable

$	0.09		200,000		3.54	$	0.09		-
	0.099		200,000		0.42		0.099		200,000
	0.10		995,000		2.19		0.10		995,000
	0.12		50,000		4.32		0.12		50,000
	0.15		400,000		4.24		0.15		400,000
	0.24		2,223,787		2.91		0.24		2,223,787
	0.36		200,000		2.20		0.36		200,000
	0.38		116,000,000		4.34		0.38		116,000,000
	2.50		8,669,400		3.01		2.50		8,669,400
	3.00		500,000		1.75		3.00		500,000
			129,438,187		4.18	$	0.53		129,238,187

CONCENTRATION OF CREDIT RISK (Tables)

9 Months Ended

Aug. 31, 2024

Risks and Uncertainties [Abstract]

SCHEDULE OF CONCENTRATION OF CREDIT RISK

Three customers accounted for 98% of the total revenue for the nine months ended August 31, 2024, as set forth below:

Customer A	55	%
Customer B	31	%
Customer C	12	%

Four customers accounted for 98% of total revenues for the nine months ended August 31, 2023, as set forth below:

Customer A	45	%
Customer B	20	%
Customer C	17	%
Customer D	16	%

Accounts Receivable

One customer accounted for 100% of the accounts receivable as of August 31, 2024.

Two customers accounted for 100% of the accounts receivable as of August 31, 2023, as set forth below:

Customer A			82	%
Customer B			18	%

Vendors

One supplier accounted for 100% of purchases during the nine months ended August 31, 2024.

Three suppliers accounted for 61% of purchases during the nine months ended August 31, 2023 as set forth below:

Vendor A	36	%
Vendor B	15	%
Vendor C	10	%

ORGANIZATION AND BUSINESS OPERATIONS (Details Narrative)	9 Months Ended
	Aug. 31, 2024
Accounting Policies [Abstract]
Entity incorporation, state or country code	NV
Entity incorporation, date of incorporation	Mar. 02, 2010

GOING CONCERN AND LIQUIDITY (Details Narrative) - USD ($)	3 Months Ended						9 Months Ended
	Aug. 31, 2024	May 31, 2024	Feb. 29, 2024	Aug. 31, 2023	May 31, 2023	Feb. 28, 2023	Aug. 31, 2024	Aug. 31, 2023	Mar. 31, 2024	Mar. 07, 2024	Feb. 08, 2024	Nov. 30, 2023
Accumulated deficit	$ 63,839,678						$ 63,839,678					$ 62,730,978
Working capital deficit	768,464						768,464
Loss from operations	276,838	$ 340,890	$ 490,972	$ 152,026	$ 2,019,216	$ 5,830,799	1,108,700	$ 8,002,041
Cash used in operating activities							1,957,010	$ 900,536
Common Stock [Member]
Loss from operations
Unsecured Convertible Note [Member] \| Common Stock [Member]
Outstanding principal and acrued interest										8.00%	8.00%
US Mining and Minerals Corp [Member]
Debt issued amount										$ 720,135	$ 618,000
Conversion price										$ 0.08	$ 0.08
US Mining and Minerals Corp [Member] \| Unsecured Convertible Promissory Notes [Member]
Debt issued amount	$ 1,000,000						$ 1,000,000		$ 1,000,000	$ 1,000,000	$ 618,000

SCHEDULE OF DISAGGREGATED REVENUE (Details) - USD ($)	3 Months Ended		9 Months Ended
SCHEDULE OF DISAGGREGATED REVENUE (Details) - USD ($)	Aug. 31, 2024	Aug. 31, 2023	Aug. 31, 2024	Aug. 31, 2023
Product Information [Line Items]
Revenue, net	$ 204,314	$ 207,243	$ 310,036	$ 325,875
CROP WHITE II [Member]
Product Information [Line Items]
Revenue, net			95,374	66,825
SHADE ADVANTAGE (WP) [Member]
Product Information [Line Items]
Revenue, net			214,662	207,570
SulFe Hume Si ADVANTAGE [Member]
Product Information [Line Items]
Revenue, net				$ 51,480

SCHEDULE OF ESTIMATED USEFUL LIFE OF PROPERTY AND EQUIPMENT (Details)	Aug. 31, 2024
Equipment [Member] \| Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	3 years
Equipment [Member] \| Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	5 years
Autos and Trucks [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	5 years
Scm Plants [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	30 years

SCHEDULE OF OUTSTANDING SHARES EXCLUDED FROM DILUTED LOSS PER SHARE (Details) - shares	3 Months Ended		9 Months Ended
	Aug. 31, 2024	Aug. 31, 2023	Aug. 31, 2024	Aug. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities	146,837,479	135,344,297	146,837,479	135,344,297
Convertible Debt Securities [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities	17,399,292	6,656,110	17,399,292	6,656,110
Share-Based Payment Arrangement, Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities	129,438,187	128,688,187	129,438,187	128,688,187

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative)		3 Months Ended		9 Months Ended
	Oct. 01, 2020 USD ($) ft²	Aug. 31, 2024 USD ($) ft²	Aug. 31, 2023 USD ($)	Aug. 31, 2024 USD ($) ft²	Aug. 31, 2023 USD ($)	Nov. 30, 2023 USD ($)
Property, Plant and Equipment [Line Items]
Cash equivalents		$ 0		$ 0		$ 0
Allowance for doubtful accounts receivable		0		0		0
Property and equipment, gross		817,880		817,880		817,880
Accumulated depreciation, amortization		68,291	$ 67,164	68,291	$ 67,164	67,164
Selling, general and administrative		406,379	288,487	1,248,141	1,168,142
Advertising and marketing expenses		$ 5,311	651	$ 19,761	3,294
Area of land \| ft²		700		700
Payments for rent				$ 3,500
Weighted average term		2 months 12 days		2 months 12 days
Weighted average borrowing rate		5.00%		5.00%
US Mine Corporation [Member]
Property, Plant and Equipment [Line Items]
Area of land \| ft²	700	1,000		1,000
Payments for rent	$ 1,500
Shipping and Handling [Member]
Property, Plant and Equipment [Line Items]
Selling, general and administrative		$ 0	$ 0	$ 0	$ 0
Construction in Progress [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross		547,907		547,907		620,000
Pilot Plant [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross		$ 202,809		$ 202,809		$ 130,716

MINING RIGHTS (Details Narrative)					9 Months Ended
MINING RIGHTS (Details Narrative)	Apr. 01, 2020 USD ($)	Oct. 15, 2015 USD ($)	Dec. 01, 2014 USD ($) a Placer	Nov. 28, 2014 USD ($)	Aug. 31, 2024 USD ($) ft²	Aug. 31, 2023 USD ($)
Oil and Gas, Full Cost Method, Amortization Expense [Line Items]
Acres of land \| ft²					700
Payment for purchased property						$ 126,536
Purchase and Sale Agreement [Member] \| Snow White Pozzolan Mine [Member]
Oil and Gas, Full Cost Method, Amortization Expense [Line Items]
Purchase price	$ 836,000
Investment Interest Rate	5.00%
Snow White Mine [Member] \| California, San Bernardino [Member] \| Purchase Agreement [Member] \| US Mining and Minerals Corp [Member]
Oil and Gas, Full Cost Method, Amortization Expense [Line Items]
Acres of land \| a			280
Number of placer mining claim \| Placer			5
Escrow deposit			$ 50,000	$ 600,000
Payment for extend to close purchase agreement			$ 25,000
Snow White Mine [Member] \| California, San Bernardino [Member] \| Purchase Agreement [Member] \| US Mining and Minerals Corp [Member] \| Mr. John Bremer [Member]
Oil and Gas, Full Cost Method, Amortization Expense [Line Items]
Payment for purchased property		$ 575,000
Royalty payment		$ 3,500

SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($)	Aug. 31, 2024	Nov. 30, 2023	Aug. 31, 2023
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 817,880	$ 817,880
Less: accumulated depreciation	(68,291)	(67,164)	$ (67,164)
Property and equipment, net	749,589	750,716
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	6,952	6,952
Machinery and Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	35,151	35,151
Automobiles And Trucks [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	25,061	25,061
Pilot Plant [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	202,809	130,716
Construction in Progress [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 547,907	$ 620,000

PROPERTY AND EQUIPMENT (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($)	Aug. 31, 2024	Aug. 31, 2023	Aug. 31, 2024	Aug. 31, 2023
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 1,127	$ 0	$ 1,127

NOTES PAYABLE (Details Narrative) - USD ($)														3 Months Ended		9 Months Ended
NOTES PAYABLE (Details Narrative) - USD ($)	Mar. 31, 2024	Feb. 08, 2024	Jan. 31, 2024	Sep. 11, 2023	Jun. 30, 2023	May 31, 2023	Apr. 14, 2023	Mar. 01, 2023	Feb. 28, 2023	Nov. 29, 2022	Aug. 13, 2021	Apr. 08, 2021	Feb. 26, 2016	Aug. 31, 2024	Aug. 31, 2023	Aug. 31, 2024	Aug. 31, 2023	Mar. 07, 2024	Nov. 30, 2023	Jul. 10, 2023	Feb. 04, 2023	Aug. 30, 2022	Aug. 31, 2017
Convertible notes payable														$ 37,000		$ 37,000			$ 19,000
Brady Barto [Member]
Officers compensation				$ 1,000
Director Agreement [Member] \| Jeffrey Guzy [Member]
Outstanding principal and acrued interest												0.00%
Debt conversion, converted instrument, amount							$ 24,000
Officers compensation								$ 1,500				$ 1,000
Director Agreement [Member] \| Jeffrey Guzy [Member] \| Share Price 0.15 [Member]
Conversion price							$ 0.15
Debt conversion, converted instrument, shares issued							80,000
Director Agreement [Member] \| Jeffrey Guzy [Member] \| Share Price 0.08 [Member]
Conversion price							$ 0.08
Debt conversion, converted instrument, shares issued							150,000
Director Agreement [Member] \| Mr Guzy [Member]
Officers compensation																0
Director Agreement [Member] \| Kimberly Kurtis [Member]
Officers compensation											$ 1,000
Conversion of stock amount							$ 12,000
Conversion of stock, shares							80,000
Stock price per share							$ 0.15
Convertible notes payable														25,000		25,000
Due to officers											$ 200,000
Director Agreement [Member] \| Brady Barto [Member]
Officers compensation				$ 1,000
Stock price per share				$ 0.15
Due to officers														12,000		12,000
Convertible Promissory Notes [Member]
Debt issuance date		on February 8, 2024 $103,000; on March 1, 2024 $103,000; on April 1, 2024 $103,000; on May 1, 2024 $103,000; on July 1, 2024 $103,000; on August 1, 2024 $103,000
Convertible Promissory Notes [Member] \| US Mine Corporation [Member]
Outstanding principal and acrued interest		8.00%
Debt maturity date		Feb. 07, 2026
Interest expenses														10,506		17,235
Debt issued amount		$ 618,000
Conversion price		$ 0.08
Convertible Promissory Notes [Member] \| US Mine Corporation [Member] \| Tranche #7 [Mmeber]
Outstanding principal and acrued interest																						5.00%
Accrued interest			$ 470,862
Interest expenses														0	$ 5,805	3,999	$ 17,673
Debt issued amount																						$ 470,862
Conversion price																						$ 0.39
Debt conversion, converted instrument, amount			$ 33,476
Debt conversion, converted instrument, shares issued			1,293,175
Convertible Promissory Notes [Member] \| US Mine Corporation [Member] \| Tranche #8 [Mmeber]
Outstanding principal and acrued interest										5.00%
Debt maturity date										Aug. 30, 2024
Accrued interest			$ 140,027
Interest expenses														0	1,803	1,189	5,256
Debt issued amount										$ 140,027
Conversion price										$ 0.39
Debt conversion, converted instrument, amount			$ 8,210
Debt conversion, converted instrument, shares issued			380,095
Convertible Promissory Notes [Member] \| US Mine Corporation [Member] \| Tranche #9 [Mmeber]
Outstanding principal and acrued interest									5.00%
Debt maturity date									Feb. 28, 2025
Accrued interest			$ 308,320
Interest expenses														0	3,970	2,619	7,771
Debt issued amount									$ 308,320
Conversion price									$ 0.39
Debt conversion, converted instrument, amount			$ 14,233
Debt conversion, converted instrument, shares issued			827,060
Convertible Promissory Notes [Member] \| US Mine Corporation [Member] \| Tranche #10 [ Member]
Outstanding principal and acrued interest						8.00%
Debt maturity date						May 31, 2025
Accrued interest			$ 412,533
Interest expenses														0	8,318	5,606	8,318
Debt issued amount						$ 412,533
Conversion price						$ 0.10
Debt conversion, converted instrument, amount			$ 22,152
Debt conversion, converted instrument, shares issued			4,346,855
Convertible Promissory Notes [Member] \| US Mine Corporation [Member] \| Tranche #11 [Member]
Outstanding principal and acrued interest					8.00%
Debt maturity date					Jun. 30, 2025
Accrued interest			$ 193,935
Interest expenses														0	2,635	2,635	2,635
Debt issued amount					$ 193,935
Conversion price					$ 0.10
Debt conversion, converted instrument, amount			$ 9,139
Debt conversion, converted instrument, shares issued			2,030,738
Unsecured Convertible Promissory Notes [Member] \| US Mine Corporation [Member]
Outstanding principal and acrued interest																				8.00%
Accrued interest	$ 1,000,000
Interest expenses														0		18,856
Debt issued amount														1,000,000		1,000,000				$ 1,000,000
Conversion price																				$ 0.10
Debt conversion, converted instrument, amount	$ 25,640
Debt conversion, converted instrument, shares issued	10,256,400
Unsecured Convertible Promissory Notes [Member] \| US Mining and Minerals Corp [Member]
Interest expenses																16,840
Unsecured Convertible Note [Member] \| Common Stock [Member]
Outstanding principal and acrued interest		8.00%																8.00%
A. Scott Dockter [Member]
Note payable balance														0		0			8,716
Outstanding principal and acrued interest																							6.00%
Accrued interest														42,263		42,263			$ 42,065
Interest expenses														16	156	198	768
Debt issued amount																							$ 197,096
Repayment of short term debt																8,716	20,000
Bayshore Capital Advisors, LLC [Member]
Note payable balance													$ 25,000
Outstanding principal and acrued interest													6.00%
Debt maturity date													Aug. 26, 2016
Bayshore Capital Advisors, LLC [Member]
Equity method investment, ownership percentage													10.00%
Cancellation amount																					$ 25,000
Accrued interest																					$ 10,401
Interest expenses														0	$ 0	0	$ 255
US Mining and Minerals Corp [Member]
Debt issued amount		$ 618,000																$ 720,135
Conversion price		$ 0.08																$ 0.08
US Mining and Minerals Corp [Member] \| Line of Credit Agreement [Member]
Debt issued amount																		$ 720,135
US Mining and Minerals Corp [Member] \| Unsecured Convertible Promissory Notes [Member]
Accrued interest	$ 25,640
Interest expenses														12,558
Debt issued amount	$ 1,000,000	$ 618,000												$ 1,000,000		$ 1,000,000		1,000,000
US Mining and Minerals Corp [Member] \| Unsecured Convertible Promissory Notes [Member] \| Maximum [Member]
Debt issued amount																		$ 1,000,000

SCHEDULE OF LEASE COST AND OTHER SUPPLEMENTAL LEASE INFORMATION (Details) - USD ($)	9 Months Ended
	Aug. 31, 2024	Aug. 31, 2023	Nov. 30, 2023
Lease cost
Operating lease cost (cost resulting from lease payments)	$ 31,500	$ 31,500
Short term lease cost
Sublease income
Net lease cost	31,500	31,500
Operating lease operating cash flows fixed payments	31,500	31,500
Operating lease operating cash flows liability reduction	30,467	28,978
Current leases right of use assets	9,950
Current liabilities operating lease liabilities	10,413	40,371
Non current liabilities right of use assets		49,749	$ 39,799
Operating Lease, Liability, Noncurrent		$ 10,413

SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS (Details) - USD ($)	Aug. 31, 2024	Nov. 30, 2023
Leases
Remainder of 2024	$ 10,500
Amount representing interest	(87)
Present value of net future minimum lease payments	$ 10,413	$ 40,880

SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($)	Aug. 31, 2024	Nov. 30, 2023
Payables and Accruals [Abstract]
Accounts payable	$ 16,182	$ 314,502
Accrued compensation	34,441	39,080
Miscellaneous accrued expenses	23,413
Accrued consultants		7,431
Accounts payable and accrued expenses	$ 74,036	$ 361,013

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)				9 Months Ended
	May 31, 2023	Jul. 08, 2020	Mar. 29, 2019	Aug. 31, 2024	Aug. 31, 2023	Feb. 08, 2024	Feb. 06, 2024	Nov. 30, 2023	May 02, 2023
Monthly payments								$ 618,000
Gain on settlement					$ 275,000
Superior Soils Supplements LLC [Member]
Complaint seeks damages			$ 400,000
Damages accrual	$ 400,000		$ 400,000						$ 125,000
Gain on settlement	$ 275,000
Chief Financial Officer, Al Calvanico [Member]
Complaint seeks damages		$ 600,000
Monthly payments							$ 618,000
Chief Financial Officer, Al Calvanico [Member] \| Six Months [Member]
Monthly payments				$ 618,000		$ 103,000

STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)						9 Months Ended	11 Months Ended
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)	Feb. 28, 2025	Mar. 31, 2024	Feb. 23, 2024	Jan. 31, 2024	Feb. 27, 2023	Aug. 31, 2024	Jan. 31, 2025	Mar. 07, 2024	Feb. 08, 2024
US Mining and Minerals Corp [Member]
Convertible notes payable				$ 1,525,676
Accrued interest				$ 87,211
Line of credit								$ 720,135	$ 618,000
US Mining and Minerals Corp [Member] \| Unsecured Convertible Promissory Notes [Member]
Issuance of shares		10,256,400
Line of credit		$ 1,000,000				$ 1,000,000		$ 1,000,000	$ 618,000
Accrued interest		$ 25,640
US Mine Corporation [Member]
Issuance of shares				8,877,923
Settlement Agreement [Member]
Shares surrendered back					300,000
Consulting Agreement [Member]
Issuance of shares			300,000			400,002
Consulting Agreement [Member] \| Forecast [Member]
Issuance of shares	16,663
Consulting Agreement [Member] \| Subsequent Event [Member]
Issuance of shares							16,667

SCHEDULE OF BLACK-SCHOLES OPTION PRICING MODEL ASSUMPTIONS (Details) - USD ($)	9 Months Ended
	Aug. 31, 2024	Aug. 31, 2023	Nov. 30, 2023	Nov. 30, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Options	129,438,187	128,688,187	129,438,187	128,688,187
Exercise price	$ 0.09
Option 1 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Grant Date	Apr. 08, 2023
Number of Options	350,000
Share price	$ 0.08
Exercise price	$ 0.10
Expected Volatility	202.26%
Risk-free Interest Rate	3.72%
Dividend Rate	0.00%
Expected Term	3 years 6 months
Fair Value	$ 26,623
Option Two [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Grant Date	Aug. 10, 2023
Number of Options	200,000
Share price	$ 0.10
Exercise price	$ 0.15
Expected Volatility	201.69%
Risk-free Interest Rate	4.47%
Dividend Rate	0.00%
Expected Term	3 years 6 months
Fair Value	$ 17,987
Option Three [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Grant Date	Sep. 13, 2023
Number of Options	200,000
Share price	$ 0.10
Exercise price	$ 0.15
Expected Volatility	198.67%
Risk-free Interest Rate	4.64%
Dividend Rate	0.00%
Expected Term	3 years 6 months
Fair Value	$ 16,267
Option Four [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Grant Date	Dec. 13, 2023
Number of Options	200,000
Exercise price	$ 0.09
Expected Volatility	206.88%
Risk-free Interest Rate	4.18%
Dividend Rate	0.00%
Expected Term	3 years
Fair Value	$ 16,762

SCHEDULE OF STOCK OPTION ACTIVITY (Details) - $ / shares	9 Months Ended
	Aug. 31, 2024	Aug. 31, 2023
Share-Based Payment Arrangement [Abstract]
Number of Shares, Outstanding at the beginning	129,438,187	128,688,187
Weighted Average Exercise Price, Outstanding at the beginning	$ 0.53	$ 0.53
Number of Shares, Granted	200,000
Weighted Average Exercise Price, Granted	$ 0.09
Number of Shares, Exercised
Weighted Average Exercise Price, Exercised
Number of Shares, Expired or Cancelled	(200,000)
Weighted Average Exercise Price, Expired or Cancelled	$ 0.099
Number of Shares, Outstanding at the end	129,438,187	128,688,187
Weighted Average Exercise Price, Outstanding at the end	$ 0.53	$ 0.53

SCHEDULE OF STOCK OPTION SHARES OUTSTANDING AND EXERCISABLE (Details) - $ / shares	9 Months Ended
	Aug. 31, 2024	Nov. 30, 2023	Aug. 31, 2023	Nov. 30, 2022
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Outstanding Options	129,438,187	129,438,187	128,688,187	128,688,187
Weighted- Average Remaining Life in Years	4 years 2 months 4 days
Weighted- Average Exercise Price	$ 0.53	$ 0.53	$ 0.53	$ 0.53
Number of Options Exercisable	129,238,187
Exercise Price One [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price	$ 0.09
Outstanding Options	200,000
Weighted- Average Remaining Life in Years	3 years 6 months 14 days
Weighted- Average Exercise Price	$ 0.09
Number of Options Exercisable
Exercise Price Two [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price	$ 0.099
Outstanding Options	200,000
Weighted- Average Remaining Life in Years	5 months 1 day
Weighted- Average Exercise Price	$ 0.099
Number of Options Exercisable	200,000
Exercise Price Three [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price	$ 0.10
Outstanding Options	995,000
Weighted- Average Remaining Life in Years	2 years 2 months 8 days
Weighted- Average Exercise Price	$ 0.10
Number of Options Exercisable	995,000
Exercise Price Four [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price	$ 0.12
Outstanding Options	50,000
Weighted- Average Remaining Life in Years	4 years 3 months 25 days
Weighted- Average Exercise Price	$ 0.12
Number of Options Exercisable	50,000
Exercise Price Five [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price	$ 0.15
Outstanding Options	400,000
Weighted- Average Remaining Life in Years	4 years 2 months 26 days
Weighted- Average Exercise Price	$ 0.15
Number of Options Exercisable	400,000
Exercise Price Six [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price	$ 0.24
Outstanding Options	2,223,787
Weighted- Average Remaining Life in Years	2 years 10 months 28 days
Weighted- Average Exercise Price	$ 0.24
Number of Options Exercisable	2,223,787
Exercise Price Seven [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price	$ 0.36
Outstanding Options	200,000
Weighted- Average Remaining Life in Years	2 years 2 months 12 days
Weighted- Average Exercise Price	$ 0.36
Number of Options Exercisable	200,000
Exercise Price Eight [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price	$ 0.38
Outstanding Options	116,000,000
Weighted- Average Remaining Life in Years	4 years 4 months 2 days
Weighted- Average Exercise Price	$ 0.38
Number of Options Exercisable	116,000,000
Exercise Price Nine [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price	$ 2.50
Outstanding Options	8,669,400
Weighted- Average Remaining Life in Years	3 years 3 days
Weighted- Average Exercise Price	$ 2.50
Number of Options Exercisable	8,669,400
Exercise Price Ten [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price	$ 3.00
Outstanding Options	500,000
Weighted- Average Remaining Life in Years	1 year 9 months
Weighted- Average Exercise Price	$ 3.00
Number of Options Exercisable	500,000

STOCK-BASED COMPENSATION (Details Narrative) - USD ($)						3 Months Ended		9 Months Ended
STOCK-BASED COMPENSATION (Details Narrative) - USD ($)	Dec. 13, 2023	Sep. 13, 2023	Aug. 10, 2023	Apr. 08, 2023	Nov. 10, 2017	Aug. 31, 2024	Aug. 31, 2023	Aug. 31, 2024	Aug. 31, 2023	Nov. 30, 2023	Nov. 30, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of options, granted								200,000
Stock options granted						129,438,187	128,688,187	129,438,187	128,688,187	129,438,187	128,688,187
Stock option exercise price								$ 0.09
Stock option vesting term								5 years
Compensation expense						$ 4,191	$ 2,000	$ 16,573	$ 7,328,400
Exercise price per share
Minimum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock option exercisable term								3 years
Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock option exercisable term								10 years
Share-Based Payment Arrangement, Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock options granted						200,000	550,000	200,000	550,000
Weighted average grant date fair value of options granted, vested								$ 0
Weighted average grant date fair value of options, non-vested						$ 16,762		$ 16,762
Equity Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Compensation expense								$ 16,573	$ 7,328,400
Non vested stock options								4,189
Director [Member] \| Share-Based Payment Arrangement, Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock options granted		200,000	200,000	350,000
Stock option exercise price		$ 0.15	$ 0.15	$ 0.10
Stock options fair value		$ 16,267	$ 17,987	$ 26,623
Chief Financial Officer [Member] \| Share-Based Payment Arrangement, Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock options granted	200,000
Stock option exercise price	$ 0.09
Stock options fair value	$ 16,762
Option Holders [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Aggregate intrinsic value of outstanding and exercisable options								$ 0
Exercise price per share								$ 0.045
2017 Equity Incentve Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of options, granted					10,000,000			4,468,787
Number of options, expired								200,000
2017 Equity Incentve Plan [Member] \| Employment Agreement [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock options granted					500,000

RELATED PARTY TRANSACTIONS (Details Narrative)																	3 Months Ended					9 Months Ended
RELATED PARTY TRANSACTIONS (Details Narrative)	Mar. 31, 2024 USD ($) shares	Feb. 16, 2024 shares	Feb. 08, 2024 USD ($) $ / shares	Jan. 31, 2024 USD ($) shares	Sep. 11, 2023 USD ($) $ / shares shares	Jun. 09, 2023 $ / shares shares	Apr. 14, 2023 USD ($)	Mar. 01, 2023 USD ($)	Feb. 04, 2023 USD ($)	Oct. 06, 2021 $ / shares shares	Aug. 13, 2021 USD ($) $ / shares	May 27, 2021 USD ($) $ / shares	Apr. 08, 2021 USD ($) $ / shares	Oct. 01, 2020 USD ($) ft²	Apr. 22, 2020 USD ($)	Feb. 26, 2016 USD ($)	Aug. 31, 2024 USD ($) ft² shares	May 31, 2024 shares	Feb. 29, 2024 shares	Aug. 31, 2023 USD ($)	Feb. 28, 2023 shares	Aug. 31, 2024 USD ($) ft² $ / shares shares	Aug. 31, 2023 USD ($) $ / shares shares	Mar. 07, 2024 USD ($) $ / shares	Nov. 30, 2023 USD ($)	Jul. 10, 2023 USD ($) $ / shares	Apr. 06, 2023 shares	Oct. 06, 2022 shares	Apr. 06, 2022 shares	Aug. 31, 2017 USD ($)
Cash advance																						$ 1,991,400	$ 1,125,000
Common shares to purchase \| shares																						200,000
Share-based payment arrangement noncash expense																	$ 4,191			$ 2,000		$ 16,573	$ 7,328,400
Exercise price \| $ / shares
Shares issued for services \| shares		16,667
Operating lease monthly rent expense																						$ 3,500
Area of land \| ft²																	700					700
Common Stock [Member]
Issuance of shares common stock \| shares																					300,000
Shares issued for services \| shares		16,663															50,001	50,001	300,000
Shares issued \| shares																	400,002					400,002
A. Scott Dockter [Member]
Notes payable																	$ 0					$ 0			$ 8,716
Accrued interest rate																														6.00%
Interest expense																	16			156		198	$ 768
Debt issued amount																														$ 197,096
Accrued interest																	42,263					42,263			42,065
Repayment of short term debt																						8,716	20,000
Chief Executive Officer [Member]
Interest expense																						198
Scrivener Agreement [Member]
Shares issued for services \| shares		300,000
US Mining and Minerals Corp [Member]
Debt amount				$ 1,525,676
Interest accrued				87,211
Debt issued amount			$ 618,000																					$ 720,135
Conversion price \| $ / shares			$ 0.08																					$ 0.08
US Mining and Minerals Corp [Member] \| Line of Credit Agreement [Member]
Debt issued amount																								$ 720,135
USMC Notes [Member]
Debt amount			$ 103,000	$ 1,525,676													618,000					618,000			1,525,676
Interest expense																	10,506			22,790		33,284	41,654
Issuance of shares common stock \| shares				8,877,923
Unsecured convertible promissory notes, outstanding			$ 618,000
Extraction agreement description			funded on that date, $103,000 was funded March 1, 2024, $103,000 was funded April 1, 2024, $103,000 was funded May 1, 2024, $103,000 was funded July 1, 2024, and $103,000 was funded August 1, 2024
USMC Notes [Member] \| US Mining and Minerals Corp [Member]
Interest accrued				$ 87,211
USMC Line of Credit [Member]
Accrued interest rate																								8.00%		8.00%
Interest expense																	0					18,856
Issuance of shares common stock \| shares	10,256,400
Debt issued amount	$ 1,000,000																									$ 1,000,000
Conversion price \| $ / shares																								$ 0.08		$ 0.10
Accrued interest	$ 25,640
USMC Line of Credit [Member] \| Line of Credit Agreement [Member]
Interest expense																	12,558					16,840
Debt issued amount																								$ 720,135
USMC Line of Credit [Member] \| Maximum [Member]
Debt issued amount																								$ 1,000,000
Bayshore Capital Advisors, LLC [Member]
Notes payable																$ 25,000
Accrued interest rate																6.00%
Notes payable maturity date																Aug. 26, 2016
Notes payable cancellation amount									$ 25,000
Notes payable accrued and unpaid interest									$ 10,401
Note payable interest expense																	0			0		0	255
US Mine Corporation [Member]
Payment for purchases made																						68,801	81,444
Payment to technical evaluation																						2,957	1,351
Cash advance																						36,893	15,853
Debt outstanding																	$ 33,701					$ 33,701			$ 0
Operating lease monthly rent expense														$ 1,500
Lease extension term														2 years
Area of land \| ft²														700			1,000					1,000
Operating lease monthly rent expense														$ 3,500
US Mine Corporation [Member] \| Material Supply Agreement [Member]
Payments for inventory															$ 570,063		$ 42,626			$ 47,080		$ 68,801	$ 81,444
US Mine Corporation [Member] \| Material Supply Agreement [Member] \| Kaolin Clay for Supplementary Cementitious Materials [Member]
Payments to materials and products for agriculture, per ton															25
US Mine Corporation [Member] \| Material Supply Agreement [Member] \| Bagged Products for Clay [Member]
Payments to materials and products for agriculture, per ton															145
Royalty fee, per ton															$ 5
US Mine LLC [Member]
Share-based payment arrangement noncash expense																	0					7,326,402
US Mine LLC [Member] \| Materials Extraction Agreement [Member]
Accrued interest rate												2.50%
Extraction agreement description												On May 27, 2021, the Company entered into the Materials Extraction Agreement with US Mine, LLC, pursuant to which the Company acquired the right to extract up to one hundred million of certain raw clay materials. The Materials Extraction Agreement is effective until one hundred million tons of material are extracted.
Conversion price \| $ / shares												$ 0.43
Convertible note payable												$ 50,000,000
Debt conversion description												The noteholder may convert (i) up to 50% of the outstanding balance on or after such date as the Company’s common stock is listed for trading on any national securities exchange, (ii) up to an additional 25% of the outstanding balance on or after the six-month anniversary of such initial trading date, and (iii) the remaining 25% on or after the twelve-month anniversary of such initial trading date. In addition, the Company will pay US Mine, LLC a royalty fee of $5.00 per ton of materials extracted and any royalty not paid in a timely manner will be subject to 15% interest per annum compounded monthly.
Common shares to purchase \| shares										116,000,000
Common stock exercise price \| $ / shares										$ 0.38
Options vested and expected to vest outstanding number \| shares																											29,000,000	29,000,000	58,000,000
Jeffrey Guzy [Member] \| Director Agreement [Member]
Accrued interest rate													0.00%
Notes payable accrued and unpaid interest							$ 24,000
Cash fee								$ 1,500					$ 1,000
Exercise price \| $ / shares													$ 0.10
Kimberly Kurtis [Member] \| Director Agreement [Member]
Debt outstanding																	25,000					25,000
Cash fee											$ 1,000
Exercise price \| $ / shares											$ 0.15
Due to officers											$ 200,000
Brady Barto [Member]
Debt amount																	12,000					12,000
Common shares to purchase \| shares					200,000
Cash fee					$ 1,000
Common stock, share price \| $ / shares					$ 0.15
Brady Barto [Member] \| Director Agreement [Member]
Cash fee					$ 1,000
Due to officers																	$ 12,000					$ 12,000
Dr Scrivener [Member] \| Scrivener Agreement [Member]
Shares issued for services \| shares						100,000
Share price \| $ / shares						$ 0.08

SCHEDULE OF CONCENTRATION OF CREDIT RISK (Details)	9 Months Ended
SCHEDULE OF CONCENTRATION OF CREDIT RISK (Details)	Aug. 31, 2024	Aug. 31, 2023
Revenue from Contract with Customer Benchmark [Member] \| Customer Concentration Risk [Member] \| Customer A [Member]
Concentration Risk [Line Items]
Concentration risk percentage	55.00%	45.00%
Revenue from Contract with Customer Benchmark [Member] \| Customer Concentration Risk [Member] \| Customer B [Member]
Concentration Risk [Line Items]
Concentration risk percentage	31.00%	20.00%
Revenue from Contract with Customer Benchmark [Member] \| Customer Concentration Risk [Member] \| Customer C [Member]
Concentration Risk [Line Items]
Concentration risk percentage	12.00%	17.00%
Revenue from Contract with Customer Benchmark [Member] \| Customer Concentration Risk [Member] \| Customer D [Member]
Concentration Risk [Line Items]
Concentration risk percentage		16.00%
Accounts Receivable [Member] \| Customer Concentration Risk [Member] \| Customer A [Member]
Concentration Risk [Line Items]
Concentration risk percentage		82.00%
Accounts Receivable [Member] \| Customer Concentration Risk [Member] \| Customer B [Member]
Concentration Risk [Line Items]
Concentration risk percentage		18.00%
Accounts Payable [Member] \| Supplier Concentration Risk [Member] \| Vendor A [Member]
Concentration Risk [Line Items]
Concentration risk percentage		36.00%
Accounts Payable [Member] \| Supplier Concentration Risk [Member] \| Vendor B [Member]
Concentration Risk [Line Items]
Concentration risk percentage		15.00%
Accounts Payable [Member] \| Supplier Concentration Risk [Member] \| Vendor C [Member]
Concentration Risk [Line Items]
Concentration risk percentage		10.00%

CONCENTRATION OF CREDIT RISK (Details Narrative) - USD ($)	9 Months Ended
	Aug. 31, 2024	Aug. 31, 2023
Concentration Risk [Line Items]
FDIC insured amount	$ 250,000
Revenue from Contract with Customer Benchmark [Member] \| Customer Concentration Risk [Member] \| Three Customers [Member]
Concentration Risk [Line Items]
Concentration risk, percentage	98.00%	98.00%
Accounts Receivable [Member] \| Customer Concentration Risk [Member] \| One Customer [Member]
Concentration Risk [Line Items]
Concentration risk, percentage	100.00%
Accounts Receivable [Member] \| Customer Concentration Risk [Member] \| Two Customers [Member]
Concentration Risk [Line Items]
Concentration risk, percentage		100.00%
Accounts Payable [Member] \| Supplier Concentration Risk [Member] \| One Supplier [Member]
Concentration Risk [Line Items]
Concentration risk, percentage	100.00%
Accounts Payable [Member] \| Supplier Concentration Risk [Member] \| Three Suppliers [Member]
Concentration Risk [Line Items]
Concentration risk, percentage		61.00%

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