DERIVATIVE LIABILITY

12 Months Ended

May 31, 2025

Derivative Instruments and Hedging Activities Disclosure [Abstract]

DERIVATIVE LIABILITY

NOTE 8 - DERIVATIVE LIABILITY

The derivative liability at May 31, 2025 and 2024 consisted of: 

	May 31, 2025				May 31, 2024
	Face Value		Derivative Liability		Face Value		Derivative Liability
Convertible note payable issued December 29, 2015, due December 29, 2016 (M)	$	40,000	$	40,000	$	40,000	$	40,000
Convertible note payable issued April 5, 2017, due on demand (W)		29,000		43,500		29,000		43,500
Convertible note payable issued April 5, 2017, due on demand (X)		21,500		32,250		21,500		32,250
Convertible note payable issued March 5, 2018, due on March 5, 2019 (DD)		35,000		35,000		35,000		35,000
Convertible note payable issued September 18, 2018, due on September 18, 2019 (GG)		8,506		8,506		8,506		8,506
Convertible note payable issued November 30, 2020, due on November 30, 2021 (SS)		154,764		149,350		154,764		7,040
Convertible note payable issued June 4, 2021, due on June 4, 2022 (VV)		152,369		159,306		152,369		4,224
Convertible note payable issued August 27, 2021, due on August 27, 2022 (WW)		14,000		7,538		14,000		7,538
Convertible note payable issued November 4, 2022, due on November 4, 2023 (C)		12,649		6,339		12,649		3,520
Convertible note payable issued April 10, 2023, due on April 10, 2024 (F)		76,375		109,980		76,375		7,040
Convertible note payable issued November 7, 2023, due on August 15, 2024 (J)		21,520		–		21,520		5,209
Convertible note payable issued September 18, 2023, due on September 18, 2024 (K)		3,500		3,500		3,500		5,880
Convertible note payable issued January 18, 2024, due on January 18, 2025 (L)		30,555		30,555		30,555		6,406
Totals	$	599,738	$	625,824	$	599,738	$	206,113

The above convertible notes contain a variable conversion feature based on the future trading price of the Company common stock. Therefore, the number of shares of common stock issuable upon conversion of the notes is indeterminate. Accordingly, we have recorded the fair value of the embedded conversion features as a derivative liability at the respective issuance dates of the notes and charged the applicable amounts to debt discounts and the remainder to other expense. The increase (decrease) in the fair value of the derivative liability from the respective issuance dates of the notes to the measurement dates is charged (credited) to other expense (income). The fair value of the derivative liability of the notes is measured at the respective issuance dates and quarterly thereafter using the Black Scholes option pricing model.

Assumptions used for the calculations of the derivative liability of the notes at May 31, 2025 include (1) stock price of $0.001 per share, (2) exercise prices ranging from $0.00004 to $0.005 per share, (3) terms are 0 days, (4) expected volatility of 3,176% and (5) risk free interest rates at 4.33%.

Assumptions used for the calculations of the derivative liability of the notes at May 31, 2024 include (1) stock price of $0.0001 per share, (2) exercise prices ranging from $0.00004 to $0.0001 per share, (3) terms ranging from 0 days to 231 days, (4) expected volatility of 428% and (5) risk free interest rates ranging from 5.42% to 5.48%.

Concentration of Derivative Liability

The derivative liability relates to convertible notes payable due to: 

	May 31, 2025		May 31, 2024
Lender A	$	149,350	$	7,040
Lender B		109,980		–
Lender C		36,894		3,520
Lender D		210,350		55,268
5 other lenders		119,250		140,285
Total	$	625,824	$	206,113