Related Party Transactions

6 Months Ended

Jun. 30, 2024

Related Party Transactions [Abstract]

Related Party Transactions [Text Block]

8. Related Party Transactions

For the three and six-month periods ended June 30, 2024, the Company incurred $109,620 (C$150,000) and $220,830 (C$300,000) (2023-$89,376; C$120,000 and $178,104; C$240,000) respectively, in management fees expense with Travellers International Inc. ("Travellers"), an Ontario company controlled by a director and the president and chief executive officer (the "CEO"); and $27,405 (C$37,500) and $55,208; C$75,000) (2023-$27,930; C$37,500 and $55,658; C$75,000) respectively, in management fees expense with the Company's chief financial officer (the "CFO"). As at June 30, 2024, unpaid remuneration and unpaid expenses in the amount of $242,252 (C$331,580) (December 31, 2023-$171,733; C$227,130) is included in accounts payable and $190,167 (C$260,289) (December 31, 2023-$138,963; C$183,789) is included in accrued liabilities in the interim condensed consolidated balance sheets.

For the three and six-month periods ended June 30, 2024, the Company incurred $28,434 (C$38,931) and $59,700 (C$81,103) (2023-$26,504; C$35,594 and $50,838; C$68,505) respectively, in rent expense paid under a lease agreement with Haute Inc. ("Haute"), an Ontario company controlled by the CEO. The lease agreement expired, and the Company is currently on a month-to-month arrangement.

In addition, on January 11, 2024, Travellers converted $101,130 (C$135,600) of outstanding accounts payable (2023-$278,845; C$372,483 of outstanding loans) into 809,044 (2023-1,167,371) common shares of the Company at the closing trading price immediately prior to each conversion. There was no gain or loss on these conversions.

For the independent directors, the Company recorded directors' compensation during the three and six-month periods ended June 30, 2024 of $18,270 (C$25,000) and $36,805 (C$50,000) (2023-$18,611; C$25,000 and $34,580; C$46,597) respectively. In addition, in the prior year, on February 18, 2023, a new independent director was appointed and he was awarded 100,000 common shares of the Company on March 1, 2023 valued at $21,000 based on the closing trading price on the appointed date and included under stock-based compensation in the interim condensed consolidated statements of operations and comprehensive loss. As at June 30, 2024, outstanding directors' compensation of $227,065 (C$310,793) (December 31, 2023-$197,186; C$260,793) is included in accrued liabilities in the interim condensed consolidated balance sheets.

Pursuant to the terms of the CEO's Consulting Agreement, for his services as the CEO, the compensation is at a rate of $29,576 (C$40,000) per month for twelve (12) months, beginning on the Effective Date, January 1, 2023, and at a rate of $36,970 (C$50,000) per month for twelve (12) months, beginning January 1, 2024. In addition, the Company agreed to grant the CEO 3,000,000 restricted shares of the Company's Common Stock, par value of $0.0001 per share (the "Common Stock") on the Effective Date. The Company has also agreed to reimburse the CEO for certain out-of-pocket expenses incurred by the CEO.

Pursuant to the terms of the CFO's Consulting Agreement for his services as the CFO, the compensation is at a rate of $9,243 (C$12,500) per month for twelve (12) months, beginning on the Effective Date, January 1, 2023. In addition, the Company agreed to grant the CFO 100,000 restricted shares of the Company's Common Stock, par value of $0.0001 per share (the "Common Stock") on the Effective Date. The Company has also agreed to reimburse the CFO for certain out-of-pocket expenses incurred by the CFO. The CFO currently provides his services on a month-to-month basis.

Furthermore, for the three and six-month periods ended June 30, 2024, the Company recognized management stock-based compensation expense of $54,000 and $108,000 (2023-$57,600 and $115,200) respectively, on the common stock issued to the CEO and the CFO, 3,000,000 and 100,000 common stock, respectively, as stipulated in their executive consulting agreements, effective January 1, 2023 valued at the trading price on the Effective Date. The total stock-based compensation on the issuance of the common stock totaled $nil (2023-$446,400). The portion to be expensed for the balance of the consulting agreements, $108,000 (2023-$331,200) is included in prepaid expenses and deposits in the interim condensed consolidated balance sheets.