SHARE CAPITAL

3 Months Ended

Mar. 31, 2022

Equity [Abstract]

SHARE CAPITAL

NOTE 5. SHARE CAPITAL

Share capital

The share capital of the Company consists only of fully paid common shares. The Company has been authorized to issue up to fifty million (50,000,000) of common shares with a par value of $0.0001 per share.

Transactions on share capital

	Number of Shares		Unit Price		Fair Value
Outstanding as of January 1, 2021		10,842,079				762,000
Shares issued for private placement (i)(ii)(iii)		3,581,880		0.10		358,188
Shares issued for debt settlement (iv)		2,306,120		0.10		230,612
Shares issued to Officers and Consultants as compensation (v)		3,050,000		0.10		305,000
Outstanding as of December 31, 2021		19,780,079				1,655,800
Outstanding as of March 31, 2022		19,780,079				1,655,800

(i)	On February 8, 2021, the Company completed a private placement with total proceeds of $20,000 and issued 200,000 units at a price of $0.10 per unit. Each Unit consists of one common share and one common share purchase warrant (“Warrant”). Each Warrant entitles the holder thereof to acquire one common share at a price of $0.25 for a period of 36 months from the issuance date.
(ii)	On July 8, 2021, the Company completed a private placement with total proceeds of $100,000 and issued 1,000,000 units at a price of $0.10 per unit. Each Unit consists of one common share and one common share purchase warrant (“Warrant”). Each Warrant entitles the holder thereof to acquire one common share at a price of $0.25 for a period of 36 months from the issuance date.

(iii)	On September 28, 2021, the Company completed a private placement for total proceeds of $238,188 and issued 2,381,880 units at a price of $0.10 per unit. Each Unit consists of one common share and one common share purchase warrant (“Warrant”). Each Warrant entitles the holder thereof to acquire one common share at a price of $0.25 for a period of 24 months from the issuance date.
(iv)	During the year ended December 31, 2021, the Company settled accounts payable with key management personnel for an aggregate amount of $76,000 by issuing 760,000 common shares at a price of $0.10 per share. And the Company settled loan payable of $154,612 (CNY 1,000,000) by issuing 1,546,120 common shares at a price of $0.10 per share, which the loan was owed by Smarten.
(v)	During the year ended December 31, 2021, the Company issued 1,050,000 common shares to compensate certain directors, officers and consultants at a price of $0.10 per share. At the same time, the Company issued 2,000,000 common shares at a price of $0.10 to 2 key team members as a retainer bonus.

Warrants

The following table shows the change in warrants and outstanding warrants.

	Number of Warrants			Exercise Price		Fair Value			Weighted Average Remaining Life (Years)		Expiry Date
Outstanding as of December 31, 2019		100,000			1.00		35,457			-	January 13, 2022
Issued for private placement		1,000,000			0.25		29,415			1.75	December 28, 2023
Outstanding as of December 31, 2020		1,100,000					64,872
Issued for private placement		200,000			0.25		6,052			1.85	February 5, 2024
Issued for private placement		1,000,000			0.25		30,810			2.27	July 7, 2024
Issued for private placement		2,381,880			0.25		66,529			1.49	September 26, 2023
Outstanding as of December 31, 2021		4,681,880					168,263
Warrants expired		(100,000	)		1.00		(35,457	)		-
Outstanding as of December 31, 2020		4,581,880					132,806			1.73

The value of the warrants was calculated using the Black-Scholes model and the assumptions at grant date and period end date were as follows:

(i)	Risk-free interest rate: 0.17% - 2.51%, which is based on the Bank of Canada benchmark bonds yield 3 years rate in effect at the time of grant for bonds with maturity dates at the estimated term of the warrants
(ii)	Expected volatility: 83.80% - 122.79%, which is based on the Company’s historical stock prices
(iii)	Expected life: 3 year
(iv)	Expected dividends: $Nil