UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

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

For the quarterly period endedFebruary 28, ~~2021~~2022

[ ]TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ~~____________________________~~_________________________________ to ~~____________________________~~

_________________________________

Commission File Number000-51866

Enertopia Corporation

(Exact name of registrant as specified in its charter)

Nevada	~~20-1970188~~
(State or other jurisdiction of incorporation or organization)	~~(IRS Employer Identification No.)~~

#18 1873 Spall Road, Kelowna, BC	~~V1Y 4R2~~
(Address of principal executive offices)	20-1970188 (IRS Employer Identification No.) V1Y 4R2 (Zip ~~Code)~~Code)

250-870-2219

(Registrant's telephone number, including area code)

Enertopia Corporation

(Former name, former address and former fiscal year, if changed since last report)

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.

[X] X ]YES[ ]NO

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

Large accelerated filer

[ ]

Accelerated filer

[ ]

Non-accelerated filer

[ ]

(Do not check if a smaller reporting company)

Smaller reporting company ~~[X]~~

[X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act

[ ]YES ~~[X]~~ [ X ]NO

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.

[ ]YES[ ]NO

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

~~136,231,700~~155,116,088 common shares issued and outstanding as of February 28, 2022

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Audit Committee of

Enertopia Corp.

Results of Review of Interim Financial Statements

We have reviewed the accompanying balance sheet of Enertopia Corp. as of February 28, 2022, and the related statements of operations, changes in stockholders' equity for the six month periods ended February 28, 2022 and 2021, and cash flows for the six month periods ended February 28, 2022 and 2021 and the related notes (collectively referred to as the "interim financial information or statements"). Based on our reviews, we are not aware of any material modifications that should be

made to the accompanying interim financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

Basis for Review Results

These interim financial statements are the responsibility of the Company's management. We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States) ("PCAOB"). We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB

A review of interim financial statements consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

This report is intended solely for the information and use of management and the Audit Committee of Enertopia Corp. and is not intended to be and should not be used by anyone other than these specified parties.

	/s/ DAVIDSON & COMPANY LLP
Vancouver, Canada	Chartered Professional Accountants

April 11, 2022

PART 1 - FINANCIAL INFORMATION

Item 1. Financial Statements.

Our unaudited condensed financial statements for the six month period ended February 28, ~~2021~~2022 form part of this quarterly report. They are stated in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles.

~~ENERTOPIA CORP.~~
~~UNAUDITED CONDENSED INTERIM BALANCE SHEETS~~
~~(Expressed in U.S. Dollars)~~

February 28 August 31
2021 2020
ASSETS
Current
Cash and cash equivalents $ 416,246 $ 45,528
Marketable securities (Note 4) 43,200 24,354
Accounts receivable 1,025 1,508
Prepaid expenses and deposit 53,754 14,824
Total current assets 514,225 86,214

Non-Current
Patents (Note 6) 69,000 -

Total Assets $ 583,225 $ 86,214

LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES
Current
Accounts payable $ 274,510 $ 290,336
Due to related parties (Note 7) 159,959 188,834
Total Current Liabilities 434,469 479,170

STOCKHOLDERS' EQUITY

Share capital (Note 8)
Authorized:
200,000,000 common shares with a par value of $0.001 per share
Issued and outstanding:
136,231,700 common shares at February 28, 2021 and August 31,2020: 128,471,700 494,346 128,473

Additional paid-in capital (Note 9) 14,007,059 13,758,598
Deficit accumulated during the exploration stage (14,352,649 ) (14,280,027 )
Total Stockholders' Equity 148,756 (392,956 )

Total Liabilities and Stockholders' Equity $ 583,225 $ 86,214

Commitments (Note 10)
Subsequent Events (Note 12)

ENERTOPIA CORP.
UNAUDITED CONDENSED INTERIM BALANCE SHEETS
(Expressed in U.S. Dollars)

		February 28			August 31
		2022			2021
ASSETS
Current
Cash and cash equivalents	$	131,199		$	354,286
Marketable securities		0			14,994
Accounts receivable		576			4,552
Prepaid expenses and deposit		137,249			41,263
Total current assets		269,024			415,095

Non-Current
Mineral Property (Note 5)		10,500			0
Total Assets	$	279,524		$	415,095

LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES
Current
Accounts payable	$	274,716		$	309,277
Due to related parties (Note 8)		85,409			111,659
Total Current Liabilities		360,125			420,936

STOCKHOLDERS' EQUITY

Share capital (Note 9)
Authorized:
200,000,000 common shares with a par value of $0.001 per share
Issued and outstanding:
155,116,088 common shares at February 28, 2022 and August 31,2021: 139,211,700		155,117			139,213
Additional paid-in capital (Note 10)		15,288,404			14,524,341
Deficit accumulated during the exploration stage		(15,524,122	)		(14,669,395	)
Total Stockholders' Equity		(80,601	)		(5,841	)
Total Liabilities and Stockholders' Equity	$	279,524		$	415,095

Commitments (Note 11)

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

F-1

~~ENERTOPIA CORP.~~
~~CONDENSED INTERIM STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED)~~
~~(Expressed in U.S. Dollars)~~

COMMON STOCK ADDITIONAL TOTAL
PAID-IN DEFICIT STOCKHOLDERS'
SHARES AMOUNT CAPITAL ACCUMULATED EQUITY
Balance, August 31, 2019 127,471,700 $ 127,473 $ 13,730,801 $ (14,314,159 ) $ (455,885 )

Shares issued for LOI 1,000,000 1,000 10,489 - 11,489

Comprehensive loss - - - (49,607 ) (49,607 )

Balance, November 30, 2019 128,471,700 128,473 13,741,290 (14,363,766 ) (494,003 )

Stock options granted 17,308 17,308

Comprehensive Income (loss) - - - 145,785 145,785

Balance, February 29, 2020 128,471,700 128,473 13,758,598 (14,217,981 ) (330,910 )

Comprehensive loss - - - (30,797 ) (30,797 )

Balance, May 31, 2020 128,471,700 128,473 13,758,598 (14,248,778 ) (361,707 )

Comprehensive loss - - - (31,249 ) (31,249 )

Balance, August 31, 2020 128,471,700 128,473 13,758,598 (14,280,027 ) (392,956 )

Stock options granted - - 15,450 - 15,450

Comprehensive income (loss) - - - 222,603 222,603

Balance, November 30, 2020 128,471,700 128,473 13,774,048 (14,057,424 ) (154,903 )

Shares issued for patent 2,000,000 69,000 - - 69,000
Private placement 3,000,000 159,009 20,991 - 180,000
Stock options granted - - 273,236 - 273,236
Stock options exercised 2,720,000 135,609 (60,561 ) - 75,048
Warrants exercised 40,000 2,256 (656 ) - 1,600
Comprehensive loss - - - (295,225 ) (295,225 )

Balance, February 28, 2021 136,231,700 494,346 14,007,059 (14,352,649 ) 148,756

ENERTOPIA CORP.
CONDENSED INTERIM STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED)
(Expressed in U.S. Dollars)

	COMMON STOCK				ADDITIONAL						TOTAL
					PAID-IN			DEFICIT			STOCKHOLDERS'
	SHARES		AMOUNT		CAPITAL			ACCUMULATED			EQUITY
Balance, August 31, 2020	128,471,700	$	128,473	$	13,758,598		$	(14,280,027	)	$	(392,956	)

Shares issued for LOI	-		-		15,450			-			15,450

Comprehensive loss	-		-		-			222,603			222,603

Balance, November 30, 2020	128,471,700		128,473		13,774,048			(14,057,424	)		(154,903	)
Shares issued for patent	2,000,000		2,000		67,000			-			69,000
Private placement	3,000,000		3,000		177,000			-			180,000
Stock options granted	-		-		273,236			-			273,236
Stock options exercised	2,720,000		2,720		72,328			-			75,048
Warrants exercised	40,000		40		1,560			-			1,600
Comprehensive loss	-		-		-			(295,225	)		(295,225	)

Balance, February 28, 2021	136,231,700		136,233		14,365,172			(14,352,649	)		148,756
Stock options granted	-				9,005			-			9,005
Stock options exercised	200,000		200		13,800			-			14,000
Comprehensive loss	-		-		-			(91,066	)		(91,064	)

Balance, May 31, 2021	136,431,700		136,433		14,387,977			(14,443,715	)		80,695
Stock options exercised	100,000		100		6,844			-
Warrants exercised	2,680,000		2,680		129,520			-
Comprehensive loss	-		-		-			(225,680	)		(225,680	)

Balance, August 31, 2021	139,211,700		139,213		14,524,341			(14,669,395	)		(5,841	)
Warrants exercised	2,791,000		2,791		128,599			-			131,390
Stock options granted on Sept 1	-				23,056			-			23,056

Comprehensive income (loss)	-		-		-			(116,219	)		(116,219	)

Balance, November 30, 2021	142,002,700		142,004		14,675,996			(14,785,614	)		32,386

Shares issued for hydrogen technology	2,000,000		2,000		98,400			-			100,400
Shares issued for investment in Joint Venture	10,000,000		10,000		440,000			-			450,000
Shares issued for services	1,000,000		1,000		41,300						42,300
Stock options granted	-		-		32,821			-			32,821
Stock options exercised	113,388		113		(113	)		-			-
Comprehensive loss	-		-		-			(738,508	)		(738,508	)

Balance, February 28, 2022	155,116,088		155,117		15,288,404			(15,524,122	)		(80,601	)

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

F-2

~~ENERTOPIA CORP.~~
~~CONDENSED INTERIM STATEMENTS OF OPERATIONS (UNAUDITED)~~
~~(Expressed in U.S. Dollars)~~

THREE MONTHS ENDED SIX MONTHS ENDED
February 28 February 29 February 28 February 29
2021 2020 2021 2020
Expenses

Accounting and audit $ 11,026 $ 15,476 $ 16,261 $ 21,825
Bank charges and interest expense 329 517 554 1,062
Consulting (Note 7) 10,500 - 13,500 10,500
Mineral exploration costs 3,540 1,047 4,913 13,625
Fees and dues 7,122 10,029 13,938 15,739
Insurance - - - 3,605
Investor relations 11,427 5,754 15,674 11,489
Legal and professional 7,252 5,020 11,165 7,410
Office and miscellaneous 289 9 1,297 136
Research and development 1,349 - 3,333 494
Rent 1,722 489 1,722 1,963
Stock based compensation (Note 9) 273,236 17,308 288,686 17,308

Total expenses 327,792 55,649 371,043 105,156

Loss for the period before other items (327,792 ) (55,649 ) (371,043 ) (105,156 )

Other income (expense)
Foreign exchange gain (loss) (1,040 ) 1,434 (2,330 ) 1,334
Unrealized gain on marketable securities (Note 4) 11,997 - 28,247 -
Gain on disposal of marketable securities (Note 4) 21,610 - 22,504 -
Income from royalty grant (Note 5) - 200,000 250,000 200,000

Net Income (loss) and comprehensive Income (loss) for the period $ (295,225 ) $ 145,785 $ (72,622 ) $ 96,178

Basic earnings (loss) per share $ (0.00 ) $ 0.00 $ (0.00 ) $ 0.00
Diluted earnings (loss) per share $ (0.00 ) $ 0.00 $ (0.00 ) $ 0.00

Weighted average number of common shares outstanding - basic 132,405,922 128,471,700 130,427,943 128,153,019
Weighted average number of common shares outstanding - diluted 132,405,922 128,471,700 130,427,943 128,153,019

ENERTOPIA CORP.
CONDENSED INTERIM STATEMENTS OF OPERATIONS (UNAUDITED)
(Expressed in U.S. Dollars)


			THREE MONTHS ENDED						SIX MONTHS ENDED
			February 28			February 28			February 28			February 28
			2022			2021			2022			2021
Expenses

	Accounting and audit	$	9,795		$	11,026		$	12,465		$	16,261
	Bank charges and interest expense		602			329			1,066			554
	Consulting (Note 7)		57,593			10,500			91,629			13,500
	Mineral exploration costs		3,298			3,540			10,333			4,913
	Fees and dues		10,970			7,122			16,975			13,938
	Investor relations		8,608			11,427			20,356			15,674
	Legal and professional		6,478			7,252			26,062			11,165
	Office and miscellaneous		3,130			289			3,538			1,297
	Research and development (Note 6,7)		645,912			1,349			651,137			3,333
	Rent		2,593			1,722			5,224			1,722
	Stock based compensation (Note 10)		32,821			273,236			55,877			288,686
	Telephone		0			0			4,093			0

Total expenses			781,800			327,792			898,755			371,043

Loss for the period before other items			(781,800	)		(327,792	)		(898,755	)		(371,043	)

Other income (expense)
	Foreign exchange gain (loss)		(1,329	)		(1,040	)		(1,042	)		(2,330	)
	Unrealized gain on marketable securities (Note 4)		2,262			11,997			2,711			28,247
	Gain on disposal of marketable securities (Note 4)		(7,641	)		21,610			(7,641	)		22,504
	Income from mineral property sale (Note 5)		50,000			0			50,000			0
	Income from royalty grant (Note 5)		0			0			0			250,000

Net Income (loss) and comprehensive Income (loss) for the period		$	(738,508	)	$	(295,225	)	$	(854,727	)	$	(72,622	)

Basic earnings (loss) per share		$	(0.00)		$	(0.00	)	$	(0.01	)	$	0.00
Diluted earnings (loss) per share		$	(0.00)		$	(0.00	)	$	(0.01	)	$	0.00

Weighted average number of common shares outstanding - basic			151,986,777			132,405,922			146,780,966			130,427,943
Weighted average number of common shares outstanding - diluted			151,986,777			132,405,922			146,780,966			130,427,943

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

F-3

~~ENERTOPIA CORP.~~
~~CONDENSED INTERIM STATEMENTS OF CASH FLOWS (UNAUDITED)~~
~~(Expressed in U.S. Dollars)~~

SIX MONTHS ENDED
February 28 February 29
2021 2020
Cash flows used in operating activities

Net Income (loss) $ (72,622 ) $ 96,178
Changes to reconcile net loss to net cash used in operating activities
Shares issued for exploration cost - 11,489
Stock based compensation 288,686 17,308
Income from Royalty grant (250,000 ) (200,000 )
Unrealized gain on marketable securities (28,247 ) -
Gain on disposal of marketable securities (22,504 ) -
Interest on loan payable - 699
Change in non-cash working capital items:
Accounts receivable 483 5,626
Prepaid expenses and deposit (38,930 ) 11,474
Accounts payable and accrued liabilities (15,826 ) (6,656 )
Due to related parties (28,875 ) 2,169
Net cash (used in) operating activities (167,835 ) (61,713 )

Cash flows from Investing activities
Proceeds from disposal of marketable securities 31,905 -
Proceeds from royalty grant 250,000 200,000
Net cash from investing activities 281,905 200,000

Cash flows from (used in) Financing activities
Net proceeds from options exercised 75,048 -
Net proceeds from warrants exercised 1,600 -
Net proceeds from subscriptions received 180,000 -
Repayment of loan from related party - (15,968 )
Net cash from (used in) Financing activities 256,648 (15,968 )

Increase (Decrease) in cash and cash equivalents 370,718 122,319
Cash and cash equivalents, beginning of period 45,528 9,758
Cash and cash equivalents, end of period $ 416,246 $ 132,077

Supplemental information of cash flows
Interest paid in cash $ - $ 699
Income taxes paid in cash $ - $ -

ENERTOPIA CORP.
CONDENSED INTERIM STATEMENTS OF CASH FLOWS (UNAUDITED)
(Expressed in U.S. Dollars)

		SIX MONTHS ENDED
		February 28			February 28
		2022			2021
Cash flows used in operating activities

Net Income (loss)	$	(854,727	)	$	(72,622	)
Changes to reconcile net loss to net cash used in operating activities
Shares issued for consulting		42,300			0
Shares issued for purchase of hydrogen technology		100,400			0
Shares issued for battery management technology		450,000
Stock based compensation		55,877			288,686
Income from mineral property sale		(50,000	)		(250,000	)
Unrealized gain on marketable securities		(2,711	)		(28,247	)
Loss (gain) on disposal of marketable securities		7,641			(22,504	)
Change in non-cash working capital items:
Accounts receivable		3,976			483
Prepaid expenses and deposit		(95,986	)		(38,930	)
Accounts payable and accrued liabilities		(34,561	)		(15,826	)
Due to related parties		(26,250	)		(28,875	)
Net cash (used in) operating activities		(404,041	)		(167,835	)

Cash flows from Investing activities
Proceeds from disposal of marketable securities		10,064			31,905
Staking of mineral property		(10,500	)		0
Proceeds from mineral property sale		50,000			0
Proceeds from royalty grant		0			250,000
Net cash from investing activities		49,564			281,905

Cash flows from (used in) Financing activities
Net proceeds from options exercised		0			75,048
Net proceeds from warrants exercised		131,390			1,600
Net proceeds from subscriptions received		0			180,000
Net cash from (used in) Financing activities		131,390			256,648

Increase (Decrease) in cash and cash equivalents		(223,087	)		370,718
Cash and cash equivalents, beginning of period		354,286			45,528
Cash and cash equivalents, end of period	$	131,199		$	416,246

Supplemental information of cash flows
Cashless option exercise		113			0

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

F-4

ENERTOPIA CORP.

NOTES TO CONDENSED INTERIM FINANCIAL STATEMENTS (UNAUDITED)

February 28, ~~2021~~2022

(Expressed in U.S. Dollars)

1.ORGANIZATION

The unaudited condensed interim financial statements for the period ended February 28, ~~2021~~2022 included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with United States generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. These unaudited condensed interim financial statements should be read in conjunction with the August 31, ~~2020~~2021 audited annual financial statements and notes thereto.

The Company was formed on November 24, 2004 under the laws of the State of Nevada and commenced operations on November 24, 2004. The Company was an independent natural resource company engaged in the exploration, development and acquisition of natural resources in the United States and Canada. In the fiscal year 2010, the Company shifted its strategic plan from its non-renewal energy operations to its planned renewal energy operations and natural resource acquisition and development. In late summer of 2013, the Company had another business sector in alternative health and wellness. During spring of 2016, the Company shifted its strategic plan to natural resource acquisitions and Lithium brine extraction technology. The Company office is located in Kelowna, B.C., Canada.

2.GOING CONCERN UNCERTAINTY

The accompanying unaudited condensed interim financial statements have been prepared on a going concern basis which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business for the foreseeable future. The Company incurred net cash outflows from operating activities of ~~$167,835~~$404,041 for the six months ended February 28, ~~2021~~2022 ($~~61,713~~167,835 for the six months ended February ~~29, 2020)~~28, 2021) and as at February 28, ~~2021~~2022 has incurred cumulative losses of ~~$14,352,649~~$15,524,122 that raises substantial doubt about its ability to continue as a going concern. Management has been able, thus far, to finance the operations through equity financing and cash on hand. There is no assurance that the Company will be able to continue to finance the Company on this basis.

In view of these conditions, the ability of the Company to continue as a going concern is in substantial doubt and dependent upon its ability to generate sufficient cash flow to meet its obligations on a timely basis, to obtain additional financing as may be required, to receive the continued support of the Company's shareholders, and ultimately to obtain successful operations. There are no assurances that we will be able to obtain further funds required for our continued operations. As noted herein, we are pursuing various financing alternatives to meet our immediate and long-term financial requirements. There can be no assurance that additional financing will be available to us when needed or, if available, that it can be obtained on commercially reasonable terms. If we are not able to obtain the additional financing on a timely basis, we will be unable to conduct our operations as planned, and we will not be able to meet our other obligations as they become due. In such event, we will be forced to scale down or perhaps even cease our operations. There is significant uncertainty as to whether we can obtain additional financing. These unaudited condensed interim financial statements do not give effect to any adjustments which would be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and discharge its liabilities in other than the normal course of business and at amounts different from those reflected in the accompanying unaudited condensed interim financial statements.

Since March 2020, several measures have been implemented in Canada, the United States, and the rest of the world in response to the increased impact from the novel coronavirus ("COVID-19"). While the impact of COVID-19 is expected to be temporary, the current circumstances are dynamic and the impact on our business operations cannot be reasonably estimated at this time. We anticipate this could have an adverse impact on our exploration plans, results of operations, financial position and cash flows.

3.SIGNIFICANT ACCOUNTING POLICIES

a)Basis of Presentation

The accompanying unaudited condensed interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP") for interim financial information and the instructions to Securities and Exchange Commission ("SEC") Form 10-Q and Article 10 of SEC Regulation S-X. They do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. Therefore, these financial statements should be read in conjunction with our audited financial statements and notes thereto for the year ended August 31, ~~2020.~~2021.

b)Accounting Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. On an ongoing basis, we evaluate our estimates, judgments, and assumptions, including those related to stock based compensation (expense and liability). Our estimates, judgments, and assumptions are based on historical experience, future expectations, and other factors which we believe to be reasonable. Actual results could differ from those estimates and assumptions.

4.MARKETABLE SECURITIES

Marketable securities consist of the Company's investment in units of Grayscale Bitcoin Trust. As at February 28, ~~2021,~~2022, the movement in the Company's marketable securities is as follows:

~~Balance, August 31, 2019~~		-
~~Additions - cost~~		~~21,153~~
~~Unrealized gain~~		~~3,201~~
Balance, August 31, 2020		24,354
Additions	17,705
Proceeds from disposals		~~(31,905~~	)(21,385)
Unrealized Gain ~~on disposals~~		~~22,504~~	(5,680)
~~Unrealized gain~~ Balance, August 31, 2021		~~28,247~~	14,994
Unrealized gain	2,711
Proceeds from disposal	(10,064)
Loss on disposal	(7,641)
Balance, February 28, ~~2021~~2022		~~43,200~~	0

5.MINERAL PROPERTY

During the year ended August 30, 2017 the Company staked lode and placer claims on BLM lands in Esmerelda county Nevada covering approximately 160 Acres subject to adjustment. The Company has a 100% interest in the lands and is only responsible for the yearly maintenance fees to keep its 100% interest. The claims are in good standing until August 31, ~~2021.~~2022.

On October 28, 2019, the Company signed an LOI with Eagle Plains Resources Ltd. ("Eagle Plains") to earn up to 75% interest in the Pine Channel gold project in Saskatchewan, Canada (the "Pine Channel SK Property"). The terms of the LOI included periodic payments cash payments, exploration expenditures, as well as issuance of common shares of the Company. Upon signing the LOI, the Company issued 1,000,000 of its common shares to Eagle Plains, valued at $11,489. The Company dropped the LOI on Dec 13^th, 2019 and has no further related commitments.

On February 11, 2020, the Company signed a 1% Royalty agreement with respect to any future commercial lithium production from the Company's Clayton Valley, Nevada claims in exchange for $200,000. The Company has a right of first refusal to repurchase the royalty upon any proposed sale by the royalty holder to a third party.

On October 29, 2020, the Company signed a 1% Royalty agreement with respect to any future commercial lithium production from the Company's Clayton Valley, Nevada claims in exchange for $250,000. The Company has a right of first refusal to repurchase the royalty upon any proposed sale by the royalty holder to a third party.

On February 24, 2022, the Company announced the proposed sale of the Lode and Placer claims of BLM lands in Esmeralda county Nevada covering approximately 160 Acres subject to adjustment to Cypress Development Corp.

The Agreed upon selling price is $1,100,000 cash with $50,000 of this total being received on signing the definitive agreement and the issuance of 3,000,000 shares of Cypress Development Corp. This proposed sale is subject to Company shareholders approving the transaction at a special meeting to be held April 29, 2022 with a shareholder date of record being March 25th 2022, and other regulatory approvals.

On February 25, 2022 the Company completed the staking of approximately 1,760 acres, covering 88 lode claims, prospective for Lithium Claystone in the Big Smoky Valley of western Nevada. Respective payments have been made to Esmeralda County and BLM for the year ending August 31, 2022. The Company owns 100% of the project, with no royalties payable.

6.~~PATENTS~~TECHNOLOGY DEVELOPMENT

On December ~~14, 2020 the~~6, 2021, The Company ~~signed~~entered into a Definitive Purchase and Sale Agreement with Mr. Terry Galyon to acquire 100% ownership and rights to the Hydrogen Technology. The Company paid $25,000 in cash and issued 1,000,000 shares to Mr. Terry Galyon in consideration for acquiring the Hydrogen Technology. The Company has recorded the considerations for the purchase of the Hydrogen Technology as research and development expense in the condensed statement of operations for the period ended February 28, 2022, as follows:

Consideration for Purchase of Hydrogen Technology		Amount $
2,000,000 shares at FV 0.0502 (Adjusted closing price on the date of the issuance)		100,400
Cash payment		25,000
Total		125,400

The technology is still in research and development phase and is not commercially feasible as at period ended February 28, 2022. The Company has incurred an additional $16,905 as research and development costs for the period ended February 28, 2022 related to hydrogen technology.

7.BATTERY MANAGEMENT TECHNOLOGY ("BMT")

On December 17, 2021, The Company entered into a Definitive Purchase and Sale Agreement with Mr. Mark Snyder and Paul Sandler to acquire 100% ownership and rights to their Provisional Patent Pending BMT. The Company created a Joint Venture ("JV") with 51% controlling interest to run the commercial and industrial operations related to the BMT and has paid $30,000 in ~~United States Patent~~cash and ~~Trademark Office ("USPTO")~~ ~~patent #6,024,086~~ ~~- Solar energy collector having oval absorption tubes by issuing 1,000,000 common~~issued 10,000,000 shares (5,000,000 shares of which are in escrow) valued at $450,000 for purchase of the ~~Company.~~BMT. BMT is still in research and development phase and have not obtained commercial or operational feasibility as at period ended February 28, 2022. The The Company ~~issued 1,000,000 additional common shares~~has recorded the entire considerations of $480,000 for the ownership of the BMT as research and development expense in ~~escrow to be released upon~~ the ~~successful approval~~condensed statement of ~~patent pending work derived from patent #6,024,086. The shares were issued at a price of $0.0345 resulting in a purchase price of $69,000.~~operations for the period ended February 28, 2022.

7.8.RELATED PARTIES TRANSACTION

For the six month period ended February 28, ~~2021,~~2022, the Company was party to the following related party transactions:

The Company incurred ~~$Nil~~$Nil (February ~~29, 2020: $10,500)~~28, 2021: $Nil) to the President of the Company in consulting fees.
~~During the six months ended February 28, 2021, the Company repaid $28,875 of~~The amounts outstanding ~~resulting~~ in accounts payable to the President of the Company ~~of $159,959~~ as at February 28, ~~2021~~2022 is $85,409 (August 31, ~~2020: $188,834)~~2021 - $111,659).
On December ~~14, 2020~~6, 2021, the Company issued ~~500,000~~250,000 stock options valued at ~~$10,917~~$8,205 to the President of the Company (Note 9)10).

The related party transactions are recorded at the exchange amount established and agreed to between the related parties.

8.9.COMMON STOCK

~~On October 28, 2019 the Company issued 1,000,000 shares to Eagle Plains Resources Ltd. upon entering LOI (Note 5).~~

On December 14, 2020 the Company issued 1,000,000 common shares and an additional 1,000,000 common shares in escrow in connection with the signed Definitive Agreement (Note 6).

On January 14, 2021 the Company closed the final tranche of a private placement of 3,000,000 units at a price of $0.06 per unit for gross proceeds of $180,000. Each unit consists of one common share of the Company and one half (0.5) of a non-transferable share purchase warrant, each warrant entitling the holder to purchase one additional common share of the Company for a period of 12 months from the date of issuance at a purchase price of $0.09.

During the ~~six months~~year ended ~~February 28,~~August 31, 2021 the Company also issued ~~2,720,000~~3,020,000 common shares as a result of the exercise of stock options and ~~40,000~~2,720,000 common shares as a result of the exercise of warrants.

During the six months ended February 28, 2022, the Company also issued 113,388 common shares as a result of the exercise of stock options and 2,791,000 common shares as a result of the exercise of warrants (Note10).

On December 6, 2021 the Company issued 1,000,000 common shares and an additional 1,000,000 common shares in escrow in connection with the purchase of Hydrogen Technology (Note 9)6).

On December 17, 2021 the Company issued 5,000,000 common shares and an additional 5,000,000 common shares in escrow in connection with the Investment in JV (Note 7).

On February 25, 2022, the Company issued 1,000,000 shares to one consultant of the Company.

As at February 28, ~~2021~~2022 and August 31, ~~2020~~2021 the Company had ~~136,231,700~~155,116,088 (August 31, ~~2020: 128,471,700)~~2021: 139,211,700) shares issued and outstanding.

9.10.STOCK OPTIONS AND WARRANTS

Stock Options

On July 15, 2014, the shareholders approved and adopted at the Annual General Meeting the Company's 2014 Stock Option Plan. On April 14, 2011, the shareholders approved and adopted at the Annual General Meeting to consolidate the Company's 2007 Equity compensation plan and the Company's 2010 Equity Compensation Plan into a new Company 2011 Stock Option Plan. The purpose of these Plans is to advance the interests of the Corporation, through the grant of Options, by providing an incentive mechanism to foster the interest of eligible persons in the success of the Corporation and its affiliates; encouraging eligible persons to remain with the Corporation or its affiliates; and attracting new Directors, Officers, Employees and Consultants.

On ~~November 12, 2020,~~September 9, 2021, the Company issued 500,000 stock options to one of the consultants of the Company with an exercise price of ~~$0.05~~$0.08 vested immediately, expiring ~~November 12, 2025.~~September 9, 2026.

On December ~~14, 2020, the Company issued 2,100,000 stock options to consultants and officers of the Company with an exercise price of $0.05 vested immediately, expiring December 14, 2025.~~

~~On January 28,~~6, 2021, the Company issued ~~2,000,000~~500,000 stock options to one of the consultants of the Company with an exercise price of ~~$0.14~~$0.07 vested immediately, expiring ~~January 28,~~December 6, 2026.

On ~~February 4,~~December 6, 2021, the Company issued ~~100,000~~250,000 stock options to one of the consultants of the Company with an exercise price of ~~$0.18~~$0.07 vested immediately, expiring ~~February 4,~~December 6, 2026.

On ~~February 5,~~December 6, 2021, the Company issued ~~300,000~~250,000 stock options to ~~three of the consultants~~one director of the Company with an exercise price of ~~$0.18~~$0.07 vested immediately, expiring ~~February 5,~~December 6, 2026.

The fair value of the options granted was estimated on the date of the grant using the Black-Scholes options pricing model, with the following weighted average assumptions:

Expected dividend yield	0.00%
Expected stock volatility	~~98%~~ 92%
Risk-free interest rate	~~0.40%~~ 1.20%
Expected life of options (years)	5.00
Expected forfeiture rate	0.00%
Grant date fair value per option	$0.06

During the six month period ended February 28, ~~2021,~~2022, the Company recorded ~~$288,686~~$55,877 (February ~~29, 2020 - $17,308)~~28, 2021 $288,686) as stock based compensation expenses. In addition, the Company issued ~~2,720,000~~113,388 (February ~~29, 2020: Nil)~~28, 2021: 2,720,000) common shares of the Company as a result of ~~exercised~~exercise of 226,776 cashless stock options ~~for gross proceeds of $75,048~~ and a total of ~~1,100,000~~2,950,000 stock options expired without being exercised (February 29, ~~2020: 1,000,000)~~2021: 1,100,000).

A summary of the changes in stock options for the six months ended February 28, ~~2021~~2022 is presented below:

Options Outstanding
Weighted Average
Number of Shares Exercise Price
Balance, August 31, 2019 8,320,000 $ 0.07
Issued 2,000,000 0.02
Expired (1,000,000 ) 0.10
Balance, August 31, 2020 9,320,000 $ 0.06
Issued 5,000,000 0.10
Expired (1,100,000 ) 0.05
Exercised (2,993,224 ) 0.04
Balance, February 28, 2021 10,226,776 $ 0.08

				Options Outstanding
				Weighted Average
	Number of Shares			Exercise Price
Balance, August 31, 2020	9,320,000		$	0.06
Issued	5,150,000			0.10
Expired	(1,100,000	)		0.05
Exercised	(3,293,224	)		0.04
Balance, August 31, 2021	10,076,776		$	0.08
Issued	1,500,000			0.10
Expired	(2,950,000	)		0.07
Exercised	(226,776	)		0.04
Balance, February 28, 2022	8,400,000		$	0.08

The Company has the following options outstanding and exercisable:

February 28, 2021

Issue Date
Expiry Date
Exercise Price
Number of Options
Remaining Life
September 19, 2016
September 19, 2021
0.07
700,000*
0.56 years
January 20, 2017
January 20, 2022
0.07
1,200,000*
0.89 years
January 31, 2017
January 31, 2022
0.07
1,250,000*
0.92 years
May 2, 2017
May 2, 2022
0.10
500,000*
1.17 years
October 27, 2017
October 27, 2022
0.05
800,000*
1.66 years
May 11, 2018
May 11, 2023
0.06
500,000*
2.20 years
May 22, 2018
May 22, 2023
0.07
550,000*
2.23 years
February 25, 2020
February 25, 2022
0.02
226,776*
0.99 years
December 14, 2020
December 14, 2025
0.05
2,100,000*
4.79 years
January 28, 2021
January 28, 2026
0.14
2,000,000*
4.92 years
February 4, 2021
February 4, 2026
0.18
100,000
4.94 years
February 5, 2021
February 5, 2026
0.18
300,000
4.94 years

0.08
10,226,776
2.52 years

February 28, 2022
Issue Date	Expiry Date	Exercise Price	Number of Options	Remaining Life
May 2, 2017	May 2, 2022	0.10	500,000	0.17 years
October 27, 2017	October 27, 2022	0.05	800,000	0.66 years
May 11, 2018	May 11, 2023	0.06	500,000	1.20 years
May 22, 2018	May 22, 2023	0.07	450,000	1.23 years
December 14, 2020	December 14, 2025	0.05	2,100,000	3.79 years
January 28, 2021	January 28, 2026	0.14	2,000,000	3.92 years
February 4, 2021	February 4, 2026	0.18	100,000	3.94 years
February 5, 2021	February 5, 2026	0.18	300,000	3.94 years
April 27, 2021	April 27, 2026	0.12	100,000	4.16 years
May 28, 2021	May 28, 2026	0.12	50,000	4.25 years
September 1, 2021	September 1, 2026	0.08	500,000	4.51 years
December 6, 2021	December 6, 2026	0.07	1,000,000	4.77 years


		0.09	8,400,000	3.19 years

*As at February 28, 2022 the market price of the Company's common shares was $0.0423 per share. No incentive stock options were in the money.

August 31, 2021
Issue Date	Expiry Date	Exercise Price	Number of Options	Remaining Life
September 19, 2016	September 19, 2021	0.07	500,000	0.05 years
January 20, 2017	January 20, 2022	0.07	1,200,000	0.39 years
January 31, 2017	January 31, 2022	0.07	1,250,000	0.42 years
May 2, 2017	May 2, 2022	0.10	500,000	0.67 years
October 27, 2017	October 27, 2022	0.05	800,000*	1.16 years
May 11, 2018	May 11, 2023	0.06	500,000*	1.69 years
May 22, 2018	May 22, 2023	0.07	450,000	1.72 years
February 25, 2020	February 25, 2022	0.02	226,776*	0.49 years
December 14, 2020	December 14, 2025	0.05	2,100,000	4.29 years
January 28, 2021	January 28, 2026	0.14	2,000,000	4.41 years
February 4, 2021	February 4, 2026	0.18	100,000	4.43 years
February 5, 2021	February 5, 2026	0.18	300,000	4.44 years
April 27, 2021	April 27, 2026	0.12	100,000	4.66 years
May 28, 2021	May 28, 2026	0.12	50,000	4.74 years

		0.08	10,076,776	2.40 years

*As at August 31, 2021 the market price of the Company's common shares was ~~$0.1426~~$0.0629 per share. A total of ~~9,826,776~~3,626,776 incentive stock options were in the money with an intrinsic value of ~~$882,363.~~$48,589.

August 31, 2020

Issue Date
Expiry Date
Exercise Price
Number of Options
Remaining Life
October 23, 2015
October 23, 2020
0.05
1,100,000
0.15 years
September 19, 2016
September 19, 2021
0.07
800,000
1.05 years
January 20, 2017
January 20, 2022
0.07
1,535,000
1.39 years
January 31, 2017
January 31, 2022
0.07
1,500,000
1.42 years
May 2, 2017
May 2, 2022
0.10
500,000
1.67 years
October 27, 2017
October 27, 2022
0.05
800,000
2.16 years
May 11, 2018
May 11, 2023
0.06
535,000
2.70 years
May 22, 2018
May 22, 2023
0.07
550,000
2.73 years
February 25, 2020
February 25, 2022
0.02
2,000,000
1.49 years

0.06
9,320,000
1.48 years

Warrants

During the period ended February 28, ~~2021~~2022 the Company ~~issued~~extended 1,500,000 warrants attached to units in a private placement ~~see~~January 14^th 2021 until May 14, 2022 ( Note 8.9).

A summary of warrants as at February 28, ~~2021~~2022 and August 31, ~~2020~~2021 is as follows:

Weighted Average
Number of warrants Exercise Price
Balance, August 31, 2019 26,141,459 $ 0.06
Expired (12,904,590 ) 0.07
Balance, August 31, 2020 13,236,869 $ 0.06
Issued 1,500,000 0.09
Exercised (40,000 ) 0.04
Balance, February 28, 2021 14,696,869 $ 0.05

				Weighted Average
	Number of warrants			Exercise Price
Balance, August 31, 2020	13,236,869		$	0.05
Issued	1,500,000			0.09
Forfeited	(2,300,000	)		0.05
Exercised	(2,720,000	)		0.07
Balance, August 31, 2021	9,716,869		$	0.05
Forfeited	(452,500	)		0.05
Exercised	(2,791,000	)		0.05
Balance, February 28, 2022	6,473,369		$	0.05

The Company has the following warrants outstanding:

February 28, 2021

Issue Date
Expiry Date
Exercise Price
Number of Warrants*
August 31, 2018
August 31, 2021
0.05
4,800,000
September 21, 2018
September 21, 2021
0.05
2,427,500
March 27, 2019
March 27, 2023
0.04
5,969,369
January 14, 2021
January 14, 2022
0.09
1,500,000

0.05
14,696,869

February 28, 2022
Issue Date	Expiry Date	Exercise Price	Number of Warrants*
March 27, 2019	March 27, 2023	0.04	4,973,369
January 14, 2021	May 14, 2022	0.09	1,500,000

		0.05	6,473,369

*Each warrant entitles a holder to purchase one common share.

August 31, 2020

Issue Date
Expiry Date
Exercise Price
Number of Warrants*
August 31, 2018
August 31, 2021
0.05
4,800,000
September 21, 2018
September 21, 2021
0.05
2,427,500
March 27, 2019
March 27, 2023
0.04
6,009,369

0.05
13,236,869

~~10.~~11. COMMITMENTS

The Company has a consulting agreement with the President of the Company for corporate administration and consulting services for $3,500 per month plus goods and services tax ("GST") on a continuing basis. The President voluntarily suspended and terminated accrual of these consulting fees commencing on December 1, 2019 and continuing until such time as the Company's financial condition permits a resumption of such cost.

~~During March 2021, the Company issued 200,000 common shares as a result of the exercise of 200,000 stock options exercised at $0.07 per common share.~~

(a)Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

This quarterly report contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements relate to 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 are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk Factors", that may cause our 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 by these forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our unaudited condensed financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. The following discussion should be read in conjunction with our unaudited condensed financial statements and the related notes that appear elsewhere in this quarterly report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this quarterly report, particularly in the section entitled "Risk Factors" of this quarterly report.

In this quarterly report, unless otherwise specified, all dollar amounts are expressed in United States dollars. All references to "CDN$" refer to Canadian dollars and all references to "common shares" refer to the common shares in our capital stock.

As used in this quarterly report, the terms "we", "us", "our" and "Company" mean Company and/or our subsidiaries, unless otherwise indicated.

Enertopia Corp. was formed on November 24, 2004 under the laws of the State of Nevada and commenced operations on November 24, 2004.

From inception until April 2010, we were primarily engaged in the acquisition and exploration of natural resource properties. Beginning in April 2010, we began our entry into the renewable energy sector by purchasing an interest in a solar thermal design and installation company. In late summer 2013, we began our entry into medicinal marijuana business. During our 2014 fiscal year end our activities in the clean energy sector were discontinued. During fiscal 2015 our activities in the Medicinal Marijuana sector were discontinued. During fiscal 2016 our activities in the Women's personal healthcare sector were discontinued.

The Company is actively pursuing business opportunities in the resource sector, whereby we signed a definitive agreement for a Lithium Brine Project in May 2016. In May 2017 the Company dropped the Lithium Brine Project and subsequently acquired the Clayton Valley, NV Lithium Project announced in August 2017. The Company's main focus is in natural resource sector.

The address of our principal executive office is #18 1873 Spall Road, Kelowna, British Columbia V1Y 4R2. Our telephone number is (250) 870-2219. Our current location provide adequate office space for our purposes at this stage of our development.

Due to the implementation of British Columbia Instrument 51-509 on September 30, 2008 by the British Columbia Securities Commission, we have been deemed to be a British Columbia based reporting issuer. As such, we are required to file certain information and documents at www.sedar.com.

On October 28, 2019, the Company signed an LOI with Eagle Plains Resources Ltd. ("Eagle Plains"). to earn up to 75% interest in the Pine Channel gold project in Saskatchewan, Canada (the "Pine Channel SK Property"). The terms of the LOI are as follows:

To earn a 60% interest in the Pine Channel SK Property, Enertopia or its assigns will commit to making total exploration expenditures on the property of CAD $2,000,000 over a 4 year period according to the following schedule:

~~Enertopia or its assigns would pay a total cash consideration of CAD $150,000 according to the following schedule:~~

~~On December 31~~^st ~~2019 the Company dropped its Canadian Securities Listing (CSE).~~

~~On December 31~~^st ~~2019 the Company accepted the resignation of directors Kristian Ross and Kevin Brown.~~

On February 12^th 2020 the Company signed a 1% Royalty agreement with respect to any future commercial lithium production from the Company's Clayton Valley, Nevada claims in exchange for $200,000. The Company has a right of first refusal to repurchase the royalty upon any proposed sale by the royalty holder to a third party.

On February 25^th 2020 the Company signed Mark Snyder to a one year Technology Advisory Board. Monthly contract rate of $1,000 per month and the issuance of 2,000,000 stock options valid for two years at a strike price of $0.02 per share.

On October 29, 2020 the Company signed a 1% royalty agreement with respect to any future commercial lithium production from the Company's Clayton Valley, Nevada claims in exchange for $250,000. The Company has a right of first refusal to repurchase the royalty upon any proposed sale by the royalty holder to a third party.

On November 12, 2020 the Company signed Flathead Business Solutions to a 12 month contract for $12,000 and the issuance of 500,000 stock options valid for 5 years at $0.05 cents each.

On December 14, 2020, the Company signed Definitive Agreement to acquire 100% interest in United States Patent and Trademark Office ("USPTO") patent #6,024,086 - Solar energy collector having oval absorption tubes by issuing 1,000,000 common shares of the Company. The Company issued 1,000,000 additional common shares in escrow to be released upon the successful approval of patent pending work derived from patent #6,024,086. The shares were issued at a price of $0.0345 resulting in a purchase price of $69,000. The patent has since expired and was therefore written off.

On December 14, 2020 the Company signed Rodney Blake to a 12 month contract for the issuance of 100,000 stock options valid for 5 years at $0.05 cents each.

On December 14, 2020 the Company signed Albert Clark Rich to a 12 month contract for the issuance of 500,000 stock options valid for 5 years at $0.05 cents each.

On January 28, 2021 the Company signed Mark Snyder to a 12 month contract for $30,000 and the issuance of 2,000,000 stock options valid for 5 years at $0.14 cents each.

On February 4, 2021 the Company signed Barry Brooks to a 12 month contract for the issuance of 100,000 stock options valid for 5 years each at $0.18 cents each.

On February 5, 2021 the Company signed Paul Sandler to a 12 month contract for the issuance of 100,000 stock options valid for 5 years each at $0.18 cents each.

On February 5, 2021 the Company signed Bruce Shellinger to a 12 month contract for the issuance of 100,000 stock options valid for 5 years each at $0.18 cents each.

On February 5, 2021 the Company signed Richard Smith to a 12 month contract for the issuance of 100,000 stock options valid for 5 years each at $0.18 cents each.

On April 27, 2021 the Company signed Michael Cornelius to a 12 month contract for the issuance of 100,000 stock options valid for 5 years at $0.12 cents each.

On May 25, 2021 the Company announced the filing of provisional patent #1, known as the Enertopia Solar Booster ^TM

On May 26, 2021the Company announced the filing of provisional patent #2, known as Enertopia Heat Extractor^TM

On May 28, 2021, the Company issued 50,000 stock options to one of the consultants of the Company with an exercise price of $0.12 vested immediately, expiring May 28, 2026.

On July 29, 2021 the Company announced it had engaged Fundamental Research Corp. Fundamental Research Corp. is an issuer-paid independent research house.

On August 17, 2021 the Company announced the filing of provisional patent #3, known as Enertopia Rainmaker^TM

On Sep 01, 2021 the Company granted 500,000 options to a consultant of the Company for 5yrs at $0.08 per common share.

On December 6, 2021, the Company issued 500,000 stock options to one of the consultants of the Company with an exercise price of $0.07 vested immediately, expiring December 6, 2026.

On December 6, 2021, the Company issued 250,000 stock options to one of the consultants of the Company with an exercise price of $0.07 vested immediately, expiring December 6, 2026.

On December 6, 2021, the Company issued 250,000 stock options to one director of the Company with an exercise price of $0.07 vested immediately, expiring December 6, 2026.

On February 25, 2022, the Company issued 1,000,000 shares at $0.04 to one consultant of the Company and $2,500 cash.

~~On October 23, 2015, the Company's Board has appointed Kevin Brown as a Director of the Company and Victor Lebouthillier as an advisor to the Board of Directors.~~

~~On October 23, 2015, the Board of Directors accepted the resignation of Donald Findlay as Director of the Company.~~

On October 23, 2015, we granted 1,850,000 stock options to Directors, Executives and Consultants of the Company. The exercise price of the stock options is $0.05, vested immediately, expiring October 23, 2020.

On December 16, 2015, extended two classes of warrants by two years with all other terms and conditions remaining the same. We approved the expiry extension from January 31, 2016 till January 31, 2018 on 2,167,160 warrants that remain outstanding from the non-brokered private placement that closed on January 31, 2014. The Company approved the expiry extension from February 13, 2016 till February 13, 2018 on 7,227,340 warrants that remain outstanding from the non-brokered private placement that closed on February 13, 2014.

On February 4, 2016, the Company's Board has appointed Olivier Vincent as an Advisor the Board of Directors and a consultant for a term of one year and granted 100,000 stock options to Olivier Vincent. The exercise price of the stock options is $0.05, vested immediately, expiring February 4, 2021. We issued 100,000 common shares at a price of $0.05 per share on exercise of these options.

~~On March 9, 2016, we~~ ~~closed a binding Letter of Intent to acquire 100% of an established profitable private nutritional vitamin/supplement company.~~ The private nutritional vitamin/supplement company has been in business for over 5 years showing good positive cash flows. All products are manufactured by a GMP, NSF, FDA approved manufacturer in the United States. Enertopia has agreed subject to further due diligence, review of financials and financing to a total amount of $350,000 for the acquisition, with $300,000 due on the signing of the Definitive Purchase Agreement. The Definitive Purchase Agreement is expected to be completed before the end of April. The Company did not further pursue this.

On April 21, 2016, Enertopia has signed a binding letter of intent with a to enter into negotiations to effect the optional acquisition of certain placer mining claims (the "Claims") in Nevada covering approximately 2,560 acres from S P W Inc. S P W Inc. holds the Claims directly ("Underlying Owner"). Upon the closing date of the transaction (the "Effective Date") S P W Inc. will have the right to transfer, option, sell or assign the Claims to Enertopia. The Placer mining claims and any underlying agreements will be acquired by Enertopia through a mineral property option agreement, an assignment agreement or an asset acquisition (the "Transaction").

On May 12, 2016 Enertopia has signed the Definitive Agreement with the Vendor respecting the option to purchase a 100% interest in approximately 2,560 acres of placer mining claims in Churchill, Lander and Nye Counties Nevada, USA. These placer mining claims are subject to a 1.5% NSR from commercial production with the Company able to buy back the NSR at the rate of $500,000 per 0.5% NSR.

On May 20, 2016, Enertopia closed the first tranche of a private placement of 6,413,333 units at a price of CAD$0.015 per unit for gross proceeds of US$74,074 (CAD$96,200). Each Unit consists of one common share of the Company and full non-transferable Share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will be exercisable into one further Share (a "Warrant Share") at a price of US$0.05 per Warrant Share at any time until the close of business on the day which is 18 ~~months~~ ~~from the date of issue of the Warrant, and thereafter at a price of US$0.10 per Warrant Share at any time until the close of business on the day which is 36~~ ~~months~~ ~~from the date of issue of the Warrant.~~

On June 8, 2016, Enertopia closed its final tranche of a private placement of 3,016,667 units a price of CAD$0.015 per unit for gross proceeds of US$34,390 (CAD$45,250). Each Unit consists of one common share of the Company and full non-transferable Share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will be exercisable into one further Share (a "Warrant Share") at a price of US$0.05 per Warrant Share at any time until the close of business on the day which is 18 ~~months~~ ~~from the date of issue of the Warrant, and thereafter at a price of US$0.10 per Warrant Share at any time until the close of business on the day which is 36~~ ~~months~~ from the date of issue of the Warrant. A cash finders' fee of CAD$3,300 and 286,666 full broker warrants that expire June 8, 2019 was paid to Canaccord Genuity, Leede Jones Gable, PI Financial and Mackie Research.

~~On August 9, 2016, we closed the first tranche of a private placement of 4,500,000 units at a price of CAD$0.035 per unit for gross proceeds of CAD$157,500. Each unit consists~~of one common share of our Company and one non-transferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of our Company for a period of 24 months from the date of issuance, at a purchase price of US$0.07.

On August 10, 2016, we retained a private consulting firm to assist with mergers, acquisitions and market awareness for a 12 month contract. The consulting firm operates a resource holding company that has been active in acquiring out of favor mining assets over the past several years. It also provides breaking news, commentary and analysis on listed companies. We engaged and paid the consulting firm USD$75,000.

On August 15, 2016 binding Letter of Intent was signed by us and Genesis Water Technologies, Inc. ("GWT") with regard to the acquisition by Enertopia (the "Acquisition") of the exclusive worldwide licensing rights (the "Licensing Rights") of all of the technology used in the process of recovering and extraction of battery grade lithium carbonate powder Li2CO3 grading 99.5% or higher purity from brine solutions (the "Technology") and covered under patent pending process #XXXXXX (the "Pending Patent"). On August 15, 2016, we issued 250,000 common shares at an exercise price of $0.05 per share as per the binding LOI signed with Genesis Water Technologies Inc.

On August 31, 2016, with the Company's strategic direction mostly being focused on natural resources and technology relating to the resource sector, the health and wellness portion of the business is discontinued.

On September 19, 2016, we entered into a one year Investor Relations Consulting agreement with Duncan McKay. Based on the terms of the agreement, Mr. McKay can earn up to a maximum of 10% commissions on capital raised. We issued 800,000 stock options with an exercise price of $0.07.

On September 23, 2016, we closed the final tranche of a private placement of 3,858,571 units at a price of CAD$0.035 per unit for gross proceeds of CAD$135,050. Each unit consists of one common share of our Company and one non-transferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of our Company for a period of 24 months from the date of issuance, at a purchase price of US$0.07. A cash finders' fee of CAD$3,300 and 286,666 full broker warrants that expire June 8, 2019 was paid to Canaccord Genuity and Leede Jones Gable.

On October 7, 2016, we issued 175,000 common shares of our Company and paid $5,000 to comply with the Definitive Agreement signed May 12, 2016.

On December 6, 2016, we signed a Definitive Commercial Agreement with Genesis Water Technologies with regard to the acquisition of exclusive licensing rights of the technology as outlined in the agreement.

On January 20, 2017, the Company closed the first tranche of a private placement of 1,000,000 units at a price of CAD$0.04 per unit for gross proceeds of CAD $40,000. Each unit consists of one common share of the Company and one-nontransferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of the Company for a period of 24 months from the date of issuance, at a purchase price of $0.06. A cash finders' fee of CAD$800 and 20,000 full broker warrants that expire January 20, 2019 was paid to Leede Jones Gable Inc.

On January 20, 2017, the Company granted 1,535,000 stock options to directors, officers and consultant of the Company with an exercise price of $0.07 which vested immediately, expiring January 20, 2022.

On January 31, 2017, the Company granted 1,500,000 stock options to consultant of the Company with an exercise price of $0.07 vested immediately, expiring January 31, 2022.

On February 28, 2017, the Company closed the first tranche of a private placement of 4,250,000 units at a price of CAD$0.04 per unit for gross proceeds of CAD $170,000. Each unit consists of one common share of the Company and one-nontransferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of the Company for a period of 24 months from the date of issuance, at a purchase price of $0.06. A cash finders' fee of CAD$11,100 and 227,500 full broker warrants that expire February 28, 2019 was paid to Leede Jones Gable Inc., Canaccord Genuity and Duncan McKay.

On February 28, 2017, the Company signed a Letter of Engagement with Adam Mogil and issued 1,000,000 warrant options to convert to 1,000,000 common shares to Adam Mogil to provide corporate services. The warrants have an exercise price of $0.09 and expire August 28, 2017. These warrant options expired without being exercised.

On April 21, 2017, the Company issued 95,500 shares for gross proceeds of $5,685 from the exercise of warrants of previous financings at $0.05 and $0.07.

On April 30, 2017 the Company issued 166,500 shares for gross proceeds of $11,655 from the exercise of warrants from a previous financing at $0.07.

On April 30, 2017, the Company closed the first and final tranche of a private placement of 3,224,000 units at a price of CAD$0.09 per unit for gross proceeds of CAD $290,160. Each unit consists of one common share of the Company and one-nontransferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of the Company for a period of 24 months from the date of issuance, at a purchase price of $0.12. A cash finders' fee of CAD$20,736 and 230,400 full broker warrants that expire April 28, 2019 was paid to Leede Jones Gable and Canaccord Genuity.

On May 5, 2017, the Company granted 500,000 stock options to consultant of the Company with an exercise price of $0.10 vested immediately, expiring May 5, 2022.

On May 5, 2017, the Company terminated the Definitive Agreement dated May 12, 2016 with the Vendor on the Nevada Lithium brine properties.

On July 31, 2017, the Company announced the resignation of CFO and Director Bal Bhullar, the appointment of Kristian Ross as director and president Robert McAllister assuming the interim duties of CFO.

On August 14, 2017 the Company announced the appointment of Davidson and Company, LLP, Chartered Professional Accountants as its new independent registered auditing firm which replaced MNP LLP independent registered auditing firm.

On August 30, 2017 the Company announced the Staking of lode and placer claims covering approximately 160 acres for Lithium in Clayton Valley, NV.

On October 27, 2017 we entered into a one year Investor Relations Consulting agreement with FronTier Merchant Capital Group. Terms of the agreement, FronTier Capital Group has been retained for a 12-month period at $87,000 (plus applicable sales tax) per annum plus direct expenses. The company will also grant 300,000 stock options to FronTier at an exercise price of 0.05 per share expiring 5 years from the date of grant.

On November 1, 2017, we closed the first tranche of a private placement of 2,600,000 units at a price of CAD$0.05 per unit for gross proceeds of CAD$130,000. Each unit consists of one common share of our Company and one non-transferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of our Company for a period of 24 months from the date of issuance, at a purchase price of $0.06.

On November 1, 2017, we granted 500,000 stock options to a director of the company at an exercise price of 0.05 per share expiring 5 years from the date of grant.

On December 8, 2017, we closed the second tranche of a private placement of 3,954,000 units at a price of CAD$0.05 per unit for gross proceeds of CAD $197,700. Each unit consists of one common share of our Company and one non-transferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of our Company for a period of 24 months from the date of issuance, at a purchase price of $0.06. A cash finder's fee for CAD $12,770 and 230,400 full broker warrants was paid to third parties. Each full broker warrant entitling the holder to purchase one additional common share of our Company for a period of 24 months from the date of issuance, at a purchase price of $0.06.

On December 8, 2017 we issued 240,000 common shares of our Company on the exercise of 240,000 stock options that were exercised by a director of the Company at $0.05 for $12,000 for net proceeds to the company.

On December 15, 2017 we paid Genesis Water Technologies (GWT) $96,465 for the second and final payment for the Second phase of the second bench test and $8,998 for the bill of materials for the bench test.

On January 12, 2018, we closed the final tranche of a private placement of 1,611,000 units at a price of CAD$0.05 per unit for gross proceeds of CAD$80,550. Each unit consists of one common share of the Company and one non-transferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of the Company for a period of 24 months from the date of issuance, at a purchase price of $0.06. A cash finder's fee of CAD$3,880 and 77,600 broker warrants was paid to a third party. The broker warrants have the same terms as the warrants issued as part of the unit offering.

On February 2, 2018 we issued 50,000 common shares of our Company on the exercise of 50,000 warrants that were exercised at $0.07 for $3,500 for net proceeds to the company.

On May 11, 2018, we issued 200,000 shares for gross proceeds of $12,000 from the exercise of stock options at $0.06.

On May 11, 2018, we closed the first tranche of a private placement of 1,746,900 units at a price of CAD$0.06 per unit for gross proceeds of CAD$104,814. Each unit consists of one common share of the Company and one non-transferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of the Company for a period of 24 months from the date of issuance, at a purchase price of $0.075. A cash finders' fee of CAD$9,281 and 144,690 full broker warrants that expire May 11, 2020 was paid to third parties. The broker warrants have the same terms as the warrants issued as part of the unit offering.

On May 22, 2018, we entered into an Investor Relations Consulting agreement with FronTier Flex Marketing. Terms of the agreement, FronTier Flex Marketing has been retained for a 9-month period at $66,000 (plus applicable sales taxes) plus direct expenses. The Company will also grant 300,000 stock options at an exercise price of $0.07 per share expiring 5 years from the date of grant.

On May 25, 2018, we closed the final tranche of a private placement of 2,470,000 units at a price of CAD$0.06 per unit for gross proceeds of CAD$148,200. Each unit consists of one common share of the Company and one non-transferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of the Company for a period of 24 months from the date of issuance, at a purchase price of $0.075. A cash finders' fee of CAD$5,820 and 70,000 full broker warrants that expire May 25, 2020 was paid to third parties. The broker warrants have the same terms as the warrants issued as part of the unit offering.

On July 4, 2018, the Company, after receiving 3rd party lab results that reported impurities above allowable limits for battery-grade Li2CO3, provided formal notice of termination to GWT of the commercialization agreement dated December 6, 2016 and as amended on October 9, 2017.

On August 31, 2018, we closed the first tranche of a private placement of 4,400,000 units at a price of CAD$0.03 per unit for gross proceeds of CAD$132,000. Each unit consists of one common share of the Company and one non-transferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of the Company for a period of 36 months from the date of issuance, at a purchase price of $0.05. A cash finders' fee of CAD$12,000 and 400,000 full broker warrants that expire August 31, 2021 was paid to third parties. The broker warrants have the same terms as the warrants issued as part of the unit offering.

On August 31, 2018, we issued 170,000 shares for gross proceeds of $9,000 from the exercise of 50,000 stock options at $0.06 and 120,000 stock options at $0.05 respectively.

On September 21, 2018, the Company closed a private placement of 2,225,000 units at a price of CAD$0.03 per unit for gross proceeds of CAD$66,750 (equivalent to $51,678). Each unit consists of one common share of the Company and one non-transferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of the Company for a period of 36 months from the date of issuance, at a purchase price of $0.05. A cash finders' fee of CAD$6,075 ($4,703) and 202,500 full broker warrants that expire September 21, 2021 was paid to third parties. The broker warrants have the same terms as the warrants issued as part of the unit offering.

On November 5, 2018, the Company received an Area of Disturbance permit from the Bureau of Land Management, Nevada, allowing the Company access for a series of diamond drill holes. The diamond drill program was completed in December 2018 and consisted of 5 diamond drill holes totaling approximately 2,000 feet. Four drill holes were for resource definition drilling to allow the Company to provide an inaugural 43-101 project wide lithium resource. A fifth diamond drill hole drilled to an estimated depth of approximately 265 feet with the recovered lithium enriched material being used for metallurgical and pH solution testing.

On March 27, 2019, the Company closed a tranche of a private placement of 5,506,769 units at a price of CAD$0.03 per unit for gross proceeds of CAD$143,176 ($106,809). Each unit consists of one common share of the Company and one non-transferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of the Company for a period of 48 months from the date of issuance, at a purchase price of $0.04. A cash finders' fee of CAD$13,068 ($9,748) and 502,600 full broker warrants that expire March 27, 2023 was paid to third parties. The broker warrants have the same terms as the warrants issued as part of the unit offering.

On July 19, 2019, the President of the Company provided a short term loan to the Company for the amount of CAD$20,000 ($15,301). The loan provides for a 10% annual interest rate and was repayable on October 19, 2019. On February 15, 2020, the loan plus interest was paid back in full.

On December 31st, 2019, the Company accepted the resignation of directors Kristian Ross and Kevin Brown.

On February 12th, 2020, the Company signed a 1% Royalty agreement with respect to any future commercial lithium production from the Company's Clayton Valley, Nevada claims in exchange for $200,000. The Company has a right of first refusal to repurchase the royalty upon any proposed sale by the royalty holder to a third party.

On February 25th, 2020, the Company signed Mark Snyder to a one year Technology Advisory Board. Monthly contract rate of $1,000 per month and the issuance of 2,000,000 stock options valid for two years at a strike price of $0.02 per share.

On November 12, 2020 the Company signed Flathead Business Solutions to a 12 month contract for $12,000 and the issuance of 500,000 stock options valid for 5 years at $0.05 cents each.

On December 14, 2020 the Company signed Definitive Agreement to acquire 100% interest in United States Patent and Trademark Office ("USPTO") patent #6,024,086 - Solar energy collector having oval absorption tubes by issuing 1,000,000 common shares of the Company. The Company issued 1,000,000 additional common shares in escrow to be released upon the successful approval of patent pending work derived from patent #6,024,086.

On December 14, 2020 the Company signed Rodney Blake to a 12 month contract for the issuance of 100,000 stock options valid for 5 years at $0.05 cents each.

On December 14, 2020 the Company signed Albert Clark Rich to a 12 month contract for the issuance of 500,000 stock options valid for 5 years at $0.05 cents each.

On January 9, 2021 the Company issued 70,000 common shares as a result of the exercise of 70,000 options exercised at $0.065 per common share.

On January 14, 2021, Enertopia closed a private placement of 3,000,000 units a price of $0.06 per unit for net proceeds of $180,000. Each Unit consists of one common share of the Company and one-half non-transferable Share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will be exercisable into one further Share (a "Warrant Share") at a price of $0.09 per Warrant Share at any time until the close of business on the day which is 12 months from the date of issue of the Warrant.

On January 28, 2021 the Company signed Mark Snyder to a 12 month contract for $30,000 and the issuance of 2,000,000 stock options valid for 5 years at $0.14 cents each.

On January 29, 2021 the Company issued 1,500,000 common shares as a result of the exercise of 1,773,224 cashless options exercised at $0.02 per common share.

On February 4, 2021 the Company signed Barry Brooks to a 12 month contract for the issuance of 100,000 stock options valid for 5 years each at $0.18 cents each.

On February 5, 2021 the Company signed Paul Sandler to a 12 month contract for the issuance of 100,000 stock options valid for 5 years each at $0.18 cents each.

On February 5, 2021 the Company signed Bruce Shellinger to a 12 month contract for the issuance of 100,000 stock options valid for 5 years each at $0.18 cents each.

On February 5, 2021 the Company signed Richard Smith to a 12 month contract for the issuance of 100,000 stock options valid for 5 years each at $0.18 cents each.

On March 2, 2021 the Company issued 250,000 common shares as a result of the exercise of 250,000 options exercised at $0.07 per common share.

On March 3, 2021 the Company issued 300,000 common shares as a result of the exercise of 300,000 options exercised at $0.07 per common share.

On April 27, 2021 the Company signed Michael Cornelius to a 12 month contract for the issuance of 100,000 stock options valid for 5 years at $0.12 cents each.

On May 25, 2021 the Company announced the filing of provisional patent #1, known as the Enertopia Solar Booster TM

On May 26, 2021the Company announced the filing of provisional patent #2, known as Enertopia Heat ExtractorTM.

On May 28, 2021, the Company issued 50,000 stock options to one of the consultants of the Company with an exercise price of $0.12 vested immediately, expiring May 28, 2026.

On June 1, 2021, the Company issued 2,000,000 common shares as a result of the exercise of 2,000,000 warrants exercised at $0.05 per common share.

On June 8, 2021, the Company issued 400,000 common shares to the Company CEO as a result of the exercise of 400,000 warrants exercised at $0.05 per common share.

On June 8, 2021 the Company issued 100,000 common shares as a result of the exercise of 100,000 options exercised at $0.07 per common share.

On June 29, 2021 the Company issued 100,000 common shares as a result of the exercise of 100,000 warrants exercised at $0.05 per common share.

On July 29, 2021 the Company issued 40,000 common shares as a result of the exercise of 40,000 warrants exercised at $0.04 per common share.

On July 29, 2021 the Company announced it had engaged Fundamental Research Corp. Fundamental Research Corp. is an issuer-paid independent research house.

On August 17, 2021 the Company announced the filing of provisional patent #3, known as Enertopia RainmakerTM.

On Aug 23, 2021 the Company issued 40,000 common shares as a result of the exercise of 40,000 warrants exercised at $0.04 per common share.

On Aug 31, 2021 the Company issued 40,000 common shares as a result of the exercise of 40,000 warrants exercised at $0.04 per common share.

On Sep 01, 2021 the Company granted 500,000 options to a consultant of the Company for 5yrs at $0.08 per common share.

On Sep 02, 2021 the Company issued 100,000 common shares as a result of the exercise of 100,000 warrants exercised at $0.04 per common share and the Company issued 120,000 common shares as a result of the exercise of 120,000 warrants exercised at $0.05 per common share.

On Sep 08, 2021 the Company issued 520,000 common shares as a result of the exercise of 520,000 warrants exercised at $0.04 per common share and the Company issued 155,000 common shares as a result of the exercise of 155,000 warrants exercised at $0.05 per common share.

On Sep 13, 2021 the Company issued 96,000 common shares as a result of the exercise of 96,000 warrants exercised at $0.04 per common share and issued 100,000 common shares as a result of the exercise of 100,000 warrants exercised at $0.05 per common share.

On Sep 17, 2021 the Company issued 1,550,000 common shares as a result of the exercise of 1,550,000 warrants exercised at $0.05 per common share.

On Sep 21, 2021 the Company issued 50,000 common shares as a result of the exercise of 50,000 warrants exercised at $0.05 per common share.

On Oct 29, 2021 the Company issued 100,000 common shares as a result of the exercise of 100,000 warrants exercised at $0.04 per common share.

We are a development stage company pursuing business opportunities in diverse sectors natural resource and technology used in the resource sector currently specific to the extraction, recovery and concentration of Lithium.

On August 30, 2017, the Company announced the staking of Lode and Placer claims of BLM lands in Esmeralda county Nevada covering approximately 160 Acres subject to adjustment. The Company has an 100% interest in the lands and is only responsible for the yearly maintenance fees to the BLM (estimated to be $2,635) and County (estimated to be $212) due November 1, 2018 to keep its 100% interest. During the year ending August 31, 2019, the Company paid $2,805 in maintenance fees. The claims are in good standing until August 31, 2020.

Access to the property can be achieved by paved Hwy 265 to Silver Springs, NV or paved Hwy from north of Goldfields, NV. Access is then by graded gravel road. The last 1.8 miles to the property is by trail road using 4x4 vehicle. The property is covered with extensive outcroppings of the Esmeralda Formation. Power transmission line is within ½ mile of the northern property boundary. Water would have to be trucked in or by pipe line if a processing facility was built onsite. Of particular interest is a section of green, volcanoclastic, evaporate-rich mudstone strata known as the Frontera Verde zone that host lithium of potential economic significance. The Frontera Verde Zone is exposed over approximately 100 acres of the northern two thirds of the property, and underlies the rest of the property at shallow depths. Third party drilling adjacent to the west and eastern boundaries of the property supports this analysis. The property is without known reserves and the current work programs are exploratory in nature.

Current exploration is at the grass roots stage with surface sampling and two small 250 pound bulk samples being taken in 2017. The Company completed additional laboratory testing of synthetic brines. The Company continues to evaluate off the shelf technology to determine the preferred methods for potentially producing commercial products from the processing of synthetic brines.

On November 5, 2018, the Company received an Area of Disturbance permit from the Bureau of Land Management, Nevada, allowing the Company access for a series of diamond drill holes. The diamond drill program will consist of 5 diamond drill holes totaling approximately 2,000 feet. Four drill holes will allow the Company to provide an inaugural 43-101 project wide lithium resource. A fifth diamond drill hole drilled to an estimated depth of 400 feet with the recovered lithium enriched material being used for metallurgical and pH solution testing.

On February 14, 2019 the Company announced the drill result from the diamond drill program. The Company will undertake systematic and through solution testing of the drilled lithium enriched horizons. This will enable the Company to map the subsurface horizons as per oxide and reduced horizons and further differentiate the grade of Lithium in solution that can be potentially recovered in a low CAPEX and low-cost extraction methods.

On April 2, 2020 the Company announced it's maiden 43-101 Lithium resource report which can be found at the Company's website www.enertopia.com

On February 24, 2022 the Company announced the proposed sale of the Lode and Placer claims of BLM lands in Esmeralda county Nevada covering approximately 160 Acres subject to adjustment to Cypress Development Corp.

The Agreed upon selling price is $1,100,000 cash with $50,000 of this total being received on Signing the definitive agreement and the issuance of 3,000,000 shares of Cypress Development Corp. This proposed sale is subject to Company shareholders approving the transaction at a special meeting to be held April 29, 2022 with a shareholder date of record being March 25th 2022.

The continuation of our business is dependent upon obtaining further financing, a successful program of development, and, finally, achieving a profitable level of operations. The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.

There are no assurances that we will be able to obtain further funds required for our continued operations. As noted herein, we are pursuing various financing alternatives to meet our immediate and long-term financial requirements. There can be no assurance that additional financing will be available to us when needed or, if available, that it can be obtained on commercially reasonable terms. If we are not able to obtain the additional financing on a timely basis, we will be unable to conduct our operations as planned, and we will not be able to meet our other obligations as they become due. In such event, we will be forced to scale down or perhaps even cease our operations. There is significant uncertainty as to whether we can obtain additional financing.

There is strong competition relating to all aspects of the resource sector. We actively compete for capital, skilled personnel, market share, and in all other aspects of our operations with a substantial number of other organizations. These organizations include small development stage companies like our own, and large, established companies, many of which have greater technical and financial resources than our company.

The exploration and development of mineral properties is subject to various United States federal, state and local and foreign governmental regulations. We may from time to time, be required to obtain licenses and permits from various governmental authorities in regards to the exploration of our property interests.

The address of our principal executive office is #18 1873 Spall Road, Kelowna, British Columbia V1Y 4R2. Our telephone number is (250) 870-2219. Our current location provides adequate office space for our purposes at this stage of our development.

We primarily used the services of sub-contractors and consultants for our intended business operations. Our technical consultant is Mr. McAllister, our president and a director.

We entered into a consulting agreement with Mr. Robert McAllister on December 1, 2007. During the term of this agreement, Mr. McAllister is to provide corporate administration and consulting services, such duties and responsibilities to include provision of oil and gas industry consulting services, strategic corporate and financial planning, management of the overall business operations of the Company, and supervising office staff and exploration and oil & gas consultants. Mr. McAllister is reimbursed at the rate of $2,000 per month. On December 1, 2008, the consulting fee was increased to $5,000 per month. We may terminate this agreement without prior notice based on a number of conditions. Mr. McAllister may terminate the agreement at any time by giving 30 days written notice of his intention to do so. Effective March 1, 2014, the Company entered into a new Management Consulting Agreement replacing the original agreement with a consulting fee of $6,500 plus GST per month. Effective July 1, 2017, the Company entered into a new Management Consulting Agreement replacing the March 1, 2014 agreement with a consulting fee of $3,500 plus GST per month. On July 31, 2017 Mr. McAllister agreed to be intern CFO until such time as a replacement could be sourced. Mr. McAllister voluntarily suspended and terminated accrual of these consulting fees commencing on December 1, 2019 and continuing until such time as the Company's financial condition permits a resumption of such cost.

We do not expect any material changes in the number of employees over the next 12 month period. We do and will continue to outsource contract employment as needed.

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

Our financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles used in the United States of America. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management's application of accounting policies. We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our financial statements is critical to an understanding of our financials.

Acquisition costs of mineral rights are initially capitalized as incurred while exploration and pre-extraction

expenditures are expensed as incurred until such time proven or probable reserves are established for that project. Acquisition costs include cash consideration and the fair market value of shares issued on the acquisition of mineral properties.

Expenditures relating to exploration activities are expensed as incurred and expenditures relating to pre-extraction activities are expensed as incurred until such time proven or probable reserves are established for that project, after which subsequent expenditures relating to 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 using the units-of-production method upon commencement of production. Where proven and probable reserves have not been established, the project's capitalized expenditures are depleted over the estimated extraction life using the straight-line method upon commencement of extraction. The Company has not established proven or probable reserves for any of its projects.

The carrying values of the mineral rights are assessed for impairment by management on a quarterly basis and as required whenever indicators of impairment exist. An impairment loss is recognized if it is determined that the carrying value is not recoverable and exceeds fair value.

In accordance with ASC 360, "Accounting for Impairment or Disposal of Long Lived Assets", the carrying value of long lived assets are tested for recoverability whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. The Company recognizes impairment when the sum of the expected undiscounted future cash flows is less than the carrying amount of the asset. Impairment losses, if any, are measured as the excess of the carrying amount of the asset over its estimated fair value.

We have suffered recurring losses from operations. The continuation of our Company as a going concern is dependent upon our Company attaining and maintaining profitable operations and/or raising additional capital. The financial statements do not include any adjustment relating to the recovery and classification of recorded asset amounts or the amount and classification of liabilities that might be necessary should our Company discontinue operations.

The continuation of our business is dependent upon us raising additional financial support and/or attaining and maintaining profitable levels of internally generated revenue. The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.

Results of Operations - Three Months Ended February 28, ~~2021~~2022 and February ~~29, 2020~~28, 2021

The following summary of our results of operations should be read in conjunction with our financial statements for the quarter ended February 28, ~~2021,~~2022, which are included herein.

Our operating results for the three months ended February 28, ~~2021,~~2022, for the three months ended February ~~29, 2020~~28, 2021 and the changes between those periods for the respective items are summarized as follows:

Our financial statements report revenue of $Nil for the three months ended February 28, ~~2021~~2022 and February ~~29, 2020.~~28, 2021. Our financial statements report a net loss of $738,508 for the three-month period ended February 28, 2022, compared to a net loss of $295,225 for the three-month period ended February 28, ~~2021, compared to a net income of $145,785 for the three-month period ended February 29, 2020.~~2021. Our net loss has increased by ~~$441,010~~$443,283 for the three-month period ended February 28, ~~2021. The net income for the period ended February 29, 2020 is the result of a royalty sale for proceeds of $200,000.~~2022. Our operating costs were higher by ~~$272,143~~$454,008 for February 28, ~~2021~~2022 compared to February ~~29, 2020.~~28, 2021. The ~~increase was largely~~increased costs were primarily due to ~~stock based compensation during the three months ended February 28, 2021,~~increase in research and development costs, higher by ~~$255,928~~$644,563 when compared to February ~~29, 2020.~~28, 2021.

Results of Operations - Six Months Ended February 28, ~~2021~~2022 and February ~~29, 2020~~28, 2021

The following summary of our results of operations should be read in conjunction with our financial statements for the quarter ended February 28, ~~2021,~~2022, which are included herein.

Our operating results for the six months ended February 28, ~~2021,~~2022, for the six months ended February ~~29, 2020~~28, 2021 and the changes between those periods for the respective items are summarized as follows:

Our accumulated losses are ~~$14,352,649~~$15,524,122 at February 28, ~~2021.~~2022. Our financial statements report revenue of $Nil for the six months ended February 28, ~~2021~~2022 and February ~~29, 2020.~~28, 2021. Our financial statements report a net loss of $854,727 for the six month period ended February 28, 2022, compared to a net loss of $72,622 for the six month period ended February 28, ~~2021, compared to a net income of $96,178 for the six month period ended February 29, 2020.~~2021. Our net loss ~~has increased~~was higher by ~~$168,800~~$782,105 for the six month period ended February 28, ~~2021.~~2022. Our operating costs were higher by ~~$265,887~~$527,712 for February 28, ~~2021~~2022 when compared to February ~~29, 2020.~~28, 2021. The ~~increase was largely due to stock based compensation during the six months ended~~higher net loss in February 28, ~~2021,~~2022 is primarily attributable to increase in research and development costs, higher by ~~$271,378~~$647,804 when compared to February ~~29, 2020 offset by decreases in exploration, professional fees, and other administrative expenses.~~28, 2021.

As at February 28, ~~2021,~~2022, we had ~~$434,469~~$360,125 in current liabilities, which is ~~comparable to~~lower than the current liabilities of $420,936 as at August 31, ~~2020.~~2021. Our net cash used in operating activities for the six months ended February 28, ~~2021~~2022 was ~~$167,835~~$404,041 compared to ~~$61,713~~$167,835 used in the six months ended February ~~29, 2020.~~28, 2021.

Net cash used in operating activities was ~~$167,835~~$404,041 in the six months ended February 28, ~~2021~~2022 compared with net cash used in operating activities of ~~$61,713~~$167,835 in the same period in ~~2020.~~ 2021.

Net cash provided by financing activities was ~~$281,905~~$131,390 in the six months ended February 28, ~~2021~~2022 compared to ~~$200,000~~$256,648 in the same period in ~~2020.~~ 2021.

Net cash ~~provided in~~from investing activities was ~~$256,648~~$49,564 in the six months ended February 28, ~~2021~~2022 compared to ~~$15,968~~$281,905 used by investing activities in the same period in ~~2020.~~ 2021.

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to our management, including our president (also our principal executive officer) and our secretary, treasurer and chief financial officer (also our principal financial and accounting officer) to allow for timely decisions regarding required disclosure.

As of February ~~29, 2020,~~28, 2021, the end of the second quarter covered by the comparative information of this report, we carried out an evaluation, under the supervision and with the participation of our president (also our principal executive officer) and our secretary, treasurer and chief financial officer (also our principal financial and accounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our president (also our principal executive officer) and our secretary, treasurer and chief financial officer (also our principal financial and accounting officer) concluded that our disclosure controls and procedures were effective in providing reasonable assurance in the reliability of our financial reports as of the end of the period covered by this quarterly report.

Internal control over financial reporting has inherent limitations which include but is not limited to the use of independent professionals for advice and guidance, interpretation of existing and/or changing rules and principles, segregation of management duties, scale of organization, and personnel factors. Internal control over financial reporting is a process which involves human diligence and compliance and is subject to lapses in judgment and breakdowns resulting from human failures. Internal control over financial reporting also can be circumvented by collusion or improper management override. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements on a timely basis, however these inherent limitations are known features of the financial reporting process and it is possible to design into the process safeguards to reduce, though not eliminate, this risk. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

There have been no changes in our internal controls over financial reporting that occurred during the quarter ended February 28, ~~2021,~~2022, that have materially or are reasonably likely to materially affect, our internal controls over financial reporting.

We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, executive officers or affiliates, or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to our interest.

Much of the information included in this prospectus includes or is based upon estimates, projections or other "forward-looking statements". Such forward-looking statements include any projections or estimates made by us and our management in connection with our business operations. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions, or other future performance suggested herein. We undertake no obligation to update forward-looking statements to reflect events or circumstances occurring after the date of such statements.

Such estimates, projections or other "forward-looking statements" involve various risks and uncertainties as outlined below. We caution readers of this prospectus that important factors in some cases have affected and, in the future, could materially affect actual results and cause actual results to differ materially from the results expressed in any such estimates, projections or other "forward-looking statements". In evaluating us, our business and any investment in our business, readers should carefully consider the following factors.

Our common shares are considered speculative. Prospective investors should consider carefully the risk factors set out below.

Our company has no operating history and an evolving business model, which raises doubt about our ability to achieve profitability or obtain financing.

Our Company has no operating history. Moreover, our business model is still evolving, subject to change, and will rely on the cooperation and participation of our joint venture partners. Our Company's ability to continue as a going concern is dependent upon our ability to obtain adequate financing and to reach profitable levels of operations and we no proven history of performance, earnings or success. There can be no assurance that we will achieve profitability or obtain future financing.

Uncertain demand for mineral resources sector may cause our business plan to be unprofitable.

Demand for mineral resources is based on the world economy and new technologies. Current lithium demand exceeds available supply due to the rapid increase in lithium batteries in portable electronics and the growing electric vehicle markets. There can be no assurance that current supply and demand factors will remain the same or that projected supply and demand factors will actually come to pass from 3^rd party projections that are currently believed to be true and accurate. There can be no assurance that new disruptive technologies will replace lithium as a significant component in battery storage over time.

Conflicts of interest between our company and our directors and officers may result in a loss of business opportunity.

Our directors and officers are not obligated to commit their full time and attention to our business and, accordingly, they may encounter a conflict of interest in allocating their time between our future operations and those of other businesses. In the course of their other business activities, they may become aware of investment and business opportunities which may be appropriate for presentation to us as well as other entities to which they owe a fiduciary duty. As a result, they may have conflicts of interest in determining to which entity a particular business opportunity should be presented. They may also in the future become affiliated with entities, engaged in business activities similar to those we intend to conduct.

In general, officers and directors of a corporation are required to present business opportunities to a corporation if:

We plan to adopt a code of ethics that obligates our directors, officers and employees to disclose potential conflicts of interest and prohibits those persons from engaging in such transactions without our consent. Despite our intentions, conflicts of interest may nevertheless arise which may deprive our company of a business opportunity, which may impede the successful development of our business and negatively impact the value of an investment in our company.

The speculative nature of our business plan may result in the loss of your investment.

Our operations are in the start-up or stage only, and are unproven. We may not be successful in implementing our business plan to become profitable. There may be less demand for our services than we anticipate. There is no assurance that our business will succeed and you may lose your entire investment.

Changing consumer preferences may cause our planned products to be unsuccessful in the marketplace.

The decision of a potential client to undergo an environmental audit or review may be based on ethical or commercial reasons. In some instances, or with certain businesses, there may be no assurance that an environmental review will result in any cost savings or increased revenues. As such, unless the ethical consideration is also a material factor, there may be no incentive for such businesses to undertake an environmental review. Changes in consumer and commercial preferences, or trends, toward or away from environmental issues may impact on businesses" decisions to undergo environmental reviews.

General economic factors may negatively impact the market for our planned products.

The willingness of businesses to spend time and money on energy efficiency may be dependent upon general economic conditions; and any material downturn may reduce the likelihood of businesses incurring costs toward what some businesses may consider a discretionary expense item.

A wide range of economic and logistical factors may negatively impact our operating results.

Our operating results will be affected by a wide variety of factors that could materially affect revenues and profitability, including the timing and cancellation of customer orders and projects, competitive pressures on pricing, availability of personnel, and market acceptance of our services. As a result, we may experience material fluctuations in future operating results on a quarterly and annual basis which could materially affect our business, financial condition and operating results.

We believe that we currently comply with existing environmental laws and regulations affecting our proposed operations. While there are no currently known proposed changes in these laws or regulations, significant changes have affected the industry in the past and additional changes may occur in the future. The company is subject to the Bureau of Land Management ("BLM"), State and potentially other government agencies with respect to its lithium brine business.

Our operations may be subject to environmental laws, regulations and rules promulgated from time to time by government. In addition, certain types of operations require the submission and approval of environmental impact assessments. Environmental legislation is evolving in a manner that means stricter standards and enforcement. Fines and penalties for non-compliance are more stringent. Environmental assessments of proposed projects carry a heightened degree of responsibility for companies, directors, officers and employees. The cost of compliance with changes in governmental regulations has potential to reduce the profitability of operations. We intend to comply with all environmental regulations in the United States and Canada.

Loss of consumer confidence in our company or in our industry may harm our business.

Demand for our services may be adversely affected if consumers lose confidence in the quality of our services or the industry's practices. Adverse publicity may discourage businesses from buying our services and could have a material adverse effect on our financial condition and results of operations. Various factors may adversely impact our reputation, including product quality inconsistencies or contamination resulting in product recalls. Reputational risks may also arise from our third parties' labour standards, health, safety and environmental standards, raw material sourcing, and ethical standards. We may also be the victim of product tampering or counterfeiting or grey imports. Any litigation, disputes on tax matters and pay structures may subject us to negative attention in the press, which can damage reputation.

We currently have no long-term agreements with any customers. Many of our sales may be on a "onetime" basis. Accordingly, we will require new customers on a continuous basis to sustain our operations. Risk of material impact on Group growth and profit of consumer led slowdown in key developing markets, exacerbated by increasing currency volatility. A variety of factors may adversely affect our results of operations and financial condition during periods of economic uncertainty or instability, social or labour unrest or political upheaval in the markets in which we operate. Such periods may also lead to government actions, such as imposition of martial law, trade restrictions, foreign ownership restrictions, capital, price or currency controls, nationalization or expropriation of property or other resources, or changes in legal and regulatory requirements and taxation regimes.

If we fail to effectively and efficiently advertise, the growth of our business may be compromised.

The future growth and profitability of our business will be dependent in part on the effectiveness and efficiency of our advertising and promotional expenditures, including our ability to (i) create greater awareness of our products, (ii) determine the appropriate creative message and media mix for future advertising expenditures, and (iii) effectively manage advertising and promotional costs in order to maintain acceptable operating margins. There can be no assurance that we will experience benefits from advertising and promotional expenditures in the future. In addition, no assurance can be given that our planned advertising and promotional expenditures will result in increased revenues, will generate levels of service and name awareness or that we will be able to manage such advertising and promotional expenditures on a cost-effective basis.

Our success is dependent on our unproven ability to attract qualified personnel.

We depend on our ability to attract, retain and motivate our management team, consultants and advisors. There is strong competition for qualified technical and management personnel in the business sector, and it is expected that such competition will increase. Our planned growth will place increased demands on our existing resources and will likely require the addition of technical personnel and the development of additional expertise by existing personnel. There can be no assurance that our compensation packages will be sufficient to ensure the continued availability of qualified personnel who are necessary for the development of our business.

We have a limited operating history with losses and we expect the losses to continue, which raises concerns about our ability to continue as a going concern.

We have generated minimal revenues since our inception and will, in all likelihood, continue to incur operating expenses with minimal revenues until we are able to successfully develop our business. Our business plan will require us to incur further expenses. We may not be able to ever become profitable. These circumstances raise concerns about our ability to continue as a going concern. We have a limited operating history and must be considered in the start-up stage.

There is an explanatory paragraph to their audit opinion issued in connection with the financial statements for the year ended August 31, ~~2020~~2021 with respect to their doubt about our ability to continue as a going concern. As discussed in Note 2 to our financial statements for the ~~year~~period ended August 31, ~~2020,~~2021, we had a working capital deficit of $5,841 as at August 31, 2021 (deficit of $392,956 as at August 31, ~~2020 (deficit of $455,885 as at August 31, 2019)~~2020) and has incurred cumulative losses of ~~$14,280,027~~$14,669,396 that raises substantial doubt about its ability to continue as a going concern. Our management has been able, thus far, to finance the operations through equity financing and cash on hand. There is no assurance that our company will be able to continue to finance our company on this basis.

Without additional financing to develop our business plan, our business may fail.

Because we have generated only minimal revenue from our business and cannot anticipate when we will be able to generate meaningful revenue from our business, we will need to raise additional funds to conduct and grow our business. We do not currently have sufficient financial resources to completely fund the development of our business plan. We anticipate that we will need to raise further financing. We do not currently have any arrangements for financing and we can provide no assurance to investors that we will be able to find such financing if required. The most likely source of future funds presently available to us is through the sale of equity capital. Any sale of share capital will result in dilution to existing security-holders.

We may not be able to obtain all of the licenses necessary to operate our business, which would cause our business to fail.

Our operations require licenses and permits from various governmental authorities related to the establishment of our planned facilities, to the production, storage and distribution of our products, and to the disposal of waste. We believe that we will be able to obtain all necessary licenses and permits under applicable laws and regulations for our operations and believe we will be able to comply in all material respects with the terms of such licenses and permits. However, such licenses and permits are subject to change in various circumstances. There can be no guarantee that we will be able to obtain or maintain all necessary licenses and permits.

Changes in health and safety regulation may result in increased or insupportable financial burden on our company.

We believe that we currently comply with existing laws and regulations affecting our product and operations. While there are no currently known proposed changes in these laws or regulations, significant changes have affected the industry in the past and additional changes may occur in the future.

Our products and operations may be subject to unanticipated regulations and rules promulgated from time to time by government, namely those related to consumer health and safety which may render certain production methods, ingredients, products or practices obsolete. The cost of compliance with changes in governmental regulations has potential to reduce the viability or profitability of our products or operations.

If we are unable to recruit or retain qualified personnel, it could have a material adverse effect on our operating results and stock price.

Our success depends in large part on the continued services of our executive officers and third party relationships. We currently do not have key person insurance on these individuals. The loss of these people, especially without advance notice, could have a material adverse impact on our results of operations and our stock price. It is also very important that we be able to attract and retain highly skilled personnel, including technical personnel, to accommodate our exploration plans and to replace personnel who leave. Competition for qualified personnel can be intense, and there are a limited number of people with the requisite knowledge and experience. Under these conditions, we could be unable to recruit, train, and retain employees. If we cannot attract and retain qualified personnel, it could have a material adverse impact on our operating results and stock price.

If we fail to effectively manage our growth our future business results could be harmed and our managerial and operational resources may be strained.

As we proceed with our business plan, we expect to experience significant and rapid growth in the scope and complexity of our business. We will need to add staff to market our services, manage operations, handle sales and marketing efforts and perform finance and accounting functions. We will be required to hire a broad range of additional personnel in order to successfully advance our operations. This growth is likely to place a strain on our management and operational resources. The failure to develop and implement effective systems, or to hire and retain sufficient personnel for the performance of all of the functions necessary to effectively service and manage our potential business, or the failure to manage growth effectively, could have a materially adverse effect on our business and financial condition.

Because we do not intend to pay any dividends on our shares, investors seeking dividend income or liquidity should not purchase our shares.

We have not declared or paid any dividends on our shares since inception, and do not anticipate paying any such dividends for the foreseeable future. We presently do not anticipate that we will pay dividends on any of our common stock in the foreseeable future. If payment of dividends does occur at some point in the future, it would be contingent upon our revenues and earnings, if any, capital requirements, and general financial condition. The payment of any common stock dividends will be within the discretion of our Board of Directors. We presently intend to retain all earnings to implement our business plan; accordingly, we do not anticipate the declaration of any dividends for common stock in the foreseeable future.

Because we can issue additional shares, purchasers of our shares may incur immediate dilution and may experience further dilution.

We are authorized to issue up to 200,000,000 shares. The board of directors of our company has the authority to cause us to issue additional shares, and to determine the rights, preferences and privileges of such shares, without consent of any of our stockholders. Consequently, our stockholders may experience more dilution in their ownership of our company in the future.

~~Trading~~Trading on the OCTQB ~~and CSE~~ may be volatile and sporadic, which could depress the market price of our common stock and make it difficult for our stockholders to resell their ~~shares.~~shares.

Our common stock is quoted on the OTCQB electronic quotation service operated by OTC Markets Group Inc.. Trading in stock quoted on the OTCQB is often thin and characterized by wide fluctuations in trading prices, due to many factors that may have little to do with our operations or business prospects. This volatility could depress the market price of our common stock for reasons unrelated to operating performance. Moreover, the OTCQB is not a stock exchange, and trading of securities on the OTCQB is often more sporadic than the trading of securities listed on a quotation system like Nasdaq or a stock exchange like Amex. Accordingly, shareholders may have difficulty reselling any of the shares.

Our stock is a penny stock. Trading of our stock may be restricted by the Securities and Exchange Commission's penny stock regulations which may limit a stockholder's ability to buy and sell our stock.

Our stock is a penny stock. The Securities and Exchange Commission has adopted Rule 15g-9 which generally defines "penny stock" to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. Our securities are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and "accredited investors". The term "accredited investor" refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document in a form prepared by the Securities and Exchange Commission which provides information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customer's account. The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer's confirmation. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to these penny stock rules. Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities. We believe that the penny stock rules discourage investor interest in and limit the marketability of our common stock.

The Financial Industry Regulatory Authority, or FINRA, has adopted sales practice requirements which may also limit a stockholder's ability to buy and sell our stock.

In addition to the "penny stock" rules described above, FINRA has adopted rules that require that in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer. Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer's financial status, tax status, investment objectives and other information. Under interpretations of these rules, FINRA believes that there is a high probability that speculative low priced securities will not be suitable for at least some customers. FINRA requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our stock and have an adverse effect on the market for our shares.

We believe that our operations comply, in all material respects, with all applicable environmental regulations.

Our operating partners maintain insurance coverage customary to the industry; however, we are not fully insured against all possible environmental risks.

Any change to government regulation/administrative practices may have a negative impact on our ability to operate and our profitability.

The laws, regulations, policies or current administrative practices of any government body, organization or regulatory agency in the United States, Canada, or any other jurisdiction, may be changed, applied or interpreted in a manner which will fundamentally alter the ability of our company to carry on our business.

The actions, policies or regulations, or changes thereto, of any government body or regulatory agency, or other special interest groups, may have a detrimental effect on us. Any or all of these situations may have a negative impact on our ability to operate and/or our profitably.

Because we can issue additional shares, purchasers of our shares may incur immediate dilution and may experience further dilution.

Our by-laws contain provisions indemnifying our officers and directors against all costs, charges and expenses incurred by them.

Our by-laws contain provisions with respect to the indemnification of our officers and directors against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, actually and reasonably incurred by him, including an amount paid to settle an action or satisfy a judgment in a civil, criminal or administrative action or proceeding to which he is made a party by reason of his being or having been one of our directors or officers.

Investors' interests in our company will be diluted and investors may suffer dilution in their net book value per share if we issue additional shares or raise funds through the sale of equity securities.

Our constating documents authorize the issuance of 200,000,000 shares of common stock with a par value of $0.001. In the event that we are required to issue any additional shares or enter into private placements to raise financing through the sale of equity securities, investors" interests in our company will be diluted and investors may suffer dilution in their net book value per share depending on the price at which such securities are sold. If we issue any such additional shares, such issuances also will cause a reduction in the proportionate ownership and voting power of all other shareholders. Further, any such issuance may result in a change in our control.

Our by-laws do not contain anti-takeover provisions, which could result in a change of our management and directors if there is a take-over of our company.

We do not currently have a shareholder rights plan or any anti-takeover provisions in our By-laws. Without any anti-takeover provisions, there is no deterrent for a take-over of our company, which may result in a change in our management and directors.

As a result of a majority of our directors and officers are residents of other countries other than the United States, investors may find it difficult to enforce, within the United States, any judgments obtained against our company or our directors and officers.

Other than our operations office in Kelowna, British Columbia, we do not currently maintain a permanent place of business within the United States. In addition, a majority of our directors and officers are nationals and/or residents of countries other than the United States, and all or a substantial portion of such persons" assets are located outside the United States. As a result, it may be difficult for investors to enforce within the United States any judgments obtained against our company or our officers or directors, including judgments predicated upon the civil liability provisions of the securities laws of the United States or any state thereof.

We have sought to identify what we believe to be the most significant risks to our business, but we cannot predict whether, or to what extent, any of such risks may be realized nor can we guarantee that we have identified all possible risks that might arise such as a black swan event. An absolute worst case scenario with sufficient potential impact to risk the future of the company as an independent business operating in its chosen markets. Significant reputational impact as a result of a major issue resulting in multiple fatalities, possibly compounded by apparently negligent management behavior; extreme adverse press coverage and viral social media linking the Company name to consumer brands, leads to a catastrophic share price fall, very significant loss of consumer confidence and inability to retain and recruit quality people. Investors should carefully consider all of such risk factors before making an investment decision with respect to our common shares.

*Incorporated by reference to same exhibit filed with the Company's Registration Statement on Form SB-2 dated January 10, 2006.

****Certain parts of this document have not been disclosed and have been filed separately with the Secretary, Securities and Exchange Commission, and is subject to a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934.

Pursuant to the requirements of Section 13 or 15(d) 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.

Claim Name	Claim Type	BLM Serial #
STEVE 1	PLACER	NMC 1148769
STEVE 2	PLACER	NMC 1148770
STEVE 3	PLACER	NMC 1148771
STEVE 4	PLACER	NMC 1148772
STEVE 5	PLACER	NMC 1148773
STEVE 6	PLACER	NMC 1148774
STEVE 7	PLACER	NMC 1148775
STEVE 8	PLACER	NMC 1148776
DAN 1	LODE	NMC 1148760
DAN 2	LODE	NMC 1148761
DAN 3	LODE	NMC 1148762
DAN 4	LODE	NMC 1148763
DAN 5	LODE	NMC 1148764
DAN 6	LODE	NMC 1148765
DAN 7	LODE	NMC 1148766
DAN 8	LODE	NMC 1148767
DAN 9	LODE	NMC 1148768

•	~~the corporation could financially undertake the opportunity;~~
•	~~the opportunity is within the corporation's line of business; and~~
•	~~it would be unfair to the corporation and its stockholders not to bring the opportunity to the attention of the corporation.~~

Exhibit Number	Description

(i) Articles of Incorporation; and (ii) Bylaws
3.1*	Articles of Incorporation
3.2*	Bylaws

3.2*31.1	~~Bylaws~~

~~31.1~~	Rule 13(a) - 14 (a)/15(d) - 14(a) ~~Certification~~Certifications - Principal Executive Officer
31.2	Rule 13(a) - 14 (a)/15(d) - 14(a) ~~Certification~~Certifications - Principal Financial Officer and Principal Accounting Officer
32.1	Section 1350 ~~Certification~~Certifications - Principal Executive Officer
32.2	Section 1350 ~~Certification~~Certifications - Principal Financial Officer and Principal Accounting Officer
~~101.INS~~
101.INS	Inline XBRL Instance ~~Document~~Document–the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL 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
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

ENERTOPIA CORP.

By:	/s/ " Robert McAllister "
	Robert McAllister,
	President (Principal Executive Officer)
	04/~~09/2021~~ 11/2022

~~By:~~
By:	/s/ "Robert McAllister"
	Robert McAllister,
	Chief Financial Officer
	04/~~09/2021~~ 11/2022

			THREE MONTHS ENDED						SIX MONTHS ENDED
			February 28			February 29			February 28			February 29
			2021			2020			2021			2020
Expenses

	Accounting and audit	$	11,026		$	15,476		$	16,261		$	21,825
	Bank charges and interest expense		329			517			554			1,062
	Consulting (Note 7)		10,500			-			13,500			10,500
	Mineral exploration costs		3,540			1,047			4,913			13,625
	Fees and dues		7,122			10,029			13,938			15,739
	Insurance		-			-			-			3,605
	Investor relations		11,427			5,754			15,674			11,489
	Legal and professional		7,252			5,020			11,165			7,410
	Office and miscellaneous		289			9			1,297			136
	Research and development		1,349			-			3,333			494
	Rent		1,722			489			1,722			1,963
	Stock based compensation (Note 9)		273,236			17,308			288,686			17,308

Total expenses			327,792			55,649			371,043			105,156

Loss for the period before other items			(327,792	)		(55,649	)		(371,043	)		(105,156	)

Other income (expense)
	Foreign exchange gain (loss)		(1,040	)		1,434			(2,330	)		1,334
	Unrealized gain on marketable securities (Note 4)		11,997			-			28,247			-
	Gain on disposal of marketable securities (Note 4)		21,610			-			22,504			-
	Income from royalty grant (Note 5)		-			200,000			250,000			200,000

Net Income (loss) and comprehensive Income (loss) for the period		$	(295,225	)	$	145,785		$	(72,622	)	$	96,178

Basic earnings (loss) per share		$	(0.00	)	$	0.00		$	(0.00	)	$	0.00
Diluted earnings (loss) per share		$	(0.00	)	$	0.00		$	(0.00	)	$	0.00

Weighted average number of common shares outstanding - basic			132,405,922			128,471,700			130,427,943			128,153,019
Weighted average number of common shares outstanding - diluted			132,405,922			128,471,700			130,427,943			128,153,019

February 28, 2021
Issue Date	Expiry Date	Exercise Price	Number of Options	Remaining Life
September 19, 2016	September 19, 2021	0.07	700,000*	0.56 years
January 20, 2017	January 20, 2022	0.07	1,200,000*	0.89 years
January 31, 2017	January 31, 2022	0.07	1,250,000*	0.92 years
May 2, 2017	May 2, 2022	0.10	500,000*	1.17 years
October 27, 2017	October 27, 2022	0.05	800,000*	1.66 years
May 11, 2018	May 11, 2023	0.06	500,000*	2.20 years
May 22, 2018	May 22, 2023	0.07	550,000*	2.23 years
February 25, 2020	February 25, 2022	0.02	226,776*	0.99 years
December 14, 2020	December 14, 2025	0.05	2,100,000*	4.79 years
January 28, 2021	January 28, 2026	0.14	2,000,000*	4.92 years
February 4, 2021	February 4, 2026	0.18	100,000	4.94 years
February 5, 2021	February 5, 2026	0.18	300,000	4.94 years

		0.08	10,226,776	2.52 years

August 31, 2020
Issue Date	Expiry Date	Exercise Price	Number of Options	Remaining Life
October 23, 2015	October 23, 2020	0.05	1,100,000	0.15 years
September 19, 2016	September 19, 2021	0.07	800,000	1.05 years
January 20, 2017	January 20, 2022	0.07	1,535,000	1.39 years
January 31, 2017	January 31, 2022	0.07	1,500,000	1.42 years
May 2, 2017	May 2, 2022	0.10	500,000	1.67 years
October 27, 2017	October 27, 2022	0.05	800,000	2.16 years
May 11, 2018	May 11, 2023	0.06	535,000	2.70 years
May 22, 2018	May 22, 2023	0.07	550,000	2.73 years
February 25, 2020	February 25, 2022	0.02	2,000,000	1.49 years

		0.06	9,320,000	1.48 years

		Three Months Ended February 28, 2021		Three Months Ended February 29, 2020		Change Between Three Month Period Ended February 28, 2021 and February 29, 2020		Three Months Ended February 28, 2022		Three Months Ended February 28, 2021		Change Between Three Month Period Ended February 28, 2022 and February 28, 2021
Revenue (cost recovery)	$	Nil	$	Nil	$	Nil	$	Nil	$	Nil	$	Nil
Cost of product sales		Nil		Nil		Nil		Nil		Nil		Nil
Professional fees		18,278		20,496		(2,218)		16,273		18,278		(2,005)
Exploration expenses		3,540		1,047		2,493		3,298		3,540		(242)
Consulting fees		10,500		-		10,500		57,593		10,500		47,093
Fees and dues		7,122		10,029		(2,907)		10,970		7,122		3,848
Investor relations		11,427		5,754		5,673		8,608		11,427		(2,819)
Research and development		1,349		-		1,349		645,912		1,349		644,563
Stock based compensation		273,236		17,308		255,928		32,821		273,236		(240,415)
Other administrative expenses		2,340		1,015		1,325		6,325		2,340		3,985
Other expenses (income)		(32,567)		(201,434)		168,867		(43,292)		(32,567)		(10,725)
Net loss (income)		295,225		(145,785)		441,010		738,508		295,225		443,283

		Six Months Ended February 28, 2021		Six Months Ended February 29, 2020		Change Between Three Month Period Ended February 28, 2021 and February 29, 2020		Six Months Ended February 28, 2022		Six Months Ended February 28, 2021		Change Between Three Month Period Ended February 28, 2022 and February 28, 2021
Revenue (cost recovery)	$	Nil	$	Nil	$	Nil	$	Nil	$	Nil	$	Nil
Cost of product sales		Nil		Nil		Nil		Nil		Nil		Nil
Professional fees		27,426		29,235		(1,809)		38,527		27,426		11,101
Exploration expenses		4,913		13,625		(8,712)		10,333		4,913		5,420
Consulting fees		13,500		10,500		3,000		91,629		13,500		78,129
Fees and dues		13,938		15,739		(1,801)		16,975		13,938		3,037
Investor relations		15,674		11,489		4,185		20,356		15,674		4,682
Research and development		3,333		494		2,839		651,137		3,333		647,804
Stock based compensation		288,686		17,308		271,378		55,877		288,686		(232,809)
Other administrative expenses		3,573		6,766		(3,193)		13,921		3,573		(10,348)
Other expenses (income)		(298,421)		(201,334)		(97,087)		(44,028)		(298,421)		(254,393)
Net loss (income)		72,622		(96,178)		168,800		854,727		72,622		782,105

Working Capital		At		At
		February 28,		August 31,
		2021		2020
Current assets	$	514,225	$	86,214
Current liabilities		434,469		479,170

Working capital surplus/(deficit)	$	79,756	$	(392,956	)