Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Nov. 30, 2015 | Mar. 11, 2016 | Feb. 29, 2016 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | Biopower Operations Corp | ||
Entity Central Index Key | 1,510,832 | ||
Document Type | 10-K/A | ||
Document Period End Date | Nov. 30, 2015 | ||
Current Fiscal Year End Date | --11-30 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Amendment Flag | true | ||
Amendment Description | The registrant filed with the Securities and Exchange Commission (the SEC) an Annual Report on Form 10-K for the year ended November 30, 2015 (Original Form 10-K) on March 15, 2016. However the registrant inadvertently omitted the signature of the officer completing the certification, the job title(s) of the officer, and the date that the certification was signed in Exhibit 31.1 as required by Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. This Amendment No. 1 on Form 10-K/A is being filed solely for the purpose of filing revised certifications by the registrants principal executive officer. These revised certifications are currently dated, refer to this Form 10-K/A, and are being included as exhibits to this Amendment No.1 on Form10-K/A under Part IV, Item 15 hereof. Except as described above, no attempt has been made in this Amendment No. 1 on Form 10-K/A to modify or update the other disclosures or exhibits presented in the Original Form 10-K. As presented in this Form 10-K/A and except for Exhibits 31.1 and 32.1 filed herewith, this Amendment No. 1 on Form 10-K/A does not reflect events occurring after the filing of the Original Form 10-K, or modify or update those disclosures. | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 1,880,998 | ||
Entity Common Stock, Shares Outstanding | 50,107,680 | ||
Trading Symbol | BOPO | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,015 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Nov. 30, 2015 | Nov. 30, 2014 |
Current Assets | ||
Cash | $ 1,281 | $ 15,118 |
Prepaid expenses | 12,708 | 818 |
Total Current Assets | 13,989 | 15,936 |
Equipment - net | 10,876 | 21,234 |
Security deposit | 6,937 | 11,193 |
Total Noncurrent Assets | 17,813 | 32,427 |
Total Assets | 31,802 | 48,363 |
Current Liabilities | ||
Accounts payable and accrued expenses | 435,567 | 419,090 |
Accounts payable and accrued expenses - related parties | 3,043,282 | 1,455,540 |
Derivative liability | 60,356 | |
Notes payable - related parties | 525 | 51,375 |
Notes payable | 132,500 | 155,000 |
Convertible debt, net of discount | 189,366 | 62,500 |
Convertible debt - related parties, net of discount | 44,394 | |
Total Current Liabilities | 3,905,990 | 2,143,505 |
Total Liabilities | 3,905,990 | 2,143,505 |
Stockholders' Deficit | ||
Preferred stock, $1 par value; 10,000 shares authorized; 1 share issued and outstanding | 1 | 1 |
Common stock, $0.0001 par value, 100,000,000 shares authorized; 42,107,676 shares and 41,107,676 shares, respectively, issued and outstanding | 4,212 | 4,112 |
Additional paid-in capital | 4,013,145 | 3,580,931 |
Accumulated deficit | (7,891,546) | (5,680,186) |
Total Stockholders' Deficit | (3,874,188) | (2,095,142) |
Total Liabilities and Stockholders' Deficit | $ 31,802 | $ 48,363 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Nov. 30, 2015 | Nov. 30, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 1 | $ 1 |
Preferred stock, shares authorized | 10,000 | 10,000 |
Preferred stock, shares issued | 1 | 1 |
Preferred stock, shares outstanding | 1 | 1 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 42,107,676 | 41,107,676 |
Common stock, shares outstanding | 42,107,676 | 41,107,676 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Income Statement [Abstract] | ||
Revenue, net of costs | $ 13,420 | |
General and administrative expenses | 1,968,811 | 2,021,003 |
Other income (expense) | ||
Interest expense | (241,430) | (106,285) |
Loss on settlement of debt and accrued expenses | (77,134) | |
Loss on sale of equipment | (4,183) | |
Loss on derivatives | (10,356) | |
Consulting revenue, net of expense | 111,401 | |
Total other income (expense) - net | (255,969) | (72,018) |
Net loss | $ (2,211,360) | $ (2,093,021) |
Net loss per common share - basic and diluted | $ (0.05) | $ (0.07) |
Weighted average number of common shares outstanding during the period - basic and diluted | 41,723,041 | 31,289,083 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Deficit - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid In Capital [Member] | Deficit Accumulated During Development Stage [Member] | Accumulated Other Comprehensive Loss [Member] | Total |
Balance at Nov. 30, 2013 | $ 1 | $ 3,027 | $ 1,947,326 | $ (3,587,165) | $ (1,636,811) | |
Balance, shares at Nov. 30, 2013 | 1 | 30,281,180 | ||||
Issuance of common stock for services | $ 55 | 33,196 | 33,251 | |||
Issuance of common stock for services, shares | 535,000 | |||||
Issuance of common stock for services - related party | $ 50 | 309,950 | 310,000 | |||
Issuance of common stock for services - related party, shares | 500,000 | |||||
Issuance of common stock for conversion of debt and accrued expenses | $ 210 | 209,409 | 209,619 | |||
Issuance of common stock for conversion of debt and accrued expenses, shares | 2,096,200 | |||||
Issuance of common stock for acquisition | $ 770 | 922,666 | (923,436) | |||
Issuance of common stock for acquisition, shares | 7,695,296 | |||||
Loss on settlement of debt and accrued expenses | 77,134 | 77,134 | ||||
Debt discount on convertible debt | 81,250 | 81,250 | ||||
Net loss | (2,093,021) | (2,093,021) | ||||
Balance at Nov. 30, 2014 | $ 1 | $ 4,112 | 3,580,931 | (5,680,186) | (2,095,142) | |
Balance, shares at Nov. 30, 2014 | 1 | 41,107,676 | ||||
Issuance of common stock for services | $ 20 | 75,815 | 75,835 | |||
Issuance of common stock for services, shares | 200,000 | |||||
Issuance of common stock for conversion of debt and accrued expenses | $ 20 | 29,980 | 30,000 | |||
Issuance of common stock for conversion of debt and accrued expenses, shares | 200,000 | |||||
Issuance of common stock for acquisition | ||||||
Issuance of common stock for cash | $ 60 | 74,940 | 75,000 | |||
Issuance of common stock for cash, shares | 600,000 | |||||
Loss on settlement of debt and accrued expenses | ||||||
Debt discount on convertible debt | 251,479 | 251,479 | ||||
Net loss | (2,211,360) | (2,211,360) | ||||
Balance at Nov. 30, 2015 | $ 1 | $ 4,212 | $ 4,013,145 | $ (7,891,546) | $ (3,874,188) | |
Balance, shares at Nov. 30, 2015 | 1 | 42,107,676 |
Consolidated Statement of Stoc6
Consolidated Statement of Stockholders' Deficit (Parenthetical) - $ / shares | Nov. 30, 2015 | Nov. 30, 2014 | Nov. 30, 2013 |
Statement of Stockholders' Equity [Abstract] | |||
Preferred stock, par value | $ 1 | $ 1 | $ 1 |
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (2,211,360) | $ (2,093,021) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Loss on settlement of debt and accrued expenses | 77,134 | |
Depreciation | 9,215 | 12,341 |
Stock issued for acquisition | 923,436 | |
Stock based compensation expense | 75,835 | 343,251 |
Loss on sale of equipment | 4,183 | |
Amortization of debt discount | 217,760 | 81,250 |
Loss on derivatives | 10,356 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 27,840 | |
Prepaid expenses and other current assets | (7,634) | 10,440 |
Accounts payable and accrued expenses | 21,456 | (71,924) |
Accounts payable and accrued expenses - related parties | 1,593,742 | 356,753 |
Net Cash Used In Operating Activities | (286,447) | (332,500) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of equipment | (9,040) | (4,754) |
Net Cash Provided By Investing Activities | (9,040) | (4,754) |
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES: | ||
Proceeds from convertible debt | 192,500 | 125,000 |
Proceeds from notes payable | 22,500 | 67,000 |
Proceeds from notes payable - related parties | 51,200 | |
Repayment of notes payable | (7,500) | |
Repayment notes payable - related party | (850) | |
Proceeds from issuance of common stock | 75,000 | |
Net Cash Provided By Financing Activities | 281,650 | 243,200 |
Net Increase (Decrease) in Cash | (13,837) | (94,054) |
Cash - Beginning of Period | 15,118 | 109,172 |
Cash - End of Period | 1,281 | 15,118 |
SUPPLEMENTARY CASH FLOW INFORMATION: | ||
Income Taxes | ||
Interest | ||
SUPPLEMENTARY DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Related party accounts payable settled by sale of asset to related party | 6,000 | |
Accrued expenses converted to convertible debt | 4,979 | |
Reclassification of note payable from convertible to non convertible | 62,500 | |
Reclassification of note payable from non convertible to convertible | 100,000 | |
Reclassification of related note payable from non convertible to convertible | 50,000 | |
Debt discount recorded on convertible debt | 216,979 | 81,250 |
Debt discount recorded on convertible debt - related party | 34,500 | |
Debt discount recorded on derivative on convertible debt | 50,000 | |
Debt converted | $ 30,000 | $ 209,619 |
Organization
Organization | 12 Months Ended |
Nov. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Note 1. Organization: BioPower Corporation (BioPower or the Company) was incorporated in the State of Florida on September 13, 2010. On January 5, 2011, the Company re-domiciled to Nevada and formed BioPower Operations Corporation, a Nevada corporation. On January 6, 2011, the shareholders of BioPower Corporation contributed their shares of BioPower Corporation to BioPower Operations Corporation and BioPower Corporation became a wholly-owned subsidiary. On October 24, 2014, the Company executed a Share Exchange Agreement (SEA) with Green 3 3 3 3 3 3 3 3 The Companys fiscal year end is November 30. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Nov. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 Summary of Significant Accounting Policies Principles of Consolidation All inter-company accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (GAAP) 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 revenues and expenses during the reporting periods. Actual results could differ materially from those estimates. Such estimates and assumptions for the periods ended November 30, 2015 and 2014, affect, among others, the following: ● estimated fair value of share based payments, ● estimated carrying value, useful lives and related impairment of equipment and intangible assets; and ● estimated valuation allowance for deferred tax assets, due to continuing and expected future losses Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from estimates. Cash The Company considers all highly liquid instruments purchased with a maturity of three months or less and money market accounts to be cash equivalents. The Company had no cash equivalents at November 30, 2015. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are stated at their estimated net realizable values. The Company evaluates whether it is necessary to record an allowance for doubtful accounts for estimated losses inherent in the accounts receivable portfolio. In evaluating the required allowance, management considers historical losses adjusted to take into account current market conditions and financial conditions, the amount of receivables in dispute, and the current receivables aging and current payment patterns. Based on its evaluation, no allowance for doubtful accounts was recorded as of November 30, 2015. Equipment Equipment is stated at cost, less accumulated depreciation computed on a straight-line basis over the estimated useful lives. Maintenance and repairs are charged to operations when incurred. Betterments and renewals are capitalized when deemed material. When equipment is sold or otherwise disposed of, the asset account and related accumulated depreciation account are relieved, and any gain or loss is included in operations. Equipment is reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. There were no impairment charges taken during the periods ended November 30, 2015 and 2014. Derivative Liabilities Fair Value of Financial Instruments The Companys financial instruments consist of cash and cash equivalents, accounts payable and accrued expenses and shareholder loans. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements. Financial assets and liabilities recorded at fair value in our balance sheets are categorized based upon a fair value hierarchy established by GAAP, which prioritizes the inputs used to measure fair value into the following levels: Fair Value of Financial Instruments Level 1Quoted market prices in active markets for identical assets or liabilities at the measurement date. Level 2Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable and can be corroborated by observable market data. Level 3Inputs reflecting managements best estimates and assumptions of what market participants would use in pricing assets or liabilities at the measurement date. The inputs are unobservable in the market and significant to the valuation of the instruments. A financial instruments categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the year ended November 30, 2015 Level 1 Level 2 Level 3 Total Assets Securities-available for sale $ - $ - $ - $ - Liabilities Derivative Financial Instruments $ - $ - $ 60,356 $ 60,356 Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the year ended November 30, 2014: Level 1 Level 2 Level 3 Total Assets Securities-available for sale $ - $ - $ - $ - Liabilities Derivative Financial Instruments $ - $ - $ - $ - The following table presents details of the Companys level 3 derivative liabilities as of November 30, 2014: Amount Balance November 30, 2014 $ - Debt discount originated from derivative liabilities 50,000 Initial loss recorded 61,074 Change in fair market value of derivative liabilities (50,718 ) Balance November 30, 2015 $ 60,356 Investment in Joint Venture GECC, a subsidiary of the Company signed an agreement to form a 50-50 Joint Venture with AGT Technologies, LLC. in November 2013 for the technology used for the conversion of cellulosic sugar to ethanol. GECC owns fifty percent of MicrobeSynergy, LLC joint venture and will record its investment on the equity basis of accounting. The Companys proportionate share of expenses incurred by the Joint Venture will be charged to the statement of operations and adjusted against the Investment in Joint Venture. Losses from the Joint Venture are only recognized until the investment in the Joint Venture is reduced to zero. Losses in excess of the investment must be restored from future profits before the Company can recognize its proportionate share of profits. Elements of the joint venture related to exclusivity of the technology are in dispute. The Company intends to sell GECC for a nominal value as its total focus is on the development of waste-to-energy facilities and waste remediation. As of November 30, 2015, the Joint Ventures had no activity. Convertible debt, Beneficial Conversion Feature and Debt Discount For conventional convertible debt where the rate of conversion is below market value at the date of the agreement, the Company records a beneficial conversion feature (BCF) and related debt discount. When the Company records a BCF, the relative fair value of the BCF would be recorded as a debt discount against the face amount of the respective debt instrument. The discount would be amortized to interest expense over the life of the debt. When a conversion of the underlying debt occurs, a proportionate share of the unamortized amounts is immediately expensed. Share-based payments The Company recognizes all forms of share-based payments, including stock option grants, warrants, and restricted stock grants, which are based on the estimated number of awards that are ultimately expected to vest, using a fair-value-based method and measurement date as required by ASC 718 and ASC 505. Share based payments, excluding restricted stock, are valued using a Black-Scholes option pricing model. Share based payment awards issued to non-employees for services rendered are recorded at either the fair value of the services rendered or the fair value of the share-based payment, whichever is more readily determinable. The grants are amortized on a straight-line basis over the requisite service periods, which is generally the vesting period. If an award is granted, but vesting does not occur, any previously recognized compensation cost is reversed in the period related to the termination of service. When computing fair value, the Company may consider the following variables: ● The risk-free interest rate assumption is based on the U.S. Treasury yield for a period consistent with the expected term of the option in effect at the time of the grant. ● The Company has not paid any dividends on common stock since inception and does not anticipate paying dividends on its common stock in the near future. ● The expected option term is computed using the simplified method as permitted under the provisions of Staff Accounting Bulletin (SAB) 110. ● The expected volatility is based on the historical volatility of the Companys common stock, based on the daily quoted closing trading prices. ● The forfeiture rate is based on the historical forfeiture rate for unvested stock options. Earnings per share Basic earnings (loss) per share is computed by dividing net income (loss) by weighted average number of shares of common stock outstanding during each period. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period. The Company does not include shares not yet issued that were included as a component of common stock payable in the earnings per share calculation. Since the Company reflected a net loss in 2015 and 2014, considering any common stock equivalents, if exercisable, would have been anti-dilutive. A separate computation of diluted earnings (loss) per share is not presented. The Company has the following potential common stock equivalents at November 30, 2015 and 2014: November 30, 2015 November 30, 2014 Convertible debt 3,174,790 - Revenue Recognition The Company and its subsidiaries intend to focus on developing waste to energy projects globally by designing, engineering, permitting, procuring equipment, managing construction and operating and maintaining facilities for the conversion of wastes into energy through licensed gasification technology including but not limited to producing electricity and ultra-low sulfur renewable synthetic fuels. The Company also provides waste remediation services. Our revenues from waste remediation services are primarily from consulting and actual remediation and are presented net of related project costs. Revenues are recognized when realized or realizable and have been earned. Income Taxes Provisions for income taxes are calculated based on reported pre-tax earnings and current tax law. Significant judgment is required in determining income tax provisions and evaluating tax positions. The Company periodically assesses its liabilities and contingencies for all periods that are currently open to examination or have not been effectively settled based on the most current available information. When it is not more likely than not that a tax position will be sustained, the Company records its best estimate of the resulting tax liability and any applicable interest and penalties in the financial statements. Deferred tax assets and liabilities are recorded for temporary differences between the tax basis of assets and liabilities and their reported amounts in the financial statements using statutory rates in effect for the year in which the differences are expected to reverse. The Company presents the tax effects of these deferred tax assets and liabilities separately for each major tax jurisdiction. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that the changes are enacted. The Company records a valuation allowance to reduce deferred tax assets when it is more likely than not that some portion of the asset may not be realized. The Company evaluates its deferred tax assets and liabilities on a periodic basis. Recent Accounting Pronouncements There are no new accounting pronouncements that are expected to have any material impact on the Companys consolidated financial statements. |
Going Concern
Going Concern | 12 Months Ended |
Nov. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | Note 3. Going Concern As reflected in the accompanying consolidated financial statements, the Company had a net loss of $2,211,360 and $2,093,021, for the years ended November 30, 2015 and 2014, respectively, and net cash used in operations of $283,321 and $332,500 for the years ended November 30, 2015 and 2014, respectively. Additionally, the Company had a working capital deficit of $3,892,001 and $2,127,569, for the years ended November 30, 2015 and 2014, respectively and a stockholders deficit of $3,874,188 and $2,095,142, at November 30, 2015 and 2014, respectively. These factors raise substantial doubt about the Companys ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on Management's plans, which include potential asset acquisitions, mergers or business combinations with other entities, further implementation of its business plan and continuing to raise funds through debt and/or equity financings. The Company will likely rely upon related party debt and/or equity financing in order to ensure the continuing existence of the business. The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. These financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern. |
Equipment
Equipment | 12 Months Ended |
Nov. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Equipment | Note 4. Equipment At November 30, 2015 and November 30, 2014, equipment consists of the following: November 30, 2015 2014 Estimated Useful Life Computer Equipment $ 36,800 $ 27,760 5 years Testing Equipment - 20,366 3 years Less: Accumulated depreciation (25,924 ) (26,892 ) Equipment, net $ 10,876 $ 21,234 Depreciation expense was $9,215 and $12,341 for the years ended November 30, 2015 and 2014, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Nov. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 5. Income Taxes The Company recognizes deferred tax assets and liabilities for both the expected impact of differences between the financial statements and the tax basis of assets and liabilities, and for the expected future tax benefit to be derived from tax losses and tax credit carryforwards. The Company has established a valuation allowance to reflect the likelihood of the realization of deferred tax assets. The Company has a net operating loss carryforward for tax purposes totaling approximately $3,062,000 at November 30, 2015, expiring through 2034. U.S. Internal Revenue Code Section 382 places a limitation on the amount of taxable income that can be offset by carryforwards after a change in control (generally greater than a 50% change in ownership). Temporary differences, which give rise to a net deferred tax asset, are as follows: Significant deferred tax assets at November 30, 2015 and 2014 are approximately as follows: 2015 2014 Gross deferred tax assets: Net operating loss carryforwards $ 1,152,000 $ 568,000 Accrued and deferred expenses 752,000 624,000 Total deferred tax assets 1,904,000 1,192,000 Less: valuation allowance (1,904,000 ) (1,192,000 ) Net deferred tax asset recorded - $ - The valuation allowance at November 30, 2015, and 2014, was approximately $1,904,000 and $1,192,000, respectively. |
Notes Payable and Convertible D
Notes Payable and Convertible Debt | 12 Months Ended |
Nov. 30, 2015 | |
Debt Disclosure [Abstract] | |
Notes Payable and Convertible Debt | Note 6. Notes Payable and Convertible Debt Notes payable consists of the following: Balance Interest Rate Maturity Balance November 30, 2013 $ 88,000 Borrowings 30,000 4 % August 4, 2014, in default Borrowings 25,000 8 % June 30, 2015, in default Borrowings 10,000 8 % April 1, 2015, in default Borrowings 2,000 8 % April 30, 2015, in default Balance November 30, 2014 $ 155,000 8 % Various Reclassification of convertible debt to notes payable 62,500 8 % Due on demand Borrowings 7,500 8 % September 1, 2015 Borrowings 15,000 8 % July 14, 2015 Repayment of note payable (7,500 ) Reclassification of debt to convertible debt (43,000 ) Reclassification of debt to convertible debt (15,000 ) Reclassification of debt to convertible debt (42,000 ) Balance November 30, 2015 $ 132,500 A third party investor advanced $30,000 in July, 2014, at 8% interest. The loan which was due August 4, 2014, has not been repaid. During September and October, 2014, a third party investor loaned the Company $25,000 at 8% interest, due on or before June 30, 2015. In October, 2014, a third party investor made two advances totaling $12,000, at 8% interest. The loans are due in April, 2015. In December, 2014 a third party investor combined two previous loans dated July 2, 2013 and September 11, 2014 for $18,000 and $5,000, respectively, into a new loan of $23,000, at 8% interest, due May 5, 2015. The $23,000 note payable and $20,000 note payable from the period ending November 30, 2014, was reclassified as convertible debt on July 24, 2015. In May, 2015 a third party investor advanced $7,500, at 8% interest, which is due on September 1, 2015. The loan and accrued interest has been repaid. On May 13, 2015 a third party investor advanced $30,000 of which $15,000 was not convertible. The loan was due on or before July 14, 2015, at 8% interest. The non-convertible portion of the debt was reclassified as convertible debt on July 24, 2015 (See Note 6- Convertible Debt). Only July 24, 2015 a third party investor combined three previous loans dated July 10, 2014, October 1, 2014, and October 30, 2014 for $30,000, $10,000, and $2,000, respectively, along with accrued interest of $2,448, into one convertible note in the amount of $44,448, due December 30, 2015. (See Note 6- Convertible Debt). Accrued interest on notes payable at November 30, 2015 and November 30, 2014 amounted to $15,863 and $9,474, respectively, which is included as a component of accounts payable and accrued expenses. Convertible debt consists of the following: Balance Interest Rate Maturity Conversion Price Balance - November 30, 2013 $ 125,000 Borrowings 125,000 8 % Due on demand 0.10 Conversion of borrowings to equity (125,000 ) Conversion of borrowings to equity (62,500 ) Balance - November 30, 2014 $ 62,500 8 % 0.10 Reclassification to notes payable (62,500 ) Borrowings 7,500 8 % December 30, 2015 0.12 Borrowings 15,000 8 % July 15, 2015 0.15 Reclassification of notes payable to convertible debt 15,000 8 % December 30, 2015 0.15 Reclassification of notes payable to convertible debt 43,000 8 % December 30, 2015 0.15 Reclassification of notes payable to convertible debt 42,000 8 % December 30, 2015 0.15 Borrowings 120,000 8 % December 30, 2015 0.15 Borrowings 50,000 8 % December 30, 2016 0.15 Accrued interest added to convertible debt 4,979 8 % December 30, 2015 0.15 Conversion of borrowings to equity (30,000 ) Debt Discount (78,113 ) Balance - November 30, 2015 $ 189,366 On November 22, 2013 a third party investor advanced $125,000 due in 14 months from the date of the loan. Pursuant to the agreement the investor was allowed to convert up to 50% of the debt into commons stock at the conversion price of $0.10 per share. Pursuant to a November 28, 2014 agreement of the board of directors, the investor was allowed to convert 100% of the original amount of the debt and accrued interest into the Companys common shares at a price of $0.10 per share in return for the investor extending the due date of remaining notes payable to June 30, 2015. The Company accounted for the conversion of loan in accordance with ASC 470, Debt with Conversion and Other Options. The portion of the loan which was originally convertible (50%) was deemed to have a beneficial conversion feature because the fair value of the stock exceeded the effective conversion price embedded in the loan on the commitment date. Accordingly, the Company recorded the value of the beneficial conversion feature for 50% of the debt, which was determined to be $18,750, as a discount to the loan and a corresponding increase to additional paid in capital. The debt discount was recognized as interest expense in the current period. The fair market value of the remaining shares as of the date of conversion, November 25, 2014, was $0.19 per share. At the date of conversion, the Company immediately recognized a loss on conversion of the debt and accrued interest of $67,379 with a corresponding increase to additional paid in capital. On December 3, 2013 a third party investor advanced $125,000 due on or before February 3, 2015. Pursuant to the agreement, the investor was allowed to convert up to 50% of the debt at a share price of $0.10. The Company accounted for the conversion of loan in accordance with ASC 470, Debt with Conversion and Other Options. The loan was deemed to have a beneficial conversion feature because the fair value of the stock exceeded the effective conversion price embedded in the loan on the commitment date. Accordingly, the Company recorded the value of the beneficial conversion feature, which was determined to be $62,500 as a discount to the loan and a corresponding increase to additional paid in capital. The amount was recognized as interest expense. There was a loss on the conversion of accrued interest of $9,755, which was recorded as a loss on the settlement of debt and a corresponding amount was recorded as an increase to paid in capital. On December 30, 2014 a third party investor advanced $7,500 due on or before December 30, 2015. Pursuant to the agreement, the investor is allowed to convert 100% of the debt at a share price of $0.12. The company accounted for the conversion of loan in accordance with ASC 470, Debt with Conversion and Other Options. The loan was deemed to have a beneficial conversion feature because the fair value of the stock exceeded the effective conversion price embedded in the loan on the commitment date. Accordingly, the Company recorded the value of the beneficial conversion feature, which was determined to be $5,000 as a discount to the loan and a corresponding increase to additional paid in capital. On May 13, 2015 a third party investor advanced $30,000 due on or before July 15, 2015. Pursuant to the agreement, the investor was allowed to convert 50% of the debt at a share price of $0.15. The loan was later modified to allow for the conversion of the entire debt. In the third quarter, the $30,000 loan was converted into 200,000 shares at $0.15 per share. The company accounted for the conversion of loan in accordance with ASC 470, Debt with Conversion and Other Options. The loan was deemed to have a beneficial conversion feature because the fair value of the stock exceeded the effective conversion price embedded in the loan on the commitment date. Accordingly, the Company recorded the value of the beneficial conversion feature, which was determined to be $2,000 as a discount to the loan and a corresponding increase to additional paid in capital. Only July 24, 2015 a third party investor combined a note in the amount of $23,000, dated December 1, 2014, along with a note in the amount of $20,000, dated October 14, 2014 and accrued interest of $2,531, into one note in the amount of $45,531, due December 30, 2015. The loan renewal and modification allows the debt to be converted into common shares at $0.15 per share. The company accounted for the conversion of loan in accordance with ASC 470, Debt with Conversion and Other Options. The loan was deemed to have a beneficial conversion feature because the fair value of the stock exceeded the effective conversion price embedded in the loan on the commitment date. Accordingly, the Company recorded the value of the beneficial conversion feature, which was determined to be $10,882 as a discount to the loan and a corresponding increase to additional paid in capital. (See Note 6-Note payable). Only July 24, 2015 a third party investor combined three previous loans dated July 10, 2014, October 1, 2014, and October 30, 2014 for $30,000, $10,000, and $2,000, respectively, along with accrued interest of $2,448, into one convertible note in the amount of $44,448, due December 30, 2015. The loan renewal and modification allows the debt to be converted into common shares at $0.15 per share. The company accounted for the conversion of loan in accordance with ASC 470, Debt with Conversion and Other Options. The loan was deemed to have a beneficial conversion feature because the fair value of the stock exceeded the effective conversion price embedded in the loan on the commitment date. Accordingly, the Company recorded the value of the beneficial conversion feature, which was determined to be $10,623 as a discount to the loan and a corresponding increase to additional paid in capital. (See Note 6- Note payable). In July, 2015, the Company entered into various convertible debt agreements totaling $120,000 at 8% interest, due on December 30, 2015. The debt is convertible into common shares of stock at a conversion price of $0.15 per share. The company accounted for the conversion of loan in accordance with ASC 470, Debt with Conversion and Other Options. The loan was deemed to have a beneficial conversion feature because the fair value of the stock exceeded the effective conversion price embedded in the loan on the commitment date. Accordingly, the Company recorded the value of the beneficial conversion feature, which was determined to be $120,000 as a discount to the loan and a corresponding increase to additional paid in capital. In July, 2015, the Company entered into convertible debt agreements totaling $50,000 at 8% interest, due on December 30, 2016. The debt is convertible into common shares of stock at a conversion price of $0.15 per share. On this date the Company recorded a debt discount of $50,000 from the initial valuation of the derivative liability of $111,074 and an initial loss on the derivative liability of $61,074 based on the Black Sholes pricing model. The fair value of the derivative liability at November 30, 2015 is $60,356, resulting in a loss on the change in fair value of the derivative of $50,718. The note is shown net of a derivative debt discount of $37,643 at November 30, 2015. (See Note 6). Accrued interest on convertible debt at November 30, 2015 and November 30, 2014 amounted to $11,703 and $294, respectively, which is included as a component of accounts payable and accrued expenses. Interest expense on convertible debt with third parties amounted to $8,025 and $4,973 at November 30, 2015 and 2014, respectively. |
Notes Payable - Related Parties
Notes Payable - Related Parties | 12 Months Ended |
Nov. 30, 2015 | |
Debt Disclosure [Abstract] | |
Notes Payable - Related Parties | Note 7. Notes Payable Related Parties For the year Ended November 30, 2014 During August, 2014, the directors of the Company made interest free loans of $1,200, which are due on demand. On November 5, 2014, the Director of Business Strategy made a loan of $50,000, bearing interest at 8% with terms comparable to other loans from third parties. Accordingly, and pursuant to the debt agreement, the $50,000 loan is now convertible debt, which was due on May 5, 2015, and is now a demand loan. For the year ended November 30, 2015 On November 5, 2014, the Director of Business Strategy made a loan of $50,000, bearing interest at 8% which was due on May 5, 2015, however, the note was extended to December 30, 2015 by agreement. The $50,000 non-convertible loan included a provision for matching, future conversion rights with any new loans made by the company with the exception of a Right of First Refusal. On December 30, 2014, a third party investor loaned the Company $7,500 with conversion rights at $0.12 per share. Therefore, effective December 30, 2014, $7,500 of the directors $50,000 note payable was reclassified to convertible debt with conversion rights of $0.12 per share. The company accounted for the conversion of loan in accordance with ASC 470, Debt with Conversion and Other Options. The loan was deemed to have a beneficial conversion feature because the fair value of the stock exceeded the effective conversion price embedded in the loan on the commitment date. Accordingly, the Company recorded the value of the beneficial conversion feature, which was determined to be $5,000 at December 30, 2014, as a discount to the loan and a corresponding increase to additional paid in capital. On May 13, 2015, another third party investor loaned the Company $15,000 with conversion rights at $0.15 per share. Therefore, effective May 13, 2015, an additional $15,000 of the directors $50,000 note payable was reclassified to convertible debt with conversion rights of $0.15 per share. The company accounted for the conversion of loan in accordance with ASC 470, Debt with Conversion and Other Options. The loan was deemed to have a beneficial conversion feature because the fair value of the stock exceeded the effective conversion price embedded in the loan on the commitment date. Accordingly, the Company recorded the value of the beneficial conversion feature, which was determined to be $2,000 as a discount to the loan and a corresponding increase to additional paid in capital. On July 24, 2015, a third party investor loaned the Company $30,000 with conversion rights at $0.15 per share. Therefore, effective July 24, 2015, the remainder of the directors $50,000 note payable was reclassified to convertible debt with conversion rights of $0.15 per share. The company accounted for the conversion of loan in accordance with ASC 470, Debt with Conversion and Other Options. The loan was deemed to have a beneficial conversion feature because the fair value of the stock exceeded the effective conversion price embedded in the loan on the commitment date. Accordingly, the Company recorded the value of the beneficial conversion feature, which was determined to be $2,000 as a discount to the loan and a corresponding increase to additional paid in capital. As of November 30, 2015 and 2014, respectively the Company owes $4,250 and $294 in accrued interest, respectively, which has been recorded as a component of accounts payable and accrued expenses related party. The Company has separated accounts payable and accrued expenses on the balance sheet to reflect amounts due to related parties primarily consisting of officer compensation, health insurance, interest on notes and reimbursable expenses to officers for travel, meals and entertainment, vehicle and other related business expenses. |
Stockholders' Deficit
Stockholders' Deficit | 12 Months Ended |
Nov. 30, 2015 | |
Equity [Abstract] | |
Stockholders' Deficit | Note 8. Stockholders Deficit (A) Preferred Stock On January 28, 2011, the Company issued one share of Series A, preferred stock for $1. This series of preferred stock had a provision that the holder of the one share, a related party controlled by the Companys Chief Executive Officer and a Director, can vote 50.1% of the total votes. There are no preferences, dividends, or conversion rights. On October 24, 2014, as part of the transaction with G3P Holdings, the Company issued one share of its Series B convertible preferred stock which represents the number of shares of Series B preferred stock which are convertible into an aggregate number shares of the Companys commons stock equal to 50% of the number of shares of the Companys common outstanding immediately prior to the share exchange. Due to the requirements and timing for conversion, the share was not valued. (See footnote 1.)The Series B preferred share is exercisable only on the second anniversary of the closing date of the transaction, under the terms forth in the share exchange agreement set forth below: Conversion Rights of Convertible Preferred Stock: Up to fifty percent (50%) maximum of the outstanding CS at October 24, 2014, (approximately 30,000,000 common stock shares). At the end of two (2) years, G3P Existing Shareholders have the right to convert the PS into CS on the following basis: If BOPO earns $ 0 net cash flow and G3P earns a minimum of $1,000,000 net cash flow then the PS can be converted into 50% of the CS outstanding on October 24, 2014, and prior to the issuance of the CS in this Transaction; or If BOPO and G3P earn a similar amount of net cash flow then G3P can convert the PS into 30% of the outstanding CS prior to the issuance of the CS in this Transaction or a total of 50% of the outstanding shares at Closing including the CS issued at Closing; or If G3P earns $-0- net cash flow, then G3P cannot convert the PS but will retain the original 20% of the CS issued at Closing. G3P has an option, which can be exercised at the end of two (2) years to wait an additional one year to convert the PS. If G3P exercises the option to wait up to one more year before converting the PS, then G3P must provide evidence that one project is under construction or all contracts for the project are executed and funding is in place to commence construction. (B) Common Stock For the year ended November 30, 2014: 535,000 common shares were issued to unrelated third parties for services rendered for a value of $57,001. 500,000 common shares were issued to a director for services rendered for a value of $100,000 The Company expensed the shares issued for services as a component of general and administrative expenses. 722,550 common shares were issued to an unrelated third party for conversion of $62,500 of debt and $9,755 of accrued interest, at a value of $0.10, per the convertible note agreement. The loss on settlement of debt was $9,755. (See footnote 6.) 1,373,650 common shares were issued to an unrelated third party for conversion of $125,000 of debt and $12,365 of accrued interest, at a value of $0.10, per the convertible note agreement. The loss on settlement of debt was $67,379. (See footnote 6). 7,695,296 common shares were issued in accordance with a share exchange agreement executed on October 24, 2014 with the shareholders of G3P Holdings. The fair value at the date of the exchange was $923,436. The cost of the acquisition was a component of general and administrative expenses. (See footnote 1.) For the year ended November 30, 2015: The Company issued 600,000 shares of stock for cash totaling $75,000, at values of $0.12 and $.15 per share to unrelated third parties. 200,000 common shares were issued to unrelated third parties for services rendered for a value of $75,835. 200,000 common shares were issued to an unrelated third party for conversion of $30,000 of debt, at a value of $0.15, per the convertible note agreement. (See footnote 6). |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Nov. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 9. Related Party Transactions The Company has separated accounts payable and accrued expenses on the balance sheet to reflect amounts due to related parties primarily consisting of officer compensation, health insurance, interest on notes and reimbursable expenses to officers for travel, meals and entertainment, vehicle and other related business expenses. Notes payable to related parties at November 30, 2015 and November 30, 2014 is $525 and $51,375 respectively. Convertible notes payable to related parties is $50,000 at November 30, 2015, with a corresponding debt discount of $5,606 for a net amount of $44,394. Accrued interest at November 30, 2015 and November 30, 2014, amounted to $4,421 and $190, respectively and is a component of accounts payable and accrued expenses related parties. Interest expense on notes payable to related parties amounted to $33,124 and $275 for the years ended November 30, 2015 and November 30, 2014, respectively. For the year ended November 30, 2014 Effective November 30, 2014, the Company granted 500,000 shares of common stock with a fair value of $100,000, to one of its directors in exchange for all fees owed to the director for services rendered through November 30, 2014. (See footnote 8(B.)) For the year ended November 30, 2015 On November 5, 2014, the Director of Business Strategy made a loan of $50,000, bearing interest at 8% which was due on May 5, 2015, however, the note was extended to December 30, 2015 by agreement. The $50,000 non-convertible loan included a provision for matching, future conversion rights with any new loans made by the company with the exception of a Right of First Refusal. On December 30, 2014, a third party investor loaned the Company $7,500 with conversion rights at $0.12 per share. Therefore, effective December 30, 2014, $7,500 of the directors $50,000 note payable was reclassified to convertible debt with conversion rights of $0.12 per share. The company accounted for the conversion of loan in accordance with ASC 470, Debt with Conversion and Other Options. The loan was deemed to have a beneficial conversion feature because the fair value of the stock exceeded the effective conversion price embedded in the loan on the commitment date. Accordingly, the Company recorded the value of the beneficial conversion feature, which was determined to be $5,000 at December 30, 2014, as a discount to the loan and a corresponding increase to additional paid in capital. On May 13, 2015, another third party investor loaned the Company $15,000 with conversion rights at $0.15 per share. Therefore, effective May 13, 2015, an additional $15,000 of the directors $50,000 note payable was reclassified to convertible debt with conversion rights of $0.15 per share. The company accounted for the conversion of loan in accordance with ASC 470, Debt with Conversion and Other Options. The loan was deemed to have a beneficial conversion feature because the fair value of the stock exceeded the effective conversion price embedded in the loan on the commitment date. Accordingly, the Company recorded the value of the beneficial conversion feature, which was determined to be $2,000 as a discount to the loan and a corresponding increase to additional paid in capital. On July 24, 2015, a third party investor loaned the Company $30,000 with conversion rights at $0.15 per share. Therefore, effective July 24, 2015, the remainder of the directors $50,000 note payable was reclassified to convertible debt with conversion rights of $0.15 per share. The company accounted for the conversion of loan in accordance with ASC 470, Debt with Conversion and Other Options. The loan was deemed to have a beneficial conversion feature because the fair value of the stock exceeded the effective conversion price embedded in the loan on the commitment date. Accordingly, the Company recorded the value of the beneficial conversion feature, which was determined to be $2,000 as a discount to the loan and a corresponding increase to additional paid in capital. In May, 2015, a director purchased the Companys testing equipment for $6,000. The Company solicited bids for the sale of the equipment, which was no longer used in its business, and the director was the highest bidder. The company recognized a loss on the sale of $4,183 on the sale. During the years ended November 30, 2015 and 2014, the Company recorded related party interest expense of $33,124 and $275, respectively. |
Derivative Liabilities
Derivative Liabilities | 12 Months Ended |
Nov. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Liabilities | Note 10. Derivative Liabilities On July 23, 2015, the Company entered into a convertible loan agreement with an investor. The Company received a total of $50,000 which bears interest at 8% per annum and is due on December 30, 2016. Interest shall accrue from the advancement date and shall be payable on December 30, 2016. Any portion of the loan and unpaid interest are convertible at any time at the option of the lender into shares of common stock of the Company at a conversion price of $0.15 per share. If an equity transaction occurs at a price below $0.15, then the conversion price will adjust to such price. On this date of issuance, the Company recorded a debt discount in the amount of $50,000 in connection with the initial valuation of the derivative liability of the note to be amortized utilizing the effective interest method of accretion over the term of the note. Further, the Company recognized a derivative liability of $111,074 and initial loss on derivative liability of $61,074 based on the Black Scholes pricing model. As of November 30, 2015, $12,357 of the debt discount has been amortized. The fair value of the derivative liability at November 30, 2015 is $60,356 resulting in a gain on the change in fair value of the derivative of $50,718 and the net loss on the derivative for the year ended November 30, 2015 is $10,356. The Note is shown net of a derivative debt discount of $37,643 at November 30, 2015. Since equity classification is not available for the conversion feature, we were required to bifurcate the embedded conversion feature and carry it as a derivative liability, at fair value. Derivative financial instrument is carried initially and subsequently at its fair values. We estimated the fair value of the derivative on the inception date, and subsequently, using the Black-Scholes valuation technique, adjusted for the effect of dilution, because that technique embodies all of the assumptions (including, volatility, expected terms, and risk free rates) that are necessary to fair value complex derivate instruments. As a result of the application of ASC No. 815 in year ended November 30, 2015 the fair value of the conversion feature is summarized as follows: Amount Balance November 30, 2014 $ - Debt discount originated from derivative liabilities 50,000 Initial loss recorded 61,074 Change in fair market value of derivative liabilities (50,718 ) Balance November 30, 2015 $ 60,356 The fair value at the commitment and re-measurement dates for the Companys derivative liabilities were based upon the following management assumptions as of November 30, 2015 and commitment date: Commitment Date November 30, 2015 Expected dividends - - Expected volatility 296.84 % 310.04 % Expect term 1.44 1.08 Risk free interest rate 0.33 % 0.51 % |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Nov. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 11. Commitments and Contingencies Commitments Employment Agreements Officers and Directors As of November 30, 2015, the Company had employment agreements with certain officers and directors (two individuals) containing the following provisions: Term of contract 4 years, expiring on November 30, 2018 Salary $275,000 commencing December 1, 2014 Salary deferral All salaries will be accrued but may be paid from the Companys available cash flow funds. Annual Salaries: Name Starting Dec. 1, 2014 2014-15 2015-2016 2016-2017 Robert Kohn $ 275,000 $ 325,000 $ 375,000 Bonnie Nelson $ 275,000 $ 325,000 $ 375,000 The accrued officers and directors payroll at November 30, 2015 is $1,993,582. Lease Agreement On June 3, 2013, the Company entered into a new lease agreement with its current landlord. The lease is for a 24 month period, expiring on May 31, 2015 , and requires monthly base rental payments of $ 4,000 for the period from June 1, 2013 through May 31, 2014 and $ 4,080 for the period from June 1, 2014 through May 31, 2015 plus adjustments for Common Area Expenses. On May 29, 2015, the Company amended and extended its current lease for an additional twelve month period, expiring on May 31, 2016, and requires monthly base rental payments of $4,583. The office space is approximately 2,000 square feet and includes five executive offices, a lunchroom and conference room. Rent expense was $54,548 and $47,158 for the years November 30, 2015 and 2014, respectively. Contingencies From time to time, the Company may be involved in legal matters arising in the ordinary course of business. While the Company believes that such matters are currently not material, there can be no assurance that matters arising in the ordinary course of business for which the Company is, or could be, involved in litigation, will not have a material adverse effect on its business, financial condition or results of operations. |
Testing Services Agreement
Testing Services Agreement | 12 Months Ended |
Nov. 30, 2015 | |
Testing Services Agreement [Abstract] | |
Testing Services Agreement | Note 12. Testing Services Agreement On July 2, 2013, the Company entered into agreements for the first stage of a project to develop a castor plantation and milling operation in the Republic of Paraguay with offshore entities (aka Ambrosia and Developer) for the testing and development of a project with up to $ 10,000,000 in financing upon certification of the castor yield effective and subject to material and adverse events. We received notification of termination of the TSA project as of April 1, 2014 due to material and adverse events related to the necessity for building roads due to extreme flooding conditions and issues associated with clearing of the land. We entered into a Settlement Agreement with our sub-contractor in June, 2014 for final payment for services related to the testing services agreement and all receivables and payables related to the testing services agreement were satisfied in June, 2014. The Company recorded other consulting revenue, net of expense of $0 and $111,401 for the years ended November 30, 2015 and 2014, respectively, in connection with services provided under the TSA. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Nov. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 13: Subsequent Events On December 15, 2015 a shareholder loaned the Company $25,000 for a Convertible Note at $.15 per share due. On February 18, 2016 a shareholder loaned the Company $16,500, for a Convertible Note at $.15 per share due. On February 24, 2016, the Board of Directors approved the following stock compensation because of the Company not making any cash payments toward salary for the fye 2015. The stock compensation is to be paid by November 30, 2016 provided the Company had revenues from operations that could provide for the taxes due for the stock compensation, or the stock would be returned to the Company. The stock will be issued but held by the Transfer Agent until November 30, 2016 and the returned to the Company or distributed to the employee. The employee has the option to pay the Company for the employer tax due and their own taxes due for the stock compensation on or before November 30, 2016. Dr. Neil Williams, CEO G 3 2,000,000 common stock shares Robert Kohn, CEO BioPower 1,250,000 common stock shares Bonnie Nelson, Director of Strategy 1,250,000 common stock shares Benjamin Williams, Sr. Vice President 500,000 common stock shares Total 5,000,000 common stock shares On March 2, 2016, Mr. Baruch Halpern joined the Company as Chief Operating Officer. For more than 20 years, Mr. Halpern has been involved in equity research, advisory, capital raises, and has served as managing director of Halpern Capital, Inc., a boutique investment banking firm founded by Mr. Halpern in 2002. He has also held senior finance positions at major corporations. Since 2009, Mr. Halpern has been managing director of CrossCredit Capital, LLC, a firm focused on structured financial solutions, and since 2010 he has been managing director of Carbon Capital Advisors, LLC, a firm focused on green energy and carbon footprint amelioration. He is a founder of Sustain:Green, a firm founded in 2012 offering financial products such as prepaid debit and credit cards designed to fight climate change. Prior to founding Halpern Capital in 2002, Mr. Halpern held various sell-side analyst positions. Additionally, he gained substantial buy-side experience as vice president and portfolio manager at Fred Alger & Co., an investment advisory firm. At Fred Alger & Co., Mr. Halpern served as a research group leader, managing a $1 billion portfolio with more than 600 companies in a broad range of industries. Mr. Halpern has an extensive corporate and industry background, having also held positions with Celanese Corporation and Beech-Nut, Inc. He has served as a Director of RiceBran Technologies (NASDAQ: RIBT) since 2012. Mr. Halpern received his masters of business administration in finance from Baruch College. Mr. Halpern has been a CFA Charter holder since 1982 and holds numerous FINRA certifications. As part of Mr. Halperns Employment Contract, the Company authorized the issuance of 3,000,000 shares of its common stock to remain in the possession of the Transfer Agent for one year. The 3,000,000 common shares will be released to Mr. Halpern after one year as long as he does not voluntarily resign. At that time a standard two-year lock-up agreement will also be executed. If Mr. Halpern voluntarily resigns before his first anniversary, there will be a claw-back of 2,250,000 common shares and Mr. Halpern will be issued the remaining 750,000 common shares with a two-year lock-up agreement. Mr. Halpern also loaned the Company $100,000 and entered into a convertible debt agreement at 8% interest, due on March 2, 2018. The debt is convertible into common shares of stock at a conversion price of $0.15 per share. The loan includes a provision for matching future conversion rights with any new loans made by the Company with the exception of a Right of First Refusal. In addition, if an equity transaction is done at a price below $0.15 then the conversion price will adjust to such price. |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Nov. 30, 2015 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation All inter-company accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (GAAP) 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 revenues and expenses during the reporting periods. Actual results could differ materially from those estimates. Such estimates and assumptions for the periods ended November 30, 2015 and 2014, affect, among others, the following: ● estimated fair value of share based payments, ● estimated carrying value, useful lives and related impairment of equipment and intangible assets; and ● estimated valuation allowance for deferred tax assets, due to continuing and expected future losses Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from estimates. |
Cash | Cash The Company considers all highly liquid instruments purchased with a maturity of three months or less and money market accounts to be cash equivalents. The Company had no cash equivalents at November 30, 2015. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are stated at their estimated net realizable values. The Company evaluates whether it is necessary to record an allowance for doubtful accounts for estimated losses inherent in the accounts receivable portfolio. In evaluating the required allowance, management considers historical losses adjusted to take into account current market conditions and financial conditions, the amount of receivables in dispute, and the current receivables aging and current payment patterns. Based on its evaluation, no allowance for doubtful accounts was recorded as of November 30, 2015. |
Equipment | Equipment Equipment is stated at cost, less accumulated depreciation computed on a straight-line basis over the estimated useful lives. Maintenance and repairs are charged to operations when incurred. Betterments and renewals are capitalized when deemed material. When equipment is sold or otherwise disposed of, the asset account and related accumulated depreciation account are relieved, and any gain or loss is included in operations. Equipment is reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. There were no impairment charges taken during the periods ended November 30, 2015 and 2014. |
Derivative Liabilities | Derivative Liabilities Fair Value of Financial Instruments The Companys financial instruments consist of cash and cash equivalents, accounts payable and accrued expenses and shareholder loans. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements. Financial assets and liabilities recorded at fair value in our balance sheets are categorized based upon a fair value hierarchy established by GAAP, which prioritizes the inputs used to measure fair value into the following levels: Fair Value of Financial Instruments Level 1Quoted market prices in active markets for identical assets or liabilities at the measurement date. Level 2Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable and can be corroborated by observable market data. Level 3Inputs reflecting managements best estimates and assumptions of what market participants would use in pricing assets or liabilities at the measurement date. The inputs are unobservable in the market and significant to the valuation of the instruments. A financial instruments categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the year ended November 30, 2015 Level 1 Level 2 Level 3 Total Assets Securities-available for sale $ - $ - $ - $ - Liabilities Derivative Financial Instruments $ - $ - $ 60,356 $ 60,356 Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the year ended November 30, 2014: Level 1 Level 2 Level 3 Total Assets Securities-available for sale $ - $ - $ - $ - Liabilities Derivative Financial Instruments $ - $ - $ - $ - The following table presents details of the Companys level 3 derivative liabilities as of November 30, 2014: Amount Balance November 30, 2014 $ - Debt discount originated from derivative liabilities 50,000 Initial loss recorded 61,074 Change in fair market value of derivative liabilities (50,718 ) Balance November 30, 2015 $ 60,356 |
Investment In Joint Venture | Investment in Joint Venture GECC, a subsidiary of the Company signed an agreement to form a 50-50 Joint Venture with AGT Technologies, LLC. in November 2013 for the technology used for the conversion of cellulosic sugar to ethanol. GECC owns fifty percent of MicrobeSynergy, LLC joint venture and will record its investment on the equity basis of accounting. The Companys proportionate share of expenses incurred by the Joint Venture will be charged to the statement of operations and adjusted against the Investment in Joint Venture. Losses from the Joint Venture are only recognized until the investment in the Joint Venture is reduced to zero. Losses in excess of the investment must be restored from future profits before the Company can recognize its proportionate share of profits. Elements of the joint venture related to exclusivity of the technology are in dispute. The Company intends to sell GECC for a nominal value as its total focus is on the development of waste-to-energy facilities and waste remediation. As of November 30, 2015, the Joint Ventures had no activity. |
Convertible Debt, Beneficial Conversion Feature And Debt Discount | Convertible debt, Beneficial Conversion Feature and Debt Discount For conventional convertible debt where the rate of conversion is below market value at the date of the agreement, the Company records a beneficial conversion feature (BCF) and related debt discount. When the Company records a BCF, the relative fair value of the BCF would be recorded as a debt discount against the face amount of the respective debt instrument. The discount would be amortized to interest expense over the life of the debt. When a conversion of the underlying debt occurs, a proportionate share of the unamortized amounts is immediately expensed. |
Share-based Payments | Share-based payments The Company recognizes all forms of share-based payments, including stock option grants, warrants, and restricted stock grants, which are based on the estimated number of awards that are ultimately expected to vest, using a fair-value-based method and measurement date as required by ASC 718 and ASC 505. Share based payments, excluding restricted stock, are valued using a Black-Scholes option pricing model. Share based payment awards issued to non-employees for services rendered are recorded at either the fair value of the services rendered or the fair value of the share-based payment, whichever is more readily determinable. The grants are amortized on a straight-line basis over the requisite service periods, which is generally the vesting period. If an award is granted, but vesting does not occur, any previously recognized compensation cost is reversed in the period related to the termination of service. When computing fair value, the Company may consider the following variables: ● The risk-free interest rate assumption is based on the U.S. Treasury yield for a period consistent with the expected term of the option in effect at the time of the grant. ● The Company has not paid any dividends on common stock since inception and does not anticipate paying dividends on its common stock in the near future. ● The expected option term is computed using the simplified method as permitted under the provisions of Staff Accounting Bulletin (SAB) 110. ● The expected volatility is based on the historical volatility of the Companys common stock, based on the daily quoted closing trading prices. ● The forfeiture rate is based on the historical forfeiture rate for unvested stock options. |
Earnings Per Share | Earnings per share Basic earnings (loss) per share is computed by dividing net income (loss) by weighted average number of shares of common stock outstanding during each period. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period. The Company does not include shares not yet issued that were included as a component of common stock payable in the earnings per share calculation. Since the Company reflected a net loss in 2015 and 2014, considering any common stock equivalents, if exercisable, would have been anti-dilutive. A separate computation of diluted earnings (loss) per share is not presented. The Company has the following potential common stock equivalents at November 30, 2015 and 2014: November 30, 2015 November 30, 2014 Convertible debt 3,174,790 - |
Income Taxes | Income Taxes Provisions for income taxes are calculated based on reported pre-tax earnings and current tax law. Significant judgment is required in determining income tax provisions and evaluating tax positions. The Company periodically assesses its liabilities and contingencies for all periods that are currently open to examination or have not been effectively settled based on the most current available information. When it is not more likely than not that a tax position will be sustained, the Company records its best estimate of the resulting tax liability and any applicable interest and penalties in the financial statements. Deferred tax assets and liabilities are recorded for temporary differences between the tax basis of assets and liabilities and their reported amounts in the financial statements using statutory rates in effect for the year in which the differences are expected to reverse. The Company presents the tax effects of these deferred tax assets and liabilities separately for each major tax jurisdiction. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that the changes are enacted. The Company records a valuation allowance to reduce deferred tax assets when it is more likely than not that some portion of the asset may not be realized. The Company evaluates its deferred tax assets and liabilities on a periodic basis. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements There are no new accounting pronouncements that are expected to have any material impact on the Companys consolidated financial statements. |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Nov. 30, 2015 | |
Accounting Policies [Abstract] | |
Schedule of Financial Assets and Liabilities Measured at Fair Value Recurring Basis | Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the year ended November 30, 2015 Level 1 Level 2 Level 3 Total Assets Securities-available for sale $ - $ - $ - $ - Liabilities Derivative Financial Instruments $ - $ - $ 60,356 $ 60,356 Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the year ended November 30, 2014: Level 1 Level 2 Level 3 Total Assets Securities-available for sale $ - $ - $ - $ - Liabilities Derivative Financial Instruments $ - $ - $ - $ - |
Schedule of Fair Value of Derivative Liabilities Measured at Unobservable level Three Inputs | The fair value at the commitment and re-measurement dates for the Companys derivative liabilities were based upon the following management assumptions as of November 30, 2015 and commitment date: Commitment Date November 30, 2015 Expected dividends - - Expected volatility 296.84 % 310.04 % Expect term 1.44 1.08 Risk free interest rate 0.33 % 0.51 % |
Schedule of Potential Common Stock Equivalents | The Company has the following potential common stock equivalents at November 30, 2015 and 2014: November 30, 2015 November 30, 2014 Convertible debt 3,174,790 - |
Equipment (Tables)
Equipment (Tables) | 12 Months Ended |
Nov. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Components of Equipment | At November 30, 2015 and November 30, 2014, equipment consists of the following: November 30, 2015 2014 Estimated Useful Life Computer Equipment $ 36,800 $ 27,760 5 years Testing Equipment - 20,366 3 years Less: Accumulated depreciation (25,924 ) (26,892 ) Equipment, net $ 10,876 $ 21,234 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Nov. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets | Significant deferred tax assets at November 30, 2015 and 2014 are approximately as follows: 2015 2014 Gross deferred tax assets: Net operating loss carryforwards $ 1,152,000 $ 568,000 Accrued and deferred expenses 752,000 624,000 Total deferred tax assets 1,904,000 1,192,000 Less: valuation allowance (1,904,000 ) (1,192,000 ) Net deferred tax asset recorded - $ - |
Notes Payable and Convertible25
Notes Payable and Convertible Debt (Tables) | 12 Months Ended |
Nov. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Notes Payable | Notes payable consists of the following: Balance Interest Rate Maturity Balance November 30, 2013 $ 88,000 Borrowings 30,000 4 % August 4, 2014, in default Borrowings 25,000 8 % June 30, 2015, in default Borrowings 10,000 8 % April 1, 2015, in default Borrowings 2,000 8 % April 30, 2015, in default Balance November 30, 2014 $ 155,000 8 % Various Reclassification of convertible debt to notes payable 62,500 8 % Due on demand Borrowings 7,500 8 % September 1, 2015 Borrowings 15,000 8 % July 14, 2015 Repayment of note payable (7,500 ) Reclassification of debt to convertible debt (43,000 ) Reclassification of debt to convertible debt (15,000 ) Reclassification of debt to convertible debt (42,000 ) Balance November 30, 2015 $ 132,500 |
Schedule of Convertible Debt | Convertible debt consists of the following: Balance Interest Rate Maturity Conversion Price Balance - November 30, 2013 $ 125,000 Borrowings 125,000 8 % Due on demand 0.10 Conversion of borrowings to equity (125,000 ) Conversion of borrowings to equity (62,500 ) Balance - November 30, 2014 $ 62,500 8 % 0.10 Reclassification to notes payable (62,500 ) Borrowings 7,500 8 % December 30, 2015 0.12 Borrowings 15,000 8 % July 15, 2015 0.15 Reclassification of notes payable to convertible debt 15,000 8 % December 30, 2015 0.15 Reclassification of notes payable to convertible debt 43,000 8 % December 30, 2015 0.15 Reclassification of notes payable to convertible debt 42,000 8 % December 30, 2015 0.15 Borrowings 120,000 8 % December 30, 2015 0.15 Borrowings 50,000 8 % December 30, 2016 0.15 Accrued interest added to convertible debt 4,979 8 % December 30, 2015 0.15 Conversion of borrowings to equity (30,000 ) Debt Discount (78,113 ) Balance - November 30, 2015 $ 189,366 |
Derivative Liabilities (Tables)
Derivative Liabilities (Tables) | 12 Months Ended |
Nov. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Fair Value of Conversion Feature | As a result of the application of ASC No. 815 in year ended November 30, 2015 the fair value of the conversion feature is summarized as follows: Amount Balance November 30, 2014 $ - Debt discount originated from derivative liabilities 50,000 Initial loss recorded 61,074 Change in fair market value of derivative liabilities (50,718 ) Balance November 30, 2015 $ 60,356 |
Schedule of Fair Value Assumptions of Commitment and Re-measurement Dates For Derivative Liabilities | The fair value at the commitment and re-measurement dates for the Companys derivative liabilities were based upon the following management assumptions as of November 30, 2015 and commitment date: Commitment Date November 30, 2015 Expected dividends - - Expected volatility 296.84 % 310.04 % Expect term 1.44 1.08 Risk free interest rate 0.33 % 0.51 % |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Nov. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Related Parties Employment Agreement | As of November 30, 2015, the Company had employment agreements with certain officers and directors (two individuals) containing the following provisions: Term of contract 4 years, expiring on November 30, 2018 Salary $275,000 commencing December 1, 2014 Salary deferral All salaries will be accrued but may be paid from the Companys available cash flow funds. |
Schedule of Employees Compensation | Annual Salaries: Name Starting Dec. 1, 2014 2014-15 2015-2016 2016-2017 Robert Kohn $ 275,000 $ 325,000 $ 375,000 Bonnie Nelson $ 275,000 $ 325,000 $ 375,000 |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Accounting Policies [Abstract] | ||
Cash equivalents | $ 0 | |
Allowance for doubtful accounts | 0 | |
Impairment charges | $ 0 | $ 0 |
Summary of Significant Accoun29
Summary of Significant Accounting Policies - Schedule of Financial Assets and Liabilities Measured at Fair Value Recurring Basis (Details) - USD ($) | Nov. 30, 2015 | Nov. 30, 2014 |
Securities - available for sale | ||
Derivative Financial Instruments | 60,356 | |
Level 1 [Member] | ||
Securities - available for sale | ||
Derivative Financial Instruments | ||
Level 2 [Member] | ||
Securities - available for sale | ||
Derivative Financial Instruments | ||
Level 3 [Member] | ||
Securities - available for sale | ||
Derivative Financial Instruments | $ 60,356 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies - Schedule of Fair Value of Derivative Liabilities Measured at Unobservable level Three Inputs (Details) | 12 Months Ended |
Nov. 30, 2015USD ($) | |
Balance November 30, 2014 | |
Debt discount originated from derivative liabilities | 50,000 |
Initial loss recorded | 61,074 |
Change in fair market value of derivative liabilities | (50,718) |
Balance November 30, 2015 | 60,356 |
Level 3 [Member] | |
Balance November 30, 2014 | |
Debt discount originated from derivative liabilities | 50,000 |
Initial loss recorded | 61,074 |
Change in fair market value of derivative liabilities | 50,718 |
Balance November 30, 2015 | $ 60,356 |
Summary of Significant Accoun31
Summary of Significant Accounting Policies - Schedule of Potential Common Stock Equivalents (Details) - shares | 12 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Convertible Debt [Member] | ||
Convertible debt | 3,174,790 |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | 12 Months Ended | ||
Nov. 30, 2015 | Nov. 30, 2014 | Nov. 30, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Net loss | $ 2,211,360 | $ 2,093,021 | |
Net cash used in operations | 286,447 | 332,500 | |
Working capital deficit | 3,892,001 | 2,127,569 | |
Stockholders' deficit | $ 3,874,188 | $ 2,095,142 | $ 1,636,811 |
Equipment (Details Narrative)
Equipment (Details Narrative) - USD ($) | 12 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 9,215 | $ 12,341 |
Equipment - Components of Equip
Equipment - Components of Equipment (Details) - USD ($) | 12 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Computer Equipment | $ 36,800 | $ 27,760 |
Testing Equipment | 20,366 | |
Less: Accumulated depreciation | (25,924) | (26,892) |
Equipment, net | $ 10,876 | $ 21,234 |
Computer Equipment [Member] | ||
Estimated Useful Life | 5 years | |
Testing Equipment [Member] | ||
Estimated Useful Life | 3 years |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 12 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||
Operating loss carry-forwards | $ 3,062,000 | |
Operating loss carry forward expiring date | Nov. 30, 2034 | |
Percentage of change in ownership | 50.00% | |
Valuation allowance, amount | $ 1,904,000 | $ 1,192,000 |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets (Details) - USD ($) | Nov. 30, 2015 | Nov. 30, 2014 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carry-forwards | $ 1,152,000 | $ 568,000 |
Accrued and deferred expenses | 752,000 | 624,000 |
Total deferred tax assets | 1,904,000 | 1,192,000 |
Less: valuation allowance | (1,904,000) | (1,192,000) |
Net deferred tax asset recorded |
Notes Payable and Convertible37
Notes Payable and Convertible Debt (Details Narrative) - USD ($) | Jul. 30, 2015 | Jul. 24, 2015 | Jul. 24, 2015 | May 13, 2015 | Dec. 30, 2014 | Nov. 28, 2014 | Oct. 14, 2014 | Dec. 03, 2013 | Nov. 22, 2013 | Jul. 31, 2015 | May 31, 2015 | Oct. 31, 2014 | Sep. 30, 2014 | Jul. 31, 2014 | Nov. 30, 2015 | Nov. 30, 2014 | Dec. 31, 2014 | Dec. 02, 2014 | Nov. 25, 2014 | Oct. 30, 2014 | Oct. 02, 2014 | Sep. 11, 2014 | Jul. 10, 2014 | Nov. 30, 2013 | Jul. 02, 2013 |
Debt converted into common stock amount | $ 30,000 | $ 209,619 | |||||||||||||||||||||||
Convertible debt | $ 120,000 | 44,394 | |||||||||||||||||||||||
Conversion price | $ 0.15 | ||||||||||||||||||||||||
Loss on settlement of debt and accrued expenses | 77,134 | ||||||||||||||||||||||||
Percentage of debt instrument interest rate | 8.00% | ||||||||||||||||||||||||
Debt due date | Dec. 30, 2015 | ||||||||||||||||||||||||
Notes payable | 132,500 | 155,000 | $ 88,000 | ||||||||||||||||||||||
Accrued interest | 15,863 | 9,474 | |||||||||||||||||||||||
Debt discount | 217,760 | 81,250 | |||||||||||||||||||||||
Beneficial conversion feature | $ 120,000 | ||||||||||||||||||||||||
Change in fair value of derivative liability | 61,074 | ||||||||||||||||||||||||
Interest expense on convertible debt | 33,124 | 275 | |||||||||||||||||||||||
Convertible Debt Agreements [Member] | |||||||||||||||||||||||||
Convertible debt | $ 50,000 | ||||||||||||||||||||||||
Conversion price | $ 0.15 | ||||||||||||||||||||||||
Percentage of debt instrument interest rate | 8.00% | ||||||||||||||||||||||||
Debt due date | Dec. 30, 2016 | ||||||||||||||||||||||||
Debt discount | $ 50,000 | 37,643 | |||||||||||||||||||||||
Derivative liability | 111,074 | 60,356 | |||||||||||||||||||||||
Change in fair value of derivative liability | $ 61,074 | 50,718 | |||||||||||||||||||||||
Convertible Debt [Member] | |||||||||||||||||||||||||
Accrued interest | 294 | 11,703 | |||||||||||||||||||||||
Third Party Investors [Member] | |||||||||||||||||||||||||
Conversion price | $ 0.12 | ||||||||||||||||||||||||
Loans payable | $ 7,500 | ||||||||||||||||||||||||
Beneficial conversion feature | $ 5,000 | ||||||||||||||||||||||||
Third Party Investors [Member] | New Loan [Member] | |||||||||||||||||||||||||
Percentage of debt instrument interest rate | 8.00% | ||||||||||||||||||||||||
Loans payable | $ 23,000 | ||||||||||||||||||||||||
Notes payable | $ 23,000 | ||||||||||||||||||||||||
Third Party Investors [Member] | |||||||||||||||||||||||||
Convertible debt | $ 44,448 | $ 44,448 | |||||||||||||||||||||||
Conversion price | $ 0.15 | $ 0.15 | $ 0.15 | $ 0.12 | $ 0.15 | ||||||||||||||||||||
Loss on settlement of debt and accrued expenses | $ 67,379 | ||||||||||||||||||||||||
Investor advanced | $ 30,000 | $ 7,500 | $ 20,000 | $ 7,500 | $ 12,000 | $ 25,000 | $ 30,000 | $ 23,000 | $ 2,000 | $ 10,000 | $ 30,000 | ||||||||||||||
Percentage of debt instrument interest rate | 8.00% | 8.00% | 8.00% | 8.00% | 8.00% | ||||||||||||||||||||
Debt due date | Dec. 30, 2015 | Jul. 14, 2015 | Dec. 30, 2015 | Dec. 30, 2015 | Sep. 1, 2015 | Apr. 30, 2015 | Jun. 30, 2015 | Aug. 4, 2014 | |||||||||||||||||
Loans payable | $ 5,000 | $ 18,000 | |||||||||||||||||||||||
Notes payable | $ 15,000 | $ 45,531 | 20,000 | ||||||||||||||||||||||
Accrued interest | 2,531 | $ 2,448 | $ 2,448 | $ 2,448 | |||||||||||||||||||||
Debt discount | $ 18,750 | ||||||||||||||||||||||||
Percentage of conversion of debt | 100.00% | 50.00% | |||||||||||||||||||||||
Beneficial conversion feature | $ 10,623 | $ 2,000 | $ 5,000 | $ 10,882 | |||||||||||||||||||||
Third Party Investor [Member] | |||||||||||||||||||||||||
Conversion price | $ 0.15 | $ 0.15 | $ 0.15 | $ 0.12 | $ 0.10 | $ 0.10 | $ 0.19 | ||||||||||||||||||
Loss on settlement of debt and accrued expenses | $ 9,755 | ||||||||||||||||||||||||
Investor advanced | $ 125,000 | $ 125,000 | |||||||||||||||||||||||
Debt due date | Feb. 3, 2015 | ||||||||||||||||||||||||
Percentage of conversion of debt | 50.00% | ||||||||||||||||||||||||
Percentage of beneficial conversion feature of debt | 50.00% | ||||||||||||||||||||||||
Beneficial conversion feature | $ 62,500 | ||||||||||||||||||||||||
Board Of Directors [Member] | |||||||||||||||||||||||||
Restricted share price per share | $ 0.10 | ||||||||||||||||||||||||
Percentage of conversion of debt | 100.00% | ||||||||||||||||||||||||
Third Parties [Member] | |||||||||||||||||||||||||
Interest expense on convertible debt | $ 8,025 | $ 4,973 |
Notes Payable and Convertible38
Notes Payable and Convertible Debt - Schedule of Notes Payable (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Jul. 31, 2015 | Nov. 30, 2015 | Nov. 30, 2014 | |
Beginning balance | $ 155,000 | $ 88,000 | |
Reclassification of convertible debt to notes payable | 62,500 | ||
Borrowings | 22,500 | 67,000 | |
Repayment of note payable | 7,500 | ||
Reclassification of debt to convertible debt | (43,000) | ||
Reclassification of debt to convertible debt | (15,000) | ||
Reclassification of debt to convertible debt | (42,000) | ||
Ending balance | 132,500 | 155,000 | |
Maturity date | Dec. 30, 2015 | ||
Notes Payable [Member] | |||
Borrowings | $ 7,500 | $ 30,000 | |
Interest Rate | 8.00% | 4.00% | |
Maturity date | Sep. 1, 2015 | Aug. 4, 2014 | |
Notes Payable One [Member] | |||
Borrowings | $ 15,000 | $ 25,000 | |
Interest Rate | 8.00% | 8.00% | |
Maturity date | Jul. 14, 2015 | Jun. 30, 2015 | |
Notes Payable Two [Member] | |||
Borrowings | $ 10,000 | ||
Interest Rate | 8.00% | ||
Maturity date | Apr. 1, 2015 | ||
Notes Payable Three [Member] | |||
Borrowings | $ 2,000 | ||
Interest Rate | 8.00% | ||
Maturity date | Apr. 30, 2015 | ||
Notes Payable Four [Member] | |||
Interest Rate | 8.00% |
Notes Payable and Convertible39
Notes Payable and Convertible Debt - Schedule of Convertible Debt (Details) - USD ($) | 12 Months Ended | ||
Nov. 30, 2015 | Nov. 30, 2014 | Jul. 31, 2015 | |
Beginning balance | $ 62,500 | $ 125,000 | |
Conversion of borrowings to equity | 125,000 | ||
Conversion of borrowings to equity | (62,500) | ||
Reclassification to notes payable | (62,500) | ||
Borrowings | 192,500 | 125,000 | |
Reclassification of notes payable to convertible debt | 15,000 | ||
Reclassification of notes payable to convertible debt | 43,000 | ||
Reclassification of notes payable to convertible debt | 42,000 | ||
Accrued interest added to convertible debt | 4,979 | ||
Conversion of borrowings to equity | (30,000) | (125,000) | |
Debt discount | (78,113) | ||
Ending Balance | 189,366 | $ 62,500 | |
Conversion Price | $ 0.15 | ||
Convertible Debt One [Member] | |||
Borrowings | $ 7,500 | ||
Interest Rate | 8.00% | 8.00% | |
Convertible debt, Maturity date | Dec. 30, 2015 | ||
Conversion Price | $ 0.10 | $ 0.10 | |
Convertible Debt Two [Member] | |||
Borrowings | $ 15,000 | ||
Interest Rate | 8.00% | ||
Convertible debt, Maturity date | Jul. 15, 2015 | ||
Conversion Price | $ 0.12 | ||
Convertible Debt Three [Member] | |||
Borrowings | $ 120,000 | ||
Interest Rate | 8.00% | ||
Convertible debt, Maturity date | Dec. 30, 2015 | ||
Conversion Price | $ 0.15 | ||
Convertible Debt Four [Member] | |||
Borrowings | $ 50,000 | ||
Interest Rate | 8.00% | ||
Convertible debt, Maturity date | Dec. 30, 2015 | ||
Conversion Price | $ 0.15 | ||
Convertible Debt Five [Member] | |||
Interest Rate | 8.00% | ||
Convertible debt, Maturity date | Dec. 30, 2015 | ||
Conversion Price | $ 0.15 | ||
Convertible Debt Six [Member] | |||
Interest Rate | 8.00% | ||
Convertible debt, Maturity date | Dec. 30, 2015 | ||
Conversion Price | $ 0.15 | ||
Convertible Debt Seven [Member] | |||
Interest Rate | 8.00% | ||
Convertible debt, Maturity date | Dec. 30, 2016 | ||
Conversion Price | $ 0.15 | ||
Convertible Debt Eight [Member] | |||
Interest Rate | 8.00% | ||
Convertible debt, Maturity date | Dec. 30, 2015 | ||
Conversion Price | $ 0.15 |
Notes Payable - Related Parti40
Notes Payable - Related Parties (Details Narrative) - USD ($) | Jul. 24, 2015 | May 13, 2015 | Dec. 30, 2014 | Nov. 05, 2014 | Dec. 03, 2013 | Jul. 31, 2015 | Nov. 30, 2015 | Nov. 30, 2014 | Nov. 25, 2014 | Aug. 31, 2014 | Nov. 30, 2013 | Nov. 22, 2013 |
Related Party Transaction [Line Items] | ||||||||||||
Debt instrument maturity date | Dec. 30, 2015 | |||||||||||
Convertible debt | $ 120,000 | $ 44,394 | ||||||||||
Conversion price per share | $ 0.15 | |||||||||||
Notes payable | 132,500 | $ 155,000 | $ 88,000 | |||||||||
Beneficial conversion feature | $ 120,000 | |||||||||||
Additional note payable | 22,500 | 67,000 | ||||||||||
Accounts payable and accrued expenses | 435,567 | 419,090 | ||||||||||
Director of Business Strategy [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Loans payable current | $ 50,000 | |||||||||||
Debt instrument, interest | 8.00% | |||||||||||
Debt instrument maturity date | May 5, 2015 | |||||||||||
Debt instrument extended maturity date | Dec. 30, 2015 | |||||||||||
Third Party Investor [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Loans payable current | $ 30,000 | $ 15,000 | $ 7,500 | |||||||||
Debt instrument maturity date | Feb. 3, 2015 | |||||||||||
Conversion price per share | $ 0.15 | $ 0.15 | $ 0.12 | $ 0.10 | $ 0.19 | $ 0.10 | ||||||
Beneficial conversion feature | $ 62,500 | |||||||||||
Director [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Conversion price per share | $ 0.15 | $ 0.15 | $ 0.12 | |||||||||
Notes payable | $ 50,000 | $ 50,000 | $ 50,000 | |||||||||
Beneficial conversion feature | $ 2,000 | 2,000 | $ 5,000 | |||||||||
Additional note payable | $ 15,000 | |||||||||||
Related Parties [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Accounts payable and accrued expenses | $ 4,250 | $ 294 | ||||||||||
Director [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Loans payable current | $ 50,000 | $ 1,200 | ||||||||||
Debt instrument, interest | 8.00% | |||||||||||
Debt instrument maturity date | May 5, 2015 | |||||||||||
Convertible debt | $ 50,000 | |||||||||||
Conversion price per share | $ 0.15 | $ 0.12 | ||||||||||
Beneficial conversion feature | $ 2,000 |
Stockholders' Deficit (Details
Stockholders' Deficit (Details Narrative) - USD ($) | Oct. 24, 2014 | Jan. 28, 2011 | Nov. 30, 2015 | Nov. 30, 2014 | Jul. 31, 2015 | Jul. 24, 2015 | Dec. 30, 2014 |
Stockholders Equity Disclosure [Line Items] | |||||||
Percentage of common outstanding immediately prior to share exchange | 50.00% | ||||||
Percentage of maximum of outstanding conversion stock | 50.00% | ||||||
Conversion stock shares | 30,000,000 | ||||||
Common stock value issued for service | $ 75,835 | $ 33,251 | |||||
Number of shares issued for conversion of debt, amount | 30,000 | 209,619 | |||||
Accrued interest | 15,863 | $ 9,474 | |||||
Conversion price | $ 0.15 | ||||||
Stock issued during period for cash | $ 75,000 | ||||||
Director [Member] | |||||||
Stockholders Equity Disclosure [Line Items] | |||||||
Common stock shares issued for service | 500,000 | ||||||
Common stock value issued for service | $ 100,000 | ||||||
Conversion price | $ 0.15 | $ 0.12 | |||||
Unrelated Third Parties [Member] | |||||||
Stockholders Equity Disclosure [Line Items] | |||||||
Common stock shares issued for service | 535,000 | ||||||
Common stock value issued for service | $ 57,001 | ||||||
Debt conversion loan into common shares | 722,550 | ||||||
Loss on settlement of debt | $ 9,755 | ||||||
Number of shares issued for conversion of debt, amount | 62,500 | ||||||
Accrued interest | $ 9,755 | ||||||
Conversion price | $ 0.10 | ||||||
Unrelated Third Parties One [Member] | |||||||
Stockholders Equity Disclosure [Line Items] | |||||||
Conversion stock shares | 1,373,650 | ||||||
Debt conversion loan into common shares | 1,373,650 | ||||||
Loss on settlement of debt | $ 67,379 | ||||||
Number of shares issued for conversion of debt, amount | 125,000 | ||||||
Accrued interest | $ 12,365 | ||||||
Conversion price | $ 0.10 | ||||||
G3P [Member] | |||||||
Stockholders Equity Disclosure [Line Items] | |||||||
Existing shareholders right to convert convertible preferred stock period | 2 years | ||||||
Net earnings | $ 1,000,000 | ||||||
Percentage of preferred stock converted into common stock | 50.00% | ||||||
Percentage of preferred stock converted into common stock description | If BOPO and G3P earn a similar amount of net cash flow then G3P can convert the PS into 30% of the outstanding CS prior to the issuance of the CS in this Transaction or a total of 50% of the outstanding shares at Closing including the CS issued at Closing; | ||||||
Percentage of original common stock issued | 20.00% | ||||||
Shareholders [Member] | Share Exchange Agreement [Member] | |||||||
Stockholders Equity Disclosure [Line Items] | |||||||
Number of common stock shares issued during the period | 7,695,296 | ||||||
Number of common stock value issued during the period | $ 923,436 | ||||||
Unrelated Third Parties [Member] | |||||||
Stockholders Equity Disclosure [Line Items] | |||||||
Common stock shares issued for service | 200,000 | ||||||
Common stock value issued for service | $ 75,835 | ||||||
Stock issued during period for cash, shares | 600,000 | ||||||
Stock issued during period for cash | $ 75,000 | ||||||
Stock issuance price per share | $ 0.12 | ||||||
Unrelated Third Parties [Member] | Convertible Note Agreement [Member] | |||||||
Stockholders Equity Disclosure [Line Items] | |||||||
Debt conversion loan into common shares | 200,000 | ||||||
Number of shares issued for conversion of debt, amount | $ 30,000 | ||||||
Conversion price | $ 0.15 | ||||||
Series A Preferred Stock [Member] | |||||||
Stockholders Equity Disclosure [Line Items] | |||||||
Sale of stock during period | 1 | ||||||
Sale of stock amount | $ 1 | ||||||
Preferred stock voting rights | 50.1% of the total votes. |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | Jul. 24, 2015 | Jul. 24, 2015 | May 13, 2015 | Dec. 30, 2014 | Nov. 05, 2014 | Oct. 14, 2014 | Jul. 31, 2015 | May 31, 2015 | Oct. 31, 2014 | Sep. 30, 2014 | Jul. 31, 2014 | Nov. 30, 2015 | Nov. 30, 2014 | Dec. 02, 2014 | Oct. 30, 2014 | Oct. 02, 2014 | Sep. 11, 2014 | Jul. 10, 2014 | Jul. 02, 2013 |
Notes payable to related parties | $ 525 | $ 51,375 | |||||||||||||||||
Convertible notes payable to related parties | 50,000 | ||||||||||||||||||
Debt discount | 5,606 | ||||||||||||||||||
Convertible debt | $ 120,000 | 44,394 | |||||||||||||||||
Accrued interest | 4,421 | 190 | |||||||||||||||||
Interest expense on notes payable to related parties | 33,124 | 275 | |||||||||||||||||
Debt instrument maturity date | Dec. 30, 2015 | ||||||||||||||||||
Conversion price | $ 0.15 | ||||||||||||||||||
Beneficial conversion feature | $ 120,000 | ||||||||||||||||||
Interest expense related party | $ 33,124 | $ 275 | |||||||||||||||||
Third Party Investors [Member] | |||||||||||||||||||
Convertible debt | $ 44,448 | $ 44,448 | |||||||||||||||||
Loan amount | $ 5,000 | $ 18,000 | |||||||||||||||||
Debt instrument maturity date | Dec. 30, 2015 | Jul. 14, 2015 | Dec. 30, 2015 | Dec. 30, 2015 | Sep. 1, 2015 | Apr. 30, 2015 | Jun. 30, 2015 | Aug. 4, 2014 | |||||||||||
Note payable reclassified to convertible debt | $ 30,000 | $ 30,000 | $ 15,000 | ||||||||||||||||
Conversion price | $ 0.15 | $ 0.15 | $ 0.15 | $ 0.12 | $ 0.15 | ||||||||||||||
Beneficial conversion feature | $ 10,623 | $ 2,000 | $ 5,000 | $ 10,882 | |||||||||||||||
Investor advanced | $ 30,000 | 7,500 | $ 20,000 | $ 7,500 | $ 12,000 | $ 25,000 | $ 30,000 | $ 23,000 | $ 2,000 | $ 10,000 | $ 30,000 | ||||||||
Director [Member] | |||||||||||||||||||
Convertible debt | $ 50,000 | ||||||||||||||||||
Number of common stock shares granted | 500,000 | ||||||||||||||||||
Fair value of common stock | $ 100,000 | ||||||||||||||||||
Loan amount | $ 50,000 | ||||||||||||||||||
Debt instrument bearing interest | 8.00% | ||||||||||||||||||
Debt instrument maturity date | May 5, 2015 | ||||||||||||||||||
Related party transaction note period extended | Dec. 30, 2015 | ||||||||||||||||||
Note payable reclassified to convertible debt | $ 50,000 | $ 50,000 | $ 50,000 | ||||||||||||||||
Conversion price | $ 0.15 | $ 0.15 | $ 0.12 | ||||||||||||||||
Beneficial conversion feature | $ 2,000 | ||||||||||||||||||
Purchased Company's testing equipment | 6,000 | ||||||||||||||||||
Recognized a loss on sale | $ 4,183 | ||||||||||||||||||
Third Party Investors [Member] | |||||||||||||||||||
Loan amount | $ 7,500 | ||||||||||||||||||
Note payable reclassified to convertible debt | $ 7,500 | ||||||||||||||||||
Conversion price | $ 0.12 | ||||||||||||||||||
Beneficial conversion feature | $ 5,000 |
Derivative Liabilities (Details
Derivative Liabilities (Details Narrative) - USD ($) | Jul. 23, 2015 | Jul. 31, 2015 | Nov. 30, 2015 | Nov. 30, 2014 |
Debt instrument maturity date | Dec. 30, 2015 | |||
Conversion price | $ 0.15 | |||
Debt discount | $ 217,760 | $ 81,250 | ||
Derivative liability | 60,356 | |||
Change in fair value of derivative liability | 61,074 | |||
Investor [Member] | ||||
Company received from investor | $ 50,000 | |||
Debt instrument bearing interest | 8.00% | |||
Debt instrument maturity date | Dec. 30, 2016 | |||
Conversion price | $ 0.15 | |||
Debt discount | $ 50,000 | 12,357 | ||
Derivative liability | 111,074 | 60,356 | ||
Change in fair value of derivative liability | $ 61,074 | 10,356 | ||
Derivative debt discount | $ 37,643 |
Derivative Liabilities - Summar
Derivative Liabilities - Summary of Fair Value of Conversion Feature (Details) | 12 Months Ended |
Nov. 30, 2015USD ($) | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Balance November 30, 2014 | |
Debt discount originated from derivative liabilities | 50,000 |
Initial loss recorded | 61,074 |
Change in fair market value of derivative liabilities | (50,718) |
Balance November 30, 2015 | $ 60,356 |
Derivative Liabilities - Schedu
Derivative Liabilities - Schedule of Fair Value Assumptions of Commitment and Re-measurement Dates for Derivative Liabilities (Details) | 12 Months Ended |
Nov. 30, 2015 | |
Expected dividends | |
Expected volatility | 310.04% |
Expect term | 1 year 29 days |
Risk free interest rate | 0.51% |
Commitment Date [Member] | |
Expected dividends | |
Expected volatility | 296.84% |
Expect term | 1 year 5 months 9 days |
Risk free interest rate | 0.33% |
Commitments and Contingencies46
Commitments and Contingencies (Details Narrative) | May 29, 2015USD ($)ft²ExecutiveOffices | Jun. 03, 2013 | Nov. 30, 2015USD ($) | May 31, 2015USD ($) | Nov. 30, 2014USD ($) | May 31, 2014USD ($) |
Commitments and Contingencies Disclosure [Line Items] | ||||||
Accrued officers and directors payroll | $ 1,993,582 | |||||
Rent expense | $ 54,548 | $ 47,158 | ||||
Lease Agreement [Member] | ||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||
Lease term | 24 months | |||||
Lease expiration date | May 31, 2016 | May 31, 2015 | ||||
Rent expense | $ 4,583 | $ 4,080 | $ 4,000 | |||
Lease extended term | 12 months | |||||
Office space square feet | ft² | 2,000 | |||||
Number of executive offices | ExecutiveOffices | 5 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Related Parties Employment Agreement (Details) | 12 Months Ended |
Nov. 30, 2015USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Term of contract | 4 years |
Salary | $ 275,000 |
Salary deferral | All salaries will be accrued but may be paid from the Companys available cash flow funds. |
Contract expiration date | Nov. 30, 2018 |
Commitments and Contingencies48
Commitments and Contingencies - Schedule of Employees Compensation (Details) | Nov. 30, 2015USD ($) |
Robert Kohn [Member] | Starting Dec. 1, 2014 [Member] | |
Annual Salaries | |
Robert Kohn [Member] | 2014-15 [Member] | |
Annual Salaries | 275,000 |
Robert Kohn [Member] | 2015-2016 [Member] | |
Annual Salaries | 325,000 |
Robert Kohn [Member] | 2016-2017 [Member] | |
Annual Salaries | 375,000 |
Bonnie Nelson [Member] | Starting Dec. 1, 2014 [Member] | |
Annual Salaries | |
Bonnie Nelson [Member] | 2014-15 [Member] | |
Annual Salaries | 275,000 |
Bonnie Nelson [Member] | 2015-2016 [Member] | |
Annual Salaries | 325,000 |
Bonnie Nelson [Member] | 2016-2017 [Member] | |
Annual Salaries | $ 375,000 |
Testing Services Agreement (Det
Testing Services Agreement (Details Narrative) - USD ($) | Jul. 02, 2013 | Nov. 30, 2015 | Nov. 30, 2014 |
Testing Services Agreement [Line Items] | |||
Other consulting revenue, net of expense | $ 0 | $ 111,401 | |
Testing Services Agreement [Member] | |||
Testing Services Agreement [Line Items] | |||
Investment in project development amount | $ 10,000,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Mar. 02, 2016 | Feb. 24, 2016 | Jul. 31, 2015 | Nov. 30, 2015 | Nov. 30, 2014 | Feb. 18, 2016 | Dec. 15, 2015 |
Convertible Note | $ 120,000 | $ 44,394 | |||||
Authorized to issuance | 100,000,000 | 100,000,000 | |||||
Proceeds from related party loan | $ 51,200 | ||||||
Debt instrument maturity date | Dec. 30, 2015 | ||||||
Conversion Price | $ 0.15 | ||||||
Subsequent Event [Member] | |||||||
Number of common stock shares issued for stock compensation | 5,000,000 | ||||||
Subsequent Event [Member] | Mr. Baruch Halpern [Member] | |||||||
Debt instrument interest rate | 8.00% | ||||||
Authorized to issuance | 3,000,000 | ||||||
Number of shares isused by claw-back | 2,250,000 | ||||||
Proceeds from related party loan | $ 100,000 | ||||||
Debt instrument maturity date | Mar. 2, 2018 | ||||||
Conversion Price | $ 0.15 | ||||||
Subsequent Event [Member] | Mr. Baruch Halpern [Member] | Two Year Lock Up Agreement [Member] | |||||||
Number of shares isused by claw-back | 750,000 | ||||||
Subsequent Event [Member] | Shareholder Loaned [Member] | |||||||
Convertible Note | $ 16,500 | $ 25,000 | |||||
Debt instrument interest rate | 15.00% | 15.00% | |||||
Subsequent Event [Member] | Dr. Neil Williams, CEO G3P [Member] | |||||||
Number of common stock shares issued for stock compensation | 2,000,000 | ||||||
Subsequent Event [Member] | Robert Kohn, CEO BioPower [Member] | |||||||
Number of common stock shares issued for stock compensation | 1,250,000 | ||||||
Subsequent Event [Member] | Bonnie Nelson, Director of Strategy [Member] | |||||||
Number of common stock shares issued for stock compensation | 1,250,000 | ||||||
Subsequent Event [Member] | Benjamin Williams, Sr. Vice President [Member] | |||||||
Number of common stock shares issued for stock compensation | 500,000 |