What changed in this filing

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Item 1. Financial Statements

2025-01-21 compared with 2024-10-21 · 530 added, 344 removed, 290 unchanged (75% of the section changed)

1 unchanged sentence

CANNABIS BIOSCIENCE INTERNATIONAL HOLDINGS,

(formerly named China Infrastructure Construction

CONSOLIDATED BALANCE SHEETS

August 31, 2024

November 30, 2024

CURRENT ASSETS

4 unchanged sentences

Right-of-use asset

LIABILITIES AND STOCKHOLDERS’ DEFICIENCY

AND STOCKHOLDERS’

CURRENT LIABILITIES

7 unchanged sentences

LONG-TERM LIABILITIES

Notes payable

Lease liabilities

1 unchanged sentence

TOTAL LIABILITIES

STOCKHOLDERS’ DEFICIENCY

Authorized 10,000,000 shares of preferred stock, without par value, of which 2,500,000 shares have been designated Series A Convertible Preferred Stock and 2,000 shares have been designated Series B Preferred Stock ( 2,000 and 1,000 shares outstanding at August 31, 2024, and May 31, 2024, respectively)

STOCKHOLDERS’

Authorized 10,000,000 shares of preferred stock, without par value, of which 2,500,000 shares have been designated Series A Convertible Preferred Stock and 2,000 shares have been designated Series B Preferred Stock (2,000 and 1,000 shares outstanding at November 30, 2024, and May 31, 2024, respectively

Common Stock, without par value:

20,000,000,000 shares authorized, of which 10,556,749,347 and 10,431,749,347 shares were issued and outstanding at August 31, 2024, and May 31, 2024, respectively.

20,000,000,000 shares authorized;

10,506,749,347 and 10,431,749,347 shares issued and outstanding at November 30, 2024, and May 31, 2024, respectively.

Additional paid-in capital

Accumulated deficit

( 5,410,385 )

( 5,334,081 )

TOTAL STOCKHOLDERS’ DEFICIENCY

( 1,055,317 )

( 1,079,013 )

TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIENCY

See accompanying notes to condensed

consolidated financial statements.

TOTAL STOCKHOLDERS’

TOTAL LIABILITIES AND STOCKHOLDERS’

The accompanying notes are an integral part of

these consolidated financial statements.

CANNABIS BIOSCIENCE INTERNATIONAL HOLDINGS,

(formerly named China Infrastructure Construction

CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended August 31,

Three Months Ended November 30,

Six Months Ended November 30,

Cost of revenues

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Officer compensation

Share-based compensation

Rent and lease

Total operating expenses

Loss from operations

Operating loss

Other income (expense)

Note Discount Expense

Forgiveness of debt

Interest expense

Total other income (expense)

$ ( 181,789 )

Total other income

Average common stock outstanding

1 unchanged sentence

10,331,749,347

10,497,459,730

10,331,749,347

Average earnings (loss) per share

1 unchanged sentence

$ (0.000015 )

See accompanying notes to condensed consolidated

financial statements.

The accompanying notes are an integral part of

these consolidated financial statements.

CANNABIS BIOSCIENCE INTERNATIONAL HOLDINGS,

CONSOLIDATED STATEMENT OF STOCKHOLDERS’

FOR THE THREE MONTHS ENDED AUGUST 31, 2024

Series A Convertible Preferred Stock

(formerly named China Infrastructure Construction

CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended November 30,

OPERATING ACTIVITIES

Adjustments to reconcile net income:

Adjustment for issuance of common stock for service

Amortization of right-of-use-asset and liability

Changes in assets and liabilities

Accounts receivable

Bank overdraft

Accounts payable and accrued expenses

Lease liability

NET CASH USED IN OPERATIONS

FINANCING ACTIVITIES

Proceeds from issuance of common stock

Rescission of shareholder stock purchase

Proceeds from (repayments of) short-term loans

Proceeds from shareholder loans

Change in notes payable

Change in lease liability

Payments to SBA loan

Proceeds from related party loan

NET CASH PROVIDED BY FINANCING ACTIVITIES

NET DECREASE IN CASH

CASH AT BEGINNING OF PERIOD

CASH AT END OF PERIOD

Supplemental disclosure of cash flow information

Cash paid for interest

Cash paid for taxes

The accompanying notes are an integral part of

these consolidated financial statements.

CANNABIS BIOSCIENCE INTERNATIONAL HOLDINGS,

(formerly named China Infrastructure Construction

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’

A Convertible

Preferred Stock

Additional Paid-In

B Convertible

Balance - May 31, 2024

3 unchanged sentences

Issuance of common stock for services

Issuance of shares of Series B Preferred

Net income for the quarter

Issuance of Series B Preferred Shares

Net loss for the quarter

Balance - August 31, 2024

2 unchanged sentences

$ (1,055,317 )

CONSOLIDATED STATEMENT OF STOCKHOLDERS’ DEFICIENCY

FOR THE THREE MONTHS ENDED AUGUST 31, 2023

Series A Convertible Preferred Stock

Preferred Stock

Additional Paid-In

Balance - May 31, 2023

Return of common stock issued for services

(50,000,000 )

Net loss for the quarter

Balance –

November 30, 2024

10,506,749,347

$ (5,489,913 )

Sales of common stock for cash

$ (1,164,845 )

A Convertible

Preferred Stock

B Convertible

- May 31, 2023

10,059,677,919

$ (4,682,736 )

Sales of common stock for cash

Rescission of share sale

Net loss for the quarter

Balance - August 31, 2023

- August 31, 2023

10,331,749,347

$ (4,864,525 )

Net loss for the quarter

November 30, 2023

10,331,749,347

See accompanying notes to condensed consolidated

financial statements.

CANNABIS BIOSCIENCE INTERNATIONAL HOLDINGS,

CONSOLIDATED STATEMENTS OF CASH FLOWS

Three Months Ended August 31,

CASH FLOW FROM OPERATING ACTIVITIES:

Net income (loss)

$ (4,998,953 )

Adjustments to reconcile net loss:

Issuance of common stock for services

Amortization of right-of-use-asset and liability

Changes in assets and liabilities:

Accounts receivable

Accounts payable and accrued expenses

Deferred revenue

Bank overdraft

Lease liability

Related party payables

NET CASH PROVIDED BY (USED IN) OPERATIONS

CASH FLOW FROM FINANCING ACTIVITIES:

Proceeds from sales of common stock

Rescission of shareholder stock purchase

Change in lease liability

Proceeds from (repayment of) short-term loans

Repayment of SBA loan

Proceeds from related party loan

NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES

NET INCREASE (DECREASE) IN CASH

CASH AT BEGINNING OF PERIOD

CASH AT END OF PERIOD

Supplemental disclosure of cash flow information

Cash paid for interest

Cash paid for taxes

See accompanying notes to condensed consolidated

financial statements.

The accompanying notes are an integral part of

these consolidated financial statements.

CANNABIS BIOSCIENCE INTERNATIONAL HOLDINGS,

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

August 31, 2024

Note 1 – Organization and Operations

November 30, 2024

Note 1 –

Organization and Business

Organization and Operations

Cannabis Bioscience International Holdings, Inc.,

a Colorado corporation (the “Company”), was formed on February 28, 2003, as a limited liability company named Fidelity Aircraft

Partners LLC.

a Colorado corporation (the “Company”), was formed on February 28, 2003, as a limited liability company under the name Fidelity

Aircraft Partners LLC.

On December 16, 2009, it converted to a corporation under the name Fidelity Aviation Corporation, and on August

24, 2009, it changed its name to China Infrastructure Construction Corp.

On February 28, 2018, the Company changed its name to Hippocrates Direct

Healthcare, Inc.;

On February 28, 2018, the Company changed its name to Hippocrates

Direct Healthcare, Inc.;

on July 4, 2018, it resumed the name China Infrastructure Construction Corp.

On December 6, 2022, it changed its name

to its present name.

The Company provides educational systems focused on medical cannabis in cities throughout the United States and six

countries in Latin America.

The Company provides services in therapeutic areas of clinical trials and services relating to sleep disorders

through its sleep center in Houston, Texas.

The Company offered concierge medicine at an affordable price through a membership-based model

through its wholly owned subsidiary, Hippocrates Direct Healthcare, LLC, a Texas limited liability company, formed on September 11, 2017;

this business was discontinued during the quarter ended August 31, 2020.

The Company operated a sleep center, which diagnosed sleep-related

disorders, through its subsidiary, Alpha Fertility and Sleep Center, LLC, a Texas limited liability company;

its operations were terminated

on April 30, 2023.

Note 2 – Summary of Significant Accounting

On December 6, 2022, it changed

its name to its present name.

The Company provides educational systems focused on medical cannabis in cities throughout the United States

and six countries in Latin America.

The Company provides services to third parties in therapeutic areas of clinical trials and conducts

clinical trials relating to cannabinoids for its own account.

The Company has one non-operating subsidiary, Alpha Fertility and Sleep

Center, LLC, a Texas limited liability company, through which it conducted its sleep center business until April 30, 2023.

Note 2 –

Summary of Significant Accounting

Accounting Principles

The accompanying unaudited consolidated financial

statements have been prepared by management using the accrual basis of accounting in accordance with accounting principles generally accepted

in the United States of America (“U.S.

GAAP”) for interim financial statements and with the instructions to Article 10 of

Regulation S-X of the U.S.

Securities and Exchange Commission (the “SEC”).

Accordingly, they do not contain all of the information

and footnotes required by U.S.

statements have been prepared by management using the accrual basis of accounting in accordance with accounting principles generally

accepted in the United States of America (“U.S.

GAAP”) for interim financial statements and with the instructions to Article

10 of Regulation S-X of the U.S.

Securities and Exchange Commission (the “SEC”).

Accordingly, they do not contain all of

the information and footnotes required by U.S.

GAAP for annual financial statements.

In the opinion of the Company’s management, the accompanying

unaudited consolidated financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present

the financial position of the Company at August 31, 2024, and the results of operations and cash flows for the periods presented.

results of operations for the three months ended August 31, 2024, are not necessarily indicative of the operating results for the full

fiscal year or any future period.

These unaudited consolidated financial statements should be read in conjunction with the Company’s

audited consolidated financial statements and related notes thereto for the year ended May 31, 2024.

In the opinion of the Company’s management,

the accompanying unaudited consolidated financial statements contain all the adjustments necessary (consisting only of normal recurring

accruals) to present the financial position of the Company at November 30, 2024, and the results of operations and cash flows for the

periods presented.

The results of operations for the six months ended November 30, 2024, are not necessarily indicative of the operating

results for the full fiscal year or any future period.

These unaudited consolidated financial statements should be read in conjunction

with the audited financial statements and related notes thereto for the year ended May 31, 2024.

Use of Estimates

The preparation of financial statements in conformity

GAAP requires management to make significant estimates and assumptions.

The preparation of financial statements in conformity

GAAP requires management to make significant estimates and assumptions that affect the reported amounts of assets and liabilities

and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses

during the reporting periods.

and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and

expenses during the reporting periods.

Making estimates requires management to exercise significant judgment.

Certain of these estimates could

be affected by external conditions, including those unique to the Company’s businesses and general economic conditions.

These external

conditions could have an effect on the Company’s estimates that could cause actual results to differ materially from its estimates.

Certain of these estimates

could be affected by external conditions, including those unique to the Company’s businesses, and general economic conditions.

These external conditions could have an effect on the Company’s estimates that could cause actual results to differ materially

from its estimates.

Actual results could differ from those estimates.

The Company re-evaluates all of its accounting estimates at least quarterly based on

these conditions and records adjustments when necessary.

Significant estimates relied upon in preparing these statements include revenue

recognition, accounts receivable reserves, accrued expenses, share-based compensation and the recoverability of the Company’s net

deferred tax assets and any related valuation allowance.

The Company re-evaluates all of its accounting estimates at least

quarterly based on these conditions and records adjustments when necessary.

Significant estimates relied upon in preparing these statements

include revenue recognition, accounts receivable reserves, accrued expenses, share-based compensation and the recoverability of the Company’s

net deferred tax assets and any related valuation allowance.

Principles of Consolidation

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The Company had

no investment securities that were deemed cash equivalents at August 31, 2024, and May 31, 2024.

zero investment securities that were deemed cash equivalents at November 30, 2024, and May 31, 2024, respectively.

Accounts Receivable

3 unchanged sentences

experience of losses incurred.

Receivables are considered impaired and written off when it is probable that all contractual payments due

will not be collected in accordance with the terms of the related agreement.

Based upon experience and the judgment of management, there

was no allowance for doubtful accounts at August 31, 2024, and May 31, 2024.

Receivables are considered impaired and written off when it is probable that all contractual payments

due will not be collected in accordance with the terms of the related agreement.

Based on experience and the judgment of management,

there was no allowance for doubtful accounts at November 30, 2024, and May 31, 2024.

Revenue Recognition

The Company follows the Financial Accounting Standards

Board’s (“FASB”) Accounting Standards Update (“ASU”) No.

2014-09, Revenue from Contracts with Customers

(Topic 606), as amended.

This standard requires a company to recognize revenues when it transfers goods or services to customers in

an amount that reflects the consideration that it expects to receive for them.

The Company follows the Financial Accounting

Standards Board’s (“FASB”) Accounting Standards Update (“ASU”) No.

2014-09, Revenue from Contracts with

Customers (Topic 606), as amended.

This standard requires a company to recognize revenues when it transfers goods or services to

customers in an amount that reflects the consideration that it expects to receive for them.

Under ASU No.

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(b) it identifies the performance obligations in the contract;

it determines the transaction price;

(d) it allocates the transaction price to the performance obligations in the contract;

recognizes revenues when (or as) it satisfies its performance obligation.

it recognizes revenues when (or as) it satisfies its performance obligation.

The Company generates revenue from multiple streams,

namely, clinical trials, consulting fees, seminars and merchandise sales.

Revenues from product sales are recognized when a customer obtains

control of the Company’s product, which occurs at a point in time or over time, typically upon shipment to the customer or when

services are fulfilled and the customer receives benefit from such services.

Revenue is deferred and a liability is established to the

extent that the Company receives payments from customers in advance of goods being shipped or services being rendered.

Revenues from product sales are recognized when a customer

obtains control of the Company’s product, which occurs at a point in time or over time, typically upon shipment to the customer

or when services are fulfilled and the customer receives benefit from such services.

Revenue is deferred and a liability is established

to the extent that the Company receives payments from customers in advance of goods being shipped or services being rendered.

The Company expenses incremental costs of obtaining

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is recognized as the work progresses.

The majority of the Company’s revenue is derived from services provided to customers and is

executed typically over a period that is typically between 1 to 12 months, based on evaluation of when these services are rendered.

will continue to be recognized over time because of the continuous transfer of control to the customer as services are rendered to customers.

The majority of the Company’s revenue is derived from services provided to customers and

is executed typically over a period that is typically between 1 to 12 months, based on evaluation of when these services are rendered.

Contracts will continue to be recognized over time because of the continuous transfer of control to the customer as services are rendered

to customers.

Payments made by customers in advance of services being rendered are recorded as deferred revenue.

11 unchanged sentences

and revenue is recognized.

These advance payments are not treated as financing components, based upon the guidance in ASC 606-10-32-196-16

and -17, whereby the timing of when services are provided is at the discretion of the customers, or a substantial amount of the consideration

These advance payments are not treated as financing component based on the guidance in ASC 606-10-32-196-16

and -17, whereby the timing of when services are provided are at the discretion of the customers or a substantial amount of the consideration

promised by the customer is variable and not in the control of the customer or the Company.

There is no significant financing component

to any of the Company’s contracts.

Contracts for educational services require nonrefundable

3 unchanged sentences

Contract Modifications

Contracts for the Company’s clinical trial

business are subject to modification.

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If the remaining goods

or services are not distinct, the modification will be treated as if it were a part of the existing contract and the effect that the contract

modification has on the transaction price and the measure of progress toward satisfaction of the performance obligations are recognized

as an adjustment to revenue (either as an increase in or a reduction of revenue) at the date of the contract modification on a cumulative

catch-up basis.

or services are not distinct, the modification will be treated as if it were a part of the existing contract and the effect that the

contract modification has on the transaction price and the measure of progress toward satisfaction of the performance obligations are

recognized as an adjustment to revenue (either as an increase in or a reduction of revenue) at the date of the contract modification

on a cumulative catch-up basis.

Remaining Performance Obligations

3 unchanged sentences

expected duration of one year or less.

At August 31, 2024, and May 31, 2024, the Company had no remaining performance obligations.

At November 30, 2024, and May 31, 2024, the Company had no remaining performance obligations.

Share-Based Payments

ASC 718, “ Compensation – Stock

Compensation, ” prescribes accounting and reporting standards for all share-based payment transactions.

ASC 718, “

Compensation –

Compensation, ”

prescribes accounting and reporting standards for all share-based payment transactions.

In June 2018, FASB issued

2018-07, Compensation – Stock Compensation (Topic 718):

2018-07, Compensation –

Stock Compensation (Topic 718):

Improvements to Nonemployee Share-Based Payment Accounting,

1 unchanged sentence

718, with certain exceptions.

This update supersedes previous guidance for share-based payments to non-employees under Subtopic 505-50, Equity

This update supersedes previous guidance for share-based payments to non-employees under Subtopic 505-50,

Equity –

Equity-Based Payments to Non-Employees.

follows FASB guidance related to equity-based payments, which requires that equity-based compensation be accounted for using a fair value

method and recognized as expense in the accompanying statements of operations.

Equity-based compensation expense will be recognized as

compensation expense.

This guidance became effective for the Company on January 1, 2019.

on its completed analysis, the Company has determined that adopting this guidance will not have a material impact on its financial statements.

The Company follows FASB guidance related to equity-based payments, which requires that equity-based compensation be accounted for using

a fair value method and recognized as expense in the accompanying statements of operations.

Equity-based compensation expense will be

recognized as compensation expense.

The Company has adopted ASU 2016-02, Leases

6 unchanged sentences

users the ability to assess the amount, timing and uncertainty of cash flows arising from leases.

The Company follows ASU 2016-18, “ Statement

of Cash Flows (Topic 230), ” requiring that the statement of cash flows explain the change in the total cash, cash equivalents,

The Company follows ASU 2016-18, “

of Cash Flows (Topic 230), ”

requiring that the statement of cash flows explain the change in the total cash, cash equivalents,

and amounts generally described as restricted cash or restricted cash equivalents.

The provisions of this guidance are to be applied using

a retrospective approach, which requires the application of the guidance for all periods presented.

The provisions of this guidance are to be applied

using a retrospective approach, which requires application of the guidance for all periods presented.

Fair Value Measurements

5 unchanged sentences

cost basis, which approximates their fair values because of the short-term nature of these instruments.

The carrying amounts of the Company’s

short- and long-term credit obligations approximate fair value because the effective yields on these obligations, which include contractual

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ASC Topic 820 describes three levels of inputs that may be used to measure fair value:

Quoted prices in active markets for identical assets

or liabilities.

Quoted prices for similar assets

and liabilities in active markets or inputs that are observable.

Inputs that are unobservable

(for example, cash flow modeling inputs based on assumptions).

Quoted prices in active markets for identical

assets or liabilities.

Quoted prices for similar assets and liabilities

in active markets or inputs that are observable.

Inputs that are unobservable (for example, cash

flow modeling inputs based on assumptions).

The Company accounts for income taxes in accordance

with Accounting Standards Codification No.

740, “Income Taxes” (“ASC 740”).

740, “Income Taxes”

(“ASC 740”).

This codification prescribes

3 unchanged sentences

the enacted tax rates and laws that will be in effect when the differences are expected to reverse.

The Company provides a valuation allowance,

if necessary, to reduce deferred tax assets to their estimated realizable value if it is more likely than not that some portion or all

of the deferred tax asset will not be realized.

The Company provides a valuation

allowance, if necessary, to reduce deferred tax assets to their estimated realizable value if it is more likely than not that some portion

or all of the deferred tax asset will not be realized.

Deferred tax liabilities and assets are classified

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or expected to be taken in a tax return.

The Company elects to recognize any interest and penalties, if any, related to unrecognized tax

benefits in tax expense.

Income (Loss) per Share

The Company computes basic earnings per share amounts

in accordance with Accounting Standards Codification Topic 260, “Earnings per Share.” (“ASC 260”) Under

ASC 260, (i) basic earnings (loss) per share is calculated by dividing net income (loss) available to common stockholders by the weighted

average number of common shares outstanding during the reporting period and (ii) diluted loss per share is computed by dividing net loss

by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during

At August 31, 2024, and August 31, 2023, the Company had no dilutive securities.

The Company elects to recognize any interest and penalties, if any, related to unrecognized

tax benefits in tax expense.

Loss per Share

The Company computes basic earnings per share

amounts in accordance with Accounting Standards Codification Topic 260, “Earnings per Share.”

Basic earnings per share

is calculated by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding

during the reporting period.

Diluted loss per share is computed by dividing net loss by the weighted average number of shares of common

stock, common stock equivalents and potentially dilutive securities outstanding during the period.

At November 30, 2023, and November

30, 2022, the Company had no dilutive securities.

Recently Issued Accounting Standards

The Company does not believe there are any other

recently issued, but not yet effective, accounting standards that would have a significant impact on the Company’s financial position

or results of operations.

Note 3 – Going Concern

accompanying consolidated financial statements have been prepared in conformity with U.S.

GAAP, which contemplates the Company’s

continuation as a going concern in accordance with ASC 240-40-50.

The Company’s history of recurring losses, negative working capital

and negative cash flows from operating activities raises substantial doubt about its ability to continue as a going concern.

quarter ended August 31, 2024, the Company had not generated any income since inception, and although the Company generated income during

that quarter, its current cash balances will not meet its working capital needs.

During the quarter ended August 31, 2024, the Company

had net loss from operations of $ 97,604 ,

net cash used in operations of $ 30,413 ,

a working capital deficit of $ 833,355 and an accumulated

deficit of $ 5,410,385 .

Note 3 –

Going Concern

The accompanying consolidated financial statements

have been prepared in conformity with U.S.

GAAP, which contemplate the Company’s continuation as a going concern in accordance with

ASC 240-40-50.

The Company’s history of recurring losses, negative working capital and negative cash flows from operating activities

raises substantial doubt about its ability to continue as a going concern.

The Company has not generated any profits since inception and

its current cash balances will not meet its working capital needs.

During the quarter ended November 30, 2024, the Company had loss from

operations of $157,231, net cash used in operations of $102,503, a working capital deficit of $857,255 and an accumulated deficit of $5,489,913.

The ability of the Company to continue as a going

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If the Company is unsuccessful in these endeavors, it may be required to curtail or cease its operations.

The accompanying financial statements do not include

any adjustments related to the recoverability or classification of asset carrying amounts or the amounts and classification of liabilities

that may result should the Company be unable to continue as a going concern.

Note 4 – Debt

The accompanying financial statements do not

include any adjustments related to the recoverability or classification of asset carrying amounts or the amounts and classification of

liabilities that may result should the Company be unable to continue as a going concern.

Note 4 –

In May 2020, the Company received $143,100 from

the Small Business Administration as an Economic Injury Disaster Loan (“EIDL”) to help fund its operations during the COVID-19

The loan bears interest at the rate of 3.75% per annum and is payable in monthly installments of $698 over a 30-year period,

with deferral of payments for the first 12 months.

An additional $10,000 borrowed under EIDL, which was provided for payroll, was forgiven

and recorded as Other Income during 2022.

In June 2020, the Company received proceeds of

$106,200 from the Small Business Administration through a second EIDL loan to help fund its operations during the COVID-19 pandemic.

loan bears interest at the rate of 3.75 % per annum and is payable in monthly installments of $ 518 over a 30 -year period.

The Company’s EIDL loans were recorded

The loan bears interest at the rate of 3.75% per annum and is payable in monthly installments of $518 over a 30-year period.

An additional

$4,000 borrowed under EIDL, which was provided for payroll, was forgiven and recorded as Other Income during 2022.

The Company’s EIDL loans were recorded

in the balance sheet as follows:

Schedule of EIDL loans

August 31, 2024

November 30, 2024

SBA (EIDL) current portion

SBA (EIDL) noncurrent portion

Total EIDL loans

Short-Term Loans

The Company has borrowed money and entered into

agreements under which it sold receivables to third parties.

In accordance with ASC 470, these agreements are treated as loans encumbering

the receivables of the Company in the event of default and are accounted for as a debt, such that payments are allocated to principal

and interest expense as they are made.

These borrowings and agreements are as follows:

In May 2022, the Company entered into a financing agreement with an unrelated party for a loan of $ 50,000 at an annual interest rate of 20.9 %, to be repaid at the rate of $ 1,218 per week for one year .

At August 31, 2024, the balance of this loan, including interest, was $ 54,209 .

Payments under this agreement are in arrears and the Company is negotiating with the unrelated party to reschedule them.

In January 2023, the Company entered into a financing agreement with an unrelated party for a loan of $ 20,000 , bearing interest at the rate of 33.5 % per annum, to be repaid at the rate of $ 1,874 per month.

The outstanding balance at August 31, 2024, was $ 1,674 .

Payments under this agreement are in arrears and the Company is negotiating with the unrelated party to reschedule them.

In April 2023, the Company entered into a financing agreement with an unrelated party for a loan of $ 37,475 , bearing interest at the rate of 19 % per annum, to be repaid at the rate of $ 1,718 per month.

The outstanding balance at August 31, 2024, was $ 26,300 .

Payments under this agreement are in arrears and the Company is negotiating with the unrelated party to reschedule them.

On August 8, 2022, the Company entered into a financing agreement (the “AF Agreement”) with an unrelated party for a loan of $ 45,000 at an annual interest rate of 26.4 %, to be repaid at the rate of $ 6,114 per week for 20 weeks , On October 17, 2022, this loan was refinanced to include an additional $ 10,000 , such that it bears interest at an annual interest rate of 26.4 %, to be repaid at the rate of $ 3,057 per week for four weeks .

On December 20, 2022, the loan was increased to $ 76,000 and the financing agreement was modified such that the loan bears interest at an annual interest rate of 26.4 % and is to be repaid at the rate of $ 6,114 per week for 17 weeks .

On May 13, 2024, the Company agreed to settle $ 38,638 owing under the AF Agreement in consideration of a payment of $ 15,000 , which the Company made on June 12, 2024.

Under ASC 470-50-40, the fair value of extinguished debt, less the fair value of the payment, is to be treated as gain.

Accordingly, $ 23,638 has been recorded in the Company’s consolidated statement of operations for the quarter ended August 31, 2024, as Other income (expense) – Forgiveness of debt.

On June 29, 2022, the Company borrowed $ 12,500 from an unrelated party at an annual interest rate of 14 %.

This loan is payable at the weekly rate of $ 589 for 24 weeks .

On October 13, 2022, an additional loan of $ 6,304 was obtained with a weekly payment of $ 297 for 24 weeks .

At August 31, 2024, the balance of this loan, including interest, was $ 15,073 .

Payments under this loan are in arrears and the Company is negotiating with the unrelated party to reschedule them.

On August 3, 2022, the Company borrowed $ 15,000 from an unrelated party at an annual interest rate of 42.5 %, repayable at the rate of $ 1,188 per month for 18 months.

At August 31, 2024, the balance of this loan, including interest, was $ 15,553 .

Payments under this loan are in arrears and the Company is negotiating with the unrelated party to reschedule them.

On March 14, 2024, the Company made a promissory note in the principal

amount of $ 66,000

(the “Diagonal Note”) in favor of an unrelated party and received $ 50,000

after a discount of $ 11,000

and payment of fees of $ 5,000 .

This note was subject to an initial interest charge of $ 8,580 .

This note requires the Company to repay the holder in five installments, as follows:

a payment of $ 37,290

on September 15, 2024, and payments of $ 9,322 .50

on each of October 15, 2024, November 15, 2024, December 15, 2024, and January 15, 2025.

The discount of $ 11,000

is recorded in the consolidated financial statement for the year ended May 31, 2024,

as other income (expense) – loan discount and the fees under costs and expenses - $0.

At August 31, 2024, the balance of this

loan, including interest, was $ 74,850 .

The Company has entered into agreements under

which it sold receivables to third parties.

In accordance with ASC 470, these transactions are treated as loans encumbering the receivables

of the Company in the event of default and are accounted for as a debt, such that payments are allocated to principal and interest expense

as they are made.

These transactions are as follows:

In May 2022, the Company

entered into a financing agreement with an unrelated party for a loan of $50,000 at an annual interest rate of 20.9%, to be repaid

at the rate of $1,218 per week for one year.

At November 30, 2024, the outstanding balance, including interest, was $54,029.

under this agreement are in arrears and the Company is negotiating with the unrelated party to reschedule them.

In January 2023, the Company

entered into a financing agreement with an unrelated party for a loan of $20,000, bearing interest at the rate of 33.5% per annum,

to be repaid at the rate of $1,874 per month.

At November 30, 2024, the outstanding balance, including interest, was $1,674.

under this agreement are in arrears and the Company is negotiating with the unrelated party to reschedule them.

In April 2023, the Company

entered into a financing agreement with an unrelated party for a loan of $37,745, bearing interest at the rate of 19% per annum,

to be repaid at the rate of $1,718 per month.

At November 30, 2024, the outstanding balance, including interest, was $26,300.

under this agreement are in arrears and the Company is negotiating with the unrelated party to reschedule them

On August 8, 2022, the

Company entered into a financing agreement (the “AF Agreement”) with an unrelated party for a loan of $45,000 at an annual

interest rate of 26.4%, to be repaid at the rate of $6,114 per week for 20 weeks, On October 17, 2022, this loan was refinanced to

include an additional $10,000, such that it bears interest at an annual interest rate of 26.4%, to be repaid at the rate of $3,057

per week for four weeks.

On December 20, 2022, the loan was increased to $76,000 and the financing agreement was modified such that

the loan bears interest at an annual interest rate of 26.4% and is to be repaid at the rate of $6,114 per week for 17 weeks.

On May 13, 2024, the Company

agreed to settle $38,638 owing under the AF Agreement in consideration of a payment of $15,000, which the Company made on June 12,

Under ASC 470-50-40, the fair value of extinguished debt, less the fair value of the payment, is treated as gain.

$23,638 was recorded in the Company’s consolidated statement of operations for the three months ended August 31, 2024, as Other

Income –

Forgiveness of Debt.

As of November 30, 2024, the balance of this loan, including interest, was $0.

On June 29, 2022, the Company

borrowed $12,500 from an unrelated party at an annual interest rate of 14%.

This loan is payable at the weekly rate of

$589 for 24 weeks.

On October 13, 2022, an additional loan of $6,304 was obtained with a weekly payment of $297 for

At November 30, 2024, the outstanding balance of this loan, including interest, was $15,073.

On August 3, 2022, the

Company borrowed $15,000 from an unrelated party at an annual interest rate of 42.5%, repayable at the rate of $1,188 per

month for 18 months.

At November 30, 2024, the outstanding balance of this loan, including interest, was $15,553.

See Note 11 for information regarding a promissory

note made by the Company in favor of a related party and cash advances made during the year ended May 31, 2024, by the officers of the

Note 5 – Right-of-Use Assets and Lease

Note 5 –

Right-of-Use Assets and Lease

The Company leases real property from unrelated

10 unchanged sentences

recorded in the balance sheets:

Schedule of amount related to leases

August 31, 2024

November 30, 2024

Right-of-use asset

1 unchanged sentence

Right-of-use asset, net

Lease liabilities – current

Lease liabilities – noncurrent

Operating lease liabilities

The Company reimburses a related party for an office

space operating lease under a month-to-month arrangement, payable at the discretion of management.

The Company’s total operating lease expenses

were $ 18,248 and $ 20,953 during the three months ended August 31, 2024, and August 31, 2023, respectively.

See Note 10 for additional lease information.

Lease liabilities –

The Company reimburses related parties for an

office space operating lease under a month-to-month arrangement, payable at the discretion of management.

The Company’s total operating lease expense

was $36,687 and $31,210 during the quarters ended November 30, 2024, and November 30, 2023, respectively.

See Note 10 for additional

lease information.

Note 6 -- Revenue

Most of the Company’s revenue is generated

by the performance of services to customers and recognized at a point in time based on the evaluation of when the customer obtains control

5 unchanged sentences

Sales of goods typically do not include multiple products and/or service elements.

The table below summarizes the Company’s disaggregated revenue

Schedule of disaggregated revenue

Quarter Ended August 31,

The table below summarizes the Company’s

disaggregated revenue information:

Three Months Ended November 30,

Six Months Ended November 30,

Clinical trials

1 unchanged sentence

Total revenue

Cost of revenue consists of third-party costs associated

with patient stipends.

At August 31, 2024, and August 31, 2023, cost of revenue totaled $ 8,362 and $ 8,820 , respectively.

Note 7 – Stockholders’ Deficiency

Cost of revenue consists of third-party costs

associated with patient stipends, sleep study fees and audio/video fees.

At November 30, 2024, and November 30, 2023, cost of revenues

totaled $16,165 and $23,912, respectively.

Note 7 –

Stockholders’

The Company is authorized to issue 20,010,000,000

of capital stock, of which 20,000,000,000 shares are common stock, without par value, and 10,000,000 are preferred stock, without par

value, issuable in series.

of capital stock, of which 20,000,000,000 shares are common stock, without par value, and 10,000,000 are preferred stock, issuable in

Preferred Stock

The Company has designated 2,500,000 shares of

preferred stock as Series A Convertible Preferred Stock (the “Series A Stock”).

Until July 20, 2022, each share had a par

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this amendment, (i) Series A Stock is entitled to receive dividends on the shares of Common Stock into which such shares are convertible,

(ii) has the voting power of the number of shares of Common Stock into which such shares are convertible, (iii) is redeemable at the option

of the Company for a redemption price equal to the number of shares of Common Stock into which the redeemed shares are convertible and

(iv) are senior to the Common Stock and junior to the Series B Convertible Preferred Stock described below.

At August 31, 2024, and May

31, 2024, there were 2,500,000 shares of Series A Stock issued and outstanding.

(ii) has the voting power of the number of shares of Common Stock into which such shares are convertible, (iii) is redeemable at the

option of the Company for a redemption price equal to the number of shares of Common Stock into which the redeemed shares are convertible

and (iv) are senior to the Common Stock and junior to the Series B Convertible Preferred Stock described below.

At November 30, 2024,

and May 31, 2024, there were 2,500,000 shares of Series A Stock issued and outstanding.

On July 20, 2022, the Company designated a series

of preferred stock, named Series B Preferred Convertible Preferred Stock, comprising 1,000 shares (“Series B Preferred”).

The shares of this series have no par value, are not entitled to dividends, have no liquidation rights, are not redeemable, are not convertible,

have 60% of the Company’s voting power and rank senior to the Common Stock and Series A Convertible Preferred Stock.

The 1,000 preferred

shares were issued in exchange for Common Stock to a shareholder.

The Company has deemed the value of the preferred and common shares

to be the same, resulting in no change to additional paid capital.

On August 12, 2024, the Company amended its amended

and restated articles of incorporation to increase the number of shares designated Series A Preferred Stock from 1,000 to 2,000 and on

August 11, 2024, the Board authorized the issuance of the 1,000 shares created by the amendment to a related party.

At August 31, 2024, and May 31, 2024, there were

respectively 2,000 and 1,000 shares of Series A Stock issued and outstanding.

have 60% of the Company’s voting power and rank senior to the Common Stock and Series A Convertible Preferred Stock.

preferred shares were issued in exchange for Common Stock to an existing common shareholder.

The Company has deemed the value of the

preferred and common shares to be the same, resulting in no change to additional paid capital.

On August 11, 2024, the Board authorized the

issuance of 125,000,000

shares of Common Stock to a related party on May 31, 2025, May 31, 2026, May 31, 2027, and May 31, 2028, as compensation for his

services as treasurer and a director of the Company during the years then ended, if he is serving as treasurer on those dates.

on August 11, 2024, the Board authorized the issuance of, and the Company issued 1,000

shares of Series B Preferred to this related party as compensation for services to be rendered by him in raising capital.

issuance of 125,000,000 shares of Common Stock to a related party on May 31, 2025, May 31, 2026, May 31, 2027, and May 31, 2028, as compensation

for his services as treasurer and a director of the Company during the years then ended, if he is serving as treasurer on those dates.

Also, on August 11, 2024, the Board authorized the issuance of, and the Company issued 1,000 shares of Series B Preferred to this related

party as compensation for services to be rendered by him in raising capital.

On August 11, 2024, the Board authorized the

issuance of 125,000,000 shares

of Common Stock to a related party as compensation for his services as secretary the Company for the years ended May 31, 2024, May 31, 2025, May 31, 2026, and May 31, 2027, in compensation for such services during

the years then ended, if he is serving as secretary on those dates.

At August 31, 2024, and May 31, 2024, there were 10,556,749,347

and 10,431,749,347 shares of Common Stock issued and outstanding.

Note 8 – Share-Based Compensation

issuance of 125,000,000 shares of Common Stock to a related party as compensation for his services as secretary the Company for the years

ended May 31, 2024, May 31, 2025, May 31, 2026, and May 31, 2027, in compensation for such services during the years then ended, if he

is serving as secretary on those dates.

On October 28, 2024, an unrelated party returned

50,000,000 shares of Common Stock to the Company in consideration of the termination of a services agreement.

At November 30, 2024, and May 31, 2024, there

were respectively 10,506,749,347 and 10,431,749,347 shares of Common Stock issued and outstanding.

Note 8 –

Share-Based Compensation

On July 20, 2022, the Company adopted its 2022

5 unchanged sentences

of the awards that are issued.

Note 9 – Income Taxes

Note 9 –

The Company provides for income taxes under ASC

4 unchanged sentences

On December 22, 2017, the 2017 Tax Cuts and Jobs

Act (the “Tax Act”) was enacted into law, making significant changes to the Code.

These changes included a federal corporate

5 unchanged sentences

The Tax Act did not

give rise to any material impact on the balance sheets and statements of operations due to the Company’s historical worldwide loss

position and the full valuation allowance on its net U.S.

deferred tax assets.

Due to changes in ownership provisions of the income

tax laws of the United States of America, net operating loss carryforwards of $ 5,410,385 and $ 5,410,385 at August 31, 2024, and August

31, 2023, respectively, for federal income tax reporting purposes are subject to annual limitations.

When a change in ownership occurs,

the use of net operating loss carryforwards may be limited in future years.

They generally expire 20 years from when incurred.

Income taxes for 2017 to 2024 remain subject to

examination by the Internal Revenue Service.

Note 10 – Commitments and Contingencies

Due to changes in ownership provisions of the

income tax laws of the United States of America, net operating loss carryforwards of approximately $5,489,913 and $4,988,953 at

November 30, 2024, and November 30, 2023, respectively, for federal income tax reporting purposes are subject to annual limitations.

When a change in ownership occurs, the use of net operating loss carryforwards may be limited in future years.

They generally expire

20 years from when incurred.

Income taxes for 2017 to 2024 remain subject

to examination.

Note 10 –

Commitments and Contingencies

The Company leased premises of approximately

4,500 square feet located at 6201 Bonhomme Road, Suites 460S and 466S, Houston, Texas.

The lease provided for a base rent of $ 3,382 per month,

increasing to (i) $ 3,529 per month on July 1, 2020, (ii) $ 3,676 .04 per month on July 1, 2021, and (iii) $ 3,823 per month on

July 1, 2022, subject to CPI increase.

On March 23, 2023, the Company amended the lease to extend its term to June 30, 2024, at a base

rent of $4,779 per month.

For information regarding the recording of the right-of-use asset and the lease liability in the balance sheets

with respect to this lease, see Note 5.

This lease was terminated effective May 1, 2024, and on that date, the Company leased premises

of approximately 1,367 square feet located at 6201 Bonhomme Road, Suite 435N, Houston, Texas, under a lease dated April 12, 2024.

lease, which has a one-year term that commenced on May 1, 2024, provides for base rent of $1,631 per month.

Two of the Company’s officers leased 1,400

The lease provided for a base rent of $3,382 per

month, increasing to (i) $3,529 per month on July 1, 2020, (ii) $3,676.04 per month on July 1, 2021, and (iii) $3,823 per month

on July 1, 2022, subject to CPI increase.

On March 23, 2023, the Company amended the lease to extend its term to June 30, 2024, at a

base rent of $4,779 per month.

For information regarding the recording of the right-of-use asset and the lease liability in the balance

sheets with respect to this lease, see Note 5.

This lease was terminated effective May 1, 2024, and on that date, the Company leased

premises of approximately 1,367 square feet located at 6201 Bonhomme Road, Suite 435N, Houston, Texas, under a lease dated April 12,

This lease, which has a one-year term that commenced on May 1, 2024, provides for base rent of $1,631 per month.

Two of the Company’s officers leased 1,400

square feet in Houston, Texas, at 1625 Main St., Houston, Texas, under a lease the term of which commenced on March 15, 2023, and expired

2 unchanged sentences

as office space, for which the Company paid them $2,817 per month.

These officers entered into a new lease for these premises, which commenced

on September 15, 2023, and expired on September 14, 2024 , at a rent of $ 3,164 per month and they made a portion of these premises available

to the Company for use as office space, for which the Company paid them $ 2,817 per month.

On September 3, 2024, one of the Company’s

officers entered into a new lease for these premises.

The term of the lease began on September 15, 2024, and will end on August 14, 2025.

The officer has made a portion of these premises available to the Company for use as office space, for which the Company will pay him

$ 2,817 per month.

Note 11 – Related Party Transactions

These officers entered into a new lease for these premises, which

commenced on September 15, 2023, and expired on September 14, 2024, at a rent of $3,164 per month and they made a portion of these premises

available to the Company for use as office space, for which the Company paid them $2,817 per month.

On September 3, 2024, one of the

Company’s officers entered into a new lease for these premises.

The term of the lease began on September 15, 2024, and will end

on August 14, 2025.

The officer has made a portion of these premises available to the Company for use as office space, for which the

Company will pay him $2,817 per month.

Note 11 –

Related Party Transactions

See Note 7 for information respecting the issuance

of the Company’s equity securities to related parties and Note 10 for information respecting the lease of real property to the Company

by two of its officers.

During the quarter ended August 31, 2024, the

Company received cash advances from related parties of $166,918 for use as working capital.

At August 31, 2024.

of the Company’s equity securities to related parties and Note 10 for information respecting the lease of real property to the

Company by two of its officers.

During the year ended May 31, 2023, the Company

received cash advances from related parties of $101,335 for use as working capital.

At November 30, 2024.

and May 31, 2024, the Company

was indebted to related parties for cash advances made by them for use as working capital in the respective amounts of $559,488 and $503,214.

Note 12 – Off-Balance-Sheet Arrangements

On September 1, 2024, the Company entered into a loan agreement with related parties in the principal amount

of $75,000 at an interest rate of 15% per annum, which will mature on March 1, 2025.

The repayment terms are as follows:

on March 1, 2025,

on April 1, 2025, a payment of $15,417;

on May 1, 2025, a payment of $15,417;

and on June 1, 2025, a payment of $15,416.

Note 12 –

Off-Balance-Sheet Arrangements

The Company has no off-balance sheet arrangements.

Note 13 – Concentration of Risk

The Company had revenue of $ 178,887 and $ 72,821 for

the three months ending August 31, 2024, and August 31, 2023, respectively.

The Company had three customers that provided 84 %, 13 %

of gross revenue for the quarter ended August 31, 2024, and for the quarter ended August 31, 2023, seven customers provided 88 %

of the gross revenue, such that one customer provided 44 %

of gross revenue, while the other six customers provided 7 %

of gross revenue each.

Note 14 – Subsequent Events

The Company paid $37,290 due on

September 15, 2024, under the Diagonal Note.

Management has evaluated all other subsequent events

when these consolidated financial statements were issued and has determined that none of them requires disclosure herein.

Note 13 –

Concentration of Risk

The Company had revenue of $253,135 and $136,569 for the

six months ended November 30, 2024, and November 30, 2023, respectively.

The Company had two customers that provided 80% and 18% of gross

revenue for the six months ended November 30, 2024, and one customer provided 54% and another six customers provided 36% of gross

revenue for the six months ended November 30, 2023.

Note 14 –

Subsequent Events

On November 7, 2024, the Company entered a loan

agreement with a related party in the principal amount of $50,000, at an interest rate of 13% per annum, which will mature on September

15, 2025, and is repayable as follows:

on May 15, 2025 , a payment of $37,968;

on June 15, 2025, a payment of $9,492;

on July 15, 2025,

a payment of $9,492;

on August 15, 2025, a payment of $9,492;

and on September 15, 2025, a payment of $9,492.

On December 27, 2024, the Company issued 250,000,000

shares of Common Stock to a related party for $75,000.

Management has evaluated all other subsequent

events when these consolidated financial statements were issued and has determined that none of them requires disclosure herein.

Management’s Discussion and Analysis of Financial

Condition and Results of Operations.

THE FOLLOWING DISCUSSION SHOULD BE READ IN

CONJUNCTION WITH THE COMPANY’S UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS, THE NOTES THERETO AND THE OTHER FINANCIAL INFORMATION

APPEARING IN THIS REPORT.

The financial data discussed below are derived

from the unaudited consolidated financial statements of the Company as of November 30, 2024, which were prepared and presented in accordance

with United States generally accepted accounting principles for interim financial statements.

These financial data are only a summary

and should be read in conjunction with the unaudited financial statements and related notes contained herein, which more fully present

the Company’s financial condition and operations as at that date, and with its audited financial statements and notes thereto contained

in its Annual Report on Form 10-K for the year ended May 31, 2024, filed with the SEC on August 16, 2024.

Further, the Company urges

caution regarding the forward-looking statements which are contained in this report because they involve risks, uncertainties and other

factors affecting its operations, market growth, service, products and licenses that may cause the Company’s actual results and

achievements, whether expressed or implied, to differ materially from the expectations the Company describes in its forward-looking statements.

General Statement of Business

The Company, headquartered in Houston, Texas,

conducts clinical trials for Sponsors and CROs and as a Sponsor through Alpha Research Institute and cannabis-related education in classrooms,

seminars and online through Pharmacology University

Going Concern

As indicated in Note 3 of the notes to the audited

consolidated financial statements for the year ended May 31, 2024, and the report thereon of the Company’s independent auditing

firm, there is substantial doubt as to the ability of the Company to continue as a going concern.

The Company has incurred recurring

losses and recurring negative cash flow from operating activities and has an accumulated deficit, and its ability to continue as a going

concern depends on the successful execution of its operating plan, increasing sales of existing services and introducing new products

and services, as well as raising either debt or equity financing.

The Company needs substantial additional capital

to fund its business, including the completion of its business plan and repayment of its debts.

No assurance can be given that any additional

capital can be obtained or, if obtained, will be adequate to meet its needs, and the Company may need to take measures to remain a going

If adequate capital cannot be obtained on a timely basis and satisfactory terms, the Company’s operations could be materially

negatively impacted, or it could be forced to terminate its operations.

Results of Operations

Comparison of the Three Months Ended November 30, 2023, and

November 30, 2022

The following table sets forth information from

the statements of operations for the three months ended November 30, 2023, and November 30, 2022.

Three Months Ended November 30,

Cost of revenues

Total operating expenses

Operating loss

Non-operating expense:

Note discount

Revenues were $74,248 and $63,748 for the three

months ended November 30, 2024, and November 30, 2023, respectively.

The increase was primarily due to a $10,500 increase in revenues

from clinical trials sales.

Cost of Revenues

Cost of revenues for the three months ended November

30, 2024, and November 30, 2023, were $7,803 and $15,092, respectively.

The difference was primarily due to a reduction in cost of revenues

in clinical trials.

Total Operating Expenses

The following table sets forth total operating

expenses for the three months ended November 30, 2024, and November 30, 2023:

Three Months Ended November 30,

General and administrative

Contract labor

Professional fees

Officer compensation

Total operating expenses

Total operating expenses were $126,072 and $143,168

for the three months ended November 30, 2024, and November 30, 2023, respectively.

The decrease is attributable to reductions of $37,916,

$6,000 and $12,771 in professional fees, officer compensation and rent and lease, respectively, offset by an increase of $31,721 in general

and administrative.

Operating Loss

Operating income/loss increased from a loss of

$94,512 for the quarter ended November 30, 2023 to a loss of $59,627 for the three months ended November 30, 2024, primarily due to an

increase of revenue from clinical trial of $10,500 and a decrease in total operating expenses of $17,096.

For the three months ended November 30, 2024,

and November 30, 2023, interest was $8,701 and $29,916, respectively, while the note discount expense was $11,200 for the three months

ended November 30, 2024.

Net income for the three months ended November

30, 2024 was $79,528 versus the net loss of $124,428 for the three months ended November 30, 2023, for the reasons described above.

Comparison of the Six Months Ended November 30, 2024, and November

The following table sets forth information from

the statements of operations for the six months ended November 30, 2024, and November 30, 2023.

Six Months Ended November 30,

Cost of revenues

Total operating expenses

Operating loss

Non-operating income (expense):

Forgiveness of debt

Note discount

Revenues were $253,135 and $136,569 for the six

months ended November 30, 2024, and November 30, 2023, respectively.

The increase was primarily due to increase in clinical trial and

consulting fees amounting to $137,199 and $16,667, respectively.

Cost of Revenues

Cost of revenues for the six months ended November 30, 2024, and November

30, 2023, were $16,165 and $23,912, respectively.

The difference was primarily due to a $7,747 decrease in cost of revenues for clinical

Total Operating Expenses

The following table sets forth total operating

expenses for the six months ended November 30, 2023, and November 30, 2022:

Six Months Ended November 30,

General and administrative

Contract labor

Professional fees

Officer compensation

Total operating expenses

Total operating expenses were $394,201 and $380,839

for the six months ended November 30, 2024, and November 30, 2023, respectively.

The decrease was primarily attributable to reductions

of $41,811, $15,476 and $12,000 in contract labor, rent and lease, and officer compensation, respectively, offset by an increase of $48,048

in general and administrative..

Operating Loss

Operating loss decreased from $268,182 for the

six months ended November 30, 2023, to $157,231 for the six months ended November 30, 2024, primarily due to increase in revenue from

clinical trial amounting to $137,199 and decrease in operating expense from contract labor of $41,811.

Other Income (Expense)

For the six months ended November 30, 2024, and

November 30, 2023, interest was $11,040 and $38,035, respectively.

During the six months ended November 30, 2024, the Company recorded

income of $23,638 from forgiveness of a loan and an expense from note discount amounting to $11,200.

As a result, other income (expense)

for the six months ended November 30, 2024, and November 30, 2023, showed income of $1,398 and loss of $38,035, respectively.

The net loss for the six months ended November

30, 2024, was $155,833, versus $306,217 for the six months ended November 30, 2023, for the reasons described above.

Changes in Financial Condition and Results

of Operations

At November 30, 2024, the Company had $1,002

in cash and cash equivalents and accounts receivable of $13,819, negative working capital of $857,255 and no commitments for capital

expenditures.

At May 31, 2024, the Company had $755 in cash and cash equivalents and accounts receivable of $20,139, negative working

capital of $860,416 and no commitments for capital expenditures.

The Company had a balance of cash and cash equivalents of $1,002 on

the date of this Report.

During the six months ended November 30, 2024,

the Company had net cash used in operations of $102,503, while during the quarter ended November 30, 2023, the Company had net cash used

in operations of $295,867.

On the other hand, during the six months ended November 30, 2024, the Company had net cash provided in financing

of $102,750, while during the quarter ended November 30, 2023, the Company had net cash provided in financing of $287,290.

years ended May 31, 2024, and May 31, 2023, the Company had net cash used in operations of $479,382 and $898,367, respectively, and net

cash provided by financing activities of $471,224 and $875,298, respectively.

The Company had accumulated deficits of $5,273,234 at November

30, 2024, and $5,334,081 at May 31, 2024.

Off-Balance-Sheet Arran g ements

The Company has no off-balance-sheet arrangements.

Recent Accounting Pronouncements

Refer to Note 2 of the accompanying financial

Quantitative and Qualitative Disclosures About Market Risk.

The Company is a smaller reporting company as

defined by Rule 12b-2 of the Securities Exchange Act of 1934 and accordingly is not required to provide information under this item.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements