What changed in this filing

/stocks — the workspaceLOADING

Item 5. Market for Registrant’s Common Equity

2024-02-01 compared with 2015-05-07 · 48 added, 607 removed, 43 unchanged (94% of the section changed)

Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of

Equity Securities

Our common shares are quoted on the Over-the-Counter Bulletin Board and the OTCQB quotation service under the symbol “ENRT.”

Our CUSIP number is 29277Q1047.

Since August 13, 2010, our common shares have also been listed on the Canadian Securities Exchange (formerly known as the Canadian National Stock Exchange) under the symbol "

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Our common shares are quoted on the Over-the-Counter Bulletin Board and the OTCQB quotation service and on the CSE under the symbol "ENRT." Our CUSIP number is 29277Q 107.

The following quotations reflect the high and low bids for our common shares based on inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions.

3 unchanged sentences

November 2022

Quarter Ended (1)

February 2022

November 2021

(1) The quotations above were obtained from Yahoo Finance, reflect inter-dealer prices, without

retail mark-up, mark-down or commission and may not represent actual

transactions.

On November 7, 2014, the last closing price for one share of

our common stock as reported by the OTC Bulletin Board was $0.06.

price reflects an inter-dealer price, without retail mark-up, mark-down or

commission, and may not represent an actual transaction.

(1) The quotations above were obtained from Stockwatch.com, reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions.

On November 22, 2023, the last closing price for one share of our common stock as reported by the OTC Bulletin Board was $0.0161.

This closing price reflects an inter-dealer price, without retail mark-up, mark-down or commission, and may not represent an actual transaction.

The high and low bid prices (given in Canadian Dollars) of our common stock on the Canadian Securities Exchange for the periods indicated below are as follows:

4 unchanged sentences

November 2021

(1) The quotations above were obtained from TD Waterhouse Investor Services, reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions.

As of November 7, 2014, there were 564 holders of record of our

common stock.

As of November 20, 2013, 41,364,415 common shares were issued and

(1) The quotations above were obtained from TD Waterhouse Investor Services and/or stockwatch.com, reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions.

Before January 9, 2023 the company's shares were not trading on the CSE.

As of September 6, 2023, there were3,448 holders of record of our common stock.

As of November 29, 2023, 155,166,088 common shares were issued and outstanding.

Our common shares are issued in registered form.

Computershare,

2nd Floor, 510 Burrard Street, Vancouver, BC V6C 3B9 (Telephone:

Nevada Agency and Trust Company is the registered agent, 50 West Liberty Street, Suite 880, Reno, Nevada 89501 (Telephone:

775.322.0626;

604-661-9549) is the transfer agent for our common shares.

Nevada Agency and Trust Company, is the agent for service in

Nevada, 50 West Liberty Street, Suite 880, Reno, Nevada 89501 (Telephone:

775.322.5623).

775.322.5623) is the registrar agent.

Dividend Policy

We have not paid any cash dividends on our common stock and

have no present intention of paying any dividends on the shares of our common

Our current policy is to retain earnings, if any, for use in our

operations and in the development of our business.

Our future dividend policy

will be determined from time to time by our board of directors.

We have not paid any cash dividends on our common stock and have no present intention of paying any dividends on the shares of our common stock.

Our current policy is to retain earnings, if any, for use in our operations and in the development of our business.

Our future dividend policy will be determined from time to time by our board of directors.

Recent Sales of Unregistered Securities

On September 17, 2013 the Company entered into an AMI

Participation Agreement with Downhole Energy LLC to participate in 100% gross

interest and 75% net revenue interest for drilling, completion and production of

up to 100 oil wells on certain oil and gas leases covering 2,924 in the historic

field located in Forest and Venango counties, Pennsylvania.

On execution of this

agreement the company issued 100,000 of its common shares to Downhole Energy

The Company decided not to continue with the agreement and wrote off the

On October 4, 2013 the Company entered into a consulting

agreement with Olibri Acquisitions and issued 750,000 common shares of the

The Company has entered into a Letter of Intent Agreement

(LOI) on November 1, 2013 with 0984329 BC Ltd.

(the Vendor) where the

Company wishes to buy and the Vendor wishes to sell 51% of the issued and

outstanding capital stock of the Vendor.

The Vendor is the owner, operator of a

Medical Marihuana operation located at 33420 Cardinal Street, Mission, British

Columbia, Canada.

Until such time as the Vendor and the Company enter into a

Definitive Agreement, the Parties agree that all terms of this LOI are and shall

serve only as an expression of interest between the Vendor and the Company.

LOI is not comprehensive and no business relationship is created between the

Vendor and the Company unless and until such time as negotiations between the

Parties result in the consummation of a Definitive Agreement and such Definitive

Agreement is ratified by their respective authorized representatives.

November 15, 2013, the Company issued 10,000,000 shares of the restricted common

stock of the Company at a price of $0.04 per share to 0984329 B.C.

direction of WOM pursuant to the term of LOI signed with WOM.

On November 18, 2013, the Company entered into an investor relations contract with Coal Harbour Communications Inc.

The initial term of this agreement shall begin on the date of execution of this Agreement and continue for two months .

Thereafter the agreement will continue on a month-by-month basis pending cancelation by written notification with 30 days notice.

In consideration for the services the Company will pay the Provider a one-time payment of two hundred thousand shares

(200,000) of restricted common stock in Enertopia Corporation.

On November 26, the Company closed the first tranche of a private placement of 2,720,000 units at a price of CAD$0.05 per unit for gross proceeds of CAD$136,000 (US$136,000).

Each warrant will be exercisable into one further share at a

price of US$0.10 per warrant share for a period of thirty six month following the close.

On December 23, 2013, the Company closed its final tranche of a private placement of 2,528,000 units at a price of CAD$0.05 per unit for gross proceeds of CAD$126,400 ($126,400).

Each warrant will be exercisable into one further share at

a price of $0.10 per warrant share for a period of thirty six months following the close.

The Company also paid a cash finders fee of $10,140 and 202,800 broker warrants to Canaccord Genuity and Wolverton Securities that are exercisable into

one common share at a price of $0.10 that expire on December 23, 2016.

On January 16, 2014, the Company issued 5,000,000 common shares of the Company at a price of $0.18 per share to 0984329 BC Ltd, which shares will be held in escrow by the Company’s solicitors until such time which subject to certain

condition has occurred per the term of the WOM Agreement.

On January 13, 2014, the Company entered into a corporate development agreement with Don Shaxon.

The initial term of this agreement shall begin on the date of execution of this agreement and continue for twelve months.

In consideration for the

services the Company issued 250,000 common shares of the Company at a price of $0.15 per share to Don Shaxon as a signing stock bonus.

As at February 28, 2014, a total of $4,685 has been expensed and $32,812 has been recorded as

On January 31, 2014, the Company accepted and received gross proceeds of CAD$40,500 ($37,500), for the exercise of 350,000 stock options;

100,000 at $0.075 each, 150,000 stock options at $0.10 each, and 100,000 stock options at

into 350,000 common shares of the Company.

On January 31, 2014, the Company closed the first tranche of a private placement of 4,292,000 units at a price of $0.10 per unit for gross proceeds of $429,200.

Each Unit consists of one common share of the Company and one half (1/2) of one

non-transferable Share purchase warrant (each whole warrant, a “Warrant”).

Each Warrant will be exercisable into one further Share at a price of $0.15 per Warrant Share for a period of twenty four (24) months following closing.

cash finders’

fee for $29,616 and 296,160 full broker warrants that expire on January 31, 2016 with an exercise price of $0.15 was paid to Canaccord Genuity, Leede Financial and Wolverton Securities.

On February 13, 2014, the Company closed the final tranche of a private placement by issuing 12,938,000 units at a price of $0.10 per unit for gross proceeds of $1,293,800.

Each Unit consists of one common share of the Company and one half

(1/2) of one non-transferable Share purchase warrant (each whole warrant, a “Warrant”).

Each Warrant will be exercisable into one further Share at a price of $0.15 per Warrant Share for a period of twenty four (24) months following

One Director and One Officer of the Company participated in the final tranche for $30,000.

A cash finders’

fee for $98,784;

8,000 common shares in lieu of $800 finders’

fee and 995,840 full broker warrants that

expire on February 13, 2016 with an exercise price of $0.15 was paid to Canaccord Genuity, Global Market Development LLC and Wolverton Securities.

On February 13, 2014, 50,000 stock options were exercised at a price of $0.06 by a Director and 50,000 stock options were exercised at a price of $0.075 by a Consultant for net proceeds to the Company of CAD$7,050 ($6,750) into

100,000 common shares of the Company.

On February 13, 2014, 541,500 warrants from previous private placements were exercised into 541,500 common shares of the Company for net proceeds of $101,100.

On February 27, 2014, 585,000 warrants from previous private placements were exercised into 585,000 common shares of the Company for net proceeds of $115,000.

On February 27, 2014, the Company signed a $50,000 12 month marketing agreement with Agoracom payable in common shares of the Company.

The first quarter payment of $12,500 has been paid by issuing 54,347 common shares of the Company at a

market price of $0.23 per share.

On February 28, 2014, the Company issued to GCL an aggregate of 10,000,000 common shares at a price of $0.235 of the Company.

Of such shares issued, 6,400,000 of the shares issued pursuant shall be held in escrow (the "Escrow Shares") by the

Company’s solicitors until such time which subject to certain condition has occurred per the term of the GCL Agreement.

On March 11, 2014, Robert Chadwick joined the Company as an advisor and was paid a $1,000 honorarium.

Robert Chadwick was issued a one-time 100,000 common shares of the Company.

On March 11, 2014, as per the terms of the Joint Venture Agreement dated January 16, 2014 with World of Marihuana Productions Ltd., the Company made a payment of $200,000 and issued 1,000,000 at a price of $0.60 per share to 0984329 B.C.

LTD, the Company now owns 31% in the Joint Venture business interest with World of Marihuana Productions Ltd.

On March 14, 2014, 815,310 warrants from previous private placements were exercised into 815,310 common shares of the Company for net proceeds of $163,062.

On March 14, 2014, the Company accepted and received gross proceeds from a director of the Company of CAD$8,250 (US$7,500), for the exercise of 50,000 stock options at an exercise price of $0.15, into 50,000 common shares of the Company.

On March 17, 2014, 1,548,000 warrants from previous private placements were exercised into 1,548,000 common shares of the Company for net proceeds of $289,475.

On March 25, 2014, Enertopia Corp (the “Company”) accepted and received gross proceeds of $67,750, for the exercise of 325,000 stock options at $0.06 to $0.25 each, into 325,000 common shares of the Company.

On March 25, 2014, 1,095,000 warrants from previous private placements were exercised into 1,095,000 common shares of the Company for net proceeds of $114,250.

On March 26, 2014, the Company’s Board has appointed Dr.

Robert Melamede as an Advisor to the Board of Directors’

and has been paid an honorarium of $2,500 for the first year of his participation on our Advisory Board and issued

250,000 shares of common stock of the Company.

On April 3, 2014, 1,293,500 warrants from previous private placements were exercised into 1,293,500 common shares of the Company for net proceeds of $177,950.

On April 3, 2014, the Company accepted and received gross proceeds from past consultant of the Company of $1,500 for the exercise of 25,000 stock options at an exercise price of $0.06, into 25,000 common shares of the Company.

On April 10, 2014 a letter of intent, was executed on behalf of a corporation to be incorporated by Lexaria Corp.

and Enertopia Corporation(Lessee) and Mr.

Jeff Paikin of Ontario Inc.

(Lessor) sets out the Lessee’s and Lessor’s shared

intent to enter into a lease agreement (the “Lease”) for warehouse space (the “Leased Premises”) in the building located in Ontario (the “Building”).

The Company issued the 38,297 common shares at a deemed price

of $0.47 per the terms of the Letter of Intent to lease space in Ontario.

The LOI has been extended for another 30 days.

On April 17, 2014, the Company accepted and received gross proceeds from a director of CAD$8,475 (US$7,500), for the exercise of 50,000 stock options at $0.15 into 50,000 common shares of the Company.

On April 17, 2014, 651,045 warrants from previous private placements were exercised into 651,045 common shares of the Company for net proceeds of $110,209.

On April 14, 2014, the Company appointed Mr.

Jeff Paikin to its Advisory Board for a period of not less than one year, but to be determined by certain performance thresholds described in the letter.

Upon signing of the letter of acceptance the

Company issued 90,000 common shares at a deemed price of $0.34.

Based on the milestones listed in the letter, Mr.

Paikin can be eligible to receive up to a total of 472,500 common shares of the Company.

Consulting agreement amended on June 18,

Paikin can be eligible to receive up to a total of 1,350,000 common shares of the Company.

On July 14, the Company issued 135,000 common shares at a deemed price of $0.14, based on meeting the second milestone.

On April 24, 2014 the Company entered into a one year consulting contract with Clark Kent as Media Coordinator for a monthly fee of CAD$2,250 plus GST.

Upon signing of the contract of acceptance the Company issued 90,000 common shares at a

deemed price of $0.34.

Based on the milestones listed in the contract, Mr.

Kent can be eligible to receive up to a total of 472,500 common shares of the Company.

Consulting agreement amended on June 18, 2014, Mr.

Kent can be eligible to receive

up to a total of 1,350,000 common shares of the Company.

On July 14, the Company issued 135,000 common shares at a deemed price of $0.14, based on meeting the second milestone.

On April 24, 2014 the Company entered into a one year consulting contract with Don Shaxon as Ontario Operations Manager for a monthly fee of CAD$3,375 plus GST.

Upon signing of the contract of acceptance the Company issued 90,000 common shares

at a deemed price of $0.34.

Based on the milestones listed in the contract, Mr.

Shaxon can be eligible to receive up to a total of 472,500 common shares of the Company.

Consulting agreement amended on June 18, 2014, Mr.

Shaxon can be eligible

to receive up to a total of 1,350,000 common shares of the Company.

On July 14, the Company issued 135,000 common shares at a deemed price of $0.14, based on meeting the second milestone.

On April 24, 2014 the Company entered into a one year consulting contract with 490072 Ontario Ltd.

operating as HEC Group, wholly owned company by Greg Boone as Human Resources Manager.

Upon signing of the contract of acceptance the Company issued

90,000 common shares at a deemed price of $0.34.

Based on the milestones listed in the contract, Mr.

Boone or his company can be eligible to receive up to a total of 472,500 common shares of the Company.

Consulting agreement amended on June 18,

Boone can be eligible to receive up to a total of 1,350,000 common shares of the Company.

On July 14, the Company issued 135,000 common shares at a deemed price of $0.14, based on meeting the second milestone.

On April 24, 2014 the Company entered into a one year consulting contract with Jason Springett as Master Grower for Ontario Operations for a monthly fee of $3,375 plus GST.

Upon signing of the contract of acceptance the Company issued 90,000

common shares at a deemed price of $0.34.

Based on the milestones listed in the contract, Mr.

Springett can be eligible to receive up to a total of 472,500 common shares of the Company.

Consulting agreement amended on June 18, 2014, Mr.

Springett can be eligible to receive up to a total of 1,350,000 common shares of the Company.

On July 14, the Company issued 135,000 common shares at a deemed price of $0.14, based on meeting the second milestone.

On April 24, 2014 the Company entered into a one year consulting contract with 2342878 Ontario Inc.

wholly owned company by Chris Hornung as Assistant Operations Manager.

Upon signing of the contract of acceptance the Company issued 90,000 common

shares at a deemed price of $0.34.

Based on the milestones listed in the contract, Mr.

Hornung or his company can be eligible to receive up to a total of 472,500 common shares of the Company.

On July 14, the Company accepted Mr.

Hornung’s

The 90,000common shares of the Company that were issued have been returned back to treasury on September 24, 2014.

On April 30, 2014, 200,000 warrants from previous private placements were exercised into 200,000 common shares of the Company for net proceeds of $40,000.

On May 3, 2014 the Company entered into a one year consulting contract with Bmullan and Associates wholly owned company by Brian Mullan as Security Consultant.

Upon signing of the contract of acceptance the Company issued 45,000 common shares at a

deemed price of $0.28.

Based on the milestones listed in the contract, Mr.

Mullan or his company can be eligible to receive up to a total of 225,000 common shares of the Company.

On July 14, the Company issued 45,000 common shares at a deemed

price of $0.14, based on meeting the second milestone.

On May 29, 2014, the Company accepted and received gross proceeds of $20,000 for the exercise of 200,000 warrants at $0.10 each into 200,000 common shares of the Company.

2014 as per marketing agreement signed with Agoracom on February 27, 2014 for a 12 month contract, the Company made its second quarter payment is $12,500 plus GST by issuing 72,917 common shares of the Company at a market price of

$0.18 per share.

On July 1, 2014, the Company has entered into a one year services agreement with TDM Financial for $120,000 payable in common shares of the Company.

TDM Financial will provide marketing solutions and strategies to the Company.

Upon the signing

of the contract with TDM Financial, the Company issued 750,000 common stock of the Company at a deemed price of $0.16 for the term of the agreement.

On July 23, 2014, 252,000 warrants from previous private placements were exercised into 252,000 common shares of the Company for net proceeds of $25,200.

On August 1, 2014 the Company signed an extension to the Letter of intent executed on April 10, 2014 on behalf of a corporation to be incorporated by Lexaria Corp.

and Enertopia Corporation (Lessee) and Mr.

Jeff Paikin of 1475714 Ontario Inc.

(Lessor) sets out the Lessee’s and Lessor’s shared intent to enter into a lease agreement (the “Lease”) for warehouse space (the “Leased Premises”) in the building located at Burlington, Ontario (the

“Building”).

On August 5, 2014, as per the terms of the extension, 118,416 common shares of the Company were issued at a deemed price of $0.19 per share.

On September 16, 2014, the Green Canvas Joint Venture has made an application to Health Canada and is in its preliminary application screening process.

On September 17, 2014, the Company had announced that the Burlington, Ontario Joint Venture with Lexaria Corp.

has its application is in Health Canada’s preliminary application screening process.

On September 18, 2014, we entered into a contract with our joint venture partner Lexaria Corp., and Maureen McGrath pursuant to which Ms.

McGrath will lead the National Medical Marihuana Awareness and Outreach Strategy, a public awareness program

jointly administered by Lexaria and our company.

On September 18, 2014 we announced that we had provided notice to our joint venture partner World of Marihuana Productions Inc.

(“WOM”) alleging default by WOM under the terms of our joint venture agreement for among other things,

WOM’s failure to provide financial information in regards to the funding, expenses and operation of the Joint Venture..

On October 16, 2014 we entered into a termination and settlement agreement, dated effective October 14, 2014, with WOM and Mathew Chadwick pursuant to which the parties have entered into mutual releases, Mr.

Chadwick has resigned from our board of

directors and as an officer of our company, and WOM has returned for cancellation 15,127,287 of our common shares issued to it pursuant to our joint venture agreement.

Given the foregoing, all relationships and agreement between our Company, WOM,

Chadwick have been terminated.

On November 3, 2014, the Company granted 2,100,000 stock options to directors, officers and consultants of the Company, vesting immediately with an exercise price of $0.10, expiring on November 3, 2019.

On November 18, 2014, the Company granted 100,000 stock options to a consultant of the Company, vesting immediately with an exercise price of $0,10, expiring on November 18, 2019.

On February 16, 2023 the Company issued 50,000 common shares as a result of the exercise of stock warrants exercised at $0.04 per common share.

Equity Compensation Plan Information

We have no long-term incentive plans other than the stock option plan described below:

2007 Equity Compensation Plan

On April 25, 2007, our shareholders approved and adopted the

2007 equity incentive plan.

The purpose of the Plan is to secure for our company

and our shareholders the benefits of incentive inherent in share ownership by

the directors and employees of our company and our Affiliates who, in the

judgment of our board, will be largely responsible for our companys future

growth and success.

It is generally recognized that equity incentive plans of

the nature provided for herein aid in retaining and encouraging directors and

employees of exceptional ability because of the opportunity offered them to

acquire a proprietary interest in our company.

The maximum number of Options available under the Plan, are for

the issuance of up to 1,000,000 shares of common stock of our company.

On December 14, 2007, we granted 892,500 post share

consolidation stock options to directors, officers, and consultants of our

company exercisable at a price of $0.70 per share for a period of 5 years.

October 22, 2009, we modified the exercise price of these stock options to $0.20

The vesting dates of the options are as below:

Vesting Dates

Percentage of options granted

December 14, 2007

December 14, 2008

December 14, 2009

December 14, 2010

On October 22, 2009, we granted an additional 500,000 stock

options to our directors and consultants.

The exercise price of the stock

options is $0.10 per share, which are vested immediately and expire October 22,

This plan was rolled into the 2011 Stock Option Plan as approved by our

shareholders on April 14, 2011.

2010 Equity Compensation Plan

On February 5, 2010, our shareholders approved and adopted the

2010 equity incentive plan.

The purpose of the 2010 Plan is to enhance the

long-term stockholder value of our company by offering opportunities to our

directors, officers, employees and eligible consultants to acquire and maintain

stock ownership in our company in order to give these persons the opportunity to

participate in our growth and success, and to encourage them to remain in our

Options that are eligible for grant under the 2010 Plan to

Participants include:

(a) incentive stock options, whereby we will grant options

to purchase shares of our common stock to Participants with the intention that

the options qualify as "incentive stock options" as that term is defined in

Section 422 of the Internal Revenue Code;

(b) non-incentive stock options,

whereby we will grant options to purchase shares of our common stock to

Participants that do not qualify as "incentive stock options" under the Internal

Revenue Code;

and (d) restricted shares.

Plan provides that a maximum of Two Million (2,000,000) shares of common stock

are available for granting of awards under the 2010 Plan.

This plan was rolled into the 2011 Stock Option Plan as

approved by our shareholders on April 14, 2011.

2014 Stock Option Plan

On April 14, 2011, our shareholders approved and adopted at the

Annual General Meeting to roll our 2007 Equity compensation plan and our 2010

Equity Compensation Plan into a new 2011 Stock Option Plan.

The purpose of this

Plan is to advance the interests of our company, through the grant of Options,

by providing an incentive mechanism to foster the interest of eligible persons

in the success of our company and our affiliates;

encouraging eligible persons

to remain with our company or our affiliates;

and attracting new directors,

officers, employees and consultants.

On July 15, 2014, the shareholders approved and adopted at the Annual General Meeting the Company's 2014 Stock Option Plan.

The purpose of these Plan is to advance the interests of the Corporation, through the grant of Options, by providing an incentive mechanism to foster the interest of eligible persons in the success of the Corporation and its affiliates;

encouraging eligible persons to remain with the Corporation or its affiliates;

and attracting new Directors, Officers, Employees and Consultants.

This Plan shall be administered by our board.

Subject to the

provisions of this Plan, our board shall have the

nature and duration of the restrictions, if any, to be imposed upon the acquisition, sale or other disposition of shares of common stock acquired upon exercise of the Option, and the nature of the events and the duration of the period, if any, in

which any Participant's rights in respect of an Option or shares of common stock acquired upon exercise of an Option may be forfeited;

to interpret the terms of this Plan, to make all such determinations and take all such other actions in connection

with the implementation, operation and administration of this Plan, and to adopt, amend and rescind such administrative guidelines and other rules and regulations relating to this Plan, as it shall from time to time deem advisable, including without

limitation for the purpose of ensuring compliance with Section legislation hereof.

Our board's interpretations, determinations, guidelines, rules and regulations shall be conclusive and binding upon our company, Eligible Persons, Participants and

all other persons.

The aggregate number of Common Shares that may be reserved, allotted and issued pursuant to Options shall not exceed 4,720,348 shares of common stock, less the aggregate number of shares of common stock then reserved for issuance pursuant to any

other share compensation arrangement.

For greater certainty, if an Option is surrendered, terminated or expires without being exercised, the Common Shares reserved for issuance pursuant to such Option shall be available for new Options granted under

Subject to the provisions of this Plan, our board shall have the authority:

to determine the Eligible Persons to whom Options are granted, to grant such Options, and to determine any terms and conditions, limitations and restrictions in respect of any particular Option grant, including but not limited to the nature and duration of the restrictions, if any, to be imposed upon the acquisition, sale or other disposition of shares of common stock acquired upon exercise of the Option, and the nature of the events and the duration of the period, if any, in which any Participant's rights in respect of an Option or shares of common stock acquired upon exercise of an Option may be forfeited;

to interpret the terms of this Plan, to make all such determinations and take all such other actions in connection with the implementation, operation and administration of this Plan, and to adopt, amend and rescind such administrative guidelines and other rules and regulations relating to this Plan, as it shall from time to time deem advisable, including without limitation for the purpose of ensuring compliance with Section legislation hereof.

Our board's interpretations, determinations, guidelines, rules and regulations shall be conclusive and binding upon our company, Eligible Persons, Participants and all other persons.

The aggregate number of Common Shares that may be reserved, allotted and issued pursuant to Options shall not exceed 17,400,000 shares of common stock, less the aggregate number of shares of common stock then reserved for issuance pursuant to any other share compensation arrangement.

The Board may amend, subject to the approval of any regulatory authority whose approval is required, suspend or terminate this Plan or any portion thereof.

No such amendment, suspension or termination shall alter or impair any outstanding unexercised Options or any rights without the consent of such Participant.

If this Plan is suspended or terminated, the provisions of this Plan and any administrative guidelines, rules and regulations relating to this Plan shall continue in effect for the duration of such time as any Option remains outstanding.

As at the date of the annual report, there were no stock options exercised except for those disclosed in the regulatory filings and in the notes to the consolidated financial statements.

2023 Stock Option Plan

On July 15, 2014, the shareholders approved and adopted at the Annual General Meeting the Company’s 2014 Stock Option Plan.

The purpose of these Plan is to advance the interests of the Corporation, through the grant of Options, by providing an

incentive mechanism to foster the interest of eligible persons in the success of the Corporation and its affiliates;

On March 22, 2023, the shareholders approved and adopted at the Annual General Meeting the Company's 2023 Stock Option Plan.

encouraging eligible persons to remain with the Corporation or its affiliates;

and attracting new Directors, Officers, Employees and

and attracting new Directors, Officers, Employees and Consultants.

This Plan shall be administered by our board.

Subject to the provisions of this Plan, our board shall have the authority:

to determine the Eligible Persons to whom Options are granted, to grant such Options, and to determine any terms and

conditions, limitations and restrictions in respect of any particular Option grant, including but not limited to the nature and duration of the restrictions, if any, to be imposed upon the acquisition, sale or other disposition of shares of common

stock acquired upon exercise of the Option, and the nature of the events and the duration of the period, if any, in which any Participant's rights in respect of an Option or shares of common stock acquired upon exercise of an Option may be

guidelines and other rules and regulations relating to this Plan, as it shall from time to time deem advisable, including without limitation for the purpose of ensuring compliance with Section legislation hereof.

Our board's interpretations,

determinations, guidelines, rules and regulations shall be conclusive and binding upon our company, Eligible Persons, Participants and all other persons.

other share compensation arrangement.

Our board's interpretations, determinations, guidelines, rules and regulations shall be conclusive and binding upon our company, Eligible Persons, Participants and all other persons.

The aggregate number of Common Shares that may be reserved, allotted and issued pursuant to Options shall not exceed 31,000,000 shares of common stock, less the aggregate number of shares of common stock then reserved for issuance pursuant to any other share compensation arrangement.

The Board may amend, subject to the approval of any regulatory authority whose approval is required, suspend or terminate this Plan or any portion thereof.

No such amendment, suspension or termination shall alter or impair any outstanding

unexercised Options or any rights without the consent of such Participant.

If this Plan is suspended or terminated, the provisions of this Plan and any administrative guidelines, rules and regulations relating to this Plan shall continue in effect

for the duration of such time as any Option remains outstanding.

As at the date of the annual report, there was nil stock options exercised except for those disclosed in the regulatory filings and in the notes to the financial statements.

No such amendment, suspension or termination shall alter or impair any outstanding unexercised Options or any rights without the consent of such Participant.

As at the date of the annual report, there were no stock options exercised except for those disclosed in the regulatory filings and in the notes to the consolidated financial statements.

Equity Compensation Plan Information

Plan category

Equity compensation plans

approved by Security

Number of securities

to be issued upon

outstanding options,

warrants and rights

4 unchanged sentences

Number of securities

remaining available

for future issuance

2 unchanged sentences

reflected in column

Equity compensation plans approved by security holders

2014 Stock Option Plan approved by security holders

2023 Stock Option Plan approved by security holders

Purchases of Equity Securities by the Issuer and Affiliated

We did not purchase any of our shares of common stock or other

securities during our fiscal year ended August 31, 2014.

Financial Data

As a smaller reporting company, we are not required to

provide the information required by this Item.

Managements Discussion and Analysis of Financial Condition and

Results of Operations

The following discussion should be read in conjunction with our

audited consolidated financial statements and the related notes that appear

elsewhere in this annual report.

The following discussion contains

forward-looking statements that reflect our plans, estimates and beliefs.

actual results could differ materially from those discussed in the forward

looking statements.

Factors that could cause or contribute to such differences

include, but are not limited to;

those discussed below and elsewhere in this

annual report, particularly in the section entitled "Risk Factors" beginning on

page 10 of this annual report.

Our audited consolidated financial statements are stated in

United States Dollars and are prepared in accordance with United States

Generally Accepted Accounting Principles.

Plan of Operation

During the next twelve month period (beginning September 1, 2014), we intend to:

continue to support and further the progress of the medical marihuana production license applications for our joint ventures with The Green Canvas and Lexaria;

identify and secure sources of equity and/or debt financing for our medical marihuana joint venture projects;

identify and secure sources of equity and/or debt financing for our prospective drilling project with Downhole Energy LLC;

continue to identify and evaluate business opportunities in the marihuana production industry in Canada.

We anticipate that we will incur the following operating expenses during this period:

Estimated Funding Required During the 12 Months beginning June 1, 2014

Research and Development

Development of The Green Canvas Joint Venture (facility planning and development, management consulting fees, contingency)

The Green Canvas Joint Venture anniversary payment (subject to award of MMPR production license)

Development of Lexaria Joint Venture (MMPR application support, development and construction of Burlington, Ontario facility, lease payments, staff requirements, computer and office equipment)

Management Consulting Fees

Professional fees

Other general administrative expenses

12 Month Outlook for The Green Canvas Ltd.

Joint Venture

Our joint venture with The Green Canvas Ltd.

submitted its-application to Health Canada for a medical marihuana production license in July 2014.

The application is in the preliminary screening phase during which any deficiencies in the application cited by Health Canada must be corrected before the application proceeds to advanced screening and security clearance.

When preliminary screening, enhanced screening and security clearance are concluded, the application review process will begin, followed by pre-license inspection if the application is successful.

We are unable at this time to meaningfully anticipate or predict a timeline for review, approval and processing of our application by Health Canada.

The joint venture will terminative automatically if the joint venture does not receive a medical marihuana production license from Health Canada by February 28, 2015.

We have satisfied our cash and equity obligations to the joint venture until February 28, 2015, earning a 49% interest in the joint venture.

If a production license is obtained by February 28, 2015, we will be responsible to pay to the GCL $250,000 and 3,000,000 common shares by February 28, 2015 in consideration of an additional 2% interest in the joint venture.

We are also responsible to pay consulting fees of $180,000 per year ($15,000 per month) during the first year of the GCL joint venture from February 28, 2014 to February 28, 2015.

Finally, we are committed to pay a 49% share of any expenses incurred by the joint venture, subject to the possible termination of the joint venture (at our option) for failure to obtain a production license by February 28, 2015.

During the 12 months beginning September 1, 2015, it is anticipated that the joint venture will:

attend to its ongoing license application with Heath Canada (no anticipated costs to Enertopia);

in light of upgraded Health Canada security requirements issued in July, 2014, prepare a new preliminary design and budget for renovation of the planned production facility (estimated cost to Enertopia of $5,000);

if the joint venture is continued after February 28, 2015, and further subject to receipt of Ready to Build letter, finalize design and execute renovation of planned production facility (estimated cost to Enertopia of $240,000);

pay consulting fees of $135,000 through February 28, 2015 (cost to Enertopia of $135,000).

We have sufficient cash on hand to satisfy our obligations to The Green Canvas joint venture and have allocated $700,000 for the 12 month period beginning June 1, 2014 which amount includes $250,000 (annual payment);

$250,000 (planning, design, and construction), $135,000 (management consulting fees) and $65,000 (contingency).

If the joint venture does not obtain a production license from Health Canada by the February 28, 2015 deadline, the joint venture will terminate without further obligation to our company.

If the license is not obtained, we may nevertheless seek to extend the joint venture beyond the anniversary date if we determine that (i) sufficient progress has been made to merit additional investment, and (ii) we have access to adequate financing to satisfy our annual payments under the joint venture, in additional to any other capital requirements which may emerge during the licensing process.

12 Month Outlook for Lexaria Joint Venture

On May 28, 2014, our company and Lexaria entered into a definitive agreement to develop a joint business for the production, manufacture, propagation, import/export, testing, research and development of marijuana in the Province of Ontario under the MMPR, Pursuant to the Agreement, ownership, revenues, and liability related to the the Joint Venture is 51% to Enertopia and 49% to Lexaria.

Expenses incurred by the joint venture shall be allocated 45% to Enertopia and 55% to Lexaria.

Enertopia shall be responsible for management of the joint venture for as long as it maintains majority ownership.

Since May 28, 2014, to date, Lexaria and Enertopia have contributed $55,000 and $45,000 to the joint venture, respectively.

The Lexaria joint venture has identified a production location in Burlington, Ontario, secured a lease to the facility and received municipal zoning approval for the proposed site in July, 2014.

The joint venture`s license application to Health Canada under the MMPR was submitted in July, 2014 and is currently in the preliminary screening stage.

We currently lease 20,000 square feet of the planned facility space and may terminate the lease with 90 days’

notice to the landlord if our Health Canada application is refused for any reasons.

The lease is payable in shares of our common stock under January, 2015.

If we do not receive a ready to build letter from Health Canada by January 22, 2015, we will have no further obligations under the lease agreement.

Alternately, the joint venture may continue under the lease agreement and the applicable rent shall be payable in cash or in shares at the discretion of the lessor.

The applicable lease payments are $8.25 per square foot of occupied space per year.

During the 12 months beginning September 1, 2014 we anticipate that the joint venture will undertake the following activities and expenses:

subject to receipt of a ready-to-build letter from Health Canada, engage an architect to design the production facility;

subject to receipt of a ready-to-build letter from Health Canada and completion of design, commence construction of the Burlington production facility (cost to Enertopia of $1,350);

extend lease agreement for Burlington facility.

At the discretion of the landlord, this may require monthly cash lease payments of $13,750 beginning January 22, 2015 (cost to Enertopia of $6,187.50 per month).

We are currently unable to provide a meaningful time estimate for completion of license application and construction milestone.

We estimate that design and construction of the proposed facility will take approximately 6 to 9 months from the time we obtain a ready-to-build letter.

Our joint may be terminated by Lexaria in the event that we do not fulfill our contractually mandated financial obligations in respect of the joint venture.

The joint venture will also terminative automatically if the joint venture does not receive a medical marihuana production license from Health Canada by January 22, 2016.

As at the date of this annual report, we do not have sufficient cash on hand to finance our entire potential and estimated $1,500,000 cash obligation to the Lexaria joint venture for the 12 months beginning September 1, 2014.

In the uncertain event that all of our anticipated financial obligations to the joint venture become due, we will be required to seek additional debt or equity financing.

As at the date of this registration statement we have no financing arrangements in place.

Results of Operations for our Years Ended August 31, 2014

Our net loss and comprehensive loss for our year ended August

31, 2014, for our year ended August 31, 2013 and the changes between those

periods for the respective items are summarized as follows:

Change Between

August 31, 2014

and Year Ended

Other (income)expenses

General and administrative

Interest expense

Exploration Costs

Impairment of long-term

Consulting fees

Professional Fees

Net Income (loss)

The increase in other income expenses for our year ended August

31, 2014, relates to the issuance of Lexaria common shares to the Company that

have gone down in fair market value, The Green Canvas Joint Venture expenses on

the medical marijuana license applications, the write off of the WTI deal and

the write down of the World of Marihuana Joint Venture termination that occurred

subsequent to year end discussed in notes to the financial statements in 8 and

The other income costs have increased by $1,893,401 for the year ended

August 31, 2014 compared to August 31, 2013.

General and Administrative

Our general and administrative expenses were higher by

$2,016,700 for our year ended August 31, 2014 compared to August 31, 2013.

increased costs were largely due to new consulting contracts and granting stock

options to various consultants.

In addition the Company incurred increased costs

of $170,777 for advertising, $44,184 for investor relations, $45,147 for rent,

$51,182 for fees, $32,902 for training and conference, $56,593 for travel and

$122,747 in professional fees for the year ended August 31, 2014.

increased costs are due to the Companys entrance into the Medical Marijuana

business sector, and thus entering into definitive joint venture agreements and

letter of intents with various parties.

Professional Fees

There was a increase in legal fees for our year ended August

31, 2014 by $76,180 compared to the prior year due to financings, registration

statements and additional legal advice required for the medical marijuana

Interest Expense

There was a slight increase in interest expense for our year

ended August 31, 2014 by $2,129 compared to the prior year.

Exploration Costs

There were no exploration costs for our year ended August 31,

2014 compared to prior year due to the Company cancelling both Copper Hills and

Mildred Peak leases.

Impairment of Long-Term Investment

For the year ended August 31, 2014, there was a write off of

the WTI deal and from the termination of the World of Marihuana joint venture

subsequent to year end.

For the year ended August 31, 2013, the Company wrote

Consulting Fees

There is an increase in consulting fees for the year ended

August 31, 2014 compared to August 31, 2013 by $1,591,777 due new consulting

agreements and stock based compensation required for the entrance in the medical

marijuana business.

The increased costs are associated with the medical

marijuana business sector.

The Company has entered into various joint venture

agreements, advisor and consulting agreements which has increased our costs.

Liquidity and Financial Condition

Working Capital

Current assets

Current liabilities

Working capital surplus/(deficit)

Cash flows (used in)

operating activities

Cash flows (used in) investing activities

Cash flows from financing

Net increase (decrease) in cash during year

Operating Activities

Net cash used in operating activities was $2,201,179 for our

year ended August 31, 2014 compared with cash used in operating activities of

$72,751 in 2013.

The increase in net cash used in operating activities is due to

our Company increase in accounts payable, prepaid expenses and WOM joint venture

termination compared to August 31, 2013.

Investing Activities

Net cash provided from investing activities was $3,734 for our

year ended August 31, 2014 compared to net cash used in investing activities of

$40,000 in the same period in 2013.

The increase in funds used was for investing

activities was in the joint ventures for the medical marijuana business.

Financing Activities

Net cash provided by financing activities was $3,028,324 for

our year ended August 31, 2014 compared to $100,400 in the same period in 2013.

This increase is primarily due to financings, warrant exercises and options

Contractual Obligations

As a smaller reporting company, we are not required to

provide tabular disclosure obligations.

Going Concern

Our financial statements have been prepared in accordance with accounting principles generally accepted in the United States applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities and

commitments in the normal course of business.

We have a net loss of $4,641,005 for the year ended August 31, 2014 [2013 –

net loss of $730,904] and at August 31, 2014 had a deficit accumulated during the exploration stage of

$10,765,663 [2013 –

We generated revenue of $nil for the year ended August 31, 2014 [2013 - $nil].

We have working capital surplus of $908,401 as at August 31, 2014 [2013 –

working capital deficit

We require additional funds to maintain our existing operations and to acquire new business assets.

These conditions raise substantial doubt about our Company’s ability to continue as a going concern.

Management’s plans

in this regard are to raise equity and debt financing as required, but there is no certainty that such financing will be available or that it will be available at acceptable terms.

The outcome of these matters cannot be predicted at this time and

the financing environment is exceptionally difficult.

These financial statements do not include any adjustments to reflect the future effects on the recoverability and classification of assets or the amounts and classification of liabilities that might result from the outcome of this uncertainty.

At this time, we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock or through a loan from our directors to meet our obligations over the next twelve months.

We do not have

any arrangements in place for any future debt or equity financing.

Off-Balance Sheet Arrangements

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

expenditures or capital resources that are material to stockholders.

Critical Accounting Policies

The discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with the accounting principles generally accepted in the United States of America.

Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses.

These estimates and assumptions are affected by management’s application of

accounting policies.

We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our financial statements is critical to an understanding of our financial statements.

Recent Accounting Pronouncements

In December, 2011, the FASB issued ASU 2011-11, “Disclosures about Offsetting Assets and Liabilities”, in an effort to improve comparability between US GAAP and IFRS financial statements with regard to the presentation of offsetting

assets and liabilities on the statement of financial position arising from financial and derivative instruments, and repurchase agreements.

The ASU establishes additional disclosures presenting the gross amounts of recognized assets and liabilities,

offsetting amounts, and the net balance reflected in the statement of financial position.

Descriptive information regarding the nature and rights of the offset must also be disclosed.

This guidance is effective as of the beginning of a fiscal year

that begins after January 1, 2013.

The adoption of the new guidance is not expected to have an impact on the Company’s financial statements.

In February 2013, the FASB issued ASU 2013-02, "Comprehensive Income (Topic 220);

Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income." This updated guidance improves the reporting of significant items reclassified out of

accumulated other comprehensive income and requires an entity to present, either on the face of the statement where net income is presented or in the notes, separately for each component of comprehensive income, the current period reclassifications out of accumulated other comprehensive income by the respective line items of net income affected by the reclassification.

The updated guidance is effective prospectively for reporting

periods beginning after December 15, 2012.

The adoption of the new guidance is not expected to have an impact on the Company’s financial statements.

In March 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") 2013-05, "Foreign Currency Matters (Topic 830);

Parent’s Accounting for the Cumulative Translation Adjustment upon

Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity." This guidance applies to the release of the cumulative translation adjustment into net income when a parent either sells a

part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a business (other than a sale of in substance real estate or conveyance of oil and gas mineral rights)

within a foreign entity.

2013-05 is effective prospectively for fiscal years (and interim reporting periods within those years) beginning after December 15, 2013.

We will adopt this guidance beginning with our fiscal quarter starting from

March 1, 2014.

The adoption of the new guidance does not have an impact on the Company’s financial statements.

In July 2013, the FASB issued ASU No.

2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists.

This new guidance provides specific financial statement

presentation requirements of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists.

The guidance states that an unrecognized tax benefit in those circumstances should be presented

as a reduction to the deferred tax asset.

This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013.

Early adoption is permitted.

The Company does not believe that the adoption of this

guidance does not have a material impact on its consolidated financial statements.

FASB ASU 2013-12, “Definition of a Public Business Entity (An Addition to the Master lossary),”

was issued December 2013 and the amendment provides a single definition of public business entity for use in future financial accounting and

reporting guidance.

There is no actual effective date for the amendment, however, the term public business entity will be used in future ASUs.

The ASU did not have a significant impact to the Company.

FASB ASU 2014-06, “Technical Corrections and Improvements related to the Glossary Terms,”

The new guidance is designed to clarify the Master Glossary of the Codification.

ASU 2014-06 is not intended to significantly change U.S.

there was no significant impact to the Company upon adoption.

FASB ASU 2014-09, “Revenue from Contracts with Customers,”

was issued May 2014 and updates the principles for recognizing revenue.

The ASU will supersede most of the existing revenue recognition requirements in U.S.

GAAP and will require

entities to recognize revenue at an amount that reflects the consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer.

This ASU also amends the required disclosures of the nature, amount,

timing and uncertainty of revenue and cash flows arising from contracts with customers.

The guidance is effective for annual periods beginning after December 15, 2016, including interim periods within that period.

Early adoption is not permitted

The Company is determining its implementation approach and evaluating the potential impacts of the new standard on its existing revenue recognition policies and procedures.

FASB ASU 2014-12, “Compensation - Stock Compensation (Topic 718), Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period,”

was issued June

This guidance was issued to resolve diversity in accounting for performance targets.

A performance target in a share-based payment that affects vesting and that could be achieved after the requisite service period should be accounted for as a

performance condition and should not be reflected in the award’s grant date fair value.

Compensation cost should be recognized over the required service period, if it is probable that the performance condition will be achieved.

The guidance is

effective for annual periods beginning after December 15, 2015 and interim periods within those annual periods.

The Company does not anticipate a significant impact upon adoption.

FASB ASU 2014-15, “Presentation of Financial Statements-Going Concern (Subtopic 205-40) Disclosure of Uncertainties about an Entitys Ability to Continue as a Going

Concern, which was issued September 2014.

This provides guidance on determining

when and how to disclose going-concern uncertainties in the financial

The new standard requires management to perform interim and annual

assessments of an entitys ability to continue as a going concern within one

year of the date the financial statements are issued.

An entity must provide

certain disclosures if conditions or events raise substantial doubt about the

entitys ability to continue as a going concern.

The ASU applies to all entities

and is effective for annual periods ending after December 15, 2016, and interim

periods thereafter, with early adoption permitted.

The Company does not

anticipate a significant impact upon adoption.

Other accounting standards that have been issued or proposed by

the FASB or other standards-setting bodies that do not require adoption until a

future date are not expected to have a material impact on the Companys

financial statements upon adoption.

Quantitative and

Qualitative Disclosures About Market Risk

As a smaller reporting company, we are not required to

provide the information required by this Item.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

We did not purchase any of our shares of common stock or other securities during our fiscal year ended August 31, 2023.

Selected Financial Data

As a "smaller reporting company", we are not required to provide the information required by 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-K/A

Item 5. Market for Registrant’s Common Equity