NOTE 11 – INCOME TAXES

The Company accounts for income taxes in accordance with ASC 740, Income Taxes.

For the years ended January 31, 2026 and 2025, the Company did not record a current or deferred income tax provision or benefit due to operating losses and the full valuation allowance recorded against its deferred tax assets. Deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, as well as for net operating loss carryforwards.

Significant components of the Company’s deferred tax assets consisted of the following:

The Company assesses the likelihood that deferred tax assets will be realized. Based upon the Company’s history of losses since inception, management has determined that it is more likely than not that the deferred tax assets will not be realized, and accordingly, a full valuation allowance has been recorded as of January 31, 2026, and 2025.

Net Operating Loss Carryforwards

As of January 31, 2026, the Company had approximately $69.4 million of federal net operating loss (“NOL”) carryforwards available to offset future taxable income (January 31, 2025 – $68.0 million).

Approximately $43.5 million of these NOL carryforwards, if not utilized, will begin to expire in 2037 for federal tax purposes, while the remaining NOLs may be carried forward indefinitely.

Effective Tax Rate Reconciliation

A reconciliation of the statutory federal income tax rate to the Company’s effective tax rate is as follows:

The Company is incorporated and operates in the State of Nevada, which does not impose a state-level corporate income tax. Accordingly, no state income tax provision has been recognized for the periods presented.

Pursuant to Section 382 of the Internal Revenue Code, the Company’s ability to utilize its net operating loss carryforwards (“NOLs”) may be substantially limited if the Company experiences an ownership change. Generally, an ownership change occurs when ownership of the Company’s stock changes by more than 50 percentage points among certain stockholders over a rolling three-year period.

During the year ended January 31, 2026, the Company completed significant debt settlement and equity issuance transactions involving the issuance of a substantial number of shares of common stock. These transactions may constitute, individually or in the aggregate, an ownership change for purposes of Section 382.

If an ownership change has occurred, utilization of the Company’s NOL carryforwards could be subject to an annual limitation determined by reference to the value of the Company’s stock immediately prior to the ownership change and the applicable long-term tax-exempt rate. Any unused annual limitation may generally be carried forward to future periods.

The Company has not completed a formal Section 382 study to determine whether an ownership change has occurred or the extent to which the Company’s NOL carryforwards may be limited. Accordingly, no adjustments have been made to reduce the Company’s deferred tax assets or NOL carryforwards for potential Section 382 limitations.

The Company applies the provisions of ASC 740-10 related to uncertain tax positions. The Company recognizes the effect of uncertain tax positions when it is more likely than not that the position will be sustained upon examination by taxing authorities.

As of January 31, 2026 and 2025, the Company has not recognized any liability for unrecognized tax benefits and does not believe there are any uncertain tax positions that require recognition. The Company’s policy is to recognize interest related to unrecognized tax benefits in interest expense and penalties in operating expenses.

The Company files income tax returns in the jurisdictions in which it operates and is subject to examination by federal and state taxing authorities.

As of January 31, 2026, there are no ongoing income tax examinations. However, tax years remain open to examination to the extent that net operating loss carryforwards are utilized in future periods.