Stockholders' Equity (Deficiency):

The holders of common stock are entitled to

one

vote for each share held.

There are

restrictions that limit the Company's ability to pay dividends on its common stock. The Company has

not

declared any dividends since incorporation. The Company's common stock has

par value per common stock.

(a)

Common stock issuances:

September 2017

During the quarter ended

September 30, 2017,

the Company closed a TSX Venture Exchange approved non-brokered private placement financing totaling

$999,760

(

$1,010,763

less issuance costs of

$11,003

). The private placement consisted of

2,887

,895

units priced at

$0.35

per unit. Each Unit was comprised of

one

common share and

one

share purchase warrant. Each share purchase warrant is exercisable into

one

common share of the Company for

months following closing. The exercise price of the warrants is

$0.44

per share for the

first

six

months following closing and

$0.52

per share for the period which is

months following closing.

June 2017

During the quarter ended

June 30, 2017,

the Company closed a TSX Venture Exchange approved non-broker

ed private placement financing totaling

CAD$1.045

million (

$790,281

less issuance costs of

$4,553

). The private placement consisted of

2,323,779

units priced at

CAD$0.45

(

$0.34

) per unit. Each Unit was comprised of

one

common share and

one

share purchase warrant. Each share purchase warrant is exercisable into

one

common share of the Company for

months following closing. The exercise price of the warrants is Canadian

$0.55

per share for the

first

six

months following closing and Canadian

$0.65

per share for the period which is

months following closing.

The warrants have an exercise price in Canadian dollars whilst the Company's functional currency is US Dollars. Therefore, in accordance with ASU

815

- Derivatives and Hedging, the warrants have a d

erivative liability value. This liability value has

effect on the cashflow of the Company and does

not

represent a cash payment of any kind.

During the quarter ended

June 30, 2017,

the fair value of derivative liability of

$123,284

has been estimated o

n the date of the subscription using the Binomial Lattice pricing model. During the quarter ended

September 30, 2017,

there was a gain on derivative liability - warrants of

$24,669

and the derivative liability - warrants value reduced to

$98,615

with the following assumptions:

	September 30, 2017			June 30, 2017
Average stock price (CAD)		CAD$0.60			CAD$0.64
Expected dividend yield		-			-
Expected stock price volatility		32.7	%		33	%
Risk-free interest rate		1.51	%		0.71	%
Expected life of warrants (in years)		1			1

The average stock price is calculated on the probability weighted average price of the exercise of the warrants.

October 2017

Subsequent to the quarter ended

September 30, 2017,

the Company closed a TSX Venture Exchange approved non-brokered private placement financing totaling

$44,797

(

$45,010

less issuance costs of

$213

). The private placement consisted of

128,600

units priced

$0.35

per unit. Each Unit was comprised of

one

common share and

one

share purchase warrant. Each share purchase warrant is exercisable into

one

common share of the Company for

months following closing. The exercise price of the warrants is

$0.44

per share for the

first

six

months following closing and

$0.52

per share for the period which is

months following closing.

(b)

Stock option plans:

options were granted or exercised during the period ended

September 30, 2017.

During the quarte

r ended

September 30, 2017,

60,000

options were cancelled and expired unexercised.

	Number of options			Weighted average exercise price
Outstanding and exercisable, December 31, 2015		-		$	-

Granted		1,010,000			0.42
Exercised		-			-

Outstanding, December 31, 2016		1,010,000			0.42

Granted		-			-
Expired		(130,000	)		(0.42	)
Exercised		-			-

Outstanding, September 30, 2017		880,000			0.42

The fair value of each option grant has been estimated on

the date of the grant using the Black-Scholes option-pricing model with the following assumptions:

	September 30, 2017		December 31, 2016
Exercise price		-		CAD$0.54
Expiry date		-	December 21, 2021
Expected dividend yield		-		-
Expected stock price volatility		-		78	%
Weighted average volatility		-		78	%
Risk-free interest rate		-		1.9	%
Expected life of options (in years)		-		5
Forfeiture rate		-		0	%
Intrinsic value	$	42,357	$	0