Document/Exhibit Description Pages Size
1: 8-A12G Registration of a Class of Securities -- form8a 3 15K
2: EX-3.1 Memorandum of Hemptown Clothing Inc. Dated 3 11K
9/18/98, as Amended by Special
Resolution Dated 1/18/00
3: EX-3.2 Articles of Association of Hemptown Clothing Inc. 16 70K
8-A12G — Registration of a Class of Securities — form8a
Document Table of Contents
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Hemptown Clothing Inc.
----------------------
(Exact name of Registrant as specified in its charter)
British Columbia, Canada 98-0359306
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(State or jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
1307 Venables Street
Vancouver, British Columbia V5L 2G1
Canada
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(Address of principal executive offices) (Zip Code)
If this form relates to the registration of a class of securities
pursuant to Section 12(b) of the Exchange Act and is effective pursuant
to General Instruction A.(c), check the following box. [ ]
If this form relates to the registration of a class of securities
pursuant to Section 12(g) of the Exchange Act and is effective pursuant
to General Instruction A.(d), check the following box. [X]
Securities Act registration statement file number to which the form
relates: 333-102081
Securities to be registered pursuant to Section 12(b) of the Act: None
Title of each class Name of each exchange on which
to be so registered each class is to be registered
------------------- ------------------------------
n/a n/a
------------------- ------------------------------
Securities to be registered pursuant o Section 12(g) of the Act:
Common Stock, no par value
--------------------------
(Title of class)
INFORMATION REQUIRED IN REGISTRATION STATEMENT
On December 20, 2002, the Registrant filed with the Securities and
Exchange Commission (the "SEC") a Registration Statement on Form SB-2
under the Securities Act of 1933, as amended (file No. 333-102081) (the
"Registration Statement"). On March 17, 2003, the Registrant filed with
the SEC Amendment No. 1 to the Registration Statement. On May 9, 2003,
the Registrant filed with the SEC Amendment No. 2 to the Registration
Statement. On July 21, 2003, the Registrant filed with the SEC Amendment
No. 3 to the Registration Statement. On August 12, 2003, the Registrant
filed with the SEC Amendment No. 4 to the Registration Statement. Again,
on August 12, 2003, the Registrant filed with the SEC Amendment No. 5 to
the Registration Statement. On August 13, 2003, the Registrant filed
with the SEC pursuant to Rule 424(b)(1) under the Securities Act of 1933,
as amended, the Prospectus dated August 12, 2003 (the "Prospectus"). The
Prospectus is incorporated herein by reference to the extent as set forth
below.
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The description of the securities to be registered hereby is
incorporated by reference to the description that appears under the
caption "Description of Securities" and "Description of Securities -
Common Stock" in the Prospectus.
ITEM 2. EXHIBITS
Exhibit
Number
3.1 Memorandum of Hemptown Clothing Inc. dated September 18, 1998, as
amended by Special Resolution dated January 18, 2000.
3.2 Articles of Association of Hemptown Clothing Inc.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
HEMPTOWN CLOTHING INC.
Date: August 14, 2003 By: /s/ Jerry Kroll
-------------------------------
Jerry Kroll
President and CEO
EXHIBIT INDEX
Exhibit #
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3.1 Memorandum of Hemptown Clothing Inc. dated September 18, 1998, as
amended by Special Resolution dated January 18, 2000.
3.2 Articles of Association of Hemptown Clothing Inc.
Dates Referenced Herein and Documents Incorporated by Reference
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