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– Release Delayed ·As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/05/20 Brazil Potash Corp. 1-A¶ 31:4.7M Ideal Connection, Inc/FA |
Document/Exhibit Description Pages Size 1: 1-A Offering Statement -- Reg. A -- primary_doc.xml HTML 22K 31: CORRESP ¶ Comment-Response or Other Letter to the SEC HTML 50K 2: PART II AND III Offering Statement - Parts II and III -- Reg. HTML 727K A - Form 1-A 3: EX1A-2A CHARTER Certificate of Incorporation of Brazil Potash HTML 14K Corp. 4: EX1A-2B BYLAWS Bylaws of Brazil Potash Corp. HTML 369K 6: EX1A-3 HLDRS RTS Form of Stock Option Agreement HTML 106K 5: EX1A-3 HLDRS RTS Form of Warrant Certificate HTML 117K 7: EX1A-4 SUBS AGMT Form of Reg A Subscription Agreement HTML 142K 9: EX1A-6 MAT CTRCT Amended Consulting Agreement Dated February HTML 20K 1, 2015 Between Brazil Potash Corps. and Gower Exploration Consulting Inc. 23: EX1A-6 MAT CTRCT Amended Consulting Agreement Dated January HTML 26K 1, 2019 Between Brazil Potash Corp. and Gower Exploration Consulting Inc. 15: EX1A-6 MAT CTRCT Amended Consulting Agreement Dated March 15, HTML 33K 2019 Between Brazil Potash Corp. and Jacome Gestao De Projetos Ltda 24: EX1A-6 MAT CTRCT Amended Independent Contract Agreement Dated HTML 22K February 1, 2015 Between Brazil Potash Corp. and Helio Diniz 25: EX1A-6 MAT CTRCT Amended Independent Contract Agreement Dated HTML 20K January 1, 2020 Between Brazil Potash Corp. and Helio Diniz 20: EX1A-6 MAT CTRCT Broker-Dealer Agreement Dated January 17, HTML 47K 2020 Between Brazil Potash Corp. and Dalmore Group, LLC. 12: EX1A-6 MAT CTRCT Consulting Agreement Dated February 1, 2015 HTML 52K Between Brazil Potash Corp. and Iron Strike Inc. 10: EX1A-6 MAT CTRCT Consulting Agreement Dated January 1, 2014 HTML 44K Between Brazil Potash Corp. and Neil Said 8: EX1A-6 MAT CTRCT Consulting Agreement Dated July 1, 2009 HTML 44K Between Brazil Potash Corps. and Gower Exploration Consulting Inc. 14: EX1A-6 MAT CTRCT Consulting Agreement Dated June 1, 2017 HTML 41K Between Brazil Potash Corp. and Jacome Gestao De Projetos Ltda 16: EX1A-6 MAT CTRCT Consulting Agreement Dated October 1, 2009 HTML 45K Between Brazil Potash Corp. and Forbes & Manhattan, Inc. 11: EX1A-6 MAT CTRCT Consulting Agreement Dated October 3, 2014 HTML 48K Between Brazil Potash Corp. and Ryan Ptolemy 21: EX1A-6 MAT CTRCT Deferred Share Unit Plan HTML 48K 17: EX1A-6 MAT CTRCT First Amended Consulting Agreement Dated HTML 23K September 1, 2011 Between Brazil Potash Corp. and Forbes & Manhattan, Inc. 22: EX1A-6 MAT CTRCT Independent Contract Agreement Dated July 1, HTML 61K 2009 Between Brazil Potash Corp. and Helio Diniz 19: EX1A-6 MAT CTRCT Loan Agreement, Sentient Global Resources HTML 49K Dated October 29, 2019 18: EX1A-6 MAT CTRCT Second Amended Consulting Agreement Dated HTML 21K February 1, 2015 Between Brazil Potash Corp. and Forbes & Manhattan, Inc. 13: EX1A-6 MAT CTRCT Translated Consulting Agreement Dated HTML 51K November 17, 2014 Between Potassio Do Brasil Ltda and Jacome Gestao De Projetos Ltda 26: EX1A-11 CONSENT Consent of the Auditors HTML 16K 28: EX1A-11 CONSENT Consent of the Geologist, Ercosplan HTML 13K 27: EX1A-11 CONSENT Consent of the Geologist, Worley Parson HTML 13K 29: EX1A-12 OPN CNSL Opinion of Issuer Counsel HTML 27K 30: EX1A-14 CNSNT SV Appointment of Agent for Service of Process HTML 25K
Name of registrant:
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Brazil Potash Corp.
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Form type:
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Form 1-A
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File Number (if known):
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[*]
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Filed by:
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Brazil Potash Corp. |
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Date Filed (if filed concurrently, so indicate):
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Concurrent
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D. |
The Filer is incorporated or organized under the laws of the Province of Ontario, Canada and has its principal place of business at:
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E. |
The Filer designates and appoints:
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(a) |
any investigation or administrative proceeding conducted by the Commission; and
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(b) |
any civil suit or action brought against the Filer or to which the Filer has been joined as defendant or respondent, in any appropriate court in any place subject to the jurisdiction of any State or of the United States or of any of
its territories or possessions or of the District of Columbia, where the investigation, proceeding or cause of action arises out of or relates to or concerns (i) any offering made or purported to be made in connection with the
securities registered or qualified by the Filer on Form 1-A on the date hereof or any purchases or sales of any security in connection therewith; (ii) the securities in relation to which the obligation to file an annual report on Form
40-F arises, or any purchases or sales of such securities; (iii) any tender offer for the securities of a Canadian issuer with respect to which filings are made by the Filer with the Commission on Schedule 13E-4F, 14D-1F or 14D-9F; or
(iv) the securities in relation to which the Filer acts as a Trustee pursuant to an exemption under Rule 10a-5 under the Trust Indenture Act of 1939. The Filer stipulates and agrees that any such civil suit or action or administrative
proceeding may be commenced by the service of process upon, and that the service of an administrative subpoena shall be effected by service upon such Agent for service of process, and that service as aforesaid shall be taken and held in
all courts and administrative tribunals to be valid and binding as if personal service thereof had been made.
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F. |
The Filer stipulates and agrees to appoint a successor agent for service of process and file an amended Form F-X if the Filer discharges the Agent or the Agent is unwilling or unable to accept service on behalf of the Filer at any
time until six years have elapsed from the date of the last sale of securities in reliance upon the Regulation A exemption.
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G. |
The Filer undertakes to make available, in person or by telephone, representatives to respond to inquiries made by the Commission staff, and to furnish promptly, when requested to do so by the Commission staff, information relating
to: the Form 1-A; the securities to which the Form 1-A relates; and the transactions in such securities.
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BRAZIL POTASH CORP. |
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By:
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/s/Matt Simpson |
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Name: Matt Simpson |
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Title: Chief Executive Officer | |||
CT CORPORATION SYSTEM | |||
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By:
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/s/ Olga Hinkel | |
Name: Olga Hinkel |
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Title: Vice President |
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Date: February [*], 2020 |
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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/19/24 Brazil Potash Corp. 1-K 12/31/23 6:20M Donnelley … Solutions/FA 9/26/23 Brazil Potash Corp. 1-SA 6/30/23 1:333K Donnelley … Solutions/FA 4/28/23 Brazil Potash Corp. 1-K 12/31/22 33:21M Donnelley … Solutions/FA 9/28/22 Brazil Potash Corp. 1-SA 6/30/22 1:348K Donnelley … Solutions/FA 5/02/22 Brazil Potash Corp. 1-K 12/31/21 19:1.3M Discount Edgar/FA 9/20/21 Brazil Potash Corp. 1-SA 6/30/21 2:577K Ideal Connection, Inc/FA 7/23/21 Brazil Potash Corp. 1-A POS 3:241K Ideal Connection, Inc/FA 6/25/21 Brazil Potash Corp. 1-A POS 9:1.7M Ideal Connection, Inc/FA 4/30/21 Brazil Potash Corp. 1-K 12/31/20 9:1.3M Ideal Connection, Inc/FA 10/02/20 Brazil Potash Corp. 1-SA 6/30/20 2:532K Ideal Connection, Inc/FA 5/21/20 SEC UPLOAD¶ 7/28/20 2:43K Brazil Potash Corp. |