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Subsequent Events

9 Months Ended

Sep. 30, 2019

21. Subsequent Events

The Company's management has evaluated subsequent events up to the date the interim condensed consolidated financial statements were issued, pursuant to the requirements of ASC 855 and has determined the following to be material subsequent events:

(a)	On October 2, 3, 30 and November 11 of 2019, the January 2019 Investors and the March 2019 Investors converted a portion of their unsecured convertible promissory notes, including a portion of the accrued interest, in total $95,397, for 3,456,685 common shares at per share conversion prices ranging from $0.02015 to $0.0371.

(b)	On October 18, 2019, the Company entered into a securities purchase agreement (the "October 2019 SPA") with one investor (the "October 2019 Investor") pursuant to which the Company issued to the October 2019 Investor one 12% unsecured convertible promissory note (the "October 2019 Investor Note") in the principal amount of $156,000, due October 18, 2020. On this date the Company received proceeds of $129,600, net of transaction related expenses of $26,400.

(c)	On October 18 and October 28, 2019, BDO’s legal representative delivered to two of our customers, further garnishments totaling $31,717 ($42,004 CAD) each, to collect additional fees, expenses and court costs. Management is in discussions with its legal counsel to request cease garnishment orders be issued to prevent the collection on amounts over and above the garnishment orders. These garnishment demands were satisfied on November 1, 2019.

(d)	In connection with the Company’s business acquisition of 1684567, which closed on May 28, 2019, as disclosed in business acquisition, note 6, the Company intends to exercise the option to purchase certain additional lands described in the share purchase agreement with the previous owners of 1684567. The option to purchase the additional lands from the previous owners of 1684567, is in the amount of $158,571 ($210,000 CAD). This option closes on November 28, 2019.

(e)	On October 31, 2019, the Company received a proposal to acquire certain equipment to be used in its organic composting operation. The cost of the equipment is $547,842 with a 50% deposit ($273,921), on acceptance.

(f)	On November 1, 2019, the Company responded to PACE's demands for repayment of all Debt by offering to repay two credit facilities totaling $460,413 ($609,738 CAD) on or before December 31, 2019, in return for a forbearance to December 31, 2020 and repayment of the remaining credit facility and corporate term loan no later than December 31, 2020 or upon the completion of the refinancing with the Canadian chartered bank. On November 12, 2019, PACE responded to the Company accepting the payment of the two noted credit facilities, but, in addition, required that all the Debt be made current, that the Company provide written reports to PACE on its refinancing with the Canadian chartered bank on a monthly basis commencing December 15, 2019, that all remaining Debt be repaid by June 30, 2020 and that PACE be permitted to appoint a financial advisor to inspect the assets and operations of the Company. In addition, the Company’s letter of credit with PACE is expected to be renewed to June 30, 2020. All terms are subject to credit approval.

(g)	On November 6, 2019, by resolution of the Board, the contracts for the President and the CFO were each renewed for a one-year period, commencing January 1, 2020. For the President, as the same monthly amount and on the same terms and conditions as his previous contract. And, for the CFO, at a monthly amount of $6,041 ($8,000 CAD), an increase of $1,510 ($2,000 CAD) over his previous contact and on the same terms and conditions as his previous contract.

	In addition, on November 6, 2019, by resolution of the Board, the President was appointed CEO.