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Commitments
12 Months Ended
Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]  
Commitments [Text Block]

18. Commitments

a) Effective January 1, 2021, new executive consulting agreements were finalized for the services of the CEO and the CFO, for two years and one year, respectively. The CEO's monthly fee is $23,664 (C$30,000) for 2021 and 2022 $31,552 (C$40,000) for 2022 and for the CFO $6,310 (C$8,000). And, effective January 1, 2022, a new executive consulting agreement was finalized for the services of the CFO for one year for a monthly fee of $7,888 (C$10,000). The future minimum commitment under these consulting agreements, is as follows:

For the year ending December 31, 2022 $ 473,280  

b) The Company has agreed to lease its office premises from Haute on a month-to-month basis, at the monthly rate of $6,310 (C$8,000). The Company is responsible for all expenses and outlays in connection with its occupancy of the leased premises, including, but not limited to utilities, realty taxes and maintenance.

c) Effective November 1, 2021 a new investor relations consulting agreement for strategic advisory and digital marketing services for a term of six months upon the Company's uplist to the Nasdaq, in total $208,000. In addition, the consultant will be issued 50,000 common shares subsequent to the year-end.

For the year ending December 31, 2022 $ 208,000  

d)  On November 10, 2021, the Company paid the initial payment with a direct marketing company, in the amount of $65,200, to commence a marketing campaign, after the Company filed its S-1 registration statement on January 13, 2022.

 

For the year ending December 31, 2022 $ 971,240  

e) On November 5, 2021 the Company committed to the design and construction of its Hamilton, Ontario, Canada facility, including architectural and general contracting fees in the amount of $7,198,438 (C$9,125,809) plus applicable harmonized sales taxes.

For the year ending December 31, 2022 $ 7,140,969  

f) On February 3, 2021, the Company signed an arrangement with a company to provide business advisory services and advising other companies of the Company's business. The services also include assisting the Company with the strategic analysis on the Company's business objectives and specific advice on balancing those objectives with the expectations of the US capital markets. The term is for a period of the later of one year or when the Company is trading on the Nasdaq, for a fee of $300,000 and the issuance of 180,000 Common Stock of the Company. The Common Stock were issued subsequent to the year-end.

g) The Company was assigned the land lease on the purchase of certain assets of Astoria Organic Matters Ltd., and Astoria Organic Matters Canada LP. The land lease, which comprises 13.88 acres in Roslin, Ontario, Canada, has a term expiring March 31, 2034. The basic monthly rent on the net lease is $2,366 (C$3,000) and is subject to adjustment based on the consumer price index as published by Statistics Canada ("CPI"). To date, no adjustment for CPI has been charged. The Company is also responsible for any property taxes, maintenance, insurance and utilities. In addition, the Company has the right to extend the lease for five further terms of five years each and one further term of five years less one day. As the Company acquired the business of 1684567, the previous landlord, in 2019, there are no future commitments for this lease. The Company is responsible through a special provision of the site plan agreement with the City of Belleville (the "City"), Ontario, Canada, that it is required to fund road maintenance required by the City through to September 30, 2025 at an annual rate of $7,888 (C$10,000). The future minimum commitment is as follows:

For the year ending December 31, 2022 $ 7,888  
For the year ending December 31, 2023   7,888  
For the year ending December 31, 2024   7,888  
For the year ending December 31, 2025   7,888  
       
  $ 31,552  

PACE has provided the Company a letter of credit in favor of the MECP in the amount of $218,364 (C$276,831) and, as security, has registered a charge of lease over the premises, located at 704 Phillipston Road, Roslin, Ontario, Canada. The Company is required to provide for environmental remediation and clean-up costs for its organic waste processing and composting facility.

The letter of credit is a requirement of the MECP and is in connection with the financial assurance provided by the Company for it to be in compliance with the MECPs environmental objectives. The MECP regularly evaluates the Company's organic waste processing and composting facility to ensure compliance is adhered to and the letter of credit is subject to change by the MECP. The Company has updated its financial assurance with the MECP. As a result of audits conducted by the MECP in December of 2020, the Company has accrued estimated and actual costs for corrective measures as a result of the MECP's audits totaling $334,498, (C$424,059) (2020-$570,078; C$725,844). As at December 31, 2021, the MECP has not drawn on the letter of credit. The existing letter of credit, in the amount of $218,364 (C$276,831) was renewed by PACE to the termination of the Company's obligations to PACE, September 2022. The Company is in the process of obtaining a letter of credit for the new financial assurance with the MECP in the amount of $502,968 (C$637,637).