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AKANDA CORP.

For the period ended Dec 31, 2024. Filed Apr 30, 2025.

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About this filing

The yearly report of a company based outside the US. It covers much of what a 10-K does, and may follow accounting rules other than US ones.

FY2024 · Filed Apr 30, 2025

AKAN$0.84-1.4%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 20-F

(Mark One)

☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31,2024

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

OR

☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report

Commission file number 001-41324

AKANDA CORP.

(Exact name of Registrant as specified in its charter and translation of Registrant’s name into English)

Canada

(Jurisdiction of incorporation or organization)

c/o Gowling WLG

100 King St. W, Suite 1600

Toronto, ON M5X 1G5, Canada

(Address of principal executive offices)

Katie Field, Interim Chief Executive Officer and Director

100 King St. W, Suite 1600,Toronto, ON M5X 1G5, Canada

Phone:+1 (202) 498 7917

(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act.

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common SharesAKANThe Nasdaq Capital Market

Securities registered or to be registered pursuant to Section 12(g) of the Act.None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.None

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

The number of common shares outstanding as of December 31, 2024 was 2,047,332

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☐ Yes ☒No

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. ☐ Yes ☒No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☐Emerging growth company☒

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☐

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP ☐International Financial Reporting Standards as issued by the International Accounting Standards Board ☒Other ☐

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow. ☐ Item 17 ☐ Item 18

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes☒ No

TABLE OF CONTENTS

PAGE
INTRODUCTIONiii
PART I1
Item 1Identity of Directors, Senior Management and Advisers1
Item 2Offer Statistics and Expected Timetable1
Item 3Key Information1
A. Reserved1
B. Capitalization and Indebtedness1
C. Reasons for the Offer and Use of Proceeds1
D. Risk Factors1
Item 4.Information on the Company26
A. History and Development of the Company26
B. Business Overview32
C. Organizational Structure37
D. Property, Plants and Equipment37
Item 4A.Unresolved Staff Comments38
Item 5.Operating and Financial Review and Prospects38
A. Operating Results38
B. Liquidity and Capital Resources41
C. Research and Development, Patents and Licenses44
D. Trend Information44
E. Critical Accounting Estimates44
Item 6.Directors, Senior Management and Employees45
A. Directors and Senior Management45
B. Compensation46
C. Board Practices47
D. Employees51
E. Share Ownership51
F. Disclosure of a Registrant’s Action to Recover Erroneously Awarded Compensation51
Item 7.Major Shareholders and Related Party Transactions51
A. Major Shareholders51
B. Related Party Transactions52
C. Interests of Experts and Counsel56
Item 8.Financial Information56
A. Consolidated Statements and Other Financial Information56
B. Significant Changes56
Item 9.The Offer and Listing56
A. Offer and Listing Details56
B. Plan of Distribution56
C. Markets56
D. Selling Shareholders56
E. Dilution56
F. Expenses of the Issue56

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Item 10.Additional Information56
A. Share Capital56
B. Memorandum and Articles of Association57
C. Material Contracts58
D. Exchange Controls58
E. Taxation58
F. Dividends and Paying Agents67
G. Statement by Experts67
H. Documents on Display67
I. Subsidiary Information67
Item 11.Quantitative and Qualitative Disclosures About Market Risk68
Item 12.Description of Securities Other than Equity Securities69
A. Debt Securities69
B. Warrants and Rights69
C. Other Securities69
D. American Depositary Shares69
PART II70
Item 13.Defaults, Dividend Arrearages and Delinquencies70
Item 14.Material Modifications to the Rights of Security Holders and Use of Proceeds70
Item 15.Controls and Procedures70
Item 16.Reserved71
Item 16A.Audit Committee Financial Expert71
Item 16B.Code of Ethics71
Item 16C.Principal Accountant Fees and Services71
Item 16D.Exemptions from the Listing Standards for Audit Committees72
Item 16E.Purchases of Equity Securities by the Issuer and Affiliated Purchasers72
Item 16F.Change in Registrant’s Certifying Accountant72
Item 16G.Corporate Governance72
Item 16H.Mine Safety Disclosure72
Item 16I.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections72
Item 16J.Insider Trading Policies73
Item 16K.Cybersecurity73
PART III74
Item 17.Financial Statements74
Item 18.Financial Statements74
Item 19.Exhibits75

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ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.