Amended Statement of Ownership (sc 13g/a)
January 22 2020 - 8:40AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
& EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
13G
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
(Amendment
No. 1)*
Flexible
Solutions International Inc.
(Name
of Issuer)
Common
Stock
(Title
of Class of Securities)
33938T104
(CUSIP
Number)
December
31, 2019
(Date
of event which requires filing of this statement)
Check
the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:
|
[x ]
|
Rule 13d-1(b)
|
|
[ ]
|
Rule 13d-1(c)
|
|
[ ]
|
Rule 13d-1(d)
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(Page
1 of 6 Pages)
|
*
|
The
remainder of this cover page shall be filled out for a reporting person's initial filing
on this form with respect to the subject class of securities, and for any subsequent
amendment containing information which would alter the disclosures provided in a prior
cover page.
|
The information
required in the remainder of this cover page shall not be deemed to be “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject
to all other provisions of the Act (however, see the Notes).
CUSIP No. 33938T104
|
13G
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Page 2 of 6 Pages
|
1
|
NAME
OF REPORTING PERSONS
Comprehensive
Financial Planning, Inc.
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[ ]
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Georgia
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
1,187,481
|
6
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SHARED
VOTING POWER
None
|
7
|
SOLE
DISPOSITIVE POWER
None
|
8
|
SHARED
DISPOSITIVE POWER
1,187,481
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,187,481
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
[ ]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.7%
|
12
|
TYPE
OF REPORTING PERSON
IA
|
CUSIP No. 33938T104
|
13G
|
Page 3 of 6 Pages
|
1
|
NAME
OF REPORTING PERSONS
Raymond
L. Howe
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[ ]
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
1,187,481
|
6
|
SHARED
VOTING POWER
None
|
7
|
SOLE
DISPOSITIVE POWER
None
|
8
|
SHARED
DISPOSITIVE POWER
1,187,481
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,187,481
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
[
]
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.7%
|
12
|
TYPE
OF REPORTING PERSON
IN
|
CUSIP No. 33938T104
|
13G
|
Page 4 of 6 Pages
|
Item 1(a).
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Name of Issuer:
|
Flexible
Solutions International Inc. (the “Issuer”)
Item
1(b).
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Address of Issuer's
Principal Executive Offices:
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6001 54
Ave.
Taber,
Alberta, Canada T1G 1X4
Item 2(a).
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Name of Persons Filing:
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Comprehensive
Financial Planning, Inc.
Raymond
L. Howe
Item 2(b).
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Address of Principal
Business Office or, if None, Residence:
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For all
persons filing:
3950 Fairlane
Drive, Dacula, GA 30019
Comprehensive
Financial Planning, Inc. is a Georgia corporation
Mr. Howe
is a United States citizen
Item 2(d).
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Title of Class of Securities:
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Common
Stock
33938T104
Item 3.
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If this statement is
filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:
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(a) [ ]
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Broker or dealer registered
under Section 15 of the Act,
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(b) [ ]
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Bank as defined in Section
3(a)(6) of the Act,
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(c) [ ]
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Insurance Company as
defined in Section 3(a)(19) of the Act,
|
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(d) [ ]
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Investment Company registered
under Section 8 of the Investment Company Act of 1940,
|
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(e) [x
]
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Investment Adviser in
accordance with Rule 13d-1 (b)(1)(ii)(E), [with respect to Comprehensive Financial Planning, Inc.]
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(f) [ ]
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Employee Benefit Plan
or Endowment Fund in accordance with 13d-1 (b)(1)(ii)(F),
|
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(g) [x
]
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Parent Holding Company
or control person in accordance with Rule 13d-1(b)(1)(ii)(G), [with respect to Raymond L. Howe]
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(h) [ ]
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Savings Association
as defined in Section 3(b) of the Federal Deposit Insurance Act,
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CUSIP No. 33938T104
|
13G
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Page 5 of 6 Pages
|
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(i) [ ]
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Church Plan that is
excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940,
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(j) [ ]
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Non-U.S. institution
in accordance with Rule 13d-1(b)(1)(ii)(J).
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(k) [ ]
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Group, in accordance
with Rule 13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify
the type of institution: _________
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Comprehensive
Financial Planning, Inc.
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Raymond
L. Howe
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(a)
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Amount Beneficially Owned:
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1,187,481
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1,187,481
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(b)
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Percent of Class:
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9.7%
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9.7%
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(c)
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Number
of Shares to Which Reporting Person Has:
|
|
|
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(i)
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Sole Voting Power:
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1,187,481
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1,187,481
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(ii)
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Shared Voting Power:
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None
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None
|
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(iii)
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Sole Dispositive Power:
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None
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None
|
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(iv)
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Shared Dispositive Power:
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1,187,481
|
1,187,481
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The reported
shares are the Issuer’s common stock.
As
of December 31, 2019, all of the reported shares were owned by investment advisory clients of Comprehensive Financial Planning,
Inc. (the “Adviser”). Investment advisory contracts grant to the Adviser voting and investment power over the securities
held in the accounts of such clients, though each client also has the authority to issue independent instructions to its broker
to sell any security in such client’s account.
Mr.
Howe, the President and sole shareholder of the Adviser, and his immediate family personally own 97,895 of the above-described
reported shares in accounts with the Adviser. Shares owned by other clients of the Adviser could be deemed to be indirectly beneficially
owned by the Adviser and, due to his ownership and position with the Adviser, Mr. Howe could be deemed to share such indirect
beneficial ownership with the Adviser.
Item 5.
|
Ownership of Five Percent
or Less of a Class.
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If this
statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the following [ ].
CUSIP No. 33938T104
|
13G
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Page 6 of 6 Pages
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Item 6.
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Ownership of More than
Five Percent on Behalf of Another Person.
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Not applicable.
Item 7.
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Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
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Not applicable
Item 8.
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Identification and Classification
of Members of the Group.
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Not applicable
Item 9.
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Notice of Dissolution
of Group.
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Not applicable
Each of
the Reporting Persons hereby makes the following certification:
By
signing below each Reporting Person certifies that, to the best of its knowledge and belief, the securities referred to above
were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer
of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that
purpose or effect.
Exhibits
Exhibit
1
Joint
Filing Agreement dated January 22, 2020, among Comprehensive Financial Planning, Inc. and Raymond L. Howe.
SIGNATURES
After
reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this
statement is true, complete and correct.
DATED:
January 22, 2020
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Comprehensive Financial Planning, Inc.
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By /s/ Raymond L. Howe
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Raymond L. Howe, President
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/s/ Raymond L. Howe
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Raymond L. Howe, Individually
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[INSERT
AS SEPARATE EXHIBIT 1]
Joint
Filing Agreement
In
accordance with Rule 13d-1 (k) under the Securities Exchange Act of 1934, as amended, the persons or entities named below agree
to the joint filing on behalf of each of them of this Schedule 13G (including any and all amendments thereto) with respect to
the Common Stock of Flexible Solutions International Inc. and further agree that his joint filing agreement be included as an
exhibit to this Schedule 13G.
The
undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any
amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided,
however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such
party knows or has reason to believe that such information is inaccurate.
This
Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the
same instrument.
In
evidence thereof, each of the undersigned hereby execute this Agreement as of January 22, 2020.
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Comprehensive Financial Planning, Inc.
|
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By /s/ Raymond L. Howe
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Raymond L. Howe, President
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Raymond L. Howe, Individually
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/s/ Raymond
L. Howe
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