Statement of Ownership (sc 13g)
October 22 2020 - 12:02PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
13G
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT
NO. ___)
INNOCAP,
INC.
(Name
of Issuer)
COMMON
STOCK, PAR VALUE $0.001
(Title
of Class of Securities)
45773A107
(CUSIP
Number)
October
14, 2020
(DATE
OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT)
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(c)
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*
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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.
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The
information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose 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).
(Continued
on following page(s)
Page
1 of 5 Pages
CUSIP
No. 45773A107
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13G
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Page
2 of 5 Pages
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1.
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NAMES
OF REPORTING PERSON
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S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
3a
Capital Establishment
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
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(a)
☐
(b)
☐
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4.
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CITIZENSHIP
OR PLACE OF ORGANIZATION
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Liechtenstein
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5.
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SOLE
VOTING POWER, NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON – 32,966,561 Shares (1)
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6.
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SHARED
VOTING POWER - None
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7.
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SOLE
DISPOSITIVE POWER – 32,966,561 Shares (1)
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8.
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SHARED
DISPOSITIVE POWER – None
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -
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32,966,561
Shares (1)
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10.
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
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CERTAIN
SHARES ☒
The
aggregate amount in Row 9 represents the maximum amount that 3a Capital Establishment can beneficially control under a contractually
stipulated 9.99% ownership restriction. The full conversion and/or exercise of 3a Capital Establishment’s securities would
exceed this restriction.
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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9.99%
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12.
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TYPE
OF REPORTING PERSON
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CO
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(1)
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Based
on 329,995,611 shares of Common Stock of the Issuer outstanding as of October 9, 2020 as reported in the Issuer’s Form 8-K
filed on October 13, 2020.
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CUSIP
No. 45773A107
|
13G
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Page
3 of 5 Pages
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ITEM
1
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(a)
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NAME OF ISSUER: Innocap, Inc.
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ITEM
1
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(b)
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ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
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154-09
146th Avenue, Jamaica, NY 11434
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ITEM
2
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(a)
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NAME OF PERSON FILING: 3a Capital Establishment
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ITEM
2
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(b)
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ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
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Austrasse
40, FL-9490 Vaduz, Principality of Liechtenstein
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ITEM
2
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(c)
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CITIZENSHIP: Liechtenstein
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ITEM
2
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(d)
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TITLE OF CLASS OF SECURITIES: Common Stock, par value
$0.001
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ITEM
2
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(e)
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CUSIP NUMBER: 45773A107
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ITEM
3
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IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B)
OR 13D-2(B): Not applicable
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(a)
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AMOUNT
BENEFICIALLY OWNED: 32,966,561 Shares (1)
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(b)
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PERCENT
OF CLASS: 9.99%
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(c)
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NUMBER
OF SHARES AS TO WHICH SUCH PERSON HAS:
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(i)
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SOLE
POWER TO VOTE OR DIRECT THE VOTE
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32,966,561
Shares (1)
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(ii)
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SHARED
POWER TO VOTE OR DIRECT THE VOTE
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0
Shares
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(iii)
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SOLE
POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
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32,966,561
Shares (1)
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(iv)
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SHARED
POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
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0
Shares
CUSIP
No. 45773A107
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13G
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Page
4 of 5 Pages
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ITEM
5
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OWNERSHIP
OF FIVE PERCENT OR LESS OF A CLASS
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Not
applicable
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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
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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
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ITEM
8
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IDENTIFICATION
AND CLASSIFICATION OF MEMBERS OF A GROUP
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Not
applicable
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ITEM
9
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NOTICE
OF DISSOLUTION OF GROUP
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Not
applicable
CUSIP
No. 45773A107
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13G
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Page
5 of 5 Pages
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SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
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October 22, 2020
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(Date)
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/s/ Nicola Feuerstein
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(Signature)
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Nicola Feuerstein, Director
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(Name/Title)
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