Securities Registration (section 12(g)) (8-a12g)
June 14 2019 - 4:05PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
TWO
HANDS CORPORATION
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(Name of small business issuer in its charter)
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Delaware
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42-1770123
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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33 Davis Avenue, Level 2
Toronto, Ontario, Canada M4M 2A9
(Address of principal executive offices)
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(416) 357-0399
(Issuer’s telephone number)
Securities to be registered
pursuant to Section 12(b) of the Act:
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Title of each class to be so registered
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Name of each exchange on which registered:
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N/A
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N/A
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If this form relates to the registration of
a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check
the following box: [ ]
If this form relates to the registration of
a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check
the following box: [ X ]
Securities Act registration statement file
number to which this form relates:
333-167667
Securities to be registered pursuant to Section
12(g) of the Act:
Common Stock, par value $0.0001 per share
(Title of class)
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities
to be Registered.
For a description of the common stock, par value $0.0001 per
share, of Two Hands Corporation, a Delaware corporation (the “
Registrant
”), being registered under Section
12(g) of the Securities Exchange Act of 1934, as amended, the information set forth under the caption “Description of
Securities” contained in the prospectus that constitutes a part of the Registrant’s Registration Statement on
Form S-1 (File No. 333-167667) declared effective by the Securities and Exchange Commission (the
“
Commission
”) on October 14, 2010 is incorporated by reference herein.
Item 2. Exhibits.
Exhibit No.:
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Description of Exhibit:
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Filed as an Exhibit and Incorporated by Reference Herein:
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3.1
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Certificate of Incorporation filed with the Delaware Secretary of State on April 3, 2009
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Exhibit 3.1 to Form S-1 (File No.: 333-167667) filed June 22, 2010
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3.2
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Certificate of Amendment filed with the Delaware Secretary of State on August 8, 2019
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Exhibit 3.3 to Form 10-Q (File No.: 333-167667) filed August 14, 2013
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3.3
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Certificate of Amendment filed with the Delaware Secretary of State on July 27, 2016
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Exhibit 3.1 to Form 8-K (File No.: 333-167667) filed September 1, 2016
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3.4
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Certificate of Amendment filed with the Delaware Secretary of State on August 27, 2018
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Exhibit 3.1 to Form 8-K (File No.: 333-167667) filed September 10, 2018
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3.5
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Series A Convertible Preferred Stock Certificate of Designation filed with the Delaware Secretary of State on August 6, 2013
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Exhibit 4.2 to Form 10-Q (File No.: 333-167667) filed August 14, 2013
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3.6
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Bylaws of the Registrant dated April 3, 2009
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Exhibit 3.2 to Form S-1 (File No.: 333-167667) filed June 22, 2010
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SIGNATURE
Pursuant to the requirements of Section l2 of the Securities Exchange
Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto
duly authorized.
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TWO
HANDS CORPORATION
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Date: June 14, 2019
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By:
/s/ Nadav Elituv
Name: Nadav Elituv
Title: Chief Executive Officer
(Principal Executive Officer)
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