COBA / Chilean Cobalt Corp. - SEC फाइलिंग, वार्षिक रिपोर्ट, प्रॉक्सी स्टेटमेंट

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 23 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 23 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the

Form of Restricted Stock Unit Award Agreement Chilean Cobalt Corp. Restricted Stock Unit Award Agreement

Exhibit 10.2 Exhibit D Form of Restricted Stock Unit Award Agreement Chilean Cobalt Corp. Restricted Stock Unit Award Agreement Number of Restricted Stock Units Grant Date Vesting Schedule/Performance Period/Performance Vesting Requirements Chilean Cobalt Corp., a Nevada corporation (the “Company”), hereby grants to Ashleigh J. Lazenby (the “Participant”, also referred to as “you”) the Restricted

Chilean Cobalt Corp. 2025 Equity Incentive Plan Adopted August 27, 2025 Table of Contents

Exhibit 10.1 Chilean Cobalt Corp. 2025 Equity Incentive Plan Adopted August 27, 2025 Table of Contents Article I. Purposes and Definitions 1 Section 1.01 Purposes of this Plan; Structure. 1 Section 1.02 Definitions. 1 Section 1.03 Additional Interpretations. 6 Article II. Stock Subject to this Plan; Administration. 6 Section 2.01 Stock Subject to this Plan. 6 Section 2.02 Administration of this Pl

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 27, 2025 CHILEAN COBALT CO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 27, 2025 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission Fil

WRITTEN CONSENT OF COMMON SHAREHOLDERS Chilean Cobalt Corp. (2025 Equity Incentive Plan) July 30, 2025

Exhibit 10.3 WRITTEN CONSENT OF COMMON SHAREHOLDERS OF Chilean Cobalt Corp. (2025 Equity Incentive Plan) July 30, 2025 Pursuant to the provisions of the Nevada Revised Statutes (the “NRS”), the undersigned shareholders of Chilean Cobalt Corp., a Nevada corporation (the “Corporation”) do hereby consent that when shareholders of the Corporation holding a majority of the common stock of the Corporati

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 22 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 22 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-268335 CHILEAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 24, 2025 CHILEAN COBALT CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 24, 2025 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission File

Chilean Cobalt Corp. Announces Appointment of Ash Lazenby to the Board of Directors

Exhibit 99.1 Chilean Cobalt Corp. Announces Appointment of Ash Lazenby to the Board of Directors BERWYN, PA / ACCESS Newswire / July 29, 2025 / Chilean Cobalt Corp. (OTCQB:COBA) ("Chilean Cobalt" or the "Company") is pleased to announce the appointment of Ash Lazenby to its Board of Directors. Ash is an experienced critical minerals trader, battery supply chain investor, and strategic advisor. Thi

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 21 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 21 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 20 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 20 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 18, 2025 CHILEAN COBALT CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 18, 2025 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission File

CHILEAN COBALT CORP. ANNOUNCES AI-DRIVEN EXPLORATION PILOTS AND RESTART OF FIELD ACTIVITIES

Exhibit 99.1 CHILEAN COBALT CORP. ANNOUNCES AI-DRIVEN EXPLORATION PILOTS AND RESTART OF FIELD ACTIVITIES BERWYN, PA – (July 24, 2025) – Chilean Cobalt Corp. (OTCQB: COBA) (“Chilean Cobalt” or the “Company”) is pleased to announce the launch of a pilot program using artificial intelligence (AI) and machine learning (ML) technologies to accelerate mineral exploration at its La Cobaltera cobalt-coppe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 25, 2025 CHILEAN COBALT CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 25, 2025 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-268335 CHILEA

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 19 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 19 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-268335 CHILEAN COB

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 18 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 18 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the

Insider Trading Policy adopted on April 22, 2024

Exhibit 19.1 Chilean Cobalt Corp. INSIDER TRADING POLICY If you have been provided with a copy of this Insider Trading Policy (“Policy”) of Chilean Cobalt Corp. (“Company”), you are subject to the rules contained herein. Company “insiders” are subject to individual responsibilities and restrictions in addition to the responsibilities and obligations of the Company itself. An “insider” of a company

CHILEAN COBALT CORP. (Name of Registrant as Specified in Charter)

UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D.

27 February 2025

Exhibit 99.1 27 February 2025 2024 was a fundamental year for us at Chilean Cobalt Corp (“Chilean Cobalt” or the “Company”), as we progressed development of our La Cobaltera cobalt-copper project in northern Chile by establishing key strategic partnerships while working towards future project financing. 2024 Highlights Throughout the year, we made significant strides in advancing our 100%-owned La

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 17 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 17 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 27, 2025 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission F

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 3, 2025 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission Fi

Chilean Cobalt Corp. Names Andy Sloop as Chief Sustainability Officer

Exhibit 99.1 Press Release Chilean Cobalt Corp. Names Andy Sloop as Chief Sustainability Officer BERWYN, PA / ACCESSWIRE / February 3, 2025 / Chilean Cobalt Corp. (OTCQB:COBA) ("Chilean Cobalt" or the "Company") is pleased to announce the appointment of Andy Sloop as its Chief Sustainability Officer. In this newly-created role, Mr. Sloop will be a member of the leadership team, responsible for dri

Form of Series B Convertible Preferred Stock Purchase Agreement

Exhibit 10.1 Stock Purchase Agreement By and Between Chilean Cobalt Corp. AND [Buyer] Table of Contents ARTICLE 1. DEFINITIONS AND INTERPRETATION 1 Section 1.01 Definitions 1 Section 1.02 Interpretive Provisions 2 ARTICLE II. PURCHASE AND SALE 2 Section 2.01 Purchase of Share 2 Section 2.02 Closing 2 Section 2.03 Deliverables and Actions at the Closing 3 Section 2.04 Warrant. 3 ARTICLE III. REPRES

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 15, 2025 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 10, 2025 CHILEAN COBALT C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 10, 2025 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission Fi

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 16 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 16 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the

Exhibit 3.2 to the Company’s Current Report on Form 8-K filed with the Commission on January 3, 2025

Exhibit 3.2 CERTIFICATE OF AMENDMENT TO CERTIFICATE OF DESIGNATIONS OF PREFERENCES AND RIGHTS OF SERIES B CONVERTIBLE PREFERRED STOCK of Chilean Cobalt Corp. a Nevada corporation The undersigned Chief Executive Officer of Chilean Cobalt Corp. (“Corporation”), a corporation organized and existing under the laws of the State of Nevada, does hereby certify that, pursuant to the authority contained in

Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the Commission on January 3, 2025

Exhibit 3.1 CERTIFICATE OF DESIGNATIONS OF PREFERENCES AND RIGHTS OF SERIES B CONVERTIBLE PREFERRED STOCK of Chilean Cobalt Corp. a Nevada corporation The undersigned Chief Executive Officer of Chilean Cobalt Corp. (“Corporation”), a corporation organized and existing under the laws of the State of Nevada, does hereby certify that, pursuant to the authority contained in the Corporation’s Articles

Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 27, 2024 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-268335 CH

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

424B3 1 chilean424b3.htm FORM 424B3 Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 15 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 15 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registra

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-268335 CHILEAN

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 14 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 14 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the

CHILEAN COBALT CORP. (Name of Registrant as Specified in Charter)

UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-268335 CHILEA

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 13 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 13 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 20, 2024 CHILEAN COBALT CORP.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 20, 2024 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission File N

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 12 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 12 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the

Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 16, 2024 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission File N

CHILEAN COBALT CORP. (Name of Registrant as Specified in Charter)

UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D.

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 11 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 11 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the

Letter from BF Borgers CPA PC dated May 7, 2024

Exhibit 16.1 May 7, 2024 United States Securities and Exchange Commission Office of the Chief Accountant 100 F Street, N.E. Washington, D.C. 20549 Re: Chilean Cobalt Corp. Ladies and Gentleman: We have read the statements under item 4.01 in the Form 8-K dated May 6, 2024, of Chilean Cobalt Corp. (the “Company”) to be filed with the Securities and Exchange Commission and we agree with such statemen

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 6, 2024 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission File Nu

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 10 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 10 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the

Code of Ethics adopted on March 25, 2024

Exhibit 14.1 CHILEAN COBALT CORP. AMENDED AND RESTATEd CODE OF ETHICS AND BUSINESS CONDUCT 1. Introduction The Board of Directors (the “Board”) of CHILEAN COBALT CORP. (the “Company”) has adopted this amended and restated code of ethics and business conduct adopted as of the date set forth below (this “Code”), as amended from time to time by the Board, and which is applicable to all of the Company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-268335 CHILEAN COB

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 9 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 9 amends and supplements the prospectus dated February 3, 2023 which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the “Re

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 7, 2024 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission Fi

Chilean Cobalt Corp 2023 Annual Update

Exhibit 99.1 7 February 2024 Chilean Cobalt Corp 2023 Annual Update 2023 proved to be a busy and successful year for us at Chilean Cobalt Corp (“C3” or the “Company”), as we continue to pursue responsible development of our 100% owned La Cobaltera cobalt-copper project in northern Chile. While the lithium-ion battery and broader electrification theme has clearly taken hold in the market, the senti

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 8 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 8 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the “R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-268335 CH

CHILEAN COBALT CORP. IS SADDENED TO ANNOUNCE THE DEATH OF COUNTRY MANAGER AND BOARD MEMBER, IGNACIO MORENO FERNANDEZ

Exhibit 99.1 CHILEAN COBALT CORP. IS SADDENED TO ANNOUNCE THE DEATH OF COUNTRY MANAGER AND BOARD MEMBER, IGNACIO MORENO FERNANDEZ BERWYN, PA – (September 27, 2023) – Chilean Cobalt Corp. (OTCQB: COBA) (“C3” or the “Company”), a US-based and US-listed critical minerals exploration and development company focused on its La Cobaltera, cobalt-copper project today announced with great sadness the death

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 6 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 6 amends and supplements the prospectus dated February 3, 2023 which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the “Re

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 25, 2023 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-268335 CHILEAN

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 6 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 6 amends and supplements the prospectus dated February 3, 2023, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the “R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 6, 2023 CHILEAN COBALT CORP.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 6, 2023 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission File N

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 5 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 5 amends and supplements the prospectus dated February 3, 2023 which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the “Re

Form of Stock Option

Exhibit 10.2 FORM OF Chilean Cobalt Corp. Option Award Agreement [] This grant of an Award to purchase Shares is made pursuant to this Option Award Agreement (this “Agreement”) as of [] (the “Effective Date”) by Chilean Cobalt Corp., a Nevada corporation (the “Company”) under the Chilean Cobalt Corp. 2023 Equity Incentive Plan (the “Plan”), to [] (the “Participant”). Under applicable provisions of

Chilean Cobalt Corp. 2023 Equity Incentive Plan

Exhibit 10.1 Chilean Cobalt Corp. 2023 Equity Incentive Plan Adopted June 29, 2023 Table of Contents Article I. Purposes and Definitions 1 Section 1.01 Purposes of this Plan; Structure. 1 Section 1.02 Definitions. 1 Section 1.03 Additional Interpretations. 6 Article II. Stock Subject to this Plan; Administration. 6 Section 2.01 Stock Subject to this Plan. 6 Section 2.02 Administration of this Plan

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 29, 2023 CHILEAN COBALT CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 29, 2023 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission File

CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 4 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 39,000,000 Shares of Common Stock $1.33 per Share This prospectus supplement No. 4 amends and supplements the prospectus dated February 3, 2023 which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-268335) (the “Re

Chilean Cobalt Corp. Notice to Shareholders July 6, 2023

Exhibit 99.1 Chilean Cobalt Corp. Notice to Shareholders July 6, 2023 This is a notice to shareholders of Chilean Cobalt Corp., a Nevada corporation (the “Corporation”) that, on June 30, 2023, shareholders of the Corporation holding 54.03% of the voting power of the Corporation undertook an action by written consent in lieu of a meeting of shareholders to approve certain actions by the Corporation

CHILEAN COBALT CORP. 13,000,000 Shares of Common Stock $4.00 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 3 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 13,000,000 Shares of Common Stock $4.00 per Share This prospectus supplement No. 3 amends and supplements the prospectus dated February 3, 2023, prospectus supplement No. 1 filed on March 24, 2023, and prospectus supplement No. 2 filed on May 8, 2023 re

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-268335 CHILEA

Chilean Cobalt Corp. Notice to Shareholders May 8, 2023

Exhibit 99.1 Chilean Cobalt Corp. Notice to Shareholders May 8, 2023 This is a notice to shareholders of Chilean Cobalt Corp., a Nevada corporation (the “Corporation”) that, on May 2, 2023, shareholders of the Corporation holding a majority of the voting power of the Corporation undertook an action by written consent in lieu of a meeting of shareholders to approve certain actions by the Corporatio

Articles of Amendment filed with Nevada Secretary of State on May 2, 2023

Exhibit 3.1 FRANCISCO V. AGUILAR Secretary of State 202 North Carson Street Carson City, Nevada 89701 - 4201 (775) 684 - 5708 Website: www.nvsos.gov Certificate of Change Pursuant to NRS 78.209 TYPE OR PRINT - USE DARK INK ONLY - DO NOT HIGHLIGHT This form must be accompanied by appropriate fees. If necessary, additional pages may be attached to this form. Page 1 of 1 Revised: 12/12/2022 INSTRUCTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 2, 2023 CHILEAN COBALT CORP.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 2, 2023 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission File Nu

CHILEAN COBALT CORP. 13,000,000 Shares of Common Stock $4.00 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 2 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 13,000,000 Shares of Common Stock $4.00 per Share This prospectus supplement No. 2 amends and supplements the prospectus dated February 3, 2023 and prospectus supplement No. 1 filed on March 24, 2023 relating to the resale of up to 13,000,000 shares of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 12, 2023 CHILEAN COBALT COR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 12, 2023 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-268335 CHILEAN COB

CHILEAN COBALT CORP. 13,000,000 Shares of Common Stock $4.00 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 Prospectus Supplement No. 1 to Prospectus dated February 3, 2023 CHILEAN COBALT CORP. 13,000,000 Shares of Common Stock $4.00 per Share This prospectus supplement No. 1 amends and supplements the prospectus dated February 3, 2023, relating to the resale of up to 13,000,000 shares of common stock of Chilean Cobalt Corp. (the “Company,” “C

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 24, 2023 CHILEAN COBALT CORP. (Exact name of registrant as specified in its charter) Nevada 333-268335 82-3590294 (State or other jurisdiction of incorporation) (Commission F

Chilean Cobalt Corp.

Exhibit 99.1 Chilean Cobalt Corp. 2023 Shareholder Update Letter 24 February 2023 Dear Shareholders, 2022 proved to be a dynamic year for us at Chilean Cobalt Corp (C3), and for the cobalt market as well. At C3, we refocused the company strategy towards development of the company’s 100% owned acreage at La Cobaltera in northern Chile. During the COVID pandemic and related cobalt price weakness, th

CHILEAN COBALT CORP. 13,000,000 Shares of Common Stock $4.00 per Share

Filed Pursuant to Rule 424(b)(3) Registration No. 333-268335 CHILEAN COBALT CORP. 13,000,000 Shares of Common Stock $4.00 per Share This prospectus relates to the resale of up to 13,000,000 shares of common stock (the “Shares”) of Chilean Cobalt Corp. (the “Company,” “C3,” “we,” “our” and “us”) by the selling stockholders named in this prospectus at a fixed price of $4.00 per share for a total amo

CHILEAN COBALT CORP. 1199 Lancaster Ave, Suite 107 Berwyn, Pennsylvania 19312 February 1, 2023

CHILEAN COBALT CORP. 1199 Lancaster Ave, Suite 107 Berwyn, Pennsylvania 19312 February 1, 2023 CORRESPONDENCE FILING VIA EDGAR Office of Energy & Transportation Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Chilean Cobalt Corp. Registration Statement Filed on Form S-1 (File No. 333-268335) Ladies and Gentlemen: On behalf of Ch

ANTHONY L.G., PLLC

ANTHONY L.G., PLLC laura aNTHONy, esq JOHN CACOMANOLIS, ESQ* CHAD FRIEND, ESQ, LLM SVETLANA ROVENSKAYA, ESQ** OF COUNSEL: Jessica Haggard, esq. *** MICHAEL R. GEROE, ESQ, CIPP/US**** CRAIG D. LINDER, ESQ***** PETER P. LINDLEY, ESQ, CPA, MBA john lowy, esq.****** STUART REED, ESQ LAZARUS ROTHSTEIN, ESQ. Harris Tulchin, Esq. ******* www.ANTHONYPLLC.com WWW.SECURITIESLAWBLOG.COM WWW.LAWCAST.COM DIREC

As filed with the Securities and Exchange Commission on January 11, 2023

Table of Contents As filed with the Securities and Exchange Commission on January 11, 2023 Registration No.

Code of Ethics

Exhibit 14.1 CHILEAN COBALT CORP. CODE OF ETHICS: POLICIES AND PROCEDURES Chilean Cobalt Corp. and its affiliates (?C3? or ?Company?) has adopted the following Code of Ethics (the ?Code?). It is applicable to every employee and contractor of C3, and to certain persons associated with C3 (?associates?). Each person to whom this policy applies is referred to as an ?associate?. PLEASE NOTE THAT WE RE

Employment Agreement, dated July 15, 2022 between Duncan Blount and Chilean Cobalt Corp.

EX-10.3 8 chileanex1003.htm EMPLOYMENT AGREEMENT Exhibit 10.3 Employment Agreement This Employment Agreement (this “Agreement”) is made and entered into as of July 15th, 2022, by and between Chilean Cobalt Corp., a Nevada corporation (together with its direct and indirect subsidiaries, the “Company”) and Duncan Blount (the “Executive”). The Company and Executive may collectively be referred to as

Advisory Agreement, dated January 1, 2022 between BACO MINING SPA (“BACO”), and Ignacio Moreno, the manager of BACO and Chilean Cobalt Corp.

EX-10.2 7 chileanex1002.htm ADVISORY AGREEMENT Exhibit 10.2 ADVISORY AGREEMENT Dated as of January 1st, 2022 This Consulting and Advisory Agreement (“Agreement”) is made and entered into as of the date first set forth above (the “Effective Date”), by and between (i) Chilean Cobalt Corp. a Nevada corporation (“C3” or together with its subsidiaries the “Company”), (ii) BACO MINING SPA (“BACO”), and

Subsidiaries of the Company

Exhibit 21.1 List of Subsidiaries of CHILEAN COBALT CORP. Entity Name Place of Organization Baltum Mineria SpA * Chile *100% owned subsidiary of Chilean Cobalt Corp.

Certificate of Designations of Preferences and Rights of Series A Convertible Preferred Stock of Chilean Cobalt Corp. filed December 28, 2017 with the Secretary of State of Nevada

EX-4.1 4 chileanex0401.htm CERTIFICATE OF DESIGNATIONS Exhibit 4.1 CERTIFICATE OF DESIGNATIONS OF PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK OF Chilean Cobalt Corp. a Nevada corporation Pursuant to Section 78.1955 of the Nevada Revised Statutes The undersigned, Jeremy McCann, hereby certifies that: 1. He is the duly elected Secretary of Chilean Cobalt Corp., a Nevada corporatio

Filing Fee Table

EX-FILING FEES 12 chileanex107.htm CALCULATION OF REGISTRATION FEE Exhibit 107 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Share Proposed Maximum Aggregate Offering Price (2) Amount of Registration Fee (3) Common Stock, par value $0.0001 13,000,000 (1) $ 4.00 $ 52,000,000 $ 5,730.40 (1) Represents sh

As filed with the Securities and Exchange Commission on November 14, 2022

Table of Contents As filed with the Securities and Exchange Commission on November 14, 2022 Registration No.

Bylaws of Chilean Cobalt Corp.

Exhibit 3.2 BYLAWS OF Chilean Cobalt Corp. a Nevada corporation 1. Offices. Chilean Cobalt Corp. (the ?Corporation?) may have an office or offices, and keep the books and records of the Corporation, except as may otherwise be required by applicable law, at such other place or places, either within or without the State of Nevada, as the Board may from time to time determine or the business of the C

Chilean Cobalt Corp. 2022 Equity Incentive Plan

Exhibit 10.1 C HILEAN C OBALT C ORP . 2022 E QUITY I NCENTIVE P LAN A DOPTED A PRIL 26, 2022 564654.v2 (i) T ABLE OF C ONTENTS Article I. Purposes and Definitions ........................................................................ 1 Section 1.01 Section 1.02 Section 1.03 Purposes of this Plan; Structure..................................................... 1 Definitions. ......................

Articles of Incorporation of Chilean Cobalt Corp. filed with Nevada Secretary of State on December 4, 2017

EX-3.1 2 chileanex0301.htm ARTICLES OF INCORPORATION Exhibit 3.1 Articles of Incorporation of Chilean Cobalt Corp. The undersigned incorporator, in order to form a corporation under the Nevada General Corporation Law, Title 7 , Chapter 78 of the Nevada Revised Statutes, and pu r suant to Title 7 , Chapter 92 A of the Nevada Revised Statutes (collect i vely , the ''NRS"), certifies as follows : Sec