IM Cannabis Corp 2025年年度报告和过渡报告

FORM20-F ☐REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year endedDecember 31,2024 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from ____________________ to ____________________ ☐SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number:001-40065 British Columbia,Canada(Jurisdiction of incorporation or organization) 3606 – 833 Seymour Street,Vancouver, British ColumbiaV6B 0G4(Address of principal executive offices) Securities registered or to be registered pursuant to Section 12(b) of the Act: Indicate by check mark if the Company is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. If this report is an annual or transition report, indicate by check mark if the Company is not required to file reports pursuant to Section 13 or 15(d) of the Securities ExchangeAct of 1934. Yes☐No☒ Indicate by check mark whether the Company (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 12months (or such shorter period that the Company was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Indicate by check mark whether the Company 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 Company was required to submit and post such files). Indicate by check mark whether the Company is a large accelerated filer, an accelerated filer, a non-accelerated filer or an emerging growth company. See the definitions of“large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. 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 extendedtransition period for complying with any new or revised financial accounting standards provided pursuant to Section13(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 financialreporting 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.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether financial statements of the registrant included in the filing reflect the correctionof 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 theregistrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark which basis of accounting the Company has used to prepare the financial statements included in this filing: U.S. GAAP☐International Financial Reporting Standardsas issued By the International Accounting Standards Board☒Other☐ Item 17☐Item 18☐ If this is an annual report, indicate by check mark whether the Company is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ ITEM 10.ADDITIONAL INFORMATION114A.Share Capital114B.Memorandum and Articles of Association114C.Material Contracts119D.Exchange Controls119E.Taxation120F.Dividends and Paying Agents127G.Statement by Experts127H.Documents on Display127I.Subsidiary Information128J.Annual Report to Security Holders128ITEM 11.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK128ITEM 12.DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES128ITEM 13.DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES128ITEM 14.MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS128ITEM 15.CONTROLS AND PROCEDURES129A.Disclosure Controls and Procedures129B.Management’s Annual Report on Internal Control Over Financial Reporting129C.Attestation Report of Registered Public Accounting Firm129D.Changes in Internal Controls Over Financial Reporting129ITEM 16A.AUDIT COMMITTEE FINANCIAL EXPERT130ITEM 16B.CODE OF ETHICS130ITEM 16C.PRINCIPAL ACCOUNTANT FEES AND SERVICES130ITEM 16D.EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES131ITEM 16E.PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS131ITEM 16F.CHANGE IN COMPANY’S CERTIFYING ACCOUNTANT132ITEM 16G.CORPORATE GOVERNANCE132ITEM 16H.MINE SAFETY DISCLOSURE133ITEM 16I.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS133ITEM 16J.INSIDER TRADING POLICIES133ITEM 16K.CYBERSECURITY133Ris