CWLXF 6-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of June, 2011

Commission File Number: 000-55982

C21 Investments Inc. (Translation of registrant's name into English)

Suite 1900-855 West Georgia St., Vancouver, BC, V6C 3H4 (Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

[ x ] Form 20-F   [           ] Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [           ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [           ]

SUBMITTED HEREWITH

Exhibits

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

C21 Investments Inc.: Exhibit 99.1 - Filed by newsfilecorp.com

FORM 6

CERTIFICATE OF COMPLIANCE

TO: CANADIAN SECURITIES EXCHANGE ("CSE")

C21 Investments Inc.                                         **** (the "Listed Issuer") hereby certifies to CSE

[Name of Listed Issuer]

that the Issuer is in compliance with the requirements of applicable securities legislation (as such term is defined in National Instrument 14-101) and all Exchange Requirements (as defined in  Policy 1).

FORM 6 - CERTIFICATE OF COMPLIANCE

January 2015

C21 Investments Inc.: Exhibit 99.2 - Filed by newsfilecorp.com

June 7, 2024

Canadian Securities Exchange

100 King Street West, Suite 7210

Toronto, Ontario  M5X 1E1

Dear Sirs/Mesdames:

Re: C21 Investments Inc. (the "Company")

Payment of Consideration - Deep Roots Dispensary Acquisition

Pursuant to Canadian Securities Exchange (CSE) Policy 7 Investor Relations, Promotional Activity, and Other Significant Transactions and in connection with the asset purchase transaction (the "Dispensary Acquisition") described in CSE Form 10 dated June 6, 2024, the Company confirms that its wholly-owned subsidiary, Silver State Relief, LLC ("Silver State") has paid to Deep Roots Harvest, Inc. ("Deep Roots") cash consideration in the aggregate amount of US$3,500,000 in connection with the Dispensary Acquisition in accordance with the terms of the asset purchase agreements dated as of August 18, 2023 between Silver State and Deep Roots.