Amendment dated March 16, 2020, to Share Purchase Agreement dated August 31, 2016, and executed September 12, 2016, as amended, between CEN Biotech, Inc. and Stevan Pokrajac and Tesla Digital Inc. and Tesla Digital Global Group Inc

Exhibit 10.1

THIS IS AN AMENDING AGREEMENT made this 16th day of March, 2020. BETWEEN:

CEN BIOTECH INC

(Buyer)

(herein "CEN")

and -

STEVAN POKRAJAC and TESLA DIGITAL INC and

TESLA DIGITAL GLOBAL GROUP INC

(Seller)

(herein "PTT”)

WHEREAS the Parties have entered into a Sale Purchase Agreement on August 31st, 2016;

AND WHEREAS the Parties have further entered into an Amending Agreement made April 3^d, 2019 (the “April Agreement”);

AND WHEREAS the Parties have further entered into an Amending Agreement made March 29^th, 2018 (the “March Agreement”);

AND WHEREAS paragraph 2 of the said Amending Agreement provides that "...the closing date is September 30th, 2018";

AND WHEREAS it is desirous that paragraph 2 of the said Amending Agreement be amended in accordance with the terms herein.

NOW THEREFORE THIS AGREEMENT WITNESSETH that in consideration of ONE ($1.00) DOLLAR and the agreements herein contained, the receipt and sufficient of which is hereby acknowledged, the parties hereto mutually covenant and agree as follows:

IN WITNESS WHEREOF the parties hereto have hereunto set their hand and seal.