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SEC Company Response from REGI U S INC (CIK 0000922330) — Mar 22, 2005

REGI U S INC (CIK 0000922330)
Date: March 22, 2005 · CIK: 0000922330 · Accession: 0001062993-05-000573

AI Filing Summary & Sentiment

File numbers found in text: 000-17861

Referenced dates: March 9, 2005

Date
March 21, 2005
Author
Not clearly detected
Form
CORRESP
Company
REGI U S INC (CIK 0000922330)

Letter

Division of Corporate Finance Re: REGI U.S., Inc. (“REGI”) Form 10-KSB for the fiscal year ended April 30, 2004 Forms 10-QSB for the quarters ended July 31, and October 31, File No. 000-17861

Dear Ms. Tillan:

This letter responds to your letter dated March 9, 2005, commenting on REGI’s financial statements and related disclosures contained in its Form 10-KSB for the fiscal year ended April 30, 2004, and forms 10-QSB for the quarters ended July 31, and October 31, 2004 (the “Amended Reports”). The item numbers in this response correspond to the numbered comments in your letter of March 9, 2005.

Form 10-KSB for the fiscal year ended April 30, 2004 and Forms 10-QSB for the quarters ended July 31, 2004 and October 31, 2004

Controls and Procedures

1. We have amended the 10-KSB to reflect the disclosure of our certifying officers as to the effectiveness of controls and procedures “as of the end of the Company’s most recent fiscal year”, and for the Form 10-QSB’s “as of the end of the reporting period”.

2. We have revised the Amended Reports to clarify that our officers concluded that our disclosure controls and procedures are also effective to ensure that information required to be disclosed in the reports that the Company files or submits under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

3. We have removed the word “significant” as there were no changes in our internal control over financial reporting that materially affected, or that are likely to materially affect our internal control over financial reporting in the Amended Reports.

March 21, 2005

Page 2

Exhibit 31.1 and 31.2 Certifications

4. We have updated the certifications filed as Exhibits 31.1 and 31.2 in the Amended Reports to the requirements as set out in Release No. 33-8238. The updated certifications are in the exact form prescribed. We have amended our Form 10-KSB for the fiscal year ended April 30, 2004, and forms 10-QSB for the quarters ended July 31, and October 31, 2004 that includes the entire filing together with the certifications of each of our current CEO and CFO in the form set forth in Item 601 of Regulation S-B.

We have filed the Amended Reports along with this cover letter on EDGAR. We will provide you with blacklined copies of the amendments directly by courier to expedite your review.

In connection with our response to your comments, we provide the following statement from the Company acknowledging the following:

(a) the Company is responsible for the adequacy and accuracy of the disclosure in the filings;

(b) SEC staff comments or changes to disclosure in response to SEC staff comments in the filings reviewed by the SEC staff do not foreclose the Commission from taking any action with respect to the filing; and

(c) the Company may not assert SEC staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Please call me at (206) 262-9545 if you have any questions.

Very truly yours,
REGI U.S., Inc.

Show Raw Text
CORRESP
1
filename1.htm

   Filed by Automated Filing Services Inc. (604) 609-0244 - REGI U.S., Inc. - Response Letter

 REGI U.S., Inc.

  1103 – 11871 Horseshoe Way

  Richmond, B.C., V7A 5H5

March 21, 2005

 Kate Tillan, Reviewing Accountant

  U.S. Securities and Exchange Commission

  Division of Corporate Finance

  450 Fifth Street, N.W.

  Washington, DC 20549

	 Re:
	 REGI U.S., Inc. (“REGI”)

	 Form 10-KSB for the fiscal year ended April 30, 2004

	 Forms 10-QSB for the quarters ended July 31, and October 31,
      2004

	 File No. 000-17861

Dear Ms. Tillan:

 This letter responds to your letter dated March 9, 2005, commenting
  on REGI’s financial statements and related disclosures contained in its
  Form 10-KSB for the fiscal year ended April 30, 2004, and forms 10-QSB for the
  quarters ended July 31, and October 31, 2004 (the “Amended Reports”).
  The item numbers in this response correspond to the numbered comments in your
  letter of March 9, 2005.

 Form 10-KSB for the fiscal year ended April 30, 2004 and Forms 10-QSB
  for the quarters ended July 31, 2004 and October 31, 2004

Controls and Procedures

     1.
     We have amended the 10-KSB to reflect the disclosure
        of our certifying officers as to the effectiveness of controls and procedures
        “as of the end of the Company’s most recent fiscal year”,
        and for the Form 10-QSB’s “as of the end of the reporting
        period”.

     2.
     We have revised the Amended Reports to clarify that
        our officers concluded that our disclosure controls and procedures are
        also effective to ensure that information required to be disclosed in
        the reports that the Company files or submits under the Exchange Act is
        accumulated and communicated to our management, including our Chief Executive
        Officer and Chief Financial Officer, to allow timely decisions regarding
        required disclosure.

     3.
     We have removed the word “significant”
        as there were no changes in our internal control over financial reporting
        that materially affected, or that are likely to materially affect our
        internal control over financial reporting in the Amended Reports.

 March 21, 2005

  Page 2

Exhibit 31.1 and 31.2 Certifications

     4.
     We have updated the certifications filed as Exhibits
        31.1 and 31.2 in the Amended Reports to the requirements as set out in
        Release No. 33-8238. The updated certifications are in the exact form
        prescribed. We have amended our Form 10-KSB for the fiscal year ended
        April 30, 2004, and forms 10-QSB for the quarters ended July 31, and October
        31, 2004 that includes the entire filing together with the certifications
        of each of our current CEO and CFO in the form set forth in Item 601 of
        Regulation S-B.

We have filed the Amended Reports along with this cover letter on EDGAR. We will provide you with blacklined copies of the amendments directly by courier to expedite your review.

In connection with our response to your comments, we provide the following statement from the Company acknowledging the following:

     (a)
     the Company is responsible for the adequacy and
        accuracy of the disclosure in the filings;

     (b)
     SEC staff comments or changes to disclosure in response
        to SEC staff comments in the filings reviewed by the SEC staff do not
        foreclose the Commission from taking any action with respect to the filing;
        and

     (c)
     the Company may not assert SEC staff comments as
        a defense in any proceeding initiated by the Commission or any person
        under the federal securities laws of the United States.

 Please call me at (206) 262-9545 if you have any questions.

Very truly yours,

REGI U.S., Inc.

/s/ James Vandeberg

 James Vandeberg

  Chief Financial Officer

 Cc: John Robertson, President, REGI U.S., Inc.