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SEC Company Response from Kuber Resources Corp (KUBR) (CIK 0001081834) (KUBR) — Aug 27, 2008

Kuber Resources Corp (KUBR) (CIK 0001081834)
Date: Aug. 27, 2008 · CIK: 0001081834 · Accession: 0001356018-08-000566

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File numbers found in text: 000-26119

Referenced dates: August 14, 2008

Date
Aug. 27, 2008
Author
/s/
Form
CORRESP
Company
Kuber Resources Corp (KUBR) (CIK 0001081834)

Letter

uonlcorresp.htm

UONLIVE CORPORATION

5/F, Guangdong Finance Building

Connaught Road West

Hong Kong

SAR of the People’s Republic of China

August 27, 2008

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Mail Stop

Washington, D. C. 20549-7010

ATTN: Christine Davis

Assistant Chief Accountant

Re: China World Trade Corporation

Form 10-KSB/A for Fiscal Year Ended December 31, 2007

Filed August 5, 2008

File No. 000-26119

Ladies and Gentlemen:

Thank you for your comment letter dated August 14, 2008 (the “Comment Letter”), with respect to the above-captioned Form 10-KSB/A for fiscal year ended December 31, 2007. Our amended Form 10-KSB/A of Uonlive Corporation (f/k/a China World Trade Corporation), a Nevada corporation (the “Company”) incorporates our responses to your comments, and this letter sets forth each of your comments with our responses below.

Form 10-KSB/A for Fiscal Year Ended December 31, 2007

Item 8A. Controls and Procedures

1.

We note that in your amended Form 10-KSB your management has again concluded that disclosure controls and procedures were effective as of the end of the fiscal year. Disclosure controls and procedures include, “controls and procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms.” Considering management’s failure to provide its report on internal control over financial reporting, it is unclear to us how you are able to continue to conclude that your disclosure controls and procedure are effective as of the end of the fiscal year. Please further amend the Form 10-KSB to disclose management’s revised conclusion on the effectiveness of your disclosure controls and procedures as of the end of the fiscal year. If you continue to believe that your disclosure controls and procedures are effective, please tell us the factors you considered and highlight for us those factors that supported your conclusion.

Response 1: In retrospect, our current management has concluded that our disclosure controls and procedures and internal control over financial reporting were not effective for the fiscal year ended December 31, 2007, as the Staff pointed out. Therefore, we have revised Item 8A and Item 8AT to indicate that our disclosure controls and procedures and internal control over financial reporting were not effective as of December 31, 2007.

2.

We note your statement that there have been no changes in your internal controls over financial reporting “known to [y]our chief executive officer and chief financial officer” during your last fiscal quarter that have materially affected, or is reasonably likely to materially affect, your internal control over financial reporting. Item 308(c) of Regulation S-B requires a definitive conclusion by your management regarding changes in internal control over financial reporting. Please confirm, if true, that there have been no changes in your internal control over financial reporting during your last fiscal quarter, and revise your disclosure to remove the phrase “known to our chief executive officer and chief financial officer.” Similar concerns apply to your Form 10-Q for the fiscal quarter ended March 31, 2008 and June 30, 2008.

Response 2: We confirm that there have been no changes in our internal control over financial reporting during our last fiscal quarter for the year ended December 31, 2007 and for the quarters ended March 31, 2008 and June 30, 2008. We have revised the disclosure in our Form 10-KSB/A2 to delete the phrase “known to our chief executive officer and chief financial officer” and will be sure that all future periodic filings contain a definitive conclusion by management regarding internal control over financial reporting, as required in Item 308(c) of Regulation S-B.

We acknowledge that:

·

The company is responsible for the adequacy and accuracy of the disclosure in the filings;

·

Staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filings; and

·

The company may not assert 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 let us know if you have any further questions. We would appreciate if you would advise us at your earliest convenience if any further changes may be necessary to our filings.

Sincerely,
/s/
Cheung Chi Ho

Show Raw Text
CORRESP
1
filename1.htm

    uonlcorresp.htm

    UONLIVE
CORPORATION

    5/F,
Guangdong Finance Building

    88
Connaught Road West

    Hong
Kong

    SAR of
the People’s Republic of China

    August
27, 2008

    U.S.
Securities and Exchange Commission

    Division
of Corporation Finance

    100 F
Street, N.E.

    Mail Stop
4561

    Washington,
D. C. 20549-7010

    ATTN:       Christine
Davis

    Assistant Chief Accountant

    Re:              China
World Trade Corporation

    Form
10-KSB/A for Fiscal Year Ended December 31, 2007

    Filed
August 5, 2008

    File No.
000-26119

    Ladies
and Gentlemen:

    Thank you
for your comment letter dated August 14, 2008 (the “Comment Letter”), with
respect to the above-captioned Form 10-KSB/A for fiscal year ended December 31,
2007.  Our amended Form 10-KSB/A of Uonlive Corporation (f/k/a China
World Trade Corporation), a Nevada corporation (the “Company”) incorporates our
responses to your comments, and this letter sets forth each of your comments
with our responses below.

    Form 10-KSB/A for Fiscal
Year Ended December 31, 2007

    Item 8A. Controls and
Procedures

              1.

              We
      note that in your amended Form 10-KSB your management has again concluded
      that disclosure controls and procedures were effective as of the end of
      the fiscal year.  Disclosure controls and procedures include,
      “controls and procedures of an issuer that are designed to ensure that
      information required to be disclosed by the issuer in the reports that it
      files or submits under the Act is recorded, processed, summarized and
      reported, within the time periods specified in the Commission’s rules and
      forms.”  Considering management’s failure to provide its report
      on internal control over financial reporting, it is unclear to us how you
      are able to continue to conclude that your disclosure controls and
      procedure are effective as of the end of the fiscal
      year.  Please further amend the Form 10-KSB to disclose
      management’s revised conclusion on the effectiveness of your disclosure
      controls and procedures as of the end of the fiscal year.  If
      you continue to believe that your disclosure controls and procedures are
      effective, please tell us the factors you considered and highlight for us
      those factors that supported your
conclusion.

              Response 1: In
      retrospect, our current management has concluded that our disclosure
      controls and procedures and internal control over financial reporting were
      not effective for the fiscal year ended December 31, 2007, as the Staff
      pointed out.  Therefore, we have revised Item 8A and Item 8AT to
      indicate that our disclosure controls and procedures and internal control
      over financial reporting were not effective as of December 31,
      2007.

              2.

              We
      note your statement that there have been no changes in your internal
      controls over financial reporting “known to [y]our chief executive officer
      and chief financial officer” during your last fiscal quarter that have
      materially affected, or is reasonably likely to materially affect, your
      internal control over financial reporting.  Item 308(c) of
      Regulation S-B requires a definitive conclusion by your management
      regarding changes in internal control over financial
      reporting.  Please confirm, if true, that there have been no
      changes in your internal control over financial reporting during your last
      fiscal quarter, and revise your disclosure to remove the phrase “known to
      our chief executive officer and chief financial
      officer.”  Similar concerns apply to your Form 10-Q for the
      fiscal quarter ended March 31, 2008 and June 30,
  2008.

              Response 2: We confirm
      that there have been no changes in our internal control over financial
      reporting during our last fiscal quarter for the year ended December 31,
      2007 and for the quarters ended March 31, 2008 and June 30,
      2008.  We have revised the disclosure in our Form 10-KSB/A2 to
      delete the phrase “known to our chief executive officer and chief
      financial officer” and will be sure that all future periodic filings
      contain a definitive conclusion by management regarding internal control
      over financial reporting, as required in Item 308(c) of Regulation
      S-B.

    We
acknowledge that:

              ·

              The
      company is responsible for the adequacy and accuracy of the disclosure in
      the filings;

              ·

              Staff
      comments or changes to disclosure in response to staff comments do not
      foreclose the Commission from taking any action with respect to the
      filings; and

              ·

              The
      company may not assert 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
let us know if you have any further questions.  We would appreciate if
you would advise us at your earliest convenience if any further changes may be
necessary to our filings.

    Sincerely,

    /s/
Cheung Chi Ho

    Cheung
Chi Ho

    Chief
Executive Officer

    cc:  Harold
H. Martin, Esq.

    Enclosures

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