SEC Company Response from Battle Mountain Gold Exploration Corp. (CIK 0001162177) — Oct 28, 2005
Battle Mountain Gold Exploration Corp. (CIK 0001162177)
Date: Oct. 28, 2005 · CIK: 0001162177 · Accession: 0001332277-05-000135
AI Filing Summary & Sentiment
Letter
October 28, 2005 MAIL STOP 7010 ---------------- Mr. H. Roger Schwall Faxed to: 202-772-9368 Assistant Director ------------------------- U.S. Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549
RE: Battle Mountain Gold Corp. ("Registrant") Schedule 14C Filed June 17, 2005 Form 10-KSB Filed April 22, 2005 File Number 0-50399
Dear Mr. Schwall:
In response to your comment letter of September 30, 2005, the Company respectfully submits the following responses to your enumerated paragraphs.
SCHEDULE 14C -------------
GENERAL -------
1. Marked copies are being provided to you with the original of this letter, by courier, clearly reflecting changes.
NOTICE OF ANNUAL MEETING ---------------------------
2. The Company respectfully submits that it need not solicit proxies or written consents from shareholders. Under Nevada state corporate law (NRS Ch. 78), verbal consents to approve proposals are permitted. Specifically, (a) NRS 78.320(4) permits verbal participation in shareholder meetings and consents by telephone; (b) NRS 78.325(1(b) permits verbal consent to actions at a meeting; and NRS 78.355(2) permits unlimited forms of proxies, including verbal proxies. Neither the Articles of the Company, as amended, nor its Bylaws, are contrary to these statutory provisions.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS --------------------------------------------------
3. The explanation and clarification has been provided.
FORM 10-QSB-JUNE 30, 2005 ----------------------------
CONTROLS AND PROCEDURES -------------------------
4. Our counsel has discussed this issue with Ms. Moncada-Terry on the phone, and it was agreed that this comment would be addressed in an amendment to the 10-QSB, but clearing of the 14C would not be held up pending such amendment.
If you have any further questions or comments regarding these matters, please do not hesitate to contact me.
<PAGE>
Thank you again for your kind cooperation and assistance.
Very truly yours,
/s/ James E. McKay
-------------------------
James E. McKay,
President and CEO
Show Raw Text
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October 28, 2005
MAIL STOP 7010
----------------
Mr. H. Roger Schwall Faxed to: 202-772-9368
Assistant Director -------------------------
U.S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: Battle Mountain Gold Corp. ("Registrant")
Schedule 14C
Filed June 17, 2005
Form 10-KSB
Filed April 22, 2005
File Number 0-50399
Dear Mr. Schwall:
In response to your comment letter of September 30, 2005, the Company
respectfully submits the following responses to your enumerated paragraphs.
SCHEDULE 14C
-------------
GENERAL
-------
1. Marked copies are being provided to you with the original of this letter, by
courier, clearly reflecting changes.
NOTICE OF ANNUAL MEETING
---------------------------
2. The Company respectfully submits that it need not solicit proxies or written
consents from shareholders. Under Nevada state corporate law (NRS Ch. 78),
verbal consents to approve proposals are permitted. Specifically, (a) NRS
78.320(4) permits verbal participation in shareholder meetings and consents by
telephone; (b) NRS 78.325(1(b) permits verbal consent to actions at a meeting;
and NRS 78.355(2) permits unlimited forms of proxies, including verbal proxies.
Neither the Articles of the Company, as amended, nor its Bylaws, are contrary to
these statutory provisions.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
--------------------------------------------------
3. The explanation and clarification has been provided.
FORM 10-QSB-JUNE 30, 2005
----------------------------
CONTROLS AND PROCEDURES
-------------------------
4. Our counsel has discussed this issue with Ms. Moncada-Terry on the phone, and
it was agreed that this comment would be addressed in an amendment to the
10-QSB, but clearing of the 14C would not be held up pending such amendment.
If you have any further questions or comments regarding these matters, please do
not hesitate to contact me.
<PAGE>
Thank you again for your kind cooperation and assistance.
Very truly yours,
/s/ James E. McKay
-------------------------
James E. McKay,
President and CEO
cc: Michael J. Morrison, Esq.
<PAGE>
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