SEC Comment Letter for GIVBUX, INC. (GBUX) (CIK 0001169138) (GBUX) — Apr 16, 2008
GIVBUX, INC. (GBUX) (CIK 0001169138)
Date: April 16, 2008 · CIK: 0001169138 · Accession: 0000000000-08-019745
AI Filing Summary & Sentiment
File numbers found in text: 000-52142
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-7010
DIVISION OF
CORPORATION FINANCE
Mail Stop 7010 April 16 2008 Qin Long Chief Executive Officer Rub A Dub Soap, Inc. No. 177 Chengyang Section 308 National Highway Danshan Industrial Area Qingdao, China 266109
Re: Rub A Dub Soap, Inc.
Preliminary Information Statement on Schedule 14C
Filed April 7, 2008 File No. 000-52142
Dear Mr. Long:
We have limited our review of your filing to those issues we have addressed on our
comments. Where indicated, we think you s hould revise your document in response to
these comments. If you disagree, we will consider your explanation as to why our
comment is inapplicable or a revision is unneces sary. Please be as detailed as necessary
in your explanation. In some of our comme nts, we may ask you to provide us with
information so we may better understand your disclosure. After reviewing this
information, we may raise additional comments.
Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filing. We look forward to working with you in these respects. We
welcome any questions you may have about our comments or any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.
General
1. We note that you took action to change your name as a result of the reverse
acquisition transaction with Zhongsen International Company Group Limited.
Pursuant to Note A of Schedule 14A, you should therefore amend your information
statement to include the disclosure re quired by Item 14 of that schedule since
shareholders will not have a separate opportunity to vote on this transaction. See
Note A to Schedule 14A and Item 1 to Schedule 14C.
2. We note that you have not yet responded to the staff’s comments issued on March 17,
Qin Long
Rub A Dub Soap, Inc. April 16, 2008
Page 2
2008 regarding your Current Report on Form 8-K, dated November 14, 2007. Please
respond to these comments as soon as possible.
* * * *
As appropriate, please amend your filing and respond to these comments within
10 business days or tell us when you will provid e us with a response. You may wish to
provide us with marked copies of the amendm ent to expedite our review. Please furnish
a cover letter with your amendment that keys your responses to our comments and provides any requested information. Detailed co ver letters greatly faci litate our review.
Please understand that we may have addi tional comments after reviewing your
amendment and responses to our comments.
We urge all persons who are responsible for the accuracy and adequacy of the
disclosure in the filing to be certain that the filing includes all in formation required under
the Securities Exchange Act of 1934 and th at they have provided all information
investors require for an informed invest ment decision. Since the company and its
management are in possession of all facts re lating to a company’s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they have made.
In connection with responding to our comments, please provide, in writing, a
statement from the company acknowledging that:
• the company is responsible for the adequacy and accuracy of the disclosure in the filing;
• staff comments or changes to disclosure in response to staff comments do not
foreclose the Commission from taking a ny action with respect to the filing;
and
• the company may not assert staff comme nts as a defense in any proceeding
initiated by the Commission or any pers on under the federal s ecurities laws of
the United States.
Qin Long
Rub A Dub Soap, Inc. April 16, 2008 Page 3
In addition, please be advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comments on your filing.
Please contact Jessica Kane at (202) 551-3235 or Craig Slivka at (202) 551-3729
with any questions.
Sincerely,
Pamela Long Assistant Director
cc: Scott Kline, Esq.
Thelen Reid Brown Raysman & Steiner LLP 101 Second Street, Suite 1800 San Francisco, California 94105