SEC Company Response from GIVBUX, INC. (GBUX) (CIK 0001169138) (GBUX) — May 20, 2008
GIVBUX, INC. (GBUX) (CIK 0001169138)
Date: May 20, 2008 · CIK: 0001169138 · Accession: 0001010549-08-000436
AI Filing Summary & Sentiment
Referenced dates: May 13, 2008
Letter
May 20, 2008 By EDGAR Transmission and by Hand Delivery ------------------------------------------ Pamela Long Jessica Kane Craig Slivka Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E., Mail Stop 4561 Washington, D.C. 20549
RE: Rub A Dub Soap, Inc. Amendment No. 1 to Preliminary Information Statement on Schedule 14C
Dear Ms. Long:
On behalf of Rub A Dub Soap, Inc. ("RUBD" or the "Company"), we are providing the following responses to comments of the Staff (the "Staff") of the Securities and Exchange Commission contained in the letter from the Staff dated May 13, 2008 ("Comment Letter") regarding the above-referenced Amendment No. to Preliminary Information Statement (the "14C/A").
Set forth below are the Company's responses to the Staff's comments. To assist your review, we have retyped the text of the Staff's comments in italics below.
General -------
1. We note that on October 26, 2007, Rub A Dub Soap, Inc. entered into a Stock Purchase Agreement with Zhongsen International Company Group, Ltd., whereby Rub A Dub Soap acquired all of the issued and outstanding capital stock of Zhongsen from the Zhongsen shareholders in exchange for 96.5% shares of Rub A Dub Soap common stock, a reverse acquisition. If the transaction was required to be approved by shareholders, please explain why no proxy or information statement was filed prior to the conduct of the solicitation or taking of the corporate action.
Response:
The Company hereby confirms that neither Nevada Revised Statute nor the Company's Article of Incorporation or Bylaws require shareholders' approval for the transaction where the Company acquired all of the issued and outstanding capital stock of Zhongsen International Company Group, Ltd.
<PAGE>
Pamela Long Page 2 of 2 May 20, 2008
("Zhongsen") from the Zhongsen shareholders in exchange for 96.5% shares of the Company's common stock.
If you would like to discuss the Form 10KSB or Form 8K or if you would like to discuss any other matters, please contact Scott Kline, Esq. of Thelen Reid Brown Raysman & Steiner LLP, our outside special securities counsel at (415) 369-7166.
Sincerely,
RUB A DUB SOAP, INC.
Show Raw Text
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RUB A DUB SOAP, INC.
No. 177, Chengyang Section
308 National Highway
Danshan Industrial Area
Qingdao, China 200109
May 20, 2008
By EDGAR Transmission and by Hand Delivery
------------------------------------------
Pamela Long
Jessica Kane
Craig Slivka
Division of Corporation Finance
U.S. Securities and Exchange Commission
100 F Street, N.E., Mail Stop 4561
Washington, D.C. 20549
RE: Rub A Dub Soap, Inc.
Amendment No. 1 to Preliminary Information Statement on Schedule 14C
Dear Ms. Long:
On behalf of Rub A Dub Soap, Inc. ("RUBD" or the "Company"), we are
providing the following responses to comments of the Staff (the "Staff") of the
Securities and Exchange Commission contained in the letter from the Staff dated
May 13, 2008 ("Comment Letter") regarding the above-referenced Amendment No. to
Preliminary Information Statement (the "14C/A").
Set forth below are the Company's responses to the Staff's comments. To
assist your review, we have retyped the text of the Staff's comments in italics
below.
General
-------
1. We note that on October 26, 2007, Rub A Dub Soap, Inc. entered into a Stock
Purchase Agreement with Zhongsen International Company Group, Ltd., whereby
Rub A Dub Soap acquired all of the issued and outstanding capital stock of
Zhongsen from the Zhongsen shareholders in exchange for 96.5% shares of Rub
A Dub Soap common stock, a reverse acquisition. If the transaction was
required to be approved by shareholders, please explain why no proxy or
information statement was filed prior to the conduct of the solicitation or
taking of the corporate action.
Response:
The Company hereby confirms that neither Nevada Revised Statute nor the
Company's Article of Incorporation or Bylaws require shareholders' approval for
the transaction where the Company acquired all of the issued and outstanding
capital stock of Zhongsen International Company Group, Ltd.
<PAGE>
Pamela Long
Page 2 of 2
May 20, 2008
("Zhongsen") from the Zhongsen shareholders in exchange for 96.5% shares of the
Company's common stock.
If you would like to discuss the Form 10KSB or Form 8K or if you would
like to discuss any other matters, please contact Scott Kline, Esq. of Thelen
Reid Brown Raysman & Steiner LLP, our outside special securities counsel at
(415) 369-7166.
Sincerely,
RUB A DUB SOAP, INC.
By: /s/ Long Qin
-------------------------------------
Long Qin
President and Chief Executive Officer
CC: Scott Kline, Esq.
(415) 369-7166
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