SEC Comment Letter for Origin Agritech LTD (SEED) (CIK 0001321851) (SEED) — Aug 30, 2013
Origin Agritech LTD (SEED) (CIK 0001321851)
Date: Aug. 30, 2013 · CIK: 0001321851 · Accession: 0000000000-13-047912
AI Filing Summary & Sentiment
Reasoning
Letter
August 30, 2013 Dr. James Chen Chief Financial Officer Origin Agritech Limited No. 21 Sheng Ming Yuan Road Changping District Beijing 102206 China
Re: Origin Agritech Limited Form 20-F for the year ended September 30, 2012 Filed January 10, 2013 File No. 000 -51576
Dear Mr. Chen :
We have reviewed your filing an d have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure.
Please respond to this letter within ten business days by amending your filing, by providing the requested information, or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response.
After reviewing any amendment to your filing and the information you provide in response to these comments, we may have additional commen ts.
Note 10. Equity Method Investments, page F -26
1. We note that your pro rata share of earnings in Liyu was RMB 4,030,000 in fiscal 2012. In your response, please discuss the consideration given to the disclosure requirements of Rule 3-09 of Regulation S -X. If you do not believe that the third condition set forth in Rule 1 -02 (w) of Regulation S -X has been met, please provide us with your computations in support of your conclusion.
2. As a related matter, please discuss the consideration given to the disclosure requirements of Rule 4 -08 (g) of Regulation S -X with respect to summarized financial information. We may have further comments upon review of your response.
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 the information the Securities Exchange Act of
Dr. James Chen Origin Agritech Limited August 30, 2013 Page 2
1934 and all applicable Exchange Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.
In responding to our comments, please provide a written statement from the company acknowledging that:
the company is responsible for the adequacy and ac curacy of the disclosure in the filing;
staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; 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.
You may contact Amy Geddes at 202 -551-3304 if you have questions regarding comments on the financial statements and related matters. Please contact me at 202-551-3211 with any other questions.
Sincerely,
/s/ David R. Humphrey
Show Raw Text
August 30, 2013 Dr. James Chen Chief Financial Officer Origin Agritech Limited No. 21 Sheng Ming Yuan Road Changping District Beijing 102206 China Re: Origin Agritech Limited Form 20-F for the year ended September 30, 2012 Filed January 10, 2013 File No. 000 -51576 Dear Mr. Chen : We have reviewed your filing an d have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter within ten business days by amending your filing, by providing the requested information, or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your filing and the information you provide in response to these comments, we may have additional commen ts. Note 10. Equity Method Investments, page F -26 1. We note that your pro rata share of earnings in Liyu was RMB 4,030,000 in fiscal 2012. In your response, please discuss the consideration given to the disclosure requirements of Rule 3-09 of Regulation S -X. If you do not believe that the third condition set forth in Rule 1 -02 (w) of Regulation S -X has been met, please provide us with your computations in support of your conclusion. 2. As a related matter, please discuss the consideration given to the disclosure requirements of Rule 4 -08 (g) of Regulation S -X with respect to summarized financial information. We may have further comments upon review of your response. 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 the information the Securities Exchange Act of Dr. James Chen Origin Agritech Limited August 30, 2013 Page 2 1934 and all applicable Exchange Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In responding to our comments, please provide a written statement from the company acknowledging that: the company is responsible for the adequacy and ac curacy of the disclosure in the filing; staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; 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. You may contact Amy Geddes at 202 -551-3304 if you have questions regarding comments on the financial statements and related matters. Please contact me at 202-551-3211 with any other questions. Sincerely, /s/ David R. Humphrey David R. Humphrey Accounting Branch Chief