SEC Comment Letter for Zandaria Ventures Inc. (CIK 0001334589) — Aug 11, 2005
Zandaria Ventures Inc. (CIK 0001334589)
Date: Aug. 11, 2005 · CIK: 0001334589 · Accession: 0000000000-05-041628
AI Filing Summary & Sentiment
File numbers found in text: 333-127389
Letter
Mail Stop 6010 August 11, 2005 Steven Cozine Director and Chief Executive Officer Zandaria Ventures Inc. 535 Thurlow Street, Suite 600 Vancouver, B.C. V6E 3C2
Re: Zandaria Ventures Inc. Registration Statement on Form SB-2 filed August 10, 2005 Registration No. 333-127389
Dear Mr. Cozine:
As you are aware, the above-referenced filing was selected for a full review. This is to advise you that a preliminary review of the above-referenced registration statement indicates that it fails in material respects to comply with the requirements of the Securities Act of 1933, the rules and regulations under that Act, and the requirements of Form SB-2.
Specifically, you have not included an audit report in your filing, and therefore your financial statements are unaudited. The filing must be amended to present the audited financial statements required by Item 310(a) of Regulation S-B. Also, please note the financial statement updating requirements in Item 310(g). We will defer review of your registration statement until you file an amendment that contains audited financial statements, at which time we will commence review of your filing and issue comments.
You are advised that we will not recommend acceleration of the effective date of the registration statement and that, should the registration statement become effective in its present form, we would be required to consider what recommendation, if any, we should make to the Commission.
We suggest that you submit a substantive amendment correcting the deficiencies or withdraw the filing.
You may contact David Burton at (202) 551-3626 if you have questions regarding the financial statements and related matters. Please contact Tim Buchmiller at (202) 551-3635 with any other questions.
Sincerely,
Peggy Fisher
Assistant Director
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<DOCUMENT> <TYPE>LETTER <SEQUENCE>1 <FILENAME>filename1.txt <TEXT> Mail Stop 6010 August 11, 2005 Steven Cozine Director and Chief Executive Officer Zandaria Ventures Inc. 535 Thurlow Street, Suite 600 Vancouver, B.C. V6E 3C2 Re: Zandaria Ventures Inc. Registration Statement on Form SB-2 filed August 10, 2005 Registration No. 333-127389 Dear Mr. Cozine: As you are aware, the above-referenced filing was selected for a full review. This is to advise you that a preliminary review of the above-referenced registration statement indicates that it fails in material respects to comply with the requirements of the Securities Act of 1933, the rules and regulations under that Act, and the requirements of Form SB-2. Specifically, you have not included an audit report in your filing, and therefore your financial statements are unaudited. The filing must be amended to present the audited financial statements required by Item 310(a) of Regulation S-B. Also, please note the financial statement updating requirements in Item 310(g). We will defer review of your registration statement until you file an amendment that contains audited financial statements, at which time we will commence review of your filing and issue comments. You are advised that we will not recommend acceleration of the effective date of the registration statement and that, should the registration statement become effective in its present form, we would be required to consider what recommendation, if any, we should make to the Commission. We suggest that you submit a substantive amendment correcting the deficiencies or withdraw the filing. You may contact David Burton at (202) 551-3626 if you have questions regarding the financial statements and related matters. Please contact Tim Buchmiller at (202) 551-3635 with any other questions. Sincerely, Peggy Fisher Assistant Director cc: Empire Stock Transfer Inc., as Agent for Service (via fax) ?? ?? ?? ?? Zandaria Ventures, Inc. August 11, 2005 Page 2 </TEXT> </DOCUMENT>