SEC Comment Letter for Trutankless, Inc. (CIK 0001429393) (TKLS) — Sep 22, 2009
Trutankless, Inc. (CIK 0001429393)
Date: Sept. 22, 2009 · CIK: 0001429393 · Accession: 0000000000-09-052997
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-149804
Letter
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549-4628 DIVISION OF CORPORATION FINANCE MAIL STOP 4628 September 22, 2009 Via U.S. Mail and Facsimile (702) 784-7601 Mr. Carlos Alcantara Chief Executive Officer Alcantara Brands Corporation 3753 Howard Hughes Parkway Suite 200 Las Vegas, NV 89169 Re: Alcantara Brands Corporation Item 4.01 Form 8-K/A Filed September 18, 2009 File No. 333-149804
Dear Mr. Alcantara: We have reviewed your filing and have the following comments. Where indicated, we think you should 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 unnecessary. Please be as detailed as necessary in your explanation. In some of our comments, 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 review 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.
Mr. Carlos Alcantara Alcantara Brands Corporation September 22, 2009 Page 2
1. Please revise your disclosure to explicitly state whether Lawrence Scharfman Co. CPA PC resigned , declined to stand of re-election or was dismissed on May 11, 2009. We refer you to the guidance at Item 304(a)(1)(i) of Regulation S-K. 2. Please amend your filing to state whether the Scharfman's report on your financial statements for the period from March 7, 2008 to December 31, 2008 contained an adverse opinion or a disclaimer of opinion or was qualified or modified as to uncertainty, audit scope, or accounting principles and also describe the nature of each such adverse opinion, disclaimer of opinion, modification, or qualification. We refer you to the guidance at Item 304(a)(1)(ii) of Regulation S-K. 3. We note that you refer the reportable events to the definition at Item 304(a)(1)(iv) of Regulation S-K. Please revise this reference to the Item 304(a)(1)(v) of Regulation S-K for the scope of the reportable events. Closing Comments
As appropriate, please amend your filing and respond to these comments within 10 business days or tell us when you will provide us with a response. You may wish to provide us with marked copies of the amendment 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 cover letters greatly facilitate our review. Please understand that we may have additional 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 information required under the Securities Exchange Act of 1934 and that they have provided all information investors require for an informed investment decision. 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 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 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
Mr. Carlos Alcantara Alcantara Brands Corporation September 22, 2009 Page 3
States.
In addition, please be advised that the Division of Enforcement has access to all information you provide to the staff of the Di vision of Corporation Finance in our review of your filing or in response to our comments on your filing. You may contact Suying Li at (202) 551-3335, if you have questions regarding comments on the financial statements and related matters. Please contact me at (202) 551-3461 with any other questions. S i n c e r e l y , C h r i s W h i t e B r a n c h C h i e f
Show Raw Text
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-4628
DIVISION OF
CORPORATION FINANCE MAIL STOP 4628
September 22, 2009
Via U.S. Mail and Facsimile (702) 784-7601
Mr. Carlos Alcantara
Chief Executive Officer Alcantara Brands Corporation 3753 Howard Hughes Parkway Suite 200 Las Vegas, NV 89169
Re: Alcantara Brands Corporation
Item 4.01 Form 8-K/A
Filed September 18, 2009
File No. 333-149804
Dear Mr. Alcantara:
We have reviewed your filing and have the following comments. Where
indicated, we think you should 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 unnecessary. Please be as detailed as necessary in your explanation. In some of our comments, 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 review 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.
Mr. Carlos Alcantara
Alcantara Brands Corporation
September 22, 2009 Page 2
1. Please revise your disclosure to explicitly state whether Lawrence Scharfman Co. CPA PC resigned , declined to stand of re-election or was dismissed on May 11,
2009. We refer you to the guidance at Item 304(a)(1)(i) of Regulation S-K.
2. Please amend your filing to state whether the Scharfman's report on your financial statements for the period from March 7, 2008 to December 31, 2008 contained an adverse opinion or a disclaimer of opinion or was qualified or modified as to uncertainty, audit scope, or accounting principles and also describe the nature of each such adverse opinion, disclaimer of opinion, modification, or qualification.
We refer you to the guidance at Item 304(a)(1)(ii) of Regulation S-K.
3. We note that you refer the reportable events to the definition at Item 304(a)(1)(iv) of Regulation S-K. Please revise this reference to the Item 304(a)(1)(v) of Regulation S-K for the scope of the reportable events.
Closing Comments
As appropriate, please amend your filing and respond to these comments within
10 business days or tell us when you will provide us with a response. You may wish to provide us with marked copies of the amendment 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 cover letters greatly facilitate our review. Please understand that we may have additional 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 information required under the Securities Exchange Act of 1934 and that they have provided all information investors require for an informed investment decision. 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 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 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
Mr. Carlos Alcantara
Alcantara Brands Corporation September 22, 2009 Page 3
States.
In addition, please be advised that the Division of Enforcement has access to all
information you provide to the staff of the Di vision of Corporation Finance in our review
of your filing or in response to our comments on your filing.
You may contact Suying Li at (202) 551-3335, if you have questions regarding
comments on the financial statements and related matters. Please contact me at (202) 551-3461 with any other questions. S i n c e r e l y , C h r i s W h i t e B r a n c h C h i e f