SEC Comment Letter for Hartford Creative Group, Inc. (HFUS) (CIK 0001482554) (HFUS) — Mar 17, 2014
Hartford Creative Group, Inc. (HFUS) (CIK 0001482554)
Date: March 17, 2014 · CIK: 0001482554 · Accession: 0000000000-14-013108
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 000-54439
Letter
March 14 , 2014 Via U.S. Ma il Mr. Robert Heckes Chief Executive Officer Photo Amigo, Inc. 2532 Foothill Road Santa Barbara , CA 93105
Re: PhotoAmigo, Inc. Item 4.01 Form 8 -K Filed March 10, 2014 File No. 000-54439
Dear Mr. Heckes :
We have reviewed your filing and have the following comment s. 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 a mendment is appropriate, please tell us why in your response.
After reviewing any amendment to your filing and the information you provide in response to th ese comment s, we may have additional comments.
Form 8 -K Filed March 10, 2014 1. Please amend to include disclosure as to whether the audit committee of the board of directors or the board of directors, if there is no such committee , recommended or approved the decision to change accountants. See Item 30 4(a)(1)(i ii) of Regulation S-K. 2. You currently disclose Ronald Chadwick's reports on your financial statements for the twelve month periods ended July 31, 2013 and 2012 and the period from Inception (April 2, 2008) to July 31, 2013 did not contain any disagreements . Please amend and revise your disclosure to state whether during the tw o most recent fiscal years and any subsequent interim period preceding November 30, 2013 there were disagreements on any matters of accounting principles or p ractices, financial statement disclosure, or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of
Mr. Robert Heckes PhotoAmigo , Inc. March 14, 2014 Page 2
Ronald Chadwick, would have caused it to make reference to the subject matter of the disagreements in connection with its report . See Item 30 4(a)(1)(iv ) of Regulation S-K. 3. Revise your disclosures to state, if true, that none of the reportable events set forth in Item 304(a)(1)(iv) of Regulation S -K occurred during the fiscal years ended J uly 31, 2013 and 2012 , the period from Inception (April 8, 2008) to July 31, 2013 , and any subsequent interim period preceding November 30, 2013 . 4. Please obtain and file an updated Exhibit 16 letter from the former accountant stating whether the accountant agrees with the statements made in your revised Form 8 -K.
In responding to our comments, please provide a wri tten 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 States.
You may contact me at (202) 551 -3564 if you have questions .
Sincerely,
/s/ Melissa Kindelan
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March 14 , 2014 Via U.S. Ma il Mr. Robert Heckes Chief Executive Officer Photo Amigo, Inc. 2532 Foothill Road Santa Barbara , CA 93105 Re: PhotoAmigo, Inc. Item 4.01 Form 8 -K Filed March 10, 2014 File No. 000-54439 Dear Mr. Heckes : We have reviewed your filing and have the following comment s. 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 a mendment is appropriate, please tell us why in your response. After reviewing any amendment to your filing and the information you provide in response to th ese comment s, we may have additional comments. Form 8 -K Filed March 10, 2014 1. Please amend to include disclosure as to whether the audit committee of the board of directors or the board of directors, if there is no such committee , recommended or approved the decision to change accountants. See Item 30 4(a)(1)(i ii) of Regulation S-K. 2. You currently disclose Ronald Chadwick's reports on your financial statements for the twelve month periods ended July 31, 2013 and 2012 and the period from Inception (April 2, 2008) to July 31, 2013 did not contain any disagreements . Please amend and revise your disclosure to state whether during the tw o most recent fiscal years and any subsequent interim period preceding November 30, 2013 there were disagreements on any matters of accounting principles or p ractices, financial statement disclosure, or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of Mr. Robert Heckes PhotoAmigo , Inc. March 14, 2014 Page 2 Ronald Chadwick, would have caused it to make reference to the subject matter of the disagreements in connection with its report . See Item 30 4(a)(1)(iv ) of Regulation S-K. 3. Revise your disclosures to state, if true, that none of the reportable events set forth in Item 304(a)(1)(iv) of Regulation S -K occurred during the fiscal years ended J uly 31, 2013 and 2012 , the period from Inception (April 8, 2008) to July 31, 2013 , and any subsequent interim period preceding November 30, 2013 . 4. Please obtain and file an updated Exhibit 16 letter from the former accountant stating whether the accountant agrees with the statements made in your revised Form 8 -K. In responding to our comments, please provide a wri tten 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 States. You may contact me at (202) 551 -3564 if you have questions . Sincerely, /s/ Melissa Kindelan Melissa Kindelan Staff Accountant