SEC Comment Letter for Hypha Labs, Inc. (FUNI) (CIK 0001502966) (FUNI) — Jan 31, 2011
Hypha Labs, Inc. (FUNI) (CIK 0001502966)
Date: Jan. 31, 2011 · CIK: 0001502966 · Accession: 0000000000-11-006242
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 000-54239
Letter
January 25, 2011 Eric Stoppenhagen President Digipath, Inc. 1328 W. Balboa Blvd. Suite C Newport Beach, CA 92661 Re: Digipath, Inc. Registration Statement on Form 10-12G Filed January 12, 2011 File No. 000-54239
Dear Mr. Stoppenhagen: Our preliminary review of your registration st atement indicates that it fails in numerous material respects to comply with the requirements of the Securities Exchange Act of 1934, the rules and regulations under that Act, and the requirements of the form. In particular, your registration statement fails to include financial statements and related disclosures as necessary to comply with Article 8 of Regulation S-X at the time of effectiveness. We will not perform a detailed examination of the registration st atement and we will not issue co mments because to do so would delay the review of other disclosure document s that do not appear to contain comparable deficiencies. This registration statement will become effective by lapse of time 60 days after the date filed pursuant to Section 12(g)(1) of the Securi ties Exchange Act of 1934. If the registration statement were to become effec tive in its present form , we would be require d to consider what recommendation, if any, we should make to the Co mmission. We suggest th at you consider filing a substantive amendment correcting the deficiencies or a request for withdrawal of the registration statement before it becomes effective. Sincerely,
Duc Dang Attorney-Advisor
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January 25, 2011 Eric Stoppenhagen President Digipath, Inc. 1328 W. Balboa Blvd. Suite C Newport Beach, CA 92661 Re: Digipath, Inc. Registration Statement on Form 10-12G Filed January 12, 2011 File No. 000-54239 Dear Mr. Stoppenhagen: Our preliminary review of your registration st atement indicates that it fails in numerous material respects to comply with the requirements of the Securities Exchange Act of 1934, the rules and regulations under that Act, and the requirements of the form. In particular, your registration statement fails to include financial statements and related disclosures as necessary to comply with Article 8 of Regulation S-X at the time of effectiveness. We will not perform a detailed examination of the registration st atement and we will not issue co mments because to do so would delay the review of other disclosure document s that do not appear to contain comparable deficiencies. This registration statement will become effective by lapse of time 60 days after the date filed pursuant to Section 12(g)(1) of the Securi ties Exchange Act of 1934. If the registration statement were to become effec tive in its present form , we would be require d to consider what recommendation, if any, we should make to the Co mmission. We suggest th at you consider filing a substantive amendment correcting the deficiencies or a request for withdrawal of the registration statement before it becomes effective. Sincerely, Duc Dang Attorney-Advisor