SEC Comment Letter for HAMMER TECHNOLOGY HOLDINGS CORP. (HMMR) (CIK 0001539680) (HMMR) — Nov 29, 2012
HAMMER TECHNOLOGY HOLDINGS CORP. (HMMR) (CIK 0001539680)
Date: Nov. 29, 2012 · CIK: 0001539680 · Accession: 0000000000-12-064571
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November 29, 2012
Via Email
Luis A. G. Rodriguez
Chief Executive Officer
Recursos Montana S.A.
1st Street, #3, Cerros del Atlantico
Puerto Plata, Dominic Republic
Re: Recursos Montana S.A.
Item 4.01 Form 8 -K
Filed November 21, 2012
File No. 333 -179886
Dear Mr. Rodriguez :
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 explanat ion. In some of our comments, we may ask
you to provide us with more 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 i s 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 ot her aspect of our review. Feel free to call us at the
telephone number listed at the end of this letter.
Form 8 -K filed November 21 , 2012
1. We note your disclosure related to the reports of your former auditors, Madsen &
Associates CPAs, Inc. makes refer ence to “the financial statements as of and for the
period from inception on September 23, 2010 through July 31, 2011.” However, we note
that the opinion provided by your former auditor included in your Form S -1/A filed on
November 1, 2012 covers the fina ncial statements as of July 31, 2012 and 2011 and the
period from inception on September 23, 2010 through July 31, 2011 and the fiscal year
ended July 31, 2012. Please revise your disclosures to refer to the reports issued by your
former auditor for the t wo most recent fiscal years to comply with Item 304(a)(1)(ii) of
Regulation S -K.
Luis A. G. Rodriguez
Recursos Montana S.A .
November 29, 2012
Page 2
As appropriate, please amend your filing and respond to these comments within five
business days or tell us when you will provide us with a response. You may wish to pro vide 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 inv estors 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 connec tion 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 respon se 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 law s of the United States.
In addition, please be advised that the Division of Enforcement has access to all
information you provide to the staff of the Division of Corporation Finance in our review of your
filing or in response to our comments on your filing.
You may contact me at (202) 551-3650 if you have questions regarding our comments.
Sincerely,
/s/Craig H. Arakawa
Craig H. Arakawa
Staff Accountant