SEC Comment Letter for Atlas Lithium Corp (ATLX) (CIK 0001540684) (ATLX) — Jan 23, 2013
Atlas Lithium Corp (ATLX) (CIK 0001540684)
Date: Jan. 23, 2013 · CIK: 0001540684 · Accession: 0000000000-13-003721
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File numbers found in text: 333-180624
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January 22, 2013
Via Email
Marc Fogassa
Chief Executive Officer
Flux Technologies, Corp.
324 South Beverly Drive , Suite 118
Beverly Hills , CA 90212
Re: Flux Technologies, Corp.
Current Report on Form 8 -K Filed December 26, 2012
File No. 333-180624
Dear Mr. Fogassa :
This letter is to advise you that a preliminary review of the above -referenced current
report on Form 8 -K indicates a potential lack of compliance with the applicable requirements of
the form . In this regard, please address the following:
1. You appear to have been a shell company before the transaction. See Exchange Act
Rule 12b-2, and f or guidance, refer to Section II.A.3 of SEC Release No. 34-52038.
Please provide us with a legal analysis regarding whether you ceased being a shell
company after the transaction . Ensure that your analysis addresses whether you acquired
an operating business or more than nominal assets. For guidance, refer to S ection II.D.3
of SEC Release No. 34-52038.
Please contact Evan S. Jacobson , Attorney -Advisor , at (202) 551 -3428 or me at
(202) 551-3462 with any questions.
Sincerely,
/s/ Mark P. Shuman
Mark P. Shuman
Branch Chief - Legal
cc: Via Email
Jay Weil , Esq.
Guzov Ofsink, LLC