Correspondence 0001575872-24-000598 from EOS INC. (CIK 0001651958)
EOS INC. (CIK 0001651958)
Date: May 30, 2024 · CIK: 0001651958 · Accession: 0001575872-24-000598
AI Filing Summary & Sentiment
File numbers found in text: 000-55661
Show Raw Text
CORRESP
1
filename1.htm
THE VERONA FIRM PLLC
(813) 258-0852
P.O. Box 18191
brett@theveronafirm.com
Tampa, Florida 33679
TheVeronaFirm.com
May 30, 2024
Mr. Nicholas O’Leary
US Securities and Exchange Commission
Division of Corporation Finance
Office of Industrial Applications and Services
Washington, D.C. 20549
RE: EOS, Inc., File No. 000-55661
Mr. O’Leary:
Below please find our response to your questions and comments posed in
your correspondence of May 16, 2024. We have revised the 10-K and will be uploading it accordingly.
1. We note you do not include Item 1.C Cybersecurity. Please revise or
advise us why you do not provide disclosure as applicable under Item 106 of Regulation S-K.
Response: We have revised this accordingly in the
amended filing.
2. Please revise the heading Evaluation of Disclosure Controls and Procedures
to Management’s Report on Internal Control over Financial Reporting.
In addition, you set forth that management assessed the effectiveness of our internal control over financial reporting as of July 31,
2018. Please correct the date in an amended filing. Lastly, you set forth that you used the criteria set forth by the Committee of
Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control - Integrated Framework. Please revise your disclosure to
refer to the specific framework used. Refer to Item 308 of Regulation S-K.
Response: The title of this section has been changed,
and the date has been updated accordingly.
3. Please revise your heading to Evaluation of Disclosure Controls and
Procedures to provide more clarity. In addition, you refer to December 31, 2020 two times in the paragraph, not December 31, 2023. Please
correct your disclosure in an amended filing. Refer to Item 307 of Regulation S-K.
Response: We have revised this accordingly.
4. We note that both sets of certifications are dated April 16, 2023 not
2024. Please filed an amended Form 10-K with corrected dates for your Exhibit 31 and Exhibit 32 certifications. Consolidated Financial
Statements, Accounts Receivable, page F-8
Response: We have revised this accordingly and changed
the date to 2024.
5. We note on page F-6 that you recorded $272,843 in bad debt expense in
2022 and $148,452 in bad debt recovery in 2023, and that your bad debt expense in 2022 was approximately 42% of net sales. Your related
disclosure on pages 13, F-8 and in the results of operations discussion does not appear to provide any information related to the reasons
these amounts were recorded. Please revise your filing to provide the disclosures required by ASC 326-20-50-10 and 50-11, and the roll
forward required by 50-13. As part of your revised disclosure, please provide company specific details that describe the reasons the bad
debt expense and subsequent recovery were recorded. In addition, please tell us the amount of December 31, 2023 accounts receivable that
were subsequently collected in cash and the reasons for any significant amounts that were not collected in cash.
Response: We have revised this accordingly. Please
refer to Note 5 regarding the Accounts Receivable.
6. We note you attribute your revenue to the Asia Pacific region. Please
revise your disclosure to disclose revenues from customers attributed to your country of domicile and attributed to all foreign countries
in total from which you derive revenues. If revenues from external customers attributed to an individual foreign country are material,
those revenues shall be disclosed separately. Refer to ASC 280-10-50-41(a).
Response: We have revised this accordingly, such
that revenue is broken out by our country of domicile (Taiwan) and other countries.
7. To the extent that one or more of your officers and/or directors are
located in China or Hong Kong, please create a separate Enforceability of Civil Liabilities section for the discussion of the enforcement
risks related to civil liabilities due to your officers and directors being located in China or Hong Kong. Please identify each officer
and/or director located in China or Hong Kong and disclose that it will be more difficult to enforce liabilities and enforce judgments
on those individuals. For example, revise to discuss more specifically the limitations on investors being able to effect service of process
and enforce civil liabilities in China, lack of reciprocity and treaties, and cost and time constraints.
We have revised this accordingly, and have now added
additional disclosure to our filing in Item 1A – Risk Factors.
8. Please revise to provide the disclosure require by Item 101(h) of Regulation
S-K, including for example, clarifying or disclosing your:
· principal
products and services and their markets, your distribution methods and the status of any expected new products or services;
· competitive
conditions, your competitive position in the industry, and in what way you compete;
· relationships
and reliance on suppliers or distributors;
· source
of materials and any material suppliers; and
· material
patents or intellectual property rights that you own or to which you have acquired the rights.
In addition, please consider whether your disclosure of your number of
employees should be updated.
Response: We have revised this accordingly.
If you have any questions, or need anything further, please do not hesitate
to contact me.
Kind regards.
/s/ Brett Verona
Brett Verona