SEC Comment Letter for Antiaging Quantum Living Inc. (AAQL) (CIK 0001672571) (AAQL) — May 15, 2017
Antiaging Quantum Living Inc. (AAQL) (CIK 0001672571)
Date: May 15, 2017 · CIK: 0001672571 · Accession: 0000000000-17-017038
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-211051
Letter
Mail Stop 3233 May 15, 2017 Via E -mail Wanjun Xie, Chief Executive Officer Achison Inc. 3906 Main Street Suite 207 Flushing, NY 11354
Re: Achison, Inc. Amendment No. 9 to Registration Statement on Form S-1 Filed April 21, 2017 File No. 333-211051
Dear Mr. Xie :
We have reviewed your amended registration statement and have the following comments. 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 by amen ding your registration statement and providing the requested information . If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response.
After reviewing any a mendment to your registration statement and the information you provide in response to these comments, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our April 17, 2017 letter .
General
1. We note your response to our prior comment 1 and continue to note your disclosure that “Lansdale Inc. will intend to hold sufficient shares to become the parent of the Corporation.” (emphasis added) Please revise your disclosure to clarify whether you have entered into an oral or written agreement or understanding to sell securities to Lansdale in this public offering. If so, p lease tell us how this complies with Sect ion 5 of the Securities Act. Alternatively, please revise your disclosure to so clarify.
Wanjun Xie, Chief Executive Officer Achison Inc. May 15, 2017 Page 2
Exhibit 23
2. Please refer to prior comment 5 and revise to include an updated consent for the audit report issued on the financial statements at and for the period ended March 31, 2015. Be advised that the consents for both audit reports included in the regis tration statement are required to be current at the time effectiveness is requested.
You may contact Paul Cline, Staff Accountant, at (202) 551 -3851 or Wilson Lee, Staff Accountant, at (202) 551 -3468 if you have questions regarding comments on the financ ial statements and related matters. Please contact Stacie Gorman at (202) 551 -3585 or me at (202) 551-3673 with any other questions.
Sincerely,
/s/ Folake Ayoola
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Mail Stop 3233
May 15, 2017
Via E -mail
Wanjun Xie, Chief Executive Officer
Achison Inc.
3906 Main Street
Suite 207
Flushing, NY 11354
Re: Achison, Inc.
Amendment No. 9 to Registration Statement on Form S-1
Filed April 21, 2017
File No. 333-211051
Dear Mr. Xie :
We have reviewed your amended registration statement and have the following
comments. 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 by amen ding your registration statement and providing the
requested information . If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any a mendment to your registration statement and the information you
provide in response to these comments, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our April 17, 2017 letter .
General
1. We note your response to our prior comment 1 and continue to note your disclosure that
“Lansdale Inc. will intend to hold sufficient shares to become the parent of the
Corporation.” (emphasis added) Please revise your disclosure to clarify whether you have
entered into an oral or written agreement or understanding to sell securities to Lansdale in
this public offering. If so, p lease tell us how this complies with Sect ion 5 of the Securities
Act. Alternatively, please revise your disclosure to so clarify.
Wanjun Xie, Chief Executive Officer
Achison Inc.
May 15, 2017
Page 2
Exhibit 23
2. Please refer to prior comment 5 and revise to include an updated consent for the audit
report issued on the financial statements at and for the period ended March 31, 2015. Be
advised that the consents for both audit reports included in the regis tration statement are
required to be current at the time effectiveness is requested.
You may contact Paul Cline, Staff Accountant, at (202) 551 -3851 or Wilson Lee, Staff
Accountant, at (202) 551 -3468 if you have questions regarding comments on the financ ial
statements and related matters. Please contact Stacie Gorman at (202) 551 -3585 or me at (202)
551-3673 with any other questions.
Sincerely,
/s/ Folake Ayoola
Folake Ayoola
Senior Counsel
Office of Real Estate and
Commodities