SEC Comment Letter for EXENT CORP. (CIK 0001726744) — Feb 11, 2020
EXENT CORP. (CIK 0001726744)
Date: Feb. 11, 2020 · CIK: 0001726744 · Accession: 0000000000-20-001298
AI Filing Summary & Sentiment
Letter
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE February 11 , 2020 Via Email Li Deng President, Treasurer and Secretary Exent Corp. Room 6B1 -2, Block AB, Ti anxiang Building, Che Gong Miao Futian District, Shenzhen, Guangdong, China 517000
Re: Exent Corp. Schedule 14F-1 filed on February 5, 2020 File No. 005-91327
Dear Ms. Deng :
We have reviewed the above -captioned filing , 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 amending your filing, by prov iding the requested information or by advising us when you will provide the requested response. 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 amendment to your filing and any information you provide in response to these comments, we may have additional comments.
General
1. Please disclose whether the Company has adopted practices or polices regarding employee, officer and director hedging in accordance with Item 407(i) of Regulation S - K.
The Board an d Committees, page 3
2. We note your disclosure that “[t]he Board does not maintain separate audit, nominating or compensation committees” and that the “[f]unctions customarily performed by such committees are performed by the Board as a whole. ” Please supp lement this disclosure to state the basis for the view of the Board that it is appropriate for the Company to not have a nominating committee, in accordance with Item 407(c)(1) of Regulation S -K.
Li Deng c/o Exent Corp. February 11, 2020 Page | 2
3. Please refer to the preceding comment. Please supplement this disclosure to provide the information regarding the Company’s director nomination process set forth in Item 407(c)(2) of Regulation S -K. See the Instruction to Item 407(c)(2).
4. Please refer to comment 2. Please supplement this disclosure to state th e basis for the view of the Board that it is appropriate for the Company to not have a compensation committee, in accordance with Item 407(e)(1) of Regulation S -K.
Board Leadership Structure and Role in Risk Oversight , page 4
5. We note your disclosure that “[t]he Board determines what leadership structure it deems appropriate based on factors such as the experience of the applicable individuals, the current business environment of the Company or other relevant factors. ” Please revise or supplement this sta tement to indicate why the Company has determined that its leadership structure is appropriate given the Company’s specific characteristics or circumstances , in accordance with Item 407(h) of Regulation S -K.
Board Meetings, page 4
6. Please disclose whether the Company has a policy with regard to Board members’ attendance at annual meetings of security holders and whether Marat Asylbekov attended the prior year’s annual meeting . See Item 407(b)(2) of Regulation S -K.
Certain Relationships and Related Transa ctions , page 4
7. We note your disclosure that “[t]he Company’s officer and director provided services and office space.” Please revise your disclosure to clarify whether the referenced “officer and director” is Marat Asylbekov . If such “officer and direct or” is Mr. Asylbekov, please revise your disclosure to clarify whether he will continue to provide office space to the Company.
Section 16(a) Beneficial Ownership Reporting Compliance , page 4
8. Please provide the legal basis for your statement that “the Company’s officer and directors are not subject to Section 16(a) of the Exchange Act. ”
* * *
We remind you that the Company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
Li Deng c/o Exent Corp. February 11, 2020 Page | 3
Please direct any questions to Valian Afshar, Special Counsel, at (202) 551 -8729, or me, at (202) 551 -3619 .
Sincerely,
/s/ Daniel F. Duchovn y
Show Raw Text
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
DIVISION OF
CORPORATION FINANCE
February 11 , 2020
Via Email
Li Deng
President, Treasurer and Secretary
Exent Corp.
Room 6B1 -2, Block AB, Ti anxiang Building, Che Gong Miao
Futian District, Shenzhen, Guangdong, China 517000
Re: Exent Corp.
Schedule 14F-1 filed on February 5, 2020
File No. 005-91327
Dear Ms. Deng :
We have reviewed the above -captioned filing , 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 amending your filing, by prov iding the requested
information or by advising us when you will provide the requested response. 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 amendment to your filing and any information you provide in
response to these comments, we may have additional comments.
General
1. Please disclose whether the Company has adopted practices or polices regarding
employee, officer and director hedging in accordance with Item 407(i) of Regulation S -
K.
The Board an d Committees, page 3
2. We note your disclosure that “[t]he Board does not maintain separate audit, nominating
or compensation committees” and that the “[f]unctions customarily performed by such
committees are performed by the Board as a whole. ” Please supp lement this disclosure
to state the basis for the view of the Board that it is appropriate for the Company to not
have a nominating committee, in accordance with Item 407(c)(1) of Regulation S -K.
Li Deng
c/o Exent Corp.
February 11, 2020
Page | 2
3. Please refer to the preceding comment. Please supplement this disclosure to provide the
information regarding the Company’s director nomination process set forth in Item
407(c)(2) of Regulation S -K. See the Instruction to Item 407(c)(2).
4. Please refer to comment 2. Please supplement this disclosure to state th e basis for the
view of the Board that it is appropriate for the Company to not have a compensation
committee, in accordance with Item 407(e)(1) of Regulation S -K.
Board Leadership Structure and Role in Risk Oversight , page 4
5. We note your disclosure that “[t]he Board determines what leadership structure it deems
appropriate based on factors such as the experience of the applicable individuals, the
current business environment of the Company or other relevant factors. ” Please revise
or supplement this sta tement to indicate why the Company has determined that its
leadership structure is appropriate given the Company’s specific characteristics or
circumstances , in accordance with Item 407(h) of Regulation S -K.
Board Meetings, page 4
6. Please disclose whether the Company has a policy with regard to Board members’
attendance at annual meetings of security holders and whether Marat Asylbekov
attended the prior year’s annual meeting . See Item 407(b)(2) of Regulation S -K.
Certain Relationships and Related Transa ctions , page 4
7. We note your disclosure that “[t]he Company’s officer and director provided services
and office space.” Please revise your disclosure to clarify whether the referenced
“officer and director” is Marat Asylbekov . If such “officer and direct or” is Mr.
Asylbekov, please revise your disclosure to clarify whether he will continue to provide
office space to the Company.
Section 16(a) Beneficial Ownership Reporting Compliance , page 4
8. Please provide the legal basis for your statement that “the Company’s officer and
directors are not subject to Section 16(a) of the Exchange Act. ”
* * *
We remind you that the Company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Li Deng
c/o Exent Corp.
February 11, 2020
Page | 3
Please direct any questions to Valian Afshar, Special Counsel, at (202) 551 -8729, or me,
at (202) 551 -3619 .
Sincerely,
/s/ Daniel F. Duchovn y
Daniel F. Duchovny
Special Counsel
Office of Mergers and Acquisitions
cc: Wei Wang, Esq.
Ellenoff Grossman & Schole LLP