SEC Comment Letter 0000000000-23-013665 to SEATech Ventures Corp. (SEAV) (CIK 0001763660) (SEAV)
SEATech Ventures Corp. (SEAV) (CIK 0001763660)
Date: Dec. 14, 2023 · CIK: 0001763660 · Accession: 0000000000-23-013665
AI Filing Summary & Sentiment
File numbers found in text: 333-230479
Letter
United States securities and exchange commission logo December 14, 2023 Tan Hock Chye Chief Financial Officer SEATech Ventures Corp. 11-05 & 11-06, Tower A , Avenue 3 Vertical Business Suite Jalan Kerinchi, Bangsar South, 59200 Kuala Lumpur, Malaysia Re:SEATech Ventures Corp. Form 10-K for Fiscal Year Ended December 31, 2022 Form 8-K filed November 2, 2023 File No. 333-230479 Dear Tan Hock Chye: We have limited our review of your filing to the financial statements and related disclosures and have the following comments Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Form 10-K for Fiscal Year Ended December 31, 2022 Item 9A. Controls and Procedures Disclosures Control and Procedures, page 19 1.Please address the following: •We note you provided the management's assessment on your internal control over financial reporting. However, the management’s conclusion as to the effectiveness of your disclosure controls and procedures was omitted from the filing. Please amend to include the missing disclosure. Refer to Item 307 of Regulation S-K. •Revise to identify the specific COSO framework used for your assessment of the effectiveness of the internal control over financial reporting, i.e., the 1992 Framework or the updated 2013 Framework.
FirstName LastNameTan Hock Chye Comapany NameSEATech Ventures Corp. December 14, 2023 Page 2 FirstName LastName Tan Hock Chye SEATech Ventures Corp. December 14, 2023 Page 2 Consolidated Statements of Operations and Comprehensive Loss, page F-4 2.Please revise to present basic and diluted net loss per share amounts rounded to the nearest cent (i.e., only two decimal points), in order not to imply a greater degree of precision than exists. Form 8-K filed November 2, 2023 Item 2.01 Completion of Acquisition or Disposition of Assets, page 2 3.We note from your disclosure in this Form 8-K that on October 13, 2023, you completed the acquisition of Just Supply Chain Limited for 21,831,660 units in stock valued at $17.5 million. Please tell us in your response how you recorded this transaction and your consideration to provide financial statements of the acquiree. Your response should include your assessment of significance in accordance with Rule 1-02(w) of Regulation S- X in assessing compliance with Rule 3-05(a)(2)(ii) of Regulation S-X if you have determined that a business has been acquired. In closing, 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. Please contact Amy Geddes at 202-551-3304 or Stephen Kim at 202-551-3291 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services
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United States securities and exchange commission logo
December 14, 2023
Tan Hock Chye
Chief Financial Officer
SEATech Ventures Corp.
11-05 & 11-06, Tower A , Avenue 3 Vertical Business Suite
Jalan Kerinchi, Bangsar South, 59200
Kuala Lumpur, Malaysia
Re:SEATech Ventures Corp.
Form 10-K for Fiscal Year Ended December 31, 2022
Form 8-K filed November 2, 2023
File No. 333-230479
Dear Tan Hock Chye:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comments
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments.
Form 10-K for Fiscal Year Ended December 31, 2022
Item 9A. Controls and Procedures
Disclosures Control and Procedures, page 19
1.Please address the following:
•We note you provided the management's assessment on your internal control over
financial reporting. However, the management’s conclusion as to the effectiveness of
your disclosure controls and procedures was omitted from the filing. Please amend to
include the missing disclosure. Refer to Item 307 of Regulation S-K.
•Revise to identify the specific COSO framework used for your assessment of the
effectiveness of the internal control over financial reporting, i.e., the 1992 Framework
or the updated 2013 Framework.
FirstName LastNameTan Hock Chye
Comapany NameSEATech Ventures Corp.
December 14, 2023 Page 2
FirstName LastName
Tan Hock Chye
SEATech Ventures Corp.
December 14, 2023
Page 2
Consolidated Statements of Operations and Comprehensive Loss, page F-4
2.Please revise to present basic and diluted net loss per share amounts rounded to the nearest
cent (i.e., only two decimal points), in order not to imply a greater degree of precision
than exists.
Form 8-K filed November 2, 2023
Item 2.01 Completion of Acquisition or Disposition of Assets, page 2
3.We note from your disclosure in this Form 8-K that on October 13, 2023, you completed
the acquisition of Just Supply Chain Limited for 21,831,660 units in stock valued at $17.5
million. Please tell us in your response how you recorded this transaction and your
consideration to provide financial statements of the acquiree. Your response should
include your assessment of significance in accordance with Rule 1-02(w) of Regulation S-
X in assessing compliance with Rule 3-05(a)(2)(ii) of Regulation S-X if you have
determined that a business has been acquired.
In closing, 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.
Please contact Amy Geddes at 202-551-3304 or Stephen Kim at 202-551-3291 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services