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SEC Comment Letter 0000000000-24-002763 to SensaSure Technologies, Inc. (FOMI) (CIK 0001885336)

SensaSure Technologies, Inc. (FOMI) (CIK 0001885336)
Date: March 13, 2024 · CIK: 0001885336 · Accession: 0000000000-24-002763

AI Filing Summary & Sentiment

File numbers found in text: 001-41209

Date
March 13, 2024
Author
Not clearly detected
Form
UPLOAD
Company
SensaSure Technologies, Inc. (FOMI) (CIK 0001885336)

Letter

United States securities and exchange commission logo March 13, 2024 James Hiza Chief Executive Officer SensaSure Technologies, Inc. 4730 S. Fort Apache Rd., Suite 300 Las Vegas, NV 89147 Re:SensaSure Technologies, Inc. Form 10-K for the Fiscal Year Ended April 30, 2023 File No. 001-41209 Dear James Hiza: 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 the Fiscal Year Ended April 30, 2023 Item 9A. Controls and Procedures, page 73 1.We note the disclosure that your disclosure controls and procedures were effective as of April 30, 2023. We also note the disclosure that management concluded that, as of April 30, 2023, your internal control over financial reporting is ineffective. Please clarify and disclose the nature of any material weakness, its impact on your financial reporting and ICFR, and management’s current plans, if any, or actions already undertaken, for remediating the material weakness. Additionally, please clarify how you can have effective disclosure controls and procedures if a material weakness in internal control over financial reporting exists. We refer you to Item 308(a)(3) of Regulation S-X and 2007 interpretive guidance issued by the SEC in Release No. 34–55929. As a related matter, clarify how you concluded in your subsequent Forms 10-Q that disclosure controls and procedures are effective as of those dates given the material weakness in your ICFR. Please advise or amend your filing(s) to revise, as appropriate.

FirstName LastNameJames Hiza Comapany NameSensaSure Technologies, Inc. March 13, 2024 Page 2 FirstName LastName James Hiza SensaSure Technologies, Inc. March 13, 2024 Page 2 2.Also as a related matter, when you amend your filings, please provide updated 302 certifications that properly include paragraph 4(b) and the introductory language in paragraph 4, referring to internal control over financial reporting, that are now required based on the end of the transition period that previously allowed these omissions under Item 308 of Regulation S-K. You may provide an abbreviated amendment that includes a cover page, explanatory note, the complete text of Item 9A, a signature page and the certification required by Item 601(b)(31) of Regulation S-K, including paragraphs1,2,4 and 5. Please ensure the revised certifications refer to the appropriate amendment and are currently dated. 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 Kristin Lochhead at 202-551-3664 or Li Xiao at 202-551-4391 with any questions. Sincerely, Division of Corporation Finance Office of Industrial Applications and Services

Show Raw Text
United States securities and exchange commission logo
March 13, 2024
James Hiza
Chief Executive Officer
SensaSure Technologies, Inc.
4730 S. Fort Apache Rd., Suite 300
Las Vegas, NV 89147
Re:SensaSure Technologies, Inc.
Form 10-K for the Fiscal Year Ended April 30, 2023
File No. 001-41209
Dear James Hiza:
            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 the Fiscal Year Ended April 30, 2023
Item 9A. Controls and Procedures, page 73
1.We note the disclosure that your disclosure controls and procedures were effective as of
April 30, 2023. We also note the disclosure that management concluded that, as of April
30, 2023, your internal control over financial reporting is ineffective.  Please clarify and
disclose the nature of any material weakness, its impact on your financial reporting and
ICFR, and management’s current plans, if any, or actions already undertaken, for
remediating the material weakness. Additionally, please clarify how you can have
effective disclosure controls and procedures if a material weakness in internal control over
financial reporting exists. We refer you to Item 308(a)(3) of Regulation S-X and 2007
interpretive guidance issued by the SEC in Release No. 34–55929.   As a related matter,
clarify how you concluded in your subsequent Forms 10-Q that disclosure controls and
procedures are effective as of those dates given the material weakness in your
ICFR. Please advise or amend your filing(s) to revise, as appropriate.

 FirstName LastNameJames Hiza
 Comapany NameSensaSure Technologies, Inc.
 March 13, 2024 Page 2
 FirstName LastName
James Hiza
SensaSure Technologies, Inc.
March 13, 2024
Page 2
2.Also as a related matter, when you amend your filings, please provide updated 302
certifications that properly include paragraph 4(b) and the introductory language in
paragraph 4, referring to internal control over financial reporting, that are now required
based on the end of the transition period that previously allowed these omissions under
Item 308 of Regulation S-K.  You may provide an abbreviated amendment that includes a
cover page, explanatory note, the complete text of Item 9A, a signature page and the
certification required by Item 601(b)(31) of Regulation S-K, including paragraphs1,2,4
and 5. Please ensure the revised certifications refer to the appropriate amendment and are
currently dated.
            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 Kristin Lochhead at 202-551-3664 or Li Xiao at 202-551-4391 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services