SEC Comment Letter 0000000000-24-013293 to Turbo Energy, S.A. (TURB)
Turbo Energy, S.A.
Date: Dec. 3, 2024 · CIK: 0001963439 · Accession: 0000000000-24-013293
AI Filing Summary & Sentiment
File numbers found in text: 001-41813
Letter
December 3, 2024 Alejandro Moragues Chief Financial Officer Turbo Energy, S.A. Street Isabel la Católica, 8, Door 51 Valencia, Spain 46004 Re:Turbo Energy, S.A. Form 20-F for the Year Ended December 31, 2023 File No. 001-41813 Dear Alejandro Moragues: 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 20-F for the Year Ended December 31, 2023 Item 15. Controls and Procedures Evaluation of Disclosure Controls and Procedures, page 92 1.Based on your disclosures, it appears that your chief executive officer and chief financial officer concluded that, as of December 31, 2023, your disclosure controls and procedures ("DCP") were determined to be effective. However, we note that your assessment of internal control over financial reporting ("ICFR") was not effective due to the material weaknesses described therein. To the extent that ICFR has been determined to be not effective due to the material weakness identified, we would expect your DCP also to be not effective due to the substantial overlap of controls. Refer to SEC Release No. 33-8238, Section II.D. Please revise to ensure consistent conclusions for both DCP and ICFR are presented. Management's Annual Report on Internal Control Over Financial Reporting, page 93 We note your disclosure that based on your evaluation and as a result of the material weakness discussed within, your chief executive officer and chief financial officer 2.
December 3, 2024 Page 2 concluded that the Company’s internal control over financial reporting was effective as of December 31, 2023 due to the existence of the disclosed significant deficiencies. Please correct your disclosure as it appears the conclusion should state "not effective" instead of "effective" in your conclusion. Please revise or advise us accordingly. 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 Melissa Gilmore at 202-551-3777 or Kevin Woody at 202-551-3629 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing
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December 3, 2024
Alejandro Moragues
Chief Financial Officer
Turbo Energy, S.A.
Street Isabel la Católica, 8, Door 51
Valencia, Spain 46004
Re:Turbo Energy, S.A.
Form 20-F for the Year Ended December 31, 2023
File No. 001-41813
Dear Alejandro Moragues:
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 20-F for the Year Ended December 31, 2023
Item 15. Controls and Procedures
Evaluation of Disclosure Controls and Procedures, page 92
1.Based on your disclosures, it appears that your chief executive officer and chief
financial officer concluded that, as of December 31, 2023, your disclosure controls
and procedures ("DCP") were determined to be effective. However, we note that your
assessment of internal control over financial reporting ("ICFR") was not effective due
to the material weaknesses described therein. To the extent that ICFR has been
determined to be not effective due to the material weakness identified, we would
expect your DCP also to be not effective due to the substantial overlap of controls.
Refer to SEC Release No. 33-8238, Section II.D. Please revise to ensure consistent
conclusions for both DCP and ICFR are presented.
Management's Annual Report on Internal Control Over Financial Reporting, page 93
We note your disclosure that based on your evaluation and as a result of the material
weakness discussed within, your chief executive officer and chief financial officer 2.
December 3, 2024
Page 2
concluded that the Company’s internal control over financial reporting was effective
as of December 31, 2023 due to the existence of the disclosed significant
deficiencies. Please correct your disclosure as it appears the conclusion should state
"not effective" instead of "effective" in your conclusion. Please revise or advise us
accordingly.
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 Melissa Gilmore at 202-551-3777 or Kevin Woody at 202-551-3629
with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing