SEC Comment Letter 0000000000-23-010456 to MADE IN USA INC. (USDW)
MADE IN USA INC.
Date: Sept. 21, 2023 · CIK: 0001977837 · Accession: 0000000000-23-010456
AI Filing Summary & Sentiment
File numbers found in text: 333-272825
Letter
United States securities and exchange commission logo September 21, 2023 Roman Zhezhel President Alixo-Yolloo Corporation 1065 SW 8th St Miami, FL 33130 Re:Alixo-Yolloo Corporation Amendment No. 2 to Registration Statement on Form S-1 Filed August 31, 2023 File No. 333-272825 Dear Roman Zhezhel: 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 amending 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 amendment to your registration statement and the information you provide in response to these comments, we may have additional comments. Amendment No 2 to Form S-1 Signatures, page 66 1.We note that you have two directors but only one director has signed the registration statement. Please note that the registration statement must be signed by at least a majority of the board of directors. See Instruction 1 to Signatures in Form S-1. Exhibits 2.Your legality opinion filed as Exhibit 5.1 relates to 5,000,000 shares of common stock being offered by the selling shareholders. This registration statement is for the initial offering of common stock by the company. Please file a revised opinion that indicates, if true, that the shares of common stock when issued will be validly issued, fully paid and non-assessable.
FirstName LastNameRoman Zhezhel Comapany NameAlixo-Yolloo Corporation September 21, 2023 Page 2 FirstName LastName Roman Zhezhel Alixo-Yolloo Corporation September 21, 2023 Page 2 You may contact Megan Akst, Senior Staff Accountant, at (202) 551-3407 or Kathleen Collins, Accounting Branch Chief, at (202) 551-3499 if you have questions regarding comments on the financial statements and related matters. Please contact Edwin Kim, Staff Attorney, at (202) 551-3297 or Jan Woo, Legal Branch Chief, at (202) 551-3453 with any other questions. Sincerely, Division of Corporation Finance Office of Technology cc: Blaze Gries, CPA
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United States securities and exchange commission logo
September 21, 2023
Roman Zhezhel
President
Alixo-Yolloo Corporation
1065 SW 8th St
Miami, FL 33130
Re:Alixo-Yolloo Corporation
Amendment No. 2 to Registration Statement on Form S-1
Filed August 31, 2023
File No. 333-272825
Dear Roman Zhezhel:
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 amending 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 amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Amendment No 2 to Form S-1
Signatures, page 66
1.We note that you have two directors but only one director has signed the registration
statement. Please note that the registration statement must be signed by at least a majority
of the board of directors. See Instruction 1 to Signatures in Form S-1.
Exhibits
2.Your legality opinion filed as Exhibit 5.1 relates to 5,000,000 shares of common stock
being offered by the selling shareholders. This registration statement is for the initial
offering of common stock by the company. Please file a revised opinion that indicates, if
true, that the shares of common stock when issued will be validly issued, fully paid and
non-assessable.
FirstName LastNameRoman Zhezhel
Comapany NameAlixo-Yolloo Corporation
September 21, 2023 Page 2
FirstName LastName
Roman Zhezhel
Alixo-Yolloo Corporation
September 21, 2023
Page 2
You may contact Megan Akst, Senior Staff Accountant, at (202) 551-3407 or Kathleen
Collins, Accounting Branch Chief, at (202) 551-3499 if you have questions regarding comments
on the financial statements and related matters. Please contact Edwin Kim, Staff Attorney, at
(202) 551-3297 or Jan Woo, Legal Branch Chief, at (202) 551-3453 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc: Blaze Gries, CPA