0001387308-16-000174.txt : 20160411 0001387308-16-000174.hdr.sgml : 20160411 20160304124436 ACCESSION NUMBER: 0001387308-16-000174 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160304 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Mexus Gold US CENTRAL INDEX KEY: 0001355677 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 204092640 STATE OF INCORPORATION: NV FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 1805 N. CARSON STREET STREET 2: SUITE 150 CITY: CARSON CITY STATE: NV ZIP: 89701 BUSINESS PHONE: (916) 776 2166 MAIL ADDRESS: STREET 1: 1805 N. CARSON STREET, #150 CITY: CARSON CITY STATE: NV ZIP: 89701 FORMER COMPANY: FORMER CONFORMED NAME: Action Fashions, Ltd. DATE OF NAME CHANGE: 20060309 CORRESP 1 filename1.htm lettertoreynolds.htm
 
 
 
Mexus Gold US
1805 N. Carson Street, Suite #8
Carson City, NV 89701


 
March 4, 2016

John Reynolds
SECURITIES AND EXCHANGE COMMISSION
Division of Corporation Finance
100 F Street, N.E., Mail Stop 3561
Washington, D.C. 20549

Re:    Mexus Gold US (the “Company”)
Preliminary Information Statement on Schedule 14C
Filed February 11, 2016
File No. 000-52413

Dear Mr. Reynolds:

Please allow this to respond to your letter dated February 18, 2016.  For your convenience, we have included your comments followed by the Company’s response.

General

1.  We note on October 5, 2015, the staff sent you a letter regarding your auditor’s suspension from appearing or practicing before the Commission.  Please tell us what steps you are taking to address the staff’s October 5, 2015 letter.

The Company has retained RSBM, LLP, which is currently registered with the PCAOB, to re-audit the Company’s financial statements for the year ended March 31, 2015.  The Company intends to file the re-audit with the filing of the Company annual report for the year ended March 31, 2016.

2. We also note that your Form S-8 (333-205912) filed on July 29, 2015 incorporates by reference De Joya Griffith audited financials.  Please advise of any sales made using the Form S-8.

The Company has issued a total of 13,750,000 shares of common stock using the Form S-8.  Of this total, 5,750,000 shares were inadvertently issued after receipt of the October 5, 2015 notice of the auditor’s suspension.  All 5,750,000 shares have been returned to the Company and will be cancelled.

Thank you.  Should you have any comments or questions, please do not hesitate to contact the undersigned.

Mexus Gold US

/s/ Paul Thompson Sr.
Paul Thompson Sr.
President
 
 
 
 


ACKNOWLEDGEMENT

Mexus Gold US (the “Company”) is responsible for the adequacy and accuracy of the disclosure in the filing;

Staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and

The Company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.


Mexus Gold US

/s/ Paul Thompson Sr.
Paul Thompson Sr.
President