United States securities and exchange commission logo
November 1, 2021
Caren Currier
CEO, President, Secretary, Treasurer, Director
KAT EXPLORATION, INC.
2313 Hollyhill Lane
Denton, TX 76205
Re: KAT EXPLORATION,
INC.
Registration
Statement on Form 10
Filed October 4,
2021
File No. 000-56352
Dear Ms. Currier:
We have reviewed your filing 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 these comments 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 our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 10 Filed October 4, 2021
Item 4. Security Ownership of Certain Beneficial Owners and Management,
page 13
1. You disclose on page 13
that you have no beneficial owners of more than 5% of the
outstanding shares of
your common stock. However, on page 14, you state "As disclosed
in Item 4, Ryan Ash is
considered control persons and acquired control of the Company."
Please revise to
provide the beneficial ownership of Mr. Ash and any other promoters with
more than 5% of your
common stock. Additionally, we note you state "none" for Item 10.
Please revise to
clarify the extent to which shares were issued to the officer and director or
promoters in connection
with the custodianship or otherwise.
Item 1. Business, page 14
2. We note that you state
on page 1 that Acropolis Capital Partner is your custodian. On page
14, you state that "Mr.
Ash" was appointed custodian by a Nevada court. Also on page 14,
you refer to your
custodian as "Mr. Glass." We also note the statement on page 2 that
Caren Currier
KAT EXPLORATION, INC.
November 1, 2021
Page 2
Acropolis Capital Partner is controlled by Steven Maatouk. Please
revise to reconcile the
inconsistencies and provide the information required by Item 404(c)
for your promoters.
Exhibits
3. We note your articles from 1997 indicate authorized shares of 25,000
and no preferred
shares. However, on page 15 you state you are authorized to issue over
24 trillion of
common and 35 billion of preferred, and on page 2 you refer to amended
and restated
articles. Please file your current articles of incorporation as well
as your current bylaws, as
referenced on page 16.
4. Please file your agreements with executive officers, directors and
promoters. See Item
601(b)(10)(ii)(A) of Regulation S-K.
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.
You may contact Eric McPhee at 202-551-3693 or Jennifer Monick at
202-551-3295 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Patrick Costello at 202-551-8742 or James Lopez at 202-551-3536 with
any other
questions.
FirstName LastNameCaren Currier Sincerely,
Comapany NameKAT EXPLORATION, INC.
Division of
Corporation Finance
November 1, 2021 Page 2 Office of Real
Estate & Construction
FirstName LastName