United States securities and exchange commission logo
May 19, 2022
Demetrios Malamas
President
Elektor Industries Inc.
304 South Jones Blvd. #7356
Las Vegas, Nevada 89107
Re: Elektor Industries
Inc.
Amendment No. 2 to
Form S-1
Filed May 10, 2022
CIK No. 0001912331
Dear Mr. Malamas:
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.
Unless we note
otherwise, our references to prior comments are to comments in our April
13, 2022 letter.
Amendment No. 2 to Form S-1 filed May 10, 2022
A Cautionary Note Regarding Forward-Looking Statements, page 4
1. We reissue prior
comment 1. Please move the rest of the factual information about the
company and Mr.
Malamas' efforts to develop the business plan to the Prospectus
Summary.
Risk Factors
If we decided to suspend our obligations to file reports..., page 14
2. We note your response
to our prior comment 13. Please revise your disclosure to indicate
that, under Section
15(d) of the Exchange Act, your duty to file reports also could be
automatically suspended
if your shares of common stock are held of record by less than
Demetrios Malamas
Elektor Industries Inc.
May 19, 2022
Page 2
300 persons at the beginning of any fiscal year after a registration
statement is effective.
Please ensure that the section "Where You Can Find More Information"
is also updated in
accordance with this comment.
General Description of our Activity, page 24
3. We note your response to our prior comment 6. Please disclose the
material terms of the
agreement with Zhejiang Dingfeng Electric Appliance Co., including the
date entered
into, term of the agreement and the identification of the three Difful
products the company
may request to be manufactured for resale by the company. Please limit
the descriptions of
and graphics related to Difful products to only those Difful solar
water pumps you have
agreements to sell and distribute. For example, the graphic on page 24
appears to display
products which you do not have an agreement to sell. In addition,
clarify, if true, that you
do not have any agreements to procure and sell the necessary
components for a complete
solar water pump system, such as battery storage systems, photovoltaic
power generating
panels, photo cell switching systems, and water storage tanks.
Products and Services, page 25
4. We note your response to our prior comment 3. Please disclose that
there is no formal
written agreement to reimburse expenses Mr. Malamas incurs on behalf
of the company.
Disclose whether the company intends to reimburse Mr. Malamas for
expenses he has
incurred to date and quantify that amount.
You may contact Amanda Kim, Senior Staff Accountant, at (202) 551-3241
or Stephen
Krikorian, Accounting Branch Chief, at (202) 551-3488 if you have questions
regarding
comments on the financial statements and related matters. Please contact Lauren
Pierce, Staff
Attorney, at (202) 551-3887 or Kathleen Krebs, Special Counsel, at (202)
551-3350 with any
other questions.
FirstName LastNameDemetrios Malamas Sincerely,
Comapany NameElektor Industries Inc.
Division of
Corporation Finance
May 19, 2022 Page 2 Office of
Technology
FirstName LastName