VETRO, INC.
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Jicinska, 2285/4, Prague, Czech Republic 13000, Tel. +420228880935,
Email: vetroinc@yahoo.com
August 8, 2013
Mr. Charles Lee
United States
Securities and Exchange Commission
Division of Corporate Finance
100 F Street, NE
Washington, DC 20549
Re: Vetro, Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed July 23, 2013
File No. 333-188648
Dear Mr. Lee:
Vetro, Inc. (the "Company") herewith files with the Securities and Exchange
Commission (the "Commission") amendment number 2 to the registration statement
on Form S-1 (the "Amended Registration Statement") in response to the
Commission's comments, dated August 5, 2013 (the "Comment Letter"), with
reference to the Company's amendment No. 1 to registration statement on Form S-1
filed with the Commission on July 23, 2013.
In addition to the Amended Registration Statement, the Company
supplementally responds to all the Commission's comments as follows (the term
"our" or "we" as used herein refers to the Company):
RISK FACTORS, PAGE 7
WE HAVE YET TO EARN REVENUE AND OUR ABILITY TO SUSTAIN OUR OPERATIONS.......,
PAGE 8
1. The amount of accrued net losses for the period from inception to May 31,
2013 disclosed in the first sentence does not agree to your financial
statements. Please revise. Please also revise your disclosure of the amount of
the net loss from inception in the second paragraph on page 22.
OUR RESPONSE: In response to this comment we have revised our disclosure in
accordance with the comments of the commission.
DILUTION OF THE PRICE YOU PAY FOR YOUR SHARES, PAGE 15
2. We reviewed your response to comment four in our letter dated June 6, 2013
and the revisions to your disclosure. It appears that the last table on page 16
which sets forth the investment by purchasers of shares in the offering assuming
50% of shares sold is labeled incorrectly and should be labeled as "purchasers
of shares in the offering assuming 25% of shares sold." Please revise.
OUR RESPONSE: In response to this comment we have revised the table in
accordance with the comments of the commission.
ESTIMATED EXPENSES FOR THE NEXT TWELVE MONTH PERIOD, PAGE 20
3. It appears that the column headings and related data in the table on page 20
are inadvertently misaligned. Please revise or advise.
OUR RESPONSE: In response to this comment we have revised the table in
accordance with the comments of the commission.
FINANCIAL STATEMENTS, PAGE 31
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, PAGE F-1
4. We note that the auditor's report includes two different dates. Please tell
us why the dating of the report complies with Auditing Standards Codification,
AU Section 530.
OUR RESPONSE: In response to this comment our auditors have revised their
report.
BALANCE SHEETS, PAGE 40
5. Please revise the retained earnings caption in stockholders' equity to report
the cumulative net loss with a descriptive caption such as deficit accumulated
during the development stage. Please refer to ASC 915-210-45-1.
OUR RESPONSE: In response to this comment we have revised the retained earnings
caption in stockholders' equity to report the cumulative net loss with a
descriptive caption such as deficit accumulated during the development stage.
NOTES TO FINANCIAL STATEMENTS, PAGE 43
NOTE 1 - ORGANIZATION AND BUSINESS OPERATIONS, PAGE 43
6. Please include a statement that the interim financial statements include all
adjustments that, in the opinion of management, are necessary in order to make
the financial statements not misleading. Please refer to Instruction 2 to Rule
8-03 of Regulation S-X.
OUR RESPONSE: In response to this comment we have included a statement that the
interim financial statements include all adjustments that, in the opinion of
management, are necessary in order to make the financial statements not
misleading.
Please direct any further comments or questions you may have to the company at
vetroinc@yahoo.com
Thank you.
Sincerely,
/s/ Tatiana Fumioka
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Tatiana Fumioka, President
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