0001021432-18-000003.txt : 20180220
0001021432-18-000003.hdr.sgml : 20180220
20180110162010
ACCESSION NUMBER: 0001021432-18-000003
CONFORMED SUBMISSION TYPE: CORRESP
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20180110
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: Heron Street Acquisition Corp
CENTRAL INDEX KEY: 0001681312
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: CORRESP
BUSINESS ADDRESS:
STREET 1: 9454 WILSHIRE BOULEVARD
STREET 2: SUITE 612
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
BUSINESS PHONE: 3108881870
MAIL ADDRESS:
STREET 1: 9454 WILSHIRE BOULEVARD
STREET 2: SUITE 612
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
CORRESP
1
filename1.txt
Heron Street Acquisition Corporation
9454 Wilshire Boulevard, Suite 612
Beverly Hills, California 90212
January 10, 2018
Ryan Rohn
Securities and Exchange Commission
Washington, D.C. 20549
Re: Letter of December 20, 2017
Form 10-K for the year ended December 31, 2016
Filed April 10, 2017
File No. 000-55671
Mr. Rohn:
The following responses address the comments of the reviewing
staff of the Commission as set forth in a comment letter dated
December 20, 2016 (the "Comment Letter") regarding the Form 10-K for
the year ended December 31, 2016 for Heron Street Acquisition
Corporation, file no. 000-55671,
The comments in the Comment Letter are sequentially numbered
and the answers set forth herein refer to each of the comments by
number.
Item 9A. Controls and Procedures
1. The Company statement in the Management's Report of Internal
Control over Financial Reporting that based on the president's
evaluation of the effectiveness of the internal control over financial
reporting that such reporting was not effective as of December 31,
2016 was a misstatement. Management believes that the ICFR is
effective and falls within the guidelines set forth in SEC Releases
33-8238 and 33-8810 and Section 308(a) of Regulation S-K.
Management is responsible for maintaining a system of internal
control over financial reporting ("ICFR") that provides reasonable
assurance regarding the reliability of such reporting and the
accuracy and reliability of the preparation of financial statements
of such. The Interpretive Guidance has suggested two broad
principles:
Whether management has implemented controls that
adequately address the risk that a material misstatement of
the financial statements would not be prevented or detected
in a timely manner; and
Management's evaluation about the controls should be based
on its assessment of risk.
In order to support those principles, management is responsible
to maintain records accurately and fairly to reflect transactions and
transactions are recorded as necessary. The controls should provide
reasonable assurance regarding the prevention of unauthorized
acquisition or use of assets.
In the present case of the Company, management consists solely
of the president and vice president and has no employees or other
personnel. As such,
Transactions are executed only in accordance with management's
authorization;
Transaction are recorded as necessary to permit reasonable and
accurate preparation of financial statement in accordance
with GAAP;
Access to assets permitted only in accordance with management's
authorization; and
A record of assets is compared with existing assets at reasonable
intervals.
Management maintains sole control of all financial transactions
and all assets. Since the president of the Company is in sole control
of the financial transactions and assets management believes that its
control reasonably and adequately addresses the risk of a misstatement
in the financial reporting.
Management's Report of Internal Control over Financial Reporting
2. In assessing its control and procedure over financial
reporting, management used the integrated framework created by the
Committee of Sponsoring Organizations of the Treadway Commission
("COSO"). As outlined by COSO, suitable control criteria can be
grouped into a five-component structure consisting of control
environment, risk assessment, control activities, monitoring, and
information and communication. Whether a system of internal control
is effective is a subjective judgment resulting from an assessment
of those five components, that is, such components are present and
functioning effectively.
In the case of the Company, there is broad overlap between
ICFR and the controls and procedures. As stated previously management
consists solely of the president and vice president and has no
employees or other personnel and management maintains sole control of
all financial transactions and all assets. Using the five-component
guidelines in performing its assessment, management believes that its
ICFR is effective.
3. Management believes that the Company's ICFR are effective.
Sincerely,
Lee W. Cassidy