United States securities and exchange commission logo
May 21, 2021
Isaac H. Sutton
Chairman and Chief Executive Officer
Corporate Universe, Inc.
2093 Philadelphia Pike #8334
Claymont, DE 19703
Re: Corporate Universe,
Inc.
Registration
Statement on Form 10-12G
Filed April 26,
2021
File No. 000-56271
Dear Mr. Sutton:
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 and any amendment you may file in
response to these
comments, we may have additional comments.
Registration Statement on Form 10-12G filed April 26, 2021
Business
History, page 1
1. We note that on
December 10, 2020, the Company signed a Letter of Intent to acquire
100% of the equity
interest of Oxicon Limited, which would later become a wholly owned
subsidiary of
Carbon-Ion Energy, Inc. In addition, Carbon-Ion assumed the legal right to
complete the
acquisition, as set forth in the Letter of Intent. Please tell us how you
considered the guidance
in Rule 8-04 and 8-05 of Regulation S-X in determining whether
additional financial
statements and pro-forma financial information of Oxicon Limited
should be included in
your Form 10. Your response should include your significance
calculation and all
other relevant facts and circumstances that support your conclusion.
Isaac H. Sutton
FirstName LastNameIsaac
Corporate Universe, Inc. H. Sutton
Comapany
May NameCorporate Universe, Inc.
21, 2021
May 21,
Page 2 2021 Page 2
FirstName LastName
2. Please revise the disclosure to summarize the material terms of the
binding letter of intent
with Oxicon Limited and file the letter as an exhibit.
3. Please revise the disclosure to provide the nature of the businesses
of Carbon-Ion Energy
Inc., Oxicon Limited and the nature of the ongoing business and assets
of Zapgo Limited,
including its patents and intellectual property. Please clarify
whether Carbon-Ion Energy
Inc. is a different corporate entity than Carbon Ion Energy Storage,
Ltd, referred to in
Note 1 to the financial statements.
4. You state the company has a focus on emerging business development
to create value for
our shareholders and provide the environment for business growth and
stability. Please
revise the disclosure to explain how this business purpose relates to
your acquisition of
Carbon-Ion, Oxicon and Zapgo.
Exhibits
5. Please file the securities purchase agreement as an exhibit or advise.
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 Ameen Hamady at 202-551-3891 or Wilson Lee at
202-551-3468 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Ronald (Ron) E. Alper at 202-551-3329 or James Lopez at 202-551-3536
with any other
questions.
Sincerely,
Division of
Corporation Finance
Office of Real
Estate & Construction
cc: Matt Stout