Astra Veda Corp (ASTA)

[Huggy Bear]

As I tried to point out earlier, there is a major flaw with WRFX qualifying for a Reg A securities offering, which persists to this day.

Which is probably why they just hype the millions in financing, and never actually go thru with a Reg A registration, to be reviewed by the SEC.

I don't think WRFX qualifies for a Reg A offering under SEC guidelines, and they certainly have not actually filed any for review, despite crowing about it since last year.

In specific:


As under Regulation A prior to the 2015 amendments, some potential issuers are not eligible for
Regulation A+: Exchange Act reporting companies; certain investment companies; companies
without a specific business plan or with a business plan that involves a merger or acquisition
with an unidentified company; issuers seeking to sell asset-backed securities or fractional
undivided interests in oil, gas or other mineral rights; companies subject to “bad actor”
disqualification rules; and companies that have been subject to any order of the Commission
under Section 12(j) of the Exchange Act in the past five years or that have not filed required
ongoing reports in the past two years.


WRFX was a SEC registrant and subject to the Securities Act of 1934 and yet has not reported as required by federal law since the 10-K for 2015.

https://backend.otcmarkets.com/otcapi/company/sec-filings/10806523/content/html

They filed a late filing report for the following quarter after but never actually reported.

As under Regulation A prior to the 2015 amendments, some potential issuers are not eligible for
Regulation A+: Exchange Act reporting companies; certain investment companies; companies
without a specific business plan or with a business plan that involves a merger or acquisition
with an unidentified company; issuers seeking to sell asset-backed securities or fractional
undivided interests in oil, gas or other mineral rights; companies subject to “bad actor”
disqualification rules; and companies that have been subject to any order of the Commission
under Section 12(j) of the Exchange Act in the past five years or that have not filed required
ongoing reports in the past two years

https://www.sec.gov/files/Knyazeva_RegulationA%20.pdf

WRFX has filed a Form 15-12 to unregister from the reporting requirements as a SEC registrant, but this has not absolved them from the specific requirements of a Reg A offering and in this instance not being compliant with reporting requirements. Former SEC registrants going dark filer status is not the intent of the JOBS Act, IMO.

It was not even one year before XRFX announced their first Reg A offering to the public.

When XRFX actually files a Reg A offering with full disclosure and prospectus my interest will be fully piqued.