Monday, 27 February 2012

May 25, 2011

 United States Securities and Exchange Commission

Washington, D.C. 20549 USA



Attention: Marva D. Simpson

Special Counsel

Office of Enforcement Liaison

Division of Corporate Finance



Reference: SEC File No. 0-25579 – Nationwide Utilities Corp.


Dear Marva Simpson:


In regard to your letter dated April 19, 2011, this response letter is to address the content of your inquiry. In this regard, please note the following:



1.      Nationwide Utilities Corp., formerly known as Pluris Energy Group Inc. (NWUC) completed a reverse merger with Nationwide Energy Portal Inc. (NEP), effective October 15, 2009;

2.      As a result of the aforementioned merger, the shareholders of NEP took over approximately 80% majority control of NWUC, whereby the majority shareholders of NEP assumed all management, officer and director positions of NWUC pursuant to the terms and provisions of the merger agreement;

3.      Subsequent to the control change, NWUC attempted to complete the necessary filings in relation to the merger, but was unable to complete its amended 8K/A3 consolidated financial statements resulting from the merger, as well as its 10K-2009 year end filing and all subsequent quarterly filings as a result of the NEP/NWUC CEO having failed to produce sufficient documentation to accurately account for numerous non-arms length loan transactions made to NEP and NWUC by him and companies controlled by him (the “Loans”), whereby the terms and provisions, repayment terms, reconcilable amounts underlying the Loans and accuracy of the dates of the Loans have not been accurately supported or clarified, although numerous attempts to induce the production of accurate records for the Loans have been made to do date, but to no avail thus far;

4.      As a result of the above circumstances, the majority of shareholders of NWUC voted to terminate the former NEP/NWUC CEO for cause, pursuant to the enclosed Majority Shareholder Resolution;

5.      Thereafter, NWUC and the Parties to the merger agreement elected to enter into a Rescission Agreement effective September 30, 2010 to rescind the terms and provisions of the merger agreement, as disclosed in the 8K filed by NWUC on October 1, 2010.


Due to the circumstances of the foregoing, NWUC is incapable of raising the necessary funds to undertake the required filings referred to in your above noted letter to NWUC and furthermore, requires the cooperation of the former NEP/NWUC CEO in order to accurately reflect in any audited financial statements, all transactions leading into the merger and the subsequent rescission of the merger.


In the event that the Securities and Exchange Commission requests clarification to the matters above described, NWUC will provide a dossier of all document control related to the entirety of the merger transaction and the subsequent rescission of the merger transaction. 

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