SEC Comment Letter 0000000000-23-002863 to UNIVERSAL SYSTEMS INC (CIK 0001286768)
UNIVERSAL SYSTEMS INC (CIK 0001286768)
Date: March 22, 2023 · CIK: 0001286768 · Accession: 0000000000-23-002863
AI Filing Summary & Sentiment
File numbers found in text: 024-11969
Letter
United States securities and exchange commission logo March 22, 2023 Andrew Lane Chairman, CEO Universal Systems, Inc. 30 N. Gould Street, Suite N Sheridan, WY 82801 Re:Universal Systems, Inc. Amendment No. 5 to Offering Statement on Form 1-A Filed March 13, 2023 File No. 024-11969 Dear Andrew Lane: We have reviewed your offering statement and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your offering statement and providing the requested information. If you do not believe our comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your offering statement and the information you provide in response to this comment, we may have additional comments. Amendment No. 5 to Offering Statement on Form 1-A/A filed March 13, 2023 Exhibits 1.We note your response to our oral comment issued March 9, 2023 and reissue. Please have counsel revise the legal opinion to opine on both the shares and the units, rather than just the shares. Refer to Section II.B.1.h of Staff Legal Bulletin No. 19. We will consider qualifying your offering statement at your request. In connection with your request, please confirm in writing that at least one state has advised you that it is prepared to qualify or register your offering. If a participant in your offering is required to clear its compensation arrangements with FINRA, please have FINRA advise us that it has no objections to the compensation arrangements prior to qualification.
FirstName LastNameAndrew Lane Comapany NameUniversal Systems, Inc. March 22, 2023 Page 2 FirstName LastName Andrew Lane Universal Systems, Inc. March 22, 2023 Page 2
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. Please contact Nicholas Nalbantian at 202-551-7470 or Erin Jaskot at 202-551-3442 with any other questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Steve Mills
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United States securities and exchange commission logo
March 22, 2023
Andrew Lane
Chairman, CEO
Universal Systems, Inc.
30 N. Gould Street, Suite N
Sheridan, WY 82801
Re:Universal Systems, Inc.
Amendment No. 5 to Offering Statement on Form 1-A
Filed March 13, 2023
File No. 024-11969
Dear Andrew Lane:
We have reviewed your offering statement and have the following comment. In our
comment, we may ask you to provide us with information so we may better understand your
disclosure.
Please respond to this letter by amending your offering statement and providing the
requested information. If you do not believe our comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response. After reviewing any amendment to your offering statement and the information you
provide in response to this comment, we may have additional comments.
Amendment No. 5 to Offering Statement on Form 1-A/A filed March 13, 2023
Exhibits
1.We note your response to our oral comment issued March 9, 2023 and reissue. Please
have counsel revise the legal opinion to opine on both the shares and the units, rather than
just the shares. Refer to Section II.B.1.h of Staff Legal Bulletin No. 19.
We will consider qualifying your offering statement at your request. In connection with
your request, please confirm in writing that at least one state has advised you that it is prepared
to qualify or register your offering. If a participant in your offering is required to clear its
compensation arrangements with FINRA, please have FINRA advise us that it has no objections
to the compensation arrangements prior to qualification.
FirstName LastNameAndrew Lane
Comapany NameUniversal Systems, Inc.
March 22, 2023 Page 2
FirstName LastName
Andrew Lane
Universal Systems, Inc.
March 22, 2023
Page 2
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.
Please contact Nicholas Nalbantian at 202-551-7470 or Erin Jaskot at 202-551-3442 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Steve Mills