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SEC Company Response from ON4 COMMUNICATIONS INC. (ONCI) (CIK 0001300867) — Jan 14, 2022

ON4 COMMUNICATIONS INC. (ONCI) (CIK 0001300867)
Date: Jan. 14, 2022 · CIK: 0001300867 · Accession: 0001721868-22-000048

AI Filing Summary & Sentiment

File numbers found in text: 024-11747

Referenced dates: January 14, 2021

Date
December 8, 2021
Author
ON4
Form
CORRESP
Company
ON4 COMMUNICATIONS INC. (ONCI) (CIK 0001300867)

Letter

United States Securities and Exchange Commission Offering Statement on Form 1-A Filed December 8, 2021 File No. 024-11747

Re: On4 Communications, Inc.

Dear Sir or Madam:

Please see our answers below to the Commission’s comments in your letter dated January 14, 2021.

Amendment No. 1 to Form 1-A Cover Page

Comment 1. Please revise the cover page to disclose the voting power held by Steve Berman, the Chief Executive Officer. We note that Mr. Berman owns 25 million shares of Series A Preferred Stock which entitles him to 5,000 votes per share and has voting control of the company.

Response 2: Language has been added to the cover page to disclose Mr. Berman’s voting control over the company.

Exhibits

Comment 2. In response to prior comment 5, you indicate that the articles of incorporation and bylaws were previously filed. Please revise to indicate the prior filings in which the articles of incorporation and bylaws were filed or provide a hyperlink.

Response 2: The exhibit list has been corrected accordingly to indicate the prior filings to which the articles/certificate of incorporation, and prior amendments were attached. The bylaws and the most recent amendment from 2021 are now attached also.

Sincerely,
ON4
COMMUNICATIONS, INC.

Show Raw Text
CORRESP
1
filename1.htm

January
14, 2022

United
States Securities and Exchange Commission

Washington,
DC 20549

Re:
	On4 Communications, Inc.

Offering
Statement on Form 1-A

Filed
December 8, 2021

File
No. 024-11747

Dear
Sir or Madam:

Please
see our answers below to the Commission’s comments in your letter dated January 14, 2021.

Amendment
No. 1 to Form 1-A Cover Page

Comment
1. Please revise the cover page to disclose the voting power held by Steve Berman, the Chief Executive Officer. We note that Mr. Berman
owns 25 million shares of Series A Preferred Stock which entitles him to 5,000 votes per share and has voting control of the company.

Response
2: Language has been added to the cover page to disclose Mr. Berman’s voting control over the company.

Exhibits

Comment
2. In response to prior comment 5, you indicate that the articles of incorporation and bylaws were previously filed. Please revise to
indicate the prior filings in which the articles of incorporation and bylaws were filed or provide a hyperlink.

Response
2: The exhibit list has been corrected accordingly to indicate the prior filings to which the articles/certificate of incorporation,
and prior amendments were attached. The bylaws and the most recent amendment from 2021 are now attached also.

Sincerely,

ON4
COMMUNICATIONS, INC.

/s/
Steve Berman

Steve
Berman

Chief
Executive Officer