SEC Comment Letter for Otis Gallery LLC (CIK 0001767876) — Nov 16, 2021
Otis Gallery LLC (CIK 0001767876)
Date: Nov. 16, 2021 · CIK: 0001767876 · Accession: 0000000000-21-013847
AI Filing Summary & Sentiment
File numbers found in text: 024-10951
Letter
United States securities and exchange commission logo November 16, 2021 Michael Karnjanaprakorn Chief Executive Officer Otis Gallery LLC 335 Madison Ave, 16th Floor New York, NY 10017 Re:Otis Gallery LLC Post-Qualification Amendment No. 25 to Form 1-A Response dated November 10, 2021 File No. 024-10951 Dear Mr. Karnjanaprakorn: We have reviewed your amendment 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 this letter by amending your offering statement and providing the requested information. If you do not believe our comments apply 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 these comments, we may have additional comments. Post-Qualification Amendment No. 25 to Form 1-A Description of Business Liquidity Platform, page 75 1.Please revise your disclosure to describe (1) whether investors holding your securities can freely trade the securities on any trading venue other than the PPEX ATS, (2) whether investors are limited to using the Liquidity Platform tool to enter orders into the PPEX ATS or into any other trading venue, such as another ATS, and (3) whether investors are required to use the introducing broker that is referred to in the disclosures to trade the securities in any way. We will consider qualifying your offering statement at your request. 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 LastNameMichael Karnjanaprakorn Comapany NameOtis Gallery LLC November 16, 2021 Page 2 FirstName LastName Michael Karnjanaprakorn Otis Gallery LLC November 16, 2021 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 Jacqueline Kaufman at 202-551-3797or Erin Jaskot at 202-551-3442 with any other questions. Sincerely, Division of Corporation Finance Office of Trade & Services
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United States securities and exchange commission logo
November 16, 2021
Michael Karnjanaprakorn
Chief Executive Officer
Otis Gallery LLC
335 Madison Ave, 16th Floor
New York, NY 10017
Re:Otis Gallery LLC
Post-Qualification Amendment No. 25 to Form 1-A
Response dated November 10, 2021
File No. 024-10951
Dear Mr. Karnjanaprakorn:
We have reviewed your amendment 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 this letter by amending your offering statement and providing the
requested information. If you do not believe our comments apply 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 these comments, we may have additional comments.
Post-Qualification Amendment No. 25 to Form 1-A
Description of Business
Liquidity Platform, page 75
1.Please revise your disclosure to describe (1) whether investors holding your securities can
freely trade the securities on any trading venue other than the PPEX ATS, (2) whether
investors are limited to using the Liquidity Platform tool to enter orders into the PPEX
ATS or into any other trading venue, such as another ATS, and (3) whether investors are
required to use the introducing broker that is referred to in the disclosures to trade the
securities in any way.
We will consider qualifying your offering statement at your request. 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 LastNameMichael Karnjanaprakorn
Comapany NameOtis Gallery LLC
November 16, 2021 Page 2
FirstName LastName
Michael Karnjanaprakorn
Otis Gallery LLC
November 16, 2021
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 Jacqueline Kaufman at 202-551-3797or Erin Jaskot at 202-551-3442 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services