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SEC Comment Letter for Cityzenith Holdings, Inc. (CIK 0001778262) — Oct 26, 2020

Cityzenith Holdings, Inc. (CIK 0001778262)
Date: Oct. 26, 2020 · CIK: 0001778262 · Accession: 0000000000-20-010112

AI Filing Summary & Sentiment

File numbers found in text: 024-11170

Date
October 26, 2020
Author
Office of Technology
Form
UPLOAD
Company
Cityzenith Holdings, Inc. (CIK 0001778262)

Letter

United States securities and exchange commission logo October 26, 2020 Michael Jansen Chief Executive Officer Cityzenith Holdings, Inc. 2506 North Clark St. #235 Chicago, IL 60614 Re:Cityzenith Holdings, Inc. Post-Qualification Amendment No. 1 to Form 1-A Filed October 16, 2020 File No. 024-11170 Dear Mr. Jansen: We have reviewed your amendment 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. Post-Qualification Amendment No. 1 to Form 1-A General 1.Please revise your filing to include updated financial statements as required by Part F/S (b)(3)(B) of Form 1-A and provide an updated consent from your auditor.

FirstName LastNameMichael Jansen Comapany NameCityzenith Holdings, Inc. October 26, 2020 Page 2 FirstName LastName Michael Jansen Cityzenith Holdings, Inc. October 26, 2020 Page 2 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. 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 Matthew Derby, Staff Attorney, at (202) 551-3334 or Jan Woo, Legal Branch Chief, at (202) 551-3334 with any questions. Sincerely, Division of Corporation Finance Office of Technology cc: Marty Tate

Show Raw Text
United States securities and exchange commission logo
October 26, 2020
Michael Jansen
Chief Executive Officer
Cityzenith Holdings, Inc.
2506 North Clark St. #235
Chicago, IL 60614
Re:Cityzenith Holdings, Inc.
Post-Qualification Amendment No. 1 to Form 1-A
Filed October 16, 2020
File No. 024-11170
Dear Mr. Jansen:
            We have reviewed your amendment 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.
Post-Qualification Amendment No. 1 to Form 1-A
General
1.Please revise your filing to include updated financial statements as required by Part F/S
(b)(3)(B) of Form 1-A and provide an updated consent from your auditor.

 FirstName LastNameMichael Jansen
 Comapany NameCityzenith Holdings, Inc.
 October 26, 2020 Page 2
 FirstName LastName
Michael Jansen
Cityzenith Holdings, Inc.
October 26, 2020
Page 2
            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.
            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 Matthew Derby, Staff Attorney, at (202) 551-3334 or Jan Woo, Legal
Branch Chief, at (202) 551-3334 with any questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       Marty Tate