SEC Company Response from Limitless Venture Group Inc. (CIK 0001794009) — Feb 9, 2021
Limitless Venture Group Inc. (CIK 0001794009)
Date: Feb. 9, 2021 · CIK: 0001794009 · Accession: 0001794009-21-000007
AI Filing Summary & Sentiment
File numbers found in text: 024-11128
Referenced dates: February 9, 2021
Letter
Division of Corporation Finances Office of Life Sciences United States Securities and Exchange Commission Offering Statement on Form 1-A Post-Qualification Amendment No. 4 Filed February 5, 2021 File No. 024-11128
Dear Mr. Drory,
The undersigned counsel represents the interests of Limitless Venture Group, Inc. We are in receipt of your letter dated February 9, 2021. Below is our response to your comments:
1. We note your response to prior comment 1 and revised disclosure and reissue in part. We note that you filed your agreement to acquire KetoSports, Inc. but have not filed your agreement to acquire Rokin, Inc. Please file your material acquisition agreements as an exhibit to the offering circular or tell us why it is not material. Refer to Item 17 of Part III to Form 1-A.
Answer: We have revised our offering statement to contain the acquisition agreement for Rokin, Inc. as the amount paid exceeded 10% of our consolidated total assets.
Should you have any further questions or comments, please do not hesitate to contact me at the number and address above.
Sincerely,
/s/ Thomas C. Cook
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CORRESP 1 filename1.htm THE LAW OFFICES OF THOMAS C. COOK ATTORNEY AND COUNSELOR AT LAW 10470 W. CHEYENNE AVENUE, SUITE 530, PMB 303 LAS VEGAS, NEVADA 89129 (702) 524-9151 tccesq@aol.com February 9, 2021 Jason L. Drory Division of Corporation Finances Office of Life Sciences United States Securities and Exchange Commission Washington, D.C. 20549 Re: Limitless Venture Group, Inc. Offering Statement on Form 1-A Post-Qualification Amendment No. 4 Filed February 5, 2021 File No. 024-11128 Dear Mr. Drory, The undersigned counsel represents the interests of Limitless Venture Group, Inc. We are in receipt of your letter dated February 9, 2021. Below is our response to your comments: 1. We note your response to prior comment 1 and revised disclosure and reissue in part. We note that you filed your agreement to acquire KetoSports, Inc. but have not filed your agreement to acquire Rokin, Inc. Please file your material acquisition agreements as an exhibit to the offering circular or tell us why it is not material. Refer to Item 17 of Part III to Form 1-A. Answer: We have revised our offering statement to contain the acquisition agreement for Rokin, Inc. as the amount paid exceeded 10% of our consolidated total assets. Should you have any further questions or comments, please do not hesitate to contact me at the number and address above. Sincerely, /s/ Thomas C. Cook Thomas C. Cook, Esq.