SecProbe.io

United States securities and exchange commission logo
April 22, 2024
Yizhen Zhao
President of Ark7 Inc.
Ark7 Properties Plus LLC
1 Ferry Building, Suite 201
San Francisco, CA 94111
Re:Ark7 Properties Plus LLC
Post-Qualification Amendment No. 7
Offering Statement on Form 1-A
Filed April 3, 2024
File No. 024-11869
Dear Yizhen Zhao:
            We have reviewed your amendment and have the following  comments.
            Please respond to this letter by amending your offering statement and providing the
requested information. If you do not believe a 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 letter, we may have additional comments.
Post-Qualification Amendment No. 7 filed April 3, 2024
Unaudited Pro Forma Consolidated and Consolidating Financial Statements and Report, page F-
1
1.We note your revised pro forma financial statements in response to our prior
comment. Please address the following:
•We continue to note that certain historical amounts presented in your pro forma
financial statements do not agree to amounts as presented in your historical financial
statements for the periods presented. As such, please revise your presentation
accordingly; and
•Please explain to us why Cash and cash equivalents and Property, plant and
equipment - Accumulated Depreciation include pro forma adjustments in the pro
forma balance sheets as of December 31, 2023 for Series SOV9W, QGFX0, RPFUV,
NHMOP, ORHOF and DIVTU.

 FirstName LastNameYizhen Zhao
 Comapany NameArk7 Properties Plus LLC
 April 22, 2024 Page 2
 FirstName LastName
Yizhen Zhao
Ark7 Properties Plus LLC
April 22, 2024
Page 2
Independent Auditor's Report, page F-3
2.We note that the audit opinion does not reference the balance sheet as of December 31,
2022 or the related financial statements for the period from March 17, 2022 (inception
date) to December 31, 2022. Please include a revised audit report from your auditor that
refers to all periods in the first and second paragraphs of the Opinion section, consistent
with the periods presented in the financial statements.
Index to Exhibits
Exhibit 11.1 Accountants Consent, page III-1
3.Please have your auditors revise their audit consent to reference the financial
statement periods consistent with those in their audit reports.
            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 Jeffrey Lewis at 202-551-6216 or Isaac Esquivel at 202-551-3395 if you
have questions regarding comments on the financial statements and related matters. Please
contact Benjamin Holt at 202-551-6614 or David Link at 202-551-3356 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:       Andrew Stephenson