SEC Comment Letter 0000000000-23-001161 to Blue Chip Capital Group Inc. (CIK 0001932213)
Blue Chip Capital Group Inc. (CIK 0001932213)
Date: Feb. 3, 2023 · CIK: 0001932213 · Accession: 0000000000-23-001161
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United States securities and exchange commission logo
February 3, 2023
Joseph Richard Moran
Chief Executive Officer
Blue Chip Capital Group Inc.
269 South Beverly Drive – Suite 373
Beverly Hills, CA 90212
Re:Blue Chip Capital Group Inc.
Amendment No. 4 to
Draft Registration Statement on Form S-1
Submitted January 31, 2023
CIK No. 0001932213
Dear Joseph Richard Moran:
We have reviewed your amended draft registration statement 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 providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR. 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 the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Amendment No. 4 to Draft Registration Statement on Form S-1
General
1.Please be advised that we are deferring review of your amendment submitted January 31,
2023, as it is not substantially complete. For example:
•Please update to include unaudited interim financials for the period ended November
30, 2022. If you omitted interim financial statements in reliance on section 71003 of
the Fixing America's Surface Transportation Act (FAST Act), and our guidance
in Question 1 in the FAST Act C&DIs issued on August 17, 2017, advise us in
writing;
•Please update Management’s Discussion and Analysis, specifically in the Forward-
FirstName LastNameJoseph Richard Moran
Comapany NameBlue Chip Capital Group Inc.
February 3, 2023 Page 2
FirstName LastName
Joseph Richard Moran
Blue Chip Capital Group Inc.
February 3, 2023
Page 2
Looking Statements on page 25, to correct periods presented; and
•Please update Item 4 (Controls and Procedures) to reflect the correct periods
presented.
You may contact David Irving at (202) 551-3321 or Sharon Blume, Accounting Branch
Chief, at (202) 551-3474 if you have questions regarding comments on the financial statements
and related matters. Please contact Eric Envall at (202) 551-3234 or David Lin at (202) 551-
3552 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Finance