SEC Comment Letter 0000000000-23-006828 to MARKY CORP. (CIK 0001973047)
MARKY CORP. (CIK 0001973047)
Date: June 27, 2023 · CIK: 0001973047 · Accession: 0000000000-23-006828
AI Filing Summary & Sentiment
File numbers found in text: 333-271350
Letter
United States securities and exchange commission logo June 27, 2023 Kos Ramirez Maximiliano Chief Executive Officer MARKY CORP. San Sebastian 309, Martinica León, Guanajuato, Mexico Re:MARKY CORP. Amendment No. 2 to Registration Statement on Form S-1 Filed June 13, 2023 File No. 333-271350 Dear Kos Ramirez Maximiliano: We have reviewed your amended 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 amending your registration 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 registration statement and the information you provide in response to these comments, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our May 23, 2023 letter. Amendment No. 2 to the Registration Statement on Form S-1 Item 16. Exhibits Exhibit No. 23.1 Consent of Auditor, page 72 1.Please include an updated consent from your Independent Registered Public Accounting Firm (Bolko & Company) referencing the most recent amendment number. General 2.We note your response to our prior comment 10 and your statement that you believe you are not a shell company. It appears you have no revenues and nominal assets and that therefore you are a shell company as defined in Rule 405 of the Securities Act of 1933. The creation of a website does not a constitute a significant step toward
FirstName LastNameKos Ramirez Maximiliano Comapany NameMARKY CORP. June 27, 2023 Page 2 FirstName LastName Kos Ramirez Maximiliano MARKY CORP. June 27, 2023 Page 2 commencing your stated business plan. Please disclose on the cover page and in the description of business section that you are a shell company and revise your risk factor to highlight the consequences of your shell company status. Discuss the prohibition on the use of Form S-8 by shell companies, enhanced reporting requirements imposed on shell companies and the conditions that must be satisfied before restricted and control securities may be resold in reliance on Rule 144. You may contact Amanda Kim, Senior Staff Accountant, at (202) 551-3241 or Stephen Krikorian, Accounting Branch Chief, (202 551-3488 if you have questions regarding comments on the financial statements and related matters. Please contact Austin Pattan, Staff Attorney, at (202) 551-6756 or Matthew Crispino, Staff Attorney, at (202) 551-3456 with any other questions. Sincerely, Division of Corporation Finance Office of Technology
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United States securities and exchange commission logo
June 27, 2023
Kos Ramirez Maximiliano
Chief Executive Officer
MARKY CORP.
San Sebastian 309, Martinica León,
Guanajuato, Mexico
Re:MARKY CORP.
Amendment No. 2 to Registration Statement on Form S-1
Filed June 13, 2023
File No. 333-271350
Dear Kos Ramirez Maximiliano:
We have reviewed your amended 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 amending your registration 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 registration statement and the information you
provide in response to these comments, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our May 23, 2023 letter.
Amendment No. 2 to the Registration Statement on Form S-1
Item 16. Exhibits
Exhibit No. 23.1 Consent of Auditor, page 72
1.Please include an updated consent from your Independent Registered Public Accounting
Firm (Bolko & Company) referencing the most recent amendment number.
General
2.We note your response to our prior comment 10 and your statement that you believe you
are not a shell company. It appears you have no revenues and nominal assets and that
therefore you are a shell company as defined in Rule 405 of the Securities Act of
1933. The creation of a website does not a constitute a significant step toward
FirstName LastNameKos Ramirez Maximiliano
Comapany NameMARKY CORP.
June 27, 2023 Page 2
FirstName LastName
Kos Ramirez Maximiliano
MARKY CORP.
June 27, 2023
Page 2
commencing your stated business plan. Please disclose on the cover page and in the
description of business section that you are a shell company and revise your risk factor
to highlight the consequences of your shell company status. Discuss the prohibition on the
use of Form S-8 by shell companies, enhanced reporting requirements imposed on shell
companies and the conditions that must be satisfied before restricted and control securities
may be resold in reliance on Rule 144.
You may contact Amanda Kim, Senior Staff Accountant, at (202) 551-3241 or Stephen
Krikorian, Accounting Branch Chief, (202 551-3488 if you have questions regarding comments
on the financial statements and related matters. Please contact Austin Pattan, Staff Attorney, at
(202) 551-6756 or Matthew Crispino, Staff Attorney, at (202) 551-3456 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Technology