SecProbe.io

September 6, 2024
Nabeel Syed
Co-Chief Executive Officer
Dome Capital, LLC
10006 Cross Creek Blvd #103
Tampa FL 33647
Re:Dome Capital, LLC
Amendment No. 2 to Draft Offering Statement on Form 1-A
Submitted August 16, 2024
CIK No. 0001988836
Dear Nabeel Syed:
            We have reviewed your amended draft offering statement and have the following
comments.
            Please respond to this letter by providing the requested information and either submitting
an amended draft offering statement or publicly filing your offering statement on EDGAR. 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 draft offering statement or filed offering statement and the information you provide in
response to this letter, we may have additional comments. Unless we note otherwise, any
references to prior comments are to comments in our March 18, 2024 letter.
Amendment No 2. to Draft Offering Statement on Form 1-A
Cover page
1.We note your disclosure that you will offer shares via the website: JoineDome.com.
Please revise this to refer to your correct website of joindome.com. Please also advise
whether the website is intended to be used to test the waters. Further, we note that you
disclose gross profits, aggregate ROI, average investor payout, and potential rates of
returns on your website. Please advise us on what basis you provide these projections
given you have no assets or operating history or remove such disclosure. Lastly, we note
the website refers to free investing and full access investing, which is $5 per month.
Please revise the disclosure in the offering circular to reflect any differences in terms of
access and fees to the offering series.
We note your response to prior comment 1. We note your disclosure states that you will
accept or reject a subscription within 15 days; however, you then state that you will accept 2.

September 6, 2024
Page 2
or reject the subscription within 10 days. Further, you state that a closing will occur
promptly following the acceptance of a subscription; however, you also state that you may
close when the maximum number of subscriptions are received or at the discretion of
management. Please revise to clearly state when you will engage in a closing and when
you will accept or reject a subscription. Please revise your “Plan of Distribution” section
to disclose the details of your process for accepting or rejecting subscriptions, along with
the mechanics of settlement, including what factors will go into deciding when to settle
subscriptions, how you will inform investors of the settlement cycle, and how soon after
you make final determination to accept or reject a subscription will the settlement occur.
Further, please ensure that the disclosure in your subscription agreement is consistent with
your disclosure in the offering statement. Lastly, please also reconcile the durations of the
series offerings. The cover page references a duration of no later than the second
anniversary of the qualification date but then there is also disclosure that the duration is
up to one year from the date of the offering circular, which may be extended by 6
months.
General
3.We note your response to prior comment 2 that the disclosure at issue was removed.
However, we continue to note the statement that "if subscriptions are received on a
closing date but not accepted by the company prior to such Closing, any such
subscriptions will be closed on the next closing date and the investor will have the choice
to apply those funds to their next investment or request in writing to the Company that the
funds be returned, which the company shall process within thirty days of such request."
As previously requested, in light of the fact that potential investors will be subscribing to
a particular series in the subscription agreement, please explain the mechanics of how this
would work in your offering. To the extent you remove the referenced disclosure, please
clarify what will occur if a subscription is received on a closing date but not accepted
prior to closing.
            Please contact Stacie Gorman at 202-551-3585 or Pam Howell at 202-551-3357 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:Rajiv Radia, Esq.