SEC Comment Letter 0000000000-24-012978 to Dome Capital, LLC (CIK 0001988836)
Dome Capital, LLC (CIK 0001988836)
Date: Nov. 22, 2024 · CIK: 0001988836 · Accession: 0000000000-24-012978
AI Filing Summary & Sentiment
Letter
November 22, 2024 Nabeel Syed Co-Chief Executive Officer Dome Capital, LLC 10006 Cross Creek Blvd #103 Tampa FL 33647 Re:Dome Capital, LLC Amendment No. 5 to Draft Offering Statement on Form 1-A Submitted November 8, 2024 CIK No. 0001988836 Dear Nabeel Syed: We have reviewed your amended draft offering statement and have the following comment. 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 October 28, 2024 letter. Amendment No. 5 to Draft Offering Statement on Form 1-A Cover Page We note your response to prior comment 2. We note that you will accept or reject a subscription within 15 days. However, we note that a closing will occur upon the earlier to occur of receiving the maximum offering, at the discretion of the manager, or at one week prior to 3 months of the offering commencing. We note that you still may not have sufficient funds to acquire the property at that time. Please provide clear disclosure what will occur if you do not achieve the maximum offering amount for a particular series by the time of the closing of the series offering. Please clarify whether the company could terminate an offering without a closing, even though it has accepted subscriptions. In this regard, we again note it is unclear how this offering is a no minimum offering in light of these terms. Please also reconcile the 1.
November 22, 2024 Page 2 terminations, as you reference two different dates, and one of those dates appears to be the same as the time period for closings. 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.
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November 22, 2024
Nabeel Syed
Co-Chief Executive Officer
Dome Capital, LLC
10006 Cross Creek Blvd #103
Tampa FL 33647
Re:Dome Capital, LLC
Amendment No. 5 to Draft Offering Statement on Form 1-A
Submitted November 8, 2024
CIK No. 0001988836
Dear Nabeel Syed:
We have reviewed your amended draft offering statement and have the following
comment.
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 October 28,
2024 letter.
Amendment No. 5 to Draft Offering Statement on Form 1-A
Cover Page
We note your response to prior comment 2. We note that you will accept or reject a
subscription within 15 days. However, we note that a closing will occur upon the
earlier to occur of receiving the maximum offering, at the discretion of the manager,
or at one week prior to 3 months of the offering commencing. We note that you still
may not have sufficient funds to acquire the property at that time. Please provide clear
disclosure what will occur if you do not achieve the maximum offering amount for a
particular series by the time of the closing of the series offering. Please clarify
whether the company could terminate an offering without a closing, even though it
has accepted subscriptions. In this regard, we again note it is unclear how this offering
is a no minimum offering in light of these terms. Please also reconcile the 1.
November 22, 2024
Page 2
terminations, as you reference two different dates, and one of those dates appears to
be the same as the time period for closings.
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.