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United States securities and exchange commission logo
November 18, 2021
Mark Hanchett
Chief Executive Officer
Atlis Motor Vehicles, Inc.
1828 North Higley Road, Suite 116
Mesa, Arizona 95864
Re: Atlis Motor
Vehicles, Inc.
Offering Statement
on Form 1-A
Submitted on
November 12, 2021
File No. 024-11714
Dear Mr. Hanchett:
We have reviewed your offering 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 offering 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 offering statement and
the information you
provide in response to these comments, we may have additional comments.
Offering Statement on Form 1-A Submitted on November 12, 2021
General
1. Pursuant to the
requirements of Part F/S(b)(3) through (b)(5) of Form 1-A, where an
offering statement is
expected to be qualified more than nine months after the most
recently completed
fiscal year end, an interim balance sheet and interim statements of loss
and comprehensive loss,
equity, and cash flows covering a period no earlier than six
months after the most
recently completed fiscal year end is to be provided. Specific
reference is made to
Part F/S(b)(3)(B) of Form 1-A. Please update your interim financial
statements in your next
amendment.
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
Mark Hanchett
Atlis Motor Vehicles, Inc.
November 18, 2021
Page 2
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. We also remind you that, following qualification of your
Form 1-A, Rule 257
of Regulation A requires you to file periodic and current reports, including a
Form 1-K which
will be due within 120 calendar days after the end of the fiscal year covered
by the report.
Please contact Sherry Haywood, Staff Attorney at (202) 551-3345 or Jay
Ingram, Legal
Branch Chief at (202) 551-3397 with any questions.
FirstName LastNameMark Hanchett Sincerely,
Comapany NameAtlis Motor Vehicles, Inc.
Division of
Corporation Finance
November 18, 2021 Page 2 Office of
Manufacturing
FirstName LastName