SecProbe.io

September 26, 2024
Frank Gomez
President
Neuralbase AI Ltd.
Calle 98 No.19 A - 79
AP 410 Localidad De Chapinero
Bogota CU 00000, Colombia
Re:Neuralbase AI Ltd.
Amendment No. 1 to Registration Statement on Form 10-12G
Filed September 11, 2024
File No. 000-33325
Dear Frank Gomez:
            We have reviewed your filing and have the following comment(s).
            Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing your response and any amendment you may file in response to this letter,
we may have additional comments.
Amendment No.1 to Registration Statement on Form 10-12G Filed September 11, 2024
Item 1. Description of Business, page 4
1.We note your amended disclosure in response to prior comment 2. Please revise to state
that you are a development stage company, with limited active business operations, no
revenues, and no assets. Additionally, we note that you have added the "Anticipated
Financing Plan," which describes your plans to raise $250,000. Please revise to clearly
state the amount needed to continue in business over the next 12 months.
We note your response to prior comment 3 and we reissue it. Please revise to clarify the
current status of business operations, as your disclosure appears to describe the intended
functions of your platform, but not current operations. For example, please disclose how
many subscriptions or licenses you have sold to date, how many customers and/or
users are currently using your MultiDoc.ai platform, how you integrate your product with
cloud-based infrastructure (if any), and plans for further development of the platform and
future operation(s), etc. Please refer to the specific disclosures required by Item 101(h) of 2.

September 26, 2024
Page 2
Regulation S-K. To the extent you have any agreements with third parties, please
summarize the material terms of such agreements and file them as exhibits. Refer to Item
601(b)(10) of Regulation S-K.
3.We note your revised disclosure in response to prior comment 4. Please revise to remove
the disclosure in the second sentence of the risk factor that states that you rely on
copyright, trademark, and patent laws, as your revised disclosure states that you have not
and likely will not rely on such protections. Also, revise further to explain the risks to
your business if your intellectual property is not protected.
Anticipated Financing Plan, page 5
4.Please revise to clearly state, if true, that you have no current ability to obtain financing to
achieve this anticipated financing plan. Otherwise, please revise to state how you intend
to obtain financing.
How Multidoc.AI Works, page 8
5.Please clarify whether the current Multidoc.ai platform uses any of the eight
techniques/tools listed in this section. The disclosure here appears to be describing general
AI functions, but does not necessarily speak to your current operations. If any of these
functions are in use, please revise to provide more specific details and examples of each
AI capability.
Employees, page 17
6.Please revise to state the current number of total employees and number of full-time
employees. Refer to Item 101(h)(4)(xii).
Risk Factors, page 19
7.Please revise to include a risk factor that addresses the security of your customer's data,
documents, proprietary information, etc. that is required to be uploaded to the Multidoc.ai
platform in order to receive AI assistance.
We are dependent on our management team, page 25
8.We note your revised disclosure in response to prior comment 5 and we reissue in part.
Please revise to explain specifically why you are dependent on the CEO, Frank Gomez,
including his specific expertise and skills that you are reliant upon.
Liquidity and Capital Resources, page 28
9.We note your response to prior comment 7, but do not see any responsive revised
disclosure. As such, we reissue the comment. Please clearly state how long you can
satisfy your cash requirements based upon cash on hand and revenues from operations
and explain whether you will have to raise additional funds in the next twelve
months. Please also include a reasonably detailed discussion of your ability to continue in
existence as a going concern and your ability or inability to generate sufficient cash to
support your operations during the next twelve months. Please refer to Item 303(a)(1) of
Regulation S-K.

September 26, 2024
Page 3
Item 3. Properties, page 30
10.We note your amended disclosure in response to comment 8. Please revise to add
disclosure that addresses specific risks related to operating in Colombia, if any.
Item 7. Certain Relationships and Related Transactions, and Director Independence, page 32
11.We note your response to prior comment 10 and we reissue it. Please revise to disclose
the transaction between the company and Frank Gomez/Grupo FG SAS that resulted in
Frank Gomez becoming the President and Chief Executive Officer of the company.
Additionally, it appears that Fred Schiemann and Henry Manayan became greater than
5% shareholders of common stock based on transaction(s) with the company. Please add
such transactions to this disclosure as well. Please refer to Item 404(d) of Regulation S-K
and Regulation S-K Compliance & Disclosure Interpretation 130.03.
Item 10. Recent Sales of Unregistered Securities, page 33
12.We note your amended disclosure in response to prior comment 12. Please revise to
include the required disclosure for the common stock and Class B common stock issued to
Fred Schiemann and Health and Hope, LLC, respectively, and the common stock issued
to Henry Manayan.
Consolidated Statements of Cash Flows, page F-4
13.Please ensure the net loss for the six months ended June 30, 2024 agrees with the net loss
for the same period reported in the statements of operations.
General
14.We note your references to your senior management team and board of directors. Please
revise throughout to clarify, if true, that Frank Gomez is the sole officer and director of
the company at this time.
            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.
            Please contact Nasreen Mohammed at 202-551-3773 or Doug Jones at 202-551-3309 if
you have questions regarding comments on the financial statements and related matters. Please
contact Cara Wirth at 202-551-7127 or Dietrich King at 202-551-8071 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services