SEC Company Response from Coda Octopus Group, Inc. (CODA) (CIK 0001334325) (CODA) — Jan 29, 2020

Coda Octopus Group, Inc. (CODA) (CIK 0001334325)
Date: Jan. 29, 2020 · CIK: 0001334325 · Accession: 0001493152-20-001305

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File numbers found in text: 333-236029

Date

January 23, 2020

Author

Chief

Form

CORRESP

Company

Coda Octopus Group, Inc. (CODA) (CIK 0001334325)

Letter

Re: Coda Octopus Group, Inc.

January 29, 2020

VIA EDGAR

United States Securities and Exchange Commission

F Street, N.E.

Washington, D.C. 20549-6010

Attention: Edward M. Kelly, Esq.

Registration Statement on Form S-3 (File No. 333-236029)

Filed January 23, 2020

Ladies and Gentlemen:

Coda Octopus Group, Inc. (the “Company”), pursuant to Rule 461 of the rules and regulations promulgated under the Securities Act of 1933, as amended (the “Securities Act”), hereby requests that the above-referenced Registration Statement of the Company be declared effective under the Securities Act, at 12:00 P.M., Eastern Time, on Friday, January 31, 2020, or as soon thereafter as practicable. We are aware of our filing obligations under the Securities Act and intend to fully comply therewith. We acknowledge and understand that the Company and management are responsible for the accuracy and adequacy of the disclosures made in our filings.

Please contact Louis A. Brilleman at (212) 584-7805 as soon as the Registration Statement has been declared effective, or if you have any other questions or concerns regarding this matter.

Very
truly yours,
CODA
OCTOPUS GROUP, INC.

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CORRESP
1
filename1.htm

January
29, 2020

VIA
EDGAR

United
States Securities and Exchange Commission

100
F Street, N.E.

Washington,
D.C. 20549-6010

Attention:
Edward M. Kelly, Esq.

    Re:
    Coda
    Octopus Group, Inc.

    Registration
    Statement on Form S-3 (File No. 333-236029)

    Filed
    January 23, 2020

Ladies
and Gentlemen:

Coda
Octopus Group, Inc. (the “Company”), pursuant to Rule 461 of the rules and regulations promulgated under the Securities
Act of 1933, as amended (the “Securities Act”), hereby requests that the above-referenced Registration Statement of
the Company be declared effective under the Securities Act, at 12:00 P.M., Eastern Time, on Friday, January 31, 2020, or as soon
thereafter as practicable. We are aware of our filing obligations under the Securities Act and intend to fully comply therewith.
We acknowledge and understand that the Company and management are responsible for the accuracy and adequacy of the disclosures
made in our filings.

Please
contact Louis A. Brilleman at (212) 584-7805 as soon as the Registration Statement has been declared effective, or if you have
any other questions or concerns regarding this matter.

    Very
    truly yours,

    CODA
    OCTOPUS GROUP, INC.

    /s/
    Annmarie Gayle

    Annmarie
    Gayle

    Chief
    Executive Officer

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