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SEC Company Response from SOS Ltd (SOS) (CIK 0001346610) (SOS) — Apr 27, 2017

SOS Ltd (SOS) (CIK 0001346610)
Date: April 27, 2017 · CIK: 0001346610 · Accession: 0001193125-17-140769

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File numbers found in text: 001-38051, 333-217064

Date
April 27, 2017
Author
Managing Director
Form
CORRESP
Company
SOS Ltd (SOS) (CIK 0001346610)

Letter

United States of America United States of America VIA EDGAR Division of Corporation Finance Re: China Rapid Finance Limited (the “Company”) Registration Statement on Form F-1, as amended (Registration No. 333-217064) Registration Statement on Form 8-A (Registration No. 001-38051)

Dear Ladies and Gentlemen:

We hereby join the Company’s request for acceleration of the above-referenced Registration Statements, requesting effectiveness for 4:00 p.m., Eastern Time on April 27, 2017, or as soon thereafter as is practicable.

Pursuant to Rule 460 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended, we wish to advise you that between April 14, 2017 and the date hereof, copies of the Company’s Preliminary Prospectus dated April 14, 2017 were distributed as follows: more than 500 copies to prospective underwriters, institutional investors, dealers and others.

We have been advised by the prospective underwriters that they have complied and will continue to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature page follows]

Very truly yours,
MORGAN STANLEY & CO. INTERNATIONAL PLC

Show Raw Text
CORRESP
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filename1.htm

CORRESP

 Morgan Stanley & Co. International plc

25 Cabot Square, Canary Wharf

 London, E14 4QA

United Kingdom

 Credit Suisse Securities (USA) LLC

Eleven Madison Avenue

 New York, N.Y. 10010

United States of America

 Jefferies LLC

520 Madison Avenue

 New York, New York 10022

United States of America

 As representatives of the underwriters

 VIA EDGAR

 April 27, 2017

David Lin, Staff Attorney

 William Dorton, Staff Attorney

Marc Thomas, Staff Accountant

 Gus Rodriguez, Staff Accountant

 Division of Corporation Finance

 U.S. Securities and
Exchange Commission

 100 F Street, N.E.

 Washington, DC 20549

Re:

China Rapid Finance Limited (the “Company”)

Registration Statement on Form F-1, as amended (Registration No. 333-217064)

Registration Statement on Form 8-A (Registration No. 001-38051)

 Dear Ladies and Gentlemen:

We hereby join the Company’s request for acceleration of the above-referenced Registration Statements, requesting effectiveness for 4:00
p.m., Eastern Time on April 27, 2017, or as soon thereafter as is practicable.

 Pursuant to Rule 460 of the General Rules and
Regulations promulgated under the Securities Act of 1933, as amended, we wish to advise you that between April 14, 2017 and the date hereof, copies of the Company’s Preliminary Prospectus dated April 14, 2017 were distributed as
follows: more than 500 copies to prospective underwriters, institutional investors, dealers and others.

 We have been advised by the prospective underwriters that they have complied and will continue to
comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

[Signature page follows]

 Very truly yours,

MORGAN STANLEY & CO. INTERNATIONAL PLC

 CREDIT SUISSE
SECURITIES (USA) LLC

 JEFFERIES LLC

 As representatives of
the underwriters

MORGAN STANLEY & CO. INTERNATIONAL PLC

By:

 /s/ Daniel Wetstein

Name:

Daniel Wetstein

Title:

Managing Director

 Signature Page to Underwriter Acceleration Letter

CREDIT SUISSE SECURITIES (USA) LLC

By:

 /s/ Anthony Kontoleon

Name:

Anthony Kontoleon

Title:

Managing Director

 Signature Page to Underwriter Acceleration Letter

JEFFERIES LLC

By:

 /s/ Andrea H. Lee

Name:

Andrea H. Lee

Title:

Managing Director

 Signature Page to Underwriter Acceleration Letter