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    Graubard Miller

        The Chrysler Building

        405 Lexington Avenue

        New
        York, N.Y. 10174-1101

        (212) 818-8800

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    number

    (212) 818-8881

    (212) 818-8638

    email address

    jgallant@graubard.com

	November 10, 2015

Ms. Pamela Long

Assistant Director

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

    Re:
    Tecnoglass Inc.

    Registration Statement on Form S-4

    Filed July 9, 2015

    File No. 333-205586

    Form 10-K for the Fiscal Year Ended December 31, 2014

    Filed April 15, 2015

    File No. 1-35436

    Form 10-Q for the Fiscal Quarter Ended March 31, 2015

    Filed May 7, 2015

Dear Ms. Long:

On behalf of Tecnoglass Inc. (the “Company”),
we respond as follows to the Staff’s comment letter, dated August 5, 2015, relating to the above-captioned Registration Statement
on Form S-4 (“Registration Statement”), Form 10-K and Form 10-Q. Captions and page references herein to those set forth
in Amendment No. 1 to the Registration Statement, a copy of which has been marked with the changes from the initial filing of the
Registration Statement. We are also delivering three (3) courtesy copies of such marked copy to David Korvin.

Please note that for the Staff’s convenience,
we have recited each of the Staff’s comments and provided the Company’s response to each comment immediately thereafter.

Registration Statement on Form S-4 General

 1. Please ensure that the Offer to Exchange disseminated to security holders contains all the information required by Item
1010 Regulation M-A, including Item 1010(a)(3) and (a)(4) and, if material, Item 1010(b). Refer to Item 10 of Schedule TO and Exchange
Act Rule 13e-4(e)(2).

The Staff’s comment is duly noted.
We will ensure that the Offer to Exchange disseminated to security holders contains all the information required by Item 1010 Regulation
M-A, including Item 1010(a)(3) and (a)(4) and, if material, Item 1010(b) as requested.

 2. To the extent that our comments relate to disclosures within future periodic reports, please ensure that you also address
our comments in future filings.

The Staff’s comment is duly noted.
To the extent that the Staff’s comments relate to disclosures within future periodic reports, we will ensure that we also
address such comments in future filings as requested.

Liquidity and Cash Flow,
page 47

 3. We note your disclosure that the “[you] expect that cash flow from operations, proceeds from borrowings under [your]
lines of credit, and the proceeds from the merger will be its primary sources of liquidity and will be sufficient to fund [your]
cash requirements for the next twelve months”. Please expand your disclosure to address the following: explain why a substantial
amount of your loans are short-term; indicate whether long-term debt is generally available in the countries you operate; and address
the potential risks and consequences if you are unable to refinance your short term loans.

  We have revised the disclosure on page 47 of the Registration Statement as requested.

 4. On page 9, you indicate that you are holding company and you derive substantially all of your operating income from your
subsidiaries. You disclosed that you rely on the earnings and cash flows of your subsidiaries to meet your debt service obligations
or dividend payments. Please address any potential restrictions on your ability to declare dividends and the potential impact on
your liquidity, financial condition and results of operations.

We have revised the disclosure on page 9
of the Registration Statement to clarify that there are no current restrictions on the Company’s ability to declare dividends
as requested.

Comparison of quarterly
periods ended March 31, 2015 and March 31, 2014, page 48

 5. To the extent that multiple items impact your results of operations please revise your filing to quantify and discuss
the reasons for such changes. In this regard we note that increased sales commissions and shipping charges impacted SG&A.

We have revised the disclosure on page 48
of the Registration Statement to quantify and further discuss the reasons for changes in SG&A as requested.

Comparison of years
ended December 31, 2014 and December 31, 2013, page 49

 6. Given the significance of non-operating revenues on your net income, please revise your disclosure to include a discussion
and quantification of the individual items that led to this income. In this regard, we note from your footnote disclosure that
a substantial portion of the non-operating revenue was the result of foreign currency transactions.

We have revised the disclosure on page 49
of the Registration Statement to include a quantification and discussion of the principal items affecting non-operating revenues
as of December 31, 2014 and 2013 as requested.

 7. Your disclosure indicates that your backlog increased year over year due to contract awards and business growth. Please
tell us whether you have also included backlog acquired from RC Aluminum and if so, please revise your disclosure to quantify how
much of the backlog increase was a result of this transaction.

We have revised the disclosure on page 50
of the Registration Statement to clarify that approximately $70 million of the backlog resulted from the RC Aluminum transaction
as requested.

Contractual Obligations,
page 50

 8. Please revise your table of contractual obligations to include your estimated interest obligations. You should also update
your footnote disclosures to include the estimates that you used to quantify future interest obligations in your table.

The table of contractual obligations on
page 51 of the Registration Statement has been revised to include estimated interest obligations and the footnote disclosure has
been updated to include the estimates used in quantifying the interest obligations as requested.

Legal Matters, page
58

 9. Please file Graubard Miller’s tax opinion in your next filing

  We have included the tax opinion in this filing as requested.

Consolidated Balance
Sheet, page FS-4

 10. We note that accounts payable and accrued liabilities represent 19% of total liabilities. Please revise your balance
sheet to separately present accounts payable and accrued liabilities. To the extent further segregation of your accrued liabilities
may be useful in helping a reader understand your obligations, please provide footnote disclosures that quantify and explain the
specific nature of such liabilities.

The Staff’s
comment is duly noted. The Company evaluated the extent to which further segregation of the amounts in the balance sheet
item currently labeled accounts payable and accrued expenses would be useful in helping a reader understand the Company’s
obligations. The Company notes that accrued expenses were previously presented on separate lines including taxes payable, labor
liabilities and other accrued liabilities and provisions. Upon further review, the Company noted the composition of accounts payable
and accrued expenses was comprised of accounts payable for products and services used in the Company’s business. Accordingly,
we revised the description for the balance sheet item to trade accounts payable. The balance sheet item currently labeled accrued
liabilities and provisions has not been modified.

Consolidated Statement
of Operations and Comprehensive Income, pages FS-6 and FS-33

 11. Given the significance of your related party transactions, please revise your statement of income to include related
party amounts on the face of your income statement. Please refer to Rule 4-08(k) of Regulation S-X.

We have revised the financial statements
to include related party amounts on the face of the income statements as of June 30, 2015 and 2014, and as of December 31, 2014
and 2013 in the Registration Statement as requested.

 12. Please revise your statement to include a line under interest expense to allow the reader to identify ‘Income Before
Taxes’ as a subtotal.

We have revised the income statements to
include a line under interest expense to allow the reader to identify ‘Income Before Taxes’ as a subtotal in the Registration
Statement as requested.

Notes to the Consolidated Financial Statements

Notes to the Condensed
Consolidated Financial Statements

Note 5. Variable Interest
Entities, page FS-18

Note 3. Variable Interest
Entities, page FS-39

 13. Regarding the variable interest entities, please provide the following information:

 • tell us what percentage of ES Windows LLC and Ventanas Solar S.A. income is derived from the import and sale of the Company’s
products;

 • tell us whether you are able to import and sell your products in Florida and Panama without the assistance of these entities;
and

 • provide to us a more comprehensive discussion of the facts and circumstances you analyzed to determine who had the controlling
financial interests. Please specifically address your consideration of your related parties for the purposes of determining whether
you are the primary beneficiary. Refer to ASC 810-10-25.

With respect to the first part of the Staff’s
comment, ESW Windows LLC (“ESW LLC”) derived 73% of its income in 2014 from the importation and sale of the Company’s
products. Ventanas Solar, S.A. (“VS” and together with ESW LLC, the “Entities”) derived 100% of its income
in 2014 from the importation, sale and installation of the Company’s products.

With respect to the second part of the Staff’s
comment, the Company’s ability to export and sell its products directly in Florida would be limited without assistance from
ESW LLC because customers in this market and other U.S. markets prefer to work with U.S. based project managers and suppliers and
will generally not import directly from foreign suppliers. The Company would have to develop relationships with other entities
in order to replace these services if they were not obtained through its relationship from ESW LLC. Portions of the Company’s
sales in Florida are made directly to customers. Similarly, in Panama, customers generally will not contract to purchase the Company’s
products without installation services included and will not contract installation separately. The Company’s ability to export
and sell its products in Panama would be limited without the assistance of Ventanas Solar S.A, and the Company would have develop
relationships with other entities in order to replace the services (principally installation) that are currently available through
its relationship with VS.

With respect to the third part of the Staff’s
comment, in determining whether the Company had controlling financial interests in and was the primary beneficiary of the Entities,
the Company evaluated the purpose, design and operations of the Entities and the effect of related parties under ASC guidance 810-10-25-38A,
810-10-25-44 and other related Sub-sections. As described in the following discussion, the Company concluded that it did not have
a controlling financial interest in either ESW LLC or VS, that the controlling financial interests were held by the related parties
in the related party groups who are more closely associated with the Entities who were therefore the primary beneficiaries, and
that consolidation of the Entities in the financial statements of the Company was not indicated.

Evaluation and Potential Implicit Variable Interests

The Company conducts evaluations of these
Entities as potential variable interest entities (“VIEs”) because the reporting entity, Andina Acquisition Corporation
(renamed Tecnoglass Inc.), is involved with these entities through its indirect subsidiaries Tecnoglass S.A. and Energía
Solar S.A. The qualitative and quantitative evaluations of the Entities as potential VIEs included the Company’s analysis
of each Entities´ purpose and design, consideration of the presence of commercial interests with the Entities that could
be implicit variable interests and the presence of important related parties.

Both Entities operate as commercial entities
importing and selling or installing the Company’s products. The primary purpose of the Company’s involvement with both
Entities is to execute normal course-of-business commercial transactions into the United States and Panamanian construction markets.
The Entities were not designed for purposes of passive or active investment, off-balance sheet financing or other special purposes.

However, there is commercial
activity that could become implicit variable interests absorbing economic variability through the prices, margins and credit terms
in a series of long-term contracts. ASC 810-10-25-51 defines an implicit variable interest as (“…an implied pecuniary
interest in a VIE that changes with changes in the fair value of the VIE's net assets exclusive of variable interests. Implicit
variable interests may arise from transactions with related parties, as well as from transactions with unrelated parties.”)
Sales revenue to the Company in 2014 from shipments to ESW LLC and VS were $37.2 million and $10.5 million, respectively. In addition,
there are important related parties (the Company’s CEO, COO, immediate family members, other related parties) who are equity
investors in, control and operate the Entities from which the Company could indirectly absorb variability.

The Company periodically evaluates its commercial
activity with both Entities in order to determine whether the relationships are conducted in an arms-length manner and in compliance
with Colombian export and transfer pricing regulations. For ESW LLC, no exceptions have been noted in target margins and credit
terms offered, confirming that the commercial activity is conducted on an arms-length basis and that implicit variable interests
are not present. For VS, the Company notes that commercial contracts continue to be executed at arms-length target margins, and
that VS and the Company executed two payment agreements for $11 million (discussed further below) in order to facilitate the reduction
of VS’s accounts payables to the Company.

Controlling Financial Interests

The Company evaluated the design and operations
of the Entities and the effect of related parties in order to determine whether the Company had controlling financial interests
in the Entities and is thus considered the primary beneficiary. Under ASC 810-10-25-38A, two factors must both be present
in order to establish that the Company has the controlling financial interests – the power to direct activities and the obligation
to absorb losses or right to receive benefits.

The Company concluded that it does not have
the power to direct activities of the Entities, and the Company does not have the obligation to absorb losses or the right to receive
benefits from the Entities, and therefore did not have the controlling financial interests.

 § The Company does not have power to direct the most significant activities of ESW LLC, whose activities are controlled by the
Managing Members of the ESW LLC entity.

 § The Company does not have power to direct the most significant activities of VS, whose activities are controlled by the two-person
related party investor group and their appointed directors.

 § The Company does not receive benefits from either ESW LLC or VS either directly through profits, dividends, participations
or interest income, or indirectly through the commercial interests (potential implicit variable interests). The Company does not
absorb losses (if any) from ESW LLC either directly through equity contributions, guarantees or investment vehicles, or indirectly
through the commercial interests.

 § The Company is indirectly exposed to losses from VS because of two Payment Agreements (discussed below) which are exposed to
collectability losses of VS’s client receivables.

The Effect of Related Parties and the Related Party Groups

ASC paragraphs 810-10-25-42 and 25-43 stat