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CORRESP
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333 S.E.
2nd Avenue

Suite 4100

Miami, Florida
33131

   August
                                            18, 2023

Mr. Ruairi
Regan

Office of Real Estate & Construction

Securities
and Exchange Commission

Division
of Corporation Finance

100 F Street
NE

Washington,
D.C. 20549-3561

 Re: NRI
                                            Real Estate Investment and Technology, Inc. (formerly known as NRI Real Token Inc.)

                                            Amended Registration Statement on Form 10

                                            Filed January 17, 2023

                                            File No. 000-56395

Dear
Mr. Regan:

On
behalf of our client, NRI Real Estate Investment and Technology, Inc., a Maryland corporation (the “Company”), set
forth below are the Company’s responses to the comments of the Staff communicated to the Company in the Staff’s letter, dated
April 10, 2023, with respect to the Company’s Amendment No. 5 to the Registration Statement on Form 10 (the “Registration
Statement”) filed with the Securities and Exchange Commission on January 17, 2023.

We
have revised the Registration Statement in response to the Staff’s comments, and the Company is filing Amendment No. 6 to the Registration
Statement on Form 10 (the “Amended Registration Statement”) concurrently with the submission of this letter.

For
ease of reference, each of the Staff’s comments is reproduced below in bold and is followed by the Company’s response. In
addition, unless otherwise indicated, all references to page numbers in such responses are to page numbers in the Amended Registration
Statement. Capitalized terms used in this letter but not otherwise defined herein have the respective meanings ascribed to them in the
Amended Registration Statement.

Amended
Registration Statement on Form 10

Business,
page 1

 1. You
                                            state that DriveWealth, LLC has “agreed to act as a custodian to facilitate the holding
                                            and trading of untokenized shares of common stock in electronic book entry form as required
                                            by the Templum Markets ATS.” Please clarify in what manner DriveWealth will be acting
                                            as the custodian for the untokenized shares, including whether these shares will be registered
                                            in the name of DriveWealth on the books and records of the Transfer Agent, and that DriveWealth
                                            will keep a record of the underlying holders of the untokenized shares. To the extent the
                                            shares will be registered in the name of the holders of the untokenized shares on the books
                                            and records of the Transfer Agent, with DriveWealth performing some other function to facilitate
                                            that process, please clarify this and describe the function performed by DriveWealth.

The
ability to trade untokenized shares of our common stock held in book entry form commenced in January 2023 under an agreement with DriveWealth
and Templum Markets, under which DriveWealth agreed to act as a custodian to facilitate the holding and trading of book entry untokenized
shares of common stock. The shares will be registered in the name of DriveWealth for the benefit of the underlying holders on the books
and records of the Transfer Agent. DriveWealth will keep a record of the underlying holders of the untokenized shares.

NRI Real Estate Investment and Technology, Inc.

August 18, 2023

Page 2

Investment
Company Act Limitations, page 5

 2. Please
                                            rephrase the third sentence as a belief of the Company rather than a statement of fact (e.g.,
                                            “The Company believes that its interest…”). Also, please add the following
                                            sentence at the end of your disclosure: “There can be no assurance that we will be
                                            able to remain in compliance or maintain the relevant exemptions from registration as an
                                            investment company or maintain the relevant exclusions from the definition of ‘investment
                                            company.’ ”

In
response to the Staff’s comment, the Company has revised the disclosure contained on page 5 of the Amended Registration
Statement.

Risk
Factors

Your
investment return may be reduced if we are required to register as an investment company under the Investment Company Act., page 8

 3. Please
                                            revise your disclosure in this risk factor.

 ● Please
                                            add language addressing whether and how the Company may be an investment company (or intends
                                            to rely on an exemption or exclusion from such definition) assuming (for the sake of argument)
                                            that the Company’s interest in the Operating Partnership is or is deemed to be a “security”
                                            for purposes of the Investment Company Act.

 ● In
                                            the second sentence of the fourth paragraph (which begins, “In the context of a parent
                                            company…”), please replace the phrase “be devoted to” with the phrase
                                            “are employed in.”

 ● In
                                            the third sentence of the sixth paragraph (which begins, “The Operating Partnership’s
                                            subsidiaries’…”), please replace “The Operating Partnership’s”
                                            with the phrase “Each of the Operating Partnership’s.”

 ● In
                                            the second sentence of the seventh paragraph (which begins, “Further, we believe…”),
                                            please replace the words “expects to” with the word “will.”

 ● In
                                            the third and fourth sentences of the eighth paragraph (which begin, “In particular,…”),
                                            please clarify that the Company’s sole asset is a single General Partnership Interest,
                                            and not multiple General Partnership Interests.

 ● In
                                            the second sentence of the tenth paragraph (which begins, “If the SEC…”),
                                            please add the phrase “or a court” after the word “SEC” and capitalize
                                            “operating partnership.”

 ● In
                                            the second sentence of the eleventh paragraph (which begins, “Changes in…”),
                                            please replace the phrase “current policies” with the phrase “applicable
                                            laws and regulations, including” and delete the phrase “by the SEC and its staff.”

 ● In
                                            the third sentence of the eleventh paragraph (which begins “If we or our subsidiaries…”),
                                            please add the phrase “being an ‘investment company’ as defined under the Investment
                                            Company Act or” between the word “avoid” and the phrase “being required
                                            to register.”

In
response to the Staff’s comment, the Company has revised the risk factor contained on pages 8-10 of the Amended Registration
Statement.

NRI Real Estate Investment
and Technology, Inc.

August 18, 2023

Page 3

An
investor currently cannot hold its shares of common stock in Security Token form., page 19

 4. Please
                                            place the risks described here in context by briefly describing the current technological
                                            and regulatory limitations that may impact Templum’s ability to make the Security Tokens
                                            available for trading on the ATS. Briefly discuss the basis for your belief that your Security
                                            Tokens will be available for trading on Templum’s ATS by the end of the first half
                                            of 2023 and clarify in the heading and body of the risk factor that the Security Tokens may
                                            not be available for trading if Templum Markets or another ATS does not complete its registration
                                            process.

Although
the Company had intended to enter into an agreement with a separate qualified custodian to facilitate the trading of Security Tokens
via the Templum Markets ATS, the proposed Layer 1 public blockchain technology to issue the Security Token is implicated by the
order (“Custodia FRB Order”) released by the Federal Reserve Board (“FRB”) in March 2023. This
may affect the Company’s ability to issue the Security Tokens if custodians believe providing custodial services with respect
to the Security Tokens would be in violation of the concerns raised in the Custodia FRB Order. The Company has revised its
disclosure contained on pages 1, 46 and 61 and risk factor on page 18 of the Amended Registration Statement to address
this issue. The Federal Reserve Board of Governors SR-7: Creation of Novel Activities Supervision Program, published August 8, 2023,
while inviting dialog concerning use of permissionless public blockchain technologies in the tokenization of securities, does not
yet mitigate such concerns relating to the provision and availability of custodial services with respect to Security Tokens
developed on permissionless public blockchain networks.

The
further development and acceptance of distributed ledger networks, page 19

 5. To
                                            the extent material, please discuss any reputational harm you may face in light of the recent
                                            disruption in the crypto asset markets. For example, discuss how market conditions have affected
                                            how your business is perceived by customers, counterparties, and regulators, and whether
                                            there is a material impact on your operations or financial condition.

The
Company does not believe there will be any material impact on its operations of financial condition. However, in response to the Staff’s
comment, the Company included risk factors contained on page 20 of the Amended Registration Statement to address any potential
reputational harm.

There
are various regulatory risks for the Company, page 20

 6. Please
                                            describe any material risks to your business from the possibility of regulatory developments
                                            related to crypto assets and crypto asset markets. Identify material pending crypto legislation
                                            or regulation and describe any material effects it may have on your business, financial condition,
                                            and results of operations.

The
Company respectfully advises the Staff that it does not believe there are any material risks to its business from the possibility of
regulatory developments related to crypto assets and crypto asset markets given it is real estate development company and does not plan
to enter into the crypto asset market. However, in response to the Staff’s comment, the Company has revised the risk factor contained
on page 19 of the Amended Registration Statement to discuss the potential implications of the Custodia FRB Order as it relates
to the Security Tokens.

NRI Real Estate Investment and Technology, Inc.

August 18, 2023

Page 4

Description
of the Security Tokens, page 59

 7. Refer
                                            to your response to comment 2. Please disclose your policies to ensure compliance with securities
                                            regulations applicable to the issuance and secondary transfer of Security Tokens. Describe
                                            the procedures to effect secondary sales, including the material features of the Transfer
                                            Agent’s whitelisting procedures and AML/KYC procedures and the role of the custodians
                                            in transfers of Security Tokens effectuated other than on an ATS. Similarly revise the discussion
                                            on page 61 of the process and procedures for private secondary sales.

In
response to the Staff’s comment, the Company has revised its disclosure on pages 61-62 of the Amended Registration Statement. The
Company respectfully advises the Staff to reach out to the Transfer Agent regarding the Transfer Agent’s AML/KYC procedures.

Procedures
for Obtaining Security Tokens, page 61

 8. You
                                            state that you currently expect to sign an agreement with a custodian to act as your designated
                                            custodian by the end of the first quarter of 2023, which will then enable custodial services
                                            for the Security Tokens, and trading of the Security Tokens by the end of the first half
                                            of 2023. In addition, we note that “[t]o the extent a holder of OP units or a secondary
                                            purchaser does not have a compatible existing custodian, they will be required to engage
                                            the Company’s custodian or another qualified custodian to hold the Security Tokens.”
                                            Please clarify that references to “designated custodian” or “custodian”
                                            do not mean that you or the ATS will act as custodian for the Security Tokens on behalf of
                                            buyers and sellers, and that even if the buyers and sellers of the Security Tokens utilize
                                            your custodian, buyers and sellers will maintain a direct relationship with that custodian
                                            as contemplated in the Three Step Letter.

In
response to the Staff’s comment, the Company has revised its disclosure on page 61 of the Amended Registration Statement
to clarify that neither the Company nor the ATS on the Company’s behalf will act as custodian for the Security Tokens. Further,
at present, for the reasons stated in our response to Comment 4 above, there is no qualified custodian available to provide custodial
services with respect to Security Tokens developed using permissionless public blockchain technology

 9. You
                                            state that “[b]ecause the layer one token is simply an extension of the book entry
                                            unit of account, the Transfer Agent system of record is automatically updated via the layer
                                            one token transfer process between custodial accounts to reflect the official recordation
                                            of the new owner upon receipt of notification of that the custodial transfer is complete.”
                                            This statement suggests that the Transfer Agent intends to use the blockchain as the official