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Correspondence 0001493152-23-032490 from Syra Health Corp (SYRA) (CIK 0001922335) (SYRA)

Syra Health Corp (SYRA) (CIK 0001922335)
Date: Sept. 13, 2023 · CIK: 0001922335 · Accession: 0001493152-23-032490

AI Filing Summary & Sentiment

File numbers found in text: 333-271622

Date
Sept. 13, 2023
Author
Syra
Form
CORRESP
Company
Syra Health Corp (SYRA) (CIK 0001922335)

Letter

Division of Corporate Finance Re: Syra Health Corp. Amendment No. 4 to Registration Statement on Form S-1 Filed September 5, 2023 File No. 333-271622

Dear Ladies and Gentlemen:

This letter sets forth the responses of Syra Health Corp., a Delaware corporation (the “Company”), to the comments received from the Staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) on September 12, 2023 concerning the Company’s Amendment No. 4 to its Registration Statement on Form S-1 filed with the Commission on September 5, 2023 (the “Registration Statement”).

For the convenience of the Staff, each comment from the comment letter corresponds to the numbered paragraphs in this letter and is restated prior to the response to such comment.

Amendment No. 4 to Registration Statement on Form S-1 filed September 5, 2023

Capitalization, page 31

1. Please explain your calculation of pro forma as adjusted cash of $6,376,959 or revise as necessary.

RESPONSE: The pro forma as adjusted balances erroneously included $1,360,500 of cash, assuming a $1.00 increase in the assumed initial public offering price of $4.125 per unit, as noted in footnote 1 to the capitalization table. The capitalization table has been revised to properly reflect pro forma as adjusted cash of $5,016,459 based on the net proceeds to be received from the sale of units at a price of $4.125 per unit rather than $5.125 per unit.

If you have any questions relating to any of the foregoing, please contact Nazia Khan of Sheppard, Mullin, Richter & Hampton LLP at (202) 747-2651.

Sincerely,
Syra
Health Corp.

Show Raw Text
CORRESP
1
filename1.htm

    Sheppard,
                                            Mullin, Richter & Hampton LLP

    30
    Rockefeller Plaza

    New
    York, New York 10112-0015

    212.653.8700
    main

    212.653.8701
    fax

    www.sheppardmullin.com

September
13, 2023

U.S.
Securities and Exchange Commission

Division
of Corporate Finance

100
F Street, NE

Washington,
D.C. 20549

    Attn:
    Scott
    Stringer

    Joel
    Parker

    Brian
    Fetterolf

    Erin
    Jaskot

    Re:
    Syra
    Health Corp.

    Amendment
    No. 4 to Registration Statement on Form S-1

    Filed
    September 5, 2023

    File
    No. 333-271622

Dear
Ladies and Gentlemen:

This
letter sets forth the responses of Syra Health Corp., a Delaware corporation (the “Company”), to the comments received from
the Staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) on September 12, 2023
concerning the Company’s Amendment No. 4 to its Registration Statement on Form S-1 filed with the Commission on September 5, 2023
(the “Registration Statement”).

For
the convenience of the Staff, each comment from the comment letter corresponds to the numbered paragraphs in this letter and is restated
prior to the response to such comment.

Amendment
No. 4 to Registration Statement on Form S-1 filed September 5, 2023

Capitalization,
page 31

1.
Please explain your calculation of pro forma as adjusted cash of $6,376,959 or revise as necessary.

    RESPONSE:
    The
    pro forma as adjusted balances erroneously included $1,360,500 of cash, assuming a $1.00 increase in the assumed initial public
    offering price of $4.125 per unit, as noted in footnote 1 to the capitalization table. The capitalization table
    has been revised to properly reflect pro forma as adjusted cash of $5,016,459 based on the net proceeds to be received from
    the sale of units at a price of $4.125 per unit rather than $5.125 per unit.

If
you have any questions relating to any of the foregoing, please contact Nazia Khan of Sheppard, Mullin, Richter & Hampton LLP at
(202) 747-2651.

    Sincerely,

    Syra
    Health Corp.

    /s/
    Deepika Vuppalanchi

    By:
    Deepika
    Vuppalanchi

    Title:

    Chief
    Executive Officer

      -1-