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    SIDLEY
    AUSTIN

    39/F,
    TWO INT’L FINANCE CENTRE

    CENTRAL,
    HONG KONG

    +852
    2509 7888

    +852
    2509 3110 FAX

    AMERICA
    ● ASIA PACIFIC ● EUROPE

    Meng
    Ding

    To
    Call Writer Directly

    +852
    2509 7858

    meng.ding@sidley.com

March
28, 2024

CONFIDENTIAL

Joseph
Kempf

Robert
Littlepage

Matthew
Crispino

Larry
Spirgel

Office
of Technology

Division
of Corporation Finance

Securities
and Exchange Commission

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    IMMRSIV
    Inc

    Amendment
    No. 9 to Registration Statement on Form F-1

    Filed
    March 27, 2024

    File
    No. 333-269055

Dear
Mr. Kempf, Mr. Littlepage, Mr. Crispino and Mr. Spirgel,

On
behalf of our client, IMMRSIV Inc (the “Company”), a foreign private issuer incorporated under the laws of
the Cayman Islands, we are submitting to the staff (the “Staff”) of the Securities and Exchange Commission
(the “Commission”) this letter setting forth the Company’s responses to the Staff’s comments received
on March 27, 2024 regarding the Company’s Amendment No. 9 to the Registration Statement on Form F-1 publicly filed on March 27,
2024 (the “Amendment No. 9 to the Registration Statement on Form F-1”) relating to a proposed initial public
offering of the Company’s Class A Ordinary Shares in the United States. Concurrently with the submission of this letter, the Company
is submitting its revised registration statement on Form F-1 (the “Amendment No. 10 to the Registration Statement”)
via EDGAR to the Commission for review in accordance with the procedures of the Commission.

The
Company has responded to all of the Staff’s comments by revising the Registration Statement on Form F-1 to address the comments,
and by providing an explanation if the Company has not so revised the Amendment No. 9 to the Registration Statement on Form F-1. The
Staff’s comments are repeated below in bold and followed by the Company’s response. Terms used but not otherwise defined
herein have the meanings set forth in the Amendment No. 10 to the Registration Statement.

Partners
| Constance Choy H.M., Desmond Ang C.K., (Stephanie) Chan C. M., (Christopher) Cheng C.H., Meng Ding, Dominic D. James, (Sherlyn)
Lau S.Y., David K. Lee,

Olivia
Ngan S.M., (Raymond) Oh C.H., Yuet Ming Tham, (Friven) Yeoh K.H., Claudia Yu K.W., Yan Zhang

Registered
Foreign Lawyers | Gordon H. I. Davidson (England and Wales)*, Lei Li (New York)*, (Carrie) Li J. (New York)*, G. Matthew Sheridan
(New York)*,

Effie
Vasilopoulos (New South Wales)*, (Renee) Xiong Y. (New York)*, Liming Xu (New York)

Consultants
| Hon Au Yeung, Huberta Chow X.L., (Winnie) Mak T.M.,

Douglas
Tsang C.L., (Eva) Tsui Y.W, Alan Wong C.K., Felicity Wong K.Y., Holly Yeung S.M., Iris Yuen L.S.

*
Partner of Sidley Austin Holding LLP (a Delaware Limited Liability Partnership)

Page
2

Amendment
No. 9 to Form F-1 filed March 27, 2024

Recent
Developments, page 5

    1.
    Please
    file as an exhibit your new framework agreement with the Singapore Ministry of Defence for the LEARNet project or tell us why you
    believe you are not required to do so. Refer to Item 8 of Form F-1.

The
Company respectfully advises the Staff that it does not believe (for the reasons set forth below) that the Company’s new framework
agreement (the “Framework Agreement”) with the Singapore Ministry of Defence for the LEARNet project is a “material
contract” within the meaning of Item 601(b)(10) of Regulation S-K.

Under
Item 601(b)(10)(ii) of Regulation S-K, if the contract is such as ordinarily accompanies the kind of business conducted by the registrant
and its subsidiaries, it will be deemed to have been made in the ordinary course of business and need not be filed unless it falls within
one or more of the following categories, in which case it shall be filed except where immaterial in amount or significance:

(A)
Any contract to which directors, officers, promoters, voting trustees, security holders named in the registration statement or report,
or underwriters are parties other than contracts involving only the purchase or sale of current assets having a determinable market price,
at such market price;

(B)
Any contract upon which the registrant’s business is substantially dependent, as in the case of continuing contracts to sell the
major part of registrant’s products or services or to purchase the major part of registrant’s requirements of goods, services
or raw materials or any franchise or license or other agreement to use a patent, formula, trade secret, process or trade name upon which
registrant’s business depends to a material extent;

(C)
Any contract calling for the acquisition or sale of any property, plant or equipment for a consideration exceeding 15 percent of such
fixed assets of the registrant on a consolidated basis; or

(D)
Any material lease under which a part of the property described in the registration statement or report is held by the registrant.

The
Company respectfully advises the Staff that the Company has not generated any revenue from providing services under the previous LEARNet
project contract since its expiration on December 31, 2021. Although the Company has renewed the contract regarding the LEARNet project
through the Framework Agreement in March 2024, the provision of services and contract value of the Framework Agreement are subject to
further negotiation and there is no guarantee that the Company will be able to generate significant revenue (if any) from the Framework
Agreement in 2024 and going forward. As such, the Company does not believe that its business is “substantially dependent”
upon the Framework Agreement as set forth in Subsection (ii)(B) of Item 601(b)(10) of Regulation S-K, nor does the Company believe that
the Framework Agreement would fall into any other subsections of Item 601(b)(10) of Regulation S-K. Therefore, the Company believes that
it is not required to file the Framework Agreement as an exhibit to the Form F-1.

General

    2.
    As
    the audited financials are older than 12 months, please update your financial statements or file the necessary representations as
    to why such updates are not necessary as an exhibit to this filing.

In
response to the Staff’s comment, the Company has filed the request for waiver of Item 8.A.4 of Form 20-F as exhibit 99.2 of the
Amendment No. 10 to the Registration Statement.

***

Page
3

If
you have any questions regarding the Amendment No. 10 to the Registration Statement, please contact me at meng.ding@sidley.com, +852
2509 7858 (work) or +852 6461 4000 (cell).

Thank
you for your time and attention.

    Very
    truly yours,

    /s/
    Meng Ding

    Meng
    Ding

Enclosure

    c.c.
    Png
    Bee Hin, Chairman of the Board and Chief Executive Officer

    Fang
    Liu, Esq., Partner, VCL Law LLP