Correspondence 0001104659-23-083343 from noco-noco Inc. (NCNC, NCNCW) (CIK 0001964021) (NCNCF)

noco-noco Inc. (NCNC, NCNCW) (CIK 0001964021)
Date: July 24, 2023 · CIK: 0001964021 · Accession: 0001104659-23-083343

View on Edgar

AI Filing Summary & Sentiment

File numbers found in text: 333-271994

Date

July 24, 2023

Author

Sole Director

Form

CORRESP

Company

noco-noco Inc. (NCNC, NCNCW) (CIK 0001964021)

Letter

PRIME NUMBER HOLDING LIMITED

July 24, 2023

VIA EDGAR

Division of Corporation Finance

Office of Manufacturing

U.S. Securities and Exchange Commission

100 F Street, NE

Washington, D.C., 20549

Re:

Prime Number Holding Limited

Registration Statement on Form F-4, as amended (File No. 333-271994)

Request for Acceleration of Effectiveness

Ladies and Gentlemen:

In accordance with Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Prime Number Holding Limited hereby requests that the effectiveness of the above-referenced Registration Statement on Form F-4, as amended (the “Registration Statement”), be accelerated to, and that the Registration Statement becomes effective at 4:00 p.m., Eastern Time, on July 25, 2023, or as soon thereafter as practicable.

The registrant hereby authorizes Arila Zhou of Robinson & Cole LLP to orally modify or withdraw this request for acceleration.

Please contact Arila Zhou of Robinson & Cole LLP at (212) 451-2908 or azhou@rc.com with any questions you may have concerning this request, and please notify her when this request for acceleration has been granted.

Very Truly Yours,
Prime Number Holding Limited

Show Raw Text

CORRESP
1
filename1.htm

PRIME NUMBER HOLDING LIMITED

July 24, 2023

VIA EDGAR

Division of Corporation Finance

Office of Manufacturing

U.S. Securities and Exchange Commission

100 F Street, NE

Washington, D.C., 20549

    Re:

    Prime Number Holding Limited

    Registration Statement on Form F-4, as amended (File No. 333-271994)

                                                                                Request for Acceleration of Effectiveness

Ladies and Gentlemen:

In accordance with Rule 461
of the General Rules and Regulations under the Securities Act of 1933, as amended, Prime Number Holding Limited hereby requests that
the effectiveness of the above-referenced Registration Statement on Form F-4, as amended (the “Registration Statement”),
be accelerated to, and that the Registration Statement becomes effective at 4:00 p.m., Eastern Time, on July 25, 2023, or as soon thereafter
as practicable.

The registrant hereby authorizes
Arila Zhou of Robinson & Cole LLP to orally modify or withdraw this request for acceleration.

Please contact Arila Zhou
of Robinson & Cole LLP at (212) 451-2908 or azhou@rc.com with any questions you may have concerning this request, and please notify
her when this request for acceleration has been granted.

    Very Truly Yours,

    Prime Number Holding Limited

    By:
    /s/ Dongfeng Wang

    Dongfeng Wang

    Sole Director

 cc: Arila Zhou, Esq.

                                                                                Robinson & Cole LLP

SecProbe.io