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February 26, 2024
Jonathan Perez
President
Oyocar Group Inc.
Colinas Marinas, Marbellas, Villa 10
Sosua, Dominican Republic 57000
Re:Oyocar Group Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed February 13, 2024
File No. 333-275980
Dear Jonathan Perez:
            We have reviewed your amended registration statement and have the following
comment(s).
            Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a comment applies to your facts and circumstances
or do not believe an amendment is appropriate, please tell us why in your response.
            After reviewing any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our January 5, 2024 letter.
Amendment No. 1 to Registration Statement on Form S-1
Dilution, page 15
1.We note your response to prior comment 5. You disclose historical net tangible book
value as of November 30, 2023 as negative $998; however, the November 30, 2023
balance sheet reflects a historical net tangible book value of $2,931. Please revise or
clarify why no change is necessary.
Complete Our Public Offering, page 17
2.We note your response to prior comment 9 and reissue in part. Please revise your
discussion here to reflect the revised dollar amounts reflected in your Use of Proceeds
section and in the subsection titled "Estimated Expenses for the Next Twelve-Month
Period." In this regard, we note that there is not a discussion of the new category reflecting

 FirstName LastNameJonathan Perez
 Comapany NameOyocar Group Inc.
 February 26, 2024 Page 2
 FirstName LastName
Jonathan Perez
Oyocar Group Inc.
February 26, 2024
Page 2

expenses associated with "SEC reporting and compliance." Further, please revise to reflect
the updated planned cost associated with "Buying pre-owned vehicles" (i.e., $21,000 -
$136,000).
Management's Discussion and Analysis...
Plan of Operation, page 17
3.We note your response to prior comment 7, including your statement that you are
"searching for auto dealers in the Dominican Republic to sign agreements with,
identifying our first customer and purchasing the first car for him." As stated in your
disclosure on page 18, you are considering entering into consignment agreements with
auto dealers in the Dominican Republic. For clarity, please revise your disclosure where
appropriate to make clear whether you have identified a specific individual or auto dealer
as your first customer, or whether the first customer remains prospective, and whether you
have or plan to enter into a consignment agreement. Please file any necessary exhibits in
accordance with Item 601(b) of Regulation S-K.
Notes to the Audited Financial Statements, page F-14
4.You present unaudited financial statements for the period ended November 30, 2023;
however, the header states “Notes to the Audited Financial Statements.” Please revise the
“audited” label to unaudited or explain why no change is necessary.
Note 6 - Subsequent Events, page F-16
5.Please clarify whether the “prepayment” of $17,500 received in December 2023 was from
a customer or if you raised it through the issuance of debt and/or equity.
            Please contact Nasreen Mohammed at 202-551-3773 or Adam Phippen at 202-551-3336
if you have questions regarding comments on the financial statements and related matters. Please
contact Kate Beukenkamp at 202-551-3861 or Donald Field at 202-551-3680 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services