SecProbe.io

United States securities and exchange commission logo
June 17, 2024
Kendrew Hartanto
Chief Executive Officer
BrilliA Inc
220 Orchard Road
Unit 05-01, Midpoint Orchard
Singapore 238852
Re:BrilliA Inc
Amendment No. 3 to Draft Registration Statement on Form F-1
Submitted June 12, 2024
CIK No. 0002000230
Dear Kendrew Hartanto:
            We have reviewed your amended draft registration statement and have the following
comments.
            Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR. 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 the information you provide in response to this letter and your amended
draft registration statement or filed registration statement, we may have additional
comments. Unless we note otherwise, any references to prior comments are to comments in our
June 6, 2024, letter.
Amendment No. 3 to Draft Registration Statement on Form F-1
Unaudited Pro Forma Condensed Combined Financial Information, page 37
1.We note your revisions made in response to prior comment 1. We further note that IAS
10, paragraph 22(a) states that major business combination after the reporting period
(IFRS 3...) is an example of a non-adjusting event after the reporting period that would
generally result in disclosure, and no adjustments to the amounts recognized in the
financial statements as indicated in IAS 10, paragraph 10. By analogy, your accounting
treatment under IFSR 2, Share-based Payment, and that of a reverse acquisition at
historical cost would similarly represent a non-adjusting event after the reporting period
and therefore no adjustment of the amounts should be recognized in the financial

 FirstName LastNameKendrew Hartanto
 Comapany NameBrilliA Inc
 June 17, 2024 Page 2
 FirstName LastName
Kendrew Hartanto
BrilliA Inc
June 17, 2024
Page 2
statements for the reverse merger acquisition as of the fiscal year ended March 31, 2024,
given the reorganization subsequently occurred on April 30, 2024. It appears the
Company should include separate updated March 31, 2024 audited historical financial
statements of Bra Pro and MAP, along with unaudited pro forma financial statements
reflecting the merger transaction as currently presented.
Signatures, page II-5
2.Please revise to identify the individual signing in the capacity of your principal accounting
officer or controller. If someone is signing in more than one capacity, indicate
each capacity in which such person is signing. Refer to the Instructions to Signatures on
Form F-1.
            Please contact Beverly Singleton at 202-551-3328 or Kevin Stertzel at 202-551-3723 if
you have questions regarding comments on the financial statements and related matters. Please
contact Erin Donahue at 202-551-6063 or Jennifer Angelini at 202-551-3047 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc:       Ye Mengyi “Jason”