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Correspondence 0001477932-25-002813 from Orbit Innovations Group Inc. (CIK 0002041999)

Orbit Innovations Group Inc. (CIK 0002041999)
Date: April 17, 2025 · CIK: 0002041999 · Accession: 0001477932-25-002813

Financial Reporting Regulatory Compliance Offering / Registration Process

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File numbers found in text: 333-283342

Referenced dates: April 15, 2025

Date
April 17, 2025
Author
/s/ Svetlana Belychova
Form
CORRESP
Company
Orbit Innovations Group Inc. (CIK 0002041999)

Letter

Division of Corporation Finance Re: Orbit Innovations Group Inc. Amendment No. 3 to Registration Statement on Form S-1 Filed March 24, 2025 File No. 333-283342

Dear Alyssa Wall,

We received your letter dated April 15, 2025, pursuant to the Securities Exchange Act of 1933, as amended, please find enclosed the Company’s Amendment No. 4 to its Registration Statement on Form S-1, which amends Amendment No. 3 filed on March 24, 2025. Amendment No. 4 reflects the changes made to Amendment No. 3. In addition to the Amended Registration Statement, the Company supplementally responds to all the Commission's comments as follows (the term “our” or “we” as used herein refers to the Company):

Amendment No. 3 to Form S-1 filed March 24, 2025

Unaudited Financial Statements

Statement of Operations, page F-10

1.

We reviewed the revisions made in response to prior comment 3. Your computation of loss per common share of $0.13 for the three months ended December 31, 2024 appears incorrect. In this regard, the denominator in the calculation should use weighted average common shares of 2,544,000. Please revise. In addition, for all periods with a net loss and loss per share please revise to include the amounts in parentheses.

Response: We have revised the computation of loss per common share. We have also revised all applicable periods to present net loss and loss per share amounts in parentheses.

2.

We reviewed the revisions made in response to prior comment 4. Please remove the "From inception (December 7, 2023) - Sep 30, 2024)" statement of operations and statement of cash flows from your unaudited financial statements. Refer to Rule 8-03 of Regulation S-X.

Response: We have removed the unaudited Statements of Operations and Cash Flows for the period from inception (December 7, 2023) to September 30, 2024, in accordance with Rule 8-03 of Regulation S-X.

Sincerely,
/s/ Svetlana Belychova

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CORRESP
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     Orbit Innovations Group Inc.

   (307) 381-0288

 info@orbit-innovations.com

 Vrabci 9, Prague, Czech Republic 18200

 April 17, 2025

 Division of Corporation Finance

 U.S. Securities & Exchange

 Commission 100 F Street, NE

 Washington, D.C. 20549

 www.sec.gov

 Re: Orbit Innovations Group Inc.

 Amendment No. 3 to Registration Statement on Form S-1

 Filed March 24, 2025

 File No. 333-283342

 Dear Alyssa Wall,

 We received your letter dated April 15, 2025, pursuant to the Securities Exchange Act of 1933, as amended, please find enclosed the Company’s Amendment No. 4 to its Registration Statement on Form S-1, which amends Amendment No. 3 filed on March 24, 2025. Amendment No. 4 reflects the changes made to Amendment No. 3. In addition to the Amended Registration Statement, the Company supplementally responds to all the Commission's comments as follows (the term “our” or “we” as used herein refers to the Company):

 Amendment No. 3 to Form S-1 filed March 24, 2025

 Unaudited Financial Statements

 Statement of Operations, page F-10

   1.

   We reviewed the revisions made in response to prior comment 3. Your computation of loss per common share of $0.13 for the three months ended December 31, 2024 appears incorrect. In this regard, the denominator in the calculation should use weighted average common shares of 2,544,000. Please revise. In addition, for all periods with a net loss and loss per share please revise to include the amounts in parentheses.

 Response: We have revised the computation of loss per common share. We have also revised all applicable periods to present net loss and loss per share amounts in parentheses.

   2.

   We reviewed the revisions made in response to prior comment 4. Please remove the "From inception (December 7, 2023) - Sep 30, 2024)" statement of operations and statement of cash flows from your unaudited financial statements. Refer to Rule 8-03 of Regulation S-X.

 Response: We have removed the unaudited Statements of Operations and Cash Flows for the period from inception (December 7, 2023) to September 30, 2024, in accordance with Rule 8-03 of Regulation S-X.

 Sincerely,

       /s/ Svetlana Belychova

   Svetlana Belychova, President