SecProbe.io

CORRESP
 1
 filename1.htm

 Manuel Garciadiaz manuel.garciadiaz@davispolk.com
 Davis Polk & Wardwell llp 450 Lexington Avenue New York, NY 10017

 July 14, 2025

 Re:
 Aura Minerals Inc.

 Amendment No. 4 to Registration Statement on Form F-1

 Filed July 7, 2025

 CIK No. 0001468642

 U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Energy & Transportation
100 F Street, N.E.
Washington, D.C. 20549

 Attn: Jennifer O'Brien

 Shannon Buskirk

 John Coleman

 Cheryl Brown

 Karina Dorin

 Ladies and Gentlemen:

 On behalf of our client, Aura Minerals Inc. (the " Company "),
we are sending this letter further to our letter dated July 11, 2025 (" July 11 Supplemental Letter "), relating to the
Company's responses to the comments provided by the staff of the Division of Corporation Finance and Office of Energy & Transportation
of the U.S. Securities and Exchange Commission relating to the Company's registration statement on Form F-1 (the " Registration
Statement ") contained in the Staff's letter dated July 10, 2025.

 In the July 11 Supplemental Letter, we included as Exhibit A marked
pages to the above referenced Registration Statement reflecting changes to the sections captioned "Capitalization" and "Dilution".
Those changes used the assumed public offering price based upon the trading price of the Company's common shares on the Toronto
Stock Exchange ("TSX") on July 4, 2025, consistent with the cover page of Amendment No. 4 of the Registration Statement. The
Company has updated the Registration Statement to reflect the last reported sales price of its common shares on the TSX on the latest
practicable date, being July 11, 2025. This resulted in corresponding changes in the "Capitalization" and "Dilution"
sections. As such, we are submitting a revised Exhibit A with marked pages to the above referenced Registration Statement on a supplemental
basis in order to facilitate the review by the Staff. The enclosed pages are marked to indicate changes from the Registration Statement
filed on July 7, 2025.

 Please do not hesitate to contact me at 212-450-6095 or manuel.garciadiaz@davispolk.com
if you have any questions regarding the foregoing or if I can provide any additional information.

 Very truly yours,

 /s/ Manuel Garciadiaz

 cc: Rodrigo Barbosa, President and Chief Executive Officer, Aura Minerals Inc.

 Joao Kleber Cardoso, Chief Financial
Officer, Aura Minerals, Inc.

 Thiago Nunes, KPMG Auditores Independentes
Ltda.

 Eduardo Rocha, Grant Thornton Auditores
Independentes Ltda.

 Exhibit A

 F-1 Change
Pages

 July 14, 2025
 2

CORRESP
 1
 filename1.htm

 BofA Securities, Inc.,

 c/o BofA Securities, Inc.

 One Bryant Park

 New York, New York 10036

 Goldman Sachs & Co. LLC,

 c/o Goldman Sachs & Co. LLC

 200 West Street

 New York, New York 10282

 Banco BTG Pactual S.A. – Cayman Branch,

 c/o Banco BTG Pactual S.A. – Cayman Branch

 601 Lexington Avenue, 57th Floor

 New York, New York 10022

 Itau BBA USA Securities, Inc.,

 c/o Itau BBA USA Securities, Inc.

 599 Lexington Avenue, 34th Floor

 New York, New York 10022

 July 14, 2025

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Energy & Transportation

 100 F Street, N.E.

 Washington, D.C. 20549

 Attn: Jennifer O’Brien

 Shannon Buskirk

 John Coleman

 Cheryl Brown

 Karina Dorin

 Re: Aura
 Minerals Inc.

 CIK
 No. 0001468642

 Registration
 Statement on Form F-1 (File No. 333-287864)

 Request
 for Acceleration of Effective Date

 Ladies and Gentlemen:

 Pursuant to Rule 460 of the General Rules and
Regulations under the Securities Act of 1933, as amended (the “ Act ”), we, as Representatives of the several Underwriters
of the offering referred to above, wish to advise you that the Underwriters have distributed as many copies of the preliminary prospectus
dated July 7, 2025 and included in the Registration Statement on Form F-1, as filed on July 7, 2025, to underwriters, dealers, institutions
and others as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

 The undersigned, as Representatives of the several
Underwriters, advise that they have complied and will continue to comply with the requirements of Rule15c2-8 under the Securities Exchange
Act of 1934, as amended.

 In accordance with Rule 461 of the Act, we hereby
join in the request of Aura Minerals Inc. for acceleration of the effective date of the above-named Registration Statement so that it
becomes effective at 2:30 P.M. Eastern Time on July 15, 2025, or as soon thereafter as practicable, or at such later time as Aura Minerals
Inc. or its outside counsel may orally request.

 [Remainder of page intentionally left blank]

 Very truly yours,

 BofA Securities, Inc.

 Goldman Sachs & Co. LLC

 Banco BTG Pactual S.A. –
 Cayman Branch

 Itau BBA USA Securities, Inc.

 As Representatives of the several
 Underwriters listed in
 Schedule A to the Underwriting Agreement

 BofA Securities, Inc.

 By:
 /s/ Fabrizio
 Wittenburg

 Name:
 Fabrizio Wittenburg

 Title:
 Managing Director

 Goldman Sachs & Co. LLC

 By:
 /s/ Carlos
 Mendoza

 Name:
 Carlos Mendoza

 Title:
 Managing Director

 Banco BTG Pactual S.A. – Cayman Branch

 By:
 /s/ Kevin
 Younai

 Name:
 Kevin Younai

 Title:
 Authorized Signatory

 Itau BBA USA Securities, Inc.

 By:
 /s/ Roderick
 Greenlees

 Name:
 Roderick Greenlees

 Title:
 Managing Director

 By:
 /s/ Nathaniel
 Wendling

 Name:
 Nathaniel Wendling

 Title:
 Managing Director

 [Signature Page to Acceleration Request]

CORRESP
 1
 filename1.htm

 July 14, 2025

 VIA EDGAR

 Office of Energy & Transportation
Division of Corporation Finance

 U.S. Securities and Exchange Commission

 100 F Street, NE

 Washington, D.C. 20549

 Attn:
 Jennifer O'Brien

 Shannon Buskirk

 John Coleman

 Cheryl Brown

 Karina Dorin

 Re: Aura Minerals Inc.
Registration Statement on Form F-1, as amended
File No. 333-287864

 Ladies and Gentlemen:

 Pursuant to Rule 461 under the Securities Act
of 1933, as amended, Aura Minerals Inc. (the "Company"), hereby requests that the effective date of the Company's Registration
Statement on Form F-1 (File No. 333-287864) (the "Registration Statement") be accelerated by the Securities and Exchange Commission
so that the Registration Statement will become effective at 2:30 p.m., Eastern Standard Time, on July 15, 2025, or as soon as practicable
thereafter. The Company hereby authorizes Manuel Garciadiaz of Davis Polk & Wardwell LLP, counsel to the Company, to modify or withdraw
this request for acceleration orally. By separate letter, the underwriters of the issuance of the securities being registered join in
this request for acceleration.

 The Company requests that we be notified of such
effectiveness by a telephone call to Mr. Garciadiaz at +1 212 450-6095 and that such effectiveness also be confirmed in writing.

 Very truly yours,

 Aura Minerals Inc.

 By:
 /s/ Joao Kleber Cardoso

 Name:
 Joao Kleber Cardoso

 Title:
 Chief Financial Officer

CORRESP
 1
 filename1.htm

 Manuel Garciadiaz

 manuel.garciadiaz@davispolk.com

 Davis Polk & Wardwell
 llp

 450 Lexington Avenue
 New York, NY 10017

 July 11, 2025

 Re:

 Aura Minerals Inc.

 Amendment No. 4 to Registration Statement on Form F-1

 Filed July 7, 2025

 CIK No. 0001468642

 U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Energy & Transportation
100 F Street, N.E.
Washington, D.C. 20549

 Attn:
 Jennifer O'Brien

 Shannon Buskirk

 John Coleman

 Cheryl Brown

 Karina Dorin

 Ladies and Gentlemen:

 On behalf of our client, Aura Minerals Inc. (the " Company "),
we are submitting as Exhibit A (marked pages to the above referenced Registration Statement reflecting changes principally to the sections
captioned "Capitalization" and "Dilution") to this letter on a supplemental basis in order to facilitate the review
by the Staff. The enclosed pages are marked to indicate changes from the Registration Statement filed on July 7, 2025. In
addition, an updated Exhibit B (previously included in the Company's response letter dated July 10) is included to this letter on
a supplemental basis.

 Please do not hesitate to contact me at 212-450-6095 or manuel.garciadiaz@davispolk.com
if you have any questions regarding the foregoing or if I can provide any additional information.

 Very truly yours,

 /s/ Manuel Garciadiaz

 cc:
 Rodrigo Barbosa, President and Chief Executive Officer, Aura Minerals Inc.

 Joao Kleber Cardoso, Chief Financial Officer, Aura Minerals, Inc.

 Thiago Nunes, KPMG Auditores Independentes Ltda.

 Eduardo Rocha, Grant Thornton Auditores Independentes Ltda.

 Exhibit
A

 F-1 Change Pages

 July 11, 2025 2

 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933. Emerging growth company ց If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 7(a)(2)(B) of the Securities Act. տ † The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Boa rd to its Accounting Standards Codification after April 5, 2012. The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant will file a further amendment which specifically states that this registration statement will thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, as amended, or until the registration statement will become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine. Table of Contents The information in this preliminary prospectus is not complete and may be changed . We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective . This preliminary prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted . SUBJECT TO COMPLETION, DATED JULY 7 11 , 2025 PRELIMINARY PROSPECTUS 8,100,510 Common Shares Aura Minerals Inc. (incorporated in the British Virgin Islands) This is a public offering of common shares of Aura Minerals Inc. We are offering 8,100,510 common shares. Our common shares are listed on the Toronto Stock Exchange, or the “TSX” under the ticker symbol “ORA”, and our Brazilian Depositary Receipts, or “BDRs” (each three BDRs representing one common share) are listed on the Brazilian Stock Exchange ( B3 S.A. — Brasil, Bolsa, Balcão ), or the “B3” under the ticker symbol “AURA33.” On July 4 10 , 2025, the last reported sales price of our common shares on the TSX was C$ 35.27 38.04 per common share (equivalent to approximately US$ 25.92 27.80 per common share based on the exchange rate reported by the Bank of Canada on the same day) and on the B3 was R$ 47.00 51.72 per BDR (equivalent to approximately US$ 8.62 9.33 per BDR using the commercial selling rate for U.S. dollars as reported by the Central Bank of Brazil on the same day). The price per common share in this offering will be determined by reference to the closing price of the common shares on the last TSX trading date prior to the pricing date. We have applied to list our common shares on the Nasdaq Global Select Market under the symbol “AUGO.” We are an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 and, as such, may elect to comply with certain reduced public company reporting requirements.

 July 11, 2025 3

 Voting rights Common shares offered by us The common shares will be entitled to one vote per share. Option to purchase additional common shares 8,100,510 common shares (or 9,315,587 common shares if the underwriters’ option to purchase additional common shares is exercised in full). We have granted the underwriters the right to purchase up to an additional 1,215,077 common shares within 30 days of the date of this prospectus, at the public offering price, less underwriting discounts and commissions, on the same terms as set forth in this prospectus. Use of proceeds Common shares to be outstanding immediately after this offering THE OFFERING This summary highlights information presented in greater detail elsewhere in this prospectus. This summary is not complete and does not contain all the information you should consider before investing in our common shares. You should carefully read this entire prospectus before investing in our common shares including “Risk Factors” and our consolidated financial statements. Issuer Aura Minerals Inc. We estimate that the net proceeds from the sale of our common shares in this offering will be approximately US$192.2 million (or approximately US$221.8 million if the underwriters’ option to purchase additional common shares is exercised in full), based upon the last reported trading price of our common shares on the TSX as set forth on the cover page of this prospectus o n Jul y 4 , 2025 . The principal purposes of this offering are to transfer our principal listing venue to a stock exchange in the United States equity market, which we believe will increase the liquidity of our common shares, as well as strengthen and diversify our shareholder base through broader access to global capital markets. In addition to the listing, we intend to use the net proceeds from the primary offering to continue strengthening our business, which includes (A) funding the component of the upfront cash payment for the MSG Acquisition, upon and subject to closing, and any potential incremental capital expenditures required at MSG, as well as (B) providing incremental liquidity and financial flexibility to support the execution of our current strategic growth initiatives, including, but not limited to: (i) the potential advancement of our current development projects, such as Era Dorada and Matupá, as well as exploration - stage projects, such as Carajás; and (ii) exploration initiatives to expand mineral reserves and resources of our portfolio, and (C) the remainder for general corporate purposes. See “Use of Proceeds” for additional information. Concentration of ownership 82,629,872 common shares (or 83,844,949 common shares if the underwriters’ option to purchase additional common shares is exercised in full). Upon completion of this offering, our executive officers, directors, and existing holders of 5% or more of our common shares will

 July 11, 2025 4

 USE OF PROCEEDS We estimate that the net proceeds to us from the sale of our common shares in this offering will be approximately US$192.2 million, based upon the last reported trading price of our common shares on the TSX as set forth on the cover page of this prospectus o n Jul y 4 , 2025 , and after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us. If the underwriters’ option to purchase additional common shares from us is exercised in full, we estimate that the net proceeds to us would be approximately US$221.8 million, after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us. The principal purposes of this offering are to transfer our principal listing venue to a stock exchange in the United States equity market, which we believe will increase the liquidity of our common shares, as well as strengthen and diversify our shareholder base through broader access to global capital markets. In addition to the listing, we intend to use the net proceeds from the primary offering to continue strengthening our business, which includes approximately: • • US$76 million for funding the component of the upfront cash payment for the MSG Acquisition, upon and subject to closing, and any potential incremental capital expenditures required at MSG, as well as; US$100 million for providing incremental liquidity and financial flexibility to support the execution of our current strategic growth initiatives, including, but not limited to: • • US$90 million for the potential advancement of our current development projects, such as Era Dorada and Matupá, as well as exploration - stage projects, such as Carajás; and US$10 million for exploration initiatives to expand mineral reserves and resources of our portfolio; • the remainder for general corporate purposes. However, other than for the upfront cash payment for the MSG Acquisition, we do not currently have a specific plan with estimated amounts for how we intend to allocate proceeds for each of the identified purposes. While we currently anticipate that we will use the net proceeds from this offering as described above, there may be circumstances where a reallocation of funds is necessary. The amounts and timing of our actual expenditures will depend upon numerous factors, including the factors described under “Risk Factors” in this prospectus, and the occurrence of unforeseen events or changed business conditions could result in the application of the net proceeds of this offering in a manner other than as described above. Accordingly, our management will have flexibility in applying the net proceeds from this offering. An investor will not have the opportunity to evaluate the economic, financial or other information on which we base our decisions on how to use the proceeds. Pending our use of the net proceeds from this offering, we intend to invest the net proceeds in a variety of capital preservation investments, including but not limited to short - term, investment - grade, interest - bearing instruments and U.S. government securities. No assurance can be given that we will invest the net proceeds from this offering in a manner that produces income or that does not result in a loss in value. 65 Table of Contents DIVIDEND AND DIVIDEND POLICY Our dividend policy, or the “Dividend Policy,” is to declare a quarterly dividend based on 20% of our estimated Adjusted EBITDA less sustaining capital expenditures and exploration capital expenditures, in each case for such quarter, payable as cash dividends to holders of our common shares. We expect to declare and pay dividends four times each year, based on the results for the prior quarter, with a record date that is no less than seven business days after the date of the press release announcing our financial results for each calendar quarter.

 July 11, 2025 5

 As Further Adjusted (for payment of dividends, issuance of shares , partial repayment o f certain indebtedness and this offering) (in US$ millions) • as further adjusted, to give effect to the aggregate amount of US$29.8 million in dividends declared on May 5, 2025 and paid to our shareholders on May 20, 2025 and to the issuance of 1,218,822 common shares on April 15, 2025 for an aggregate amount havin g a fai r value of US$22.8 million ; fo r th e partial repayment of US$14.0 million of certain indebtedness incurred in connection with our acquisition of Bluestone ; and • as further adjusted, to give effect to the aggregate amount of US$29.8 million in dividends declared on May 5, 2025 and paid to our shareholders on May 20, 2025, to the issuance of 1,218,822 common shares on April 15, 2025 for an aggregate amount havin g a fai r value of US$22.8 million fo r th e partial repayment of US$14.0 million of certain indebtedness incurred in connection with our acquisition of Bluestone , and the estimated net proceeds from this offering in the amount of US$192.2 million from the sale and issuance by us of 8,100,510 common shares in this offering, based upon the assumed public offering price of US$25.92, which is based upon the last reported trading price of our common shares on the TSX as set forth on the cover page of this prospectus o n Jul y 4 , 2025 , and after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us, and assuming no exercise of the underwriters’ option to purchase additional common shares. The as adjusted information set forth in the table below is illustrative only and will be adjusted based on the actual public offering price and other terms of this offering determined at pricing. You should read this table together with our consolidated financial statements and related notes, and the sections titled “Selected Consolidated Financial and Other Data” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” that are included elsewhere in this prospectus. As of March 31, 2025 As Further Adjusted (for payment of dividends , and issuance of shares an d partial A s Adjuste d repay m ent (for payment o f certain Actua l o f dividends ) indebtedness ) (1) Each US$1.00 increase (decrease) in the offering price per common share would increase (decrease) our total capitalization and total equity by US$7.6 million (assuming the option to purchase additional common shares is not exercised). (2) Total capitalization is the sum of our current loans and debentures, non - current loans and debentures and shareholders’ equity. Other than as set forth above, there have been no material changes to our capitalization since March 31, 2025. 67 Table of Contents 100.9 86.9 100.9 86.9 100.9 100.9 Loans and debentures (current) 366.8 366.8 366.8 366.8 Loans and debentures (non - current) 325.1 132.9 110.1 139.9 Total shareholders’ equity 792.8 778.8 600.6 586.6 577.8 607.6 Total capitalization (1)(2)

 July 11, 2025 6

 US $ 1.96 2.03 Pro forma net tangible book value per share as of March 31, 2025 (after giving effect to the dividends declared and paid in May 2025 and the shares issued in April 2025, each as described above) Pro forma as adjusted net tangible book value per share immediately after this offering (after giving effect to the dividends declared and paid in May 2025 and the shares issued in April 2025, each as described above) US $ 5.65 3.93 US $ 3.69 1.78 DILUTION If you invest in our common shares in this offering, your ownership interest will be diluted to the extent of the difference between the public offering price per common shares and the pro forma as adjusted net tangible book value per common shares immediately after this offering. Net tangible book value dilution per share to new investors represents the difference between the amount per share paid by purchasers of our common shares in this offering and the pro forma as adjusted net tangible book value per common shares immediately after completion of this offering. Net tangible book value per share is determined by dividing our total assets (excluding goodwill and other intangible assets) less our total liabilities by the number of our shares outstanding. Our historical net tangible

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 July 10, 2025

Rodrigo Barbosa
Chief Executive Officer
Aura Minerals Inc.
c/o Aura Technical Services Inc.
3390 Mary St, Suite 116
Coconut Grove, FL 33133

 Re: Aura Minerals Inc.
 Amendment No. 4 to Registration Statement on Form F-1
 Filed July 7, 2025
 File No. 333-287864
Dear Rodrigo Barbosa:

 We have reviewed your amended registration statement and have the
following
comments.

 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.

Amendment No. 4 to Registration Statement on Form F-1
Capitalization, page 67

1. We note the As Further Adjusted columns give effect to the issuance of
1,218,822
 common shares on April 15, 2025 for an aggregate amount of $22.8
million. We also
 note disclosure in your footnotes on page F-14 and on page II-1 that
this issuance was
 for "partial repayment of certain indebtedness incurred in connection
with our
 acquisition of Bluestone." Based on this disclosure, please tell us your
consideration
 of reducing the Loans and debentures lines for the amount of repaid
debt.
 July 10, 2025
Page 2
Dilution, page 68

2. Please tell us how you computed historical and pro forma as adjusted net
tangible
 book value and the associated per share amounts as of March 31, 2025.
Reconcile the
 amounts used in your calculation to the historical balance sheet as of
March 31, 2025.
 As part of your response, tell us how you adjusted for the partial debt
repayment from
 the issuance of shares on April 15, 2025.

 Please contact Jennifer O'Brien at 202-551-3721 or Shannon Buskirk at
202-551-
3717 if you have questions regarding comments on the financial statements and
related
matters. You may contact John Coleman at 202-551-3610 with questions regarding
engineering comments. Please contact Cheryl Brown at 202-551-3905 or Karina
Dorin at
202-551-3763 with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Energy &
Transportation
cc: Manuel Garciadiaz
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 Manuel Garciadiaz

 manuel.garciadiaz@davispolk.com

 Davis Polk & Wardwell llp

 450 Lexington Avenue
 New York, NY 10017

 July 10, 2025

 Re:

 Aura Minerals Inc.

 Amendment No. 4 to Registration Statement on Form F-1
 Filed July 7, 2025

 CIK No. 0001468642

 U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Energy & Transportation
100 F Street, N.E.
Washington, D.C. 20549

 Attn: Jennifer O'Brien

 Shannon Buskirk

 John Coleman

 Cheryl Brown

 Karina Dorin

 Ladies and Gentlemen:

 On behalf of our client, Aura Minerals Inc. (the " Company "),
this letter sets forth the Company's responses to the comments provided by the staff (the " Staff ") of the Division
of Corporation Finance and Office of Energy & Transportation of the U.S. Securities and Exchange Commission (the " Commission ")
relating to the Company's registration statement on Form F-1 (the " Registration Statement ") contained in the
Staff's letter dated July 10, 2025 (the " Comment Letter "). We are submitting as Exhibit A (marked pages to the
above referenced Registration Statement reflecting changes to the sections captioned "Capitalization" and "Dilution")
to this letter on a supplemental basis in order to facilitate the review by the Staff. The enclosed pages are marked to indicate
changes from the Registration Statement filed on July 7, 2025.

 For the convenience of the Staff, each comment from the Comment Letter
is restated in italics prior to the Company's response to such comment. All references to page numbers and captions (other than
those in the Staff's comments) correspond to pages and captions in the Registration Statement.

 Amendment No. 4 to Registration Statement on Form F-1

 Capitalization, page 67

 1. We note the As Further Adjusted columns
give effect to the issuance of 1,218,822 common shares on April 15, 2025 for an aggregate amount of $22.8 million. We also note disclosure
in your footnotes on page F-14 and on page II-1 that this issuance was for "partial repayment of certain indebtedness incurred in
connection with our acquisition of Bluestone." Based on this disclosure, please tell us your consideration of reducing the Loans
and debentures lines for the amount of repaid debt.

 Response: The Company respectfully acknowledges
the Staff's comment and has revised the disclosure on page 67 of the Registration Statement in response to reflect the partial repayment
of US$14.0 million of certain current indebtedness in connection with the Bluestone acquisition. In the revised disclosure, the loans
and debentures (current) line was reduced by US$14.0 million in the applicable As Further Adjusted columns.

 Please note that, in connection with the execution of
a term sheet on February 7, 2025, the parties agreed to the issuance of 1,218,822 common shares in consideration for the repayment of
US$14.0 million of debt. The closing stock price reported on the Toronto Stock Exchange ("TSX") on such date was C$21.30 per
share (approximately US$14.89 per share, converted to U.S. dollars based on the exchange rate reported by the Bank of Canada on the same
day). As of the date of the issuance of the common shares on April 15, 2025 and the repayment of the referenced debt, the aggregate fair
value of the common shares was US$22.8 million, based on the closing stock price reported on TSX on the immediately prior trading date
of C$25.93 per share (approximately US$18.68 per share, converted to U.S. dollars based on the exchange rate reported by the Bank of Canada
on the same day).

 Dilution, page 68

 2. Please tell us how you computed historical
and pro forma as adjusted net tangible book value and the associated per share amounts as of March 31, 2025. Reconcile the amounts used
in your calculation to the historical balance sheet as of March 31, 2025. As part of your response, tell us how you adjusted for the partial
debt repayment from the issuance of shares on April 15, 2025.

 Response: The Company respectfully acknowledges
the Staff's comment and has revised the disclosure on page 68 of the Registration Statement in response. The Company has corrected
an error in the March 31, 2025 tangible book value included in the "Dilution" section of the Registration Statement. The correct
amount is US$139.9 million, which is calculated as the total assets of US$1,139.0 million less total liabilities of US$999.1 million reflected
in the March 31, 2025 statement of financial position of the Company. Based on the number of issued and outstanding common shares of 73,310,540
on March 31, 2025, the tangible book value per share was US$1.88 per share. The revised pro forma as adjusted net tangible book value
as of March 31, 2025 is

 July 10, 2025 2

 US$146.9 million, or US$1.97 per share, after giving
effect to the aggregate amount of US$29.8 million in dividends declared on May 5, 2025 and paid to the Company's shareholders on
May 20, 2025 and the issuance of 1,218,822 common shares on April 15, 2025 for an aggregate amount of US$22.8 million, including a corresponding
decrease in our loans and debentures (current) of US$14.0 million.

 A more detailed calculation is included as Exhibit B
to this letter on a supplemental basis in order to facilitate the review by the Staff.

 * * *

 Please do not hesitate to contact me at 212-450-6095 or manuel.garciadiaz@davispolk.com
if you have any questions regarding the foregoing or if I can provide any additional information.

 Very truly yours,

 /s/ Manuel Garciadiaz

 cc: Rodrigo Barbosa, President and Chief Executive Officer, Aura Minerals Inc.

 Joao Kleber Cardoso, Chief Financial
Officer, Aura Minerals, Inc.

 Thiago Nunes, KPMG Auditores Independentes
Ltda.

 Eduardo Rocha, Grant Thornton Auditores
Independentes Ltda.

 July 10, 2025 3

 Exhibit A

 F-1 Change Pages

 July 10, 2025 4

 Capitalization

 The following
table sets forth our total capitalization, defined as our current loans and debentures, non-current loans and debentures and our shareholders'
equity and total capitalization as of March 31, 2025 as follows:

 • on an actual basis;

 • as adjusted, to give effect to the aggregate amount of US$29.8
million in dividends declared on May 5, 2025 and paid to our shareholders on May 20, 2025;

 • as further adjusted, to give effect to the aggregate amount
of US$29.8 million in dividends declared on May 5, 2025 and paid to our shareholders on May 20, 2025 and to the issuance of 1,218,822
common shares on April 15, 2025 for an aggregate amount having
a fair value of US$22.8 million ; for
the partial repayment of US$14.0 million of certain indebtedness incurred in connection with our acquisition of Bluestone; and

 • as further adjusted, to give effect to the aggregate amount
of US$29.8 million in dividends declared on May 5, 2025 and paid to our shareholders on May 20, 2025, to the issuance of 1,218,822 common
shares on April 15, 2025 for an aggregate amount having
a fair value of US$22.8 million ; for
the partial repayment of US$14.0 million of certain indebtedness incurred in connection with our acquisition of Bluestone , and
the estimated net proceeds from this offering in the amount of US$192.2 million from the sale and issuance by us of 8,100,510 common
shares in this offering, based upon the assumed public offering price of US$25.92, which is based upon the last reported trading price
of our common shares on the TSX as set forth on the cover page of this prospectus, and after deducting estimated underwriting discounts
and commissions and estimated offering expenses payable by us, and assuming no exercise of the underwriters' option to purchase
additional common shares.

 The as
adjusted information set forth in the table below is illustrative only and will be adjusted based on the actual public offering price
and other terms of this offering determined at pricing. You should read this table together with our consolidated financial statements
and related notes, and the sections titled "Selected Consolidated Financial and Other Data" and "Management's
Discussion and Analysis of Financial Condition and Results of Operations" that are included elsewhere in this prospectus.

 As of March 31, 2025

 Actual

 As Adjusted
(for payment
of dividends)

 As Further
Adjusted ‎
(for payment
of dividends and , issuance
of shares and partial repayment of certain indebtedness )‎

 As Further
Adjusted ‎
(for payment
of dividends,
issuance of
shares , partial repayment of certain indebtedness and this
offering)

 (in US$ millions)‎

 Loans and debentures (current)

 100.9

 100.9

 100.9 86.9

 100.9 86.9

 Loans and debentures (non-current)

 366.8

 366.8

 366.8

 366.8

 Total shareholders' equity

 139.9

 110.1

 132.9

 325.1

 Total capitalization (1)(2)

 607.6

 577.8

 600.6 586.6

 792.8 778.8

 ____________

 (1) Each US$1.00 increase (decrease) in the offering price per common
share would increase (decrease) our total capitalization and total equity by US$7.6 million (assuming the option to purchase additional
common shares is not exercised).

 (2) Total capitalization is the sum of our current loans and debentures,
non-current loans and debentures and shareholders' equity.

 Other
than as set forth above, there have been no material changes to our capitalization since March 31, 2025.

 July 10, 2025 5

 Dilution

 If you invest in our common shares in this offering,
your ownership interest will be diluted to the extent of the difference between the public offering price per common shares and the pro
forma as adjusted net tangible book value per common shares immediately after this offering. Net tangible book value dilution per share
to new investors represents the difference between the amount per share paid by purchasers of our common shares in this offering and the
pro forma as adjusted net tangible book value per common shares immediately after completion of this offering.

 Net tangible book value per share is determined by
dividing our total assets (excluding goodwill and other intangible assets) less our total liabilities by the number of our shares outstanding.
Our historical net tangible book value as of March 31, 2025 was US$ 281.68 139.9
million, or US$ 3.78 1.88
per share. Our pro forma as adjusted net tangible book value as of March 31, 2025 was US$ 274.67 146.9
million, or US$ 3.69 1.97
per share, based on the total number of common shares outstanding as of March 31, 2025, after giving effect to the aggregate amount
of US$29.8 million in dividends declared on May 5, 2025 and paid to our shareholders on May 20, 2025 and the issuance of 1,218,822 common
shares on April 15, 2025 for an aggregate amount having
a fair value of US$22.8 million for the partial repayment of US$14.0
million of certain indebtedness incurred in connection with our acquisition of Bluestone .

 After giving effect to the sale by us of 8,100,510
common shares in this offering at the assumed public offering price based upon the last reported trading price of our common shares on
the TSX as set forth on the cover page of this prospectus, and after deducting estimated underwriting discounts and commissions and estimated
offering expenses payable by us and giving effect to (i) the aggregate amount of US$29.8 million in dividends declared on May 5, 2025
and paid to our shareholders on May 20, 2025 and (ii) the issuance of 1,218,822 common shares on April 15, 2025 for an aggregate amount
of US$22.8 million, our pro forma as adjusted net tangible book value as of March 31, 2025 would have been US$ 466.83 339.0
million, or US$ 5.65 4.10
per share. This represents an immediate increase in pro forma net tangible book value of US$ 1.96 2.13
per share to our existing shareholders and an immediate dilution in pro forma net tangible book value of US$ 23.96 23.79
per share to investors purchasing common shares in this offering at the assumed public offering price.

 The following table illustrates this dilution to
new investors purchasing common shares in this offering:

 Assumed public offering price per share

 US$
 25.92

 Pro forma net tangible book value per share as of March 31, 2025 (after giving effect to the dividends declared and paid in May 2025 and the shares issued in April 2025, each as described above)

 US$
 3.69 1.97

 Increase in pro forma net tangible book value per share attributable to new investors purchasing common shares in this offering

 US$
 1.96 2.13

 Pro forma as adjusted net tangible book value per share immediately after this offering (after giving effect to the dividends declared and paid in May 2025 and the shares issued in April 2025, each as described above)

 US$
 5.65 4.10

 Dilution in pro forma net tangible book value per common share to new investors in this offering

 US$
 23.96 23.79

 Each US$1.00 increase or decrease in the assumed
public offering price based upon the last reported trading price of our common shares on the TSX as set forth on the cover page of this
prospectus, would increase or decrease, as applicable, our pro forma as adjusted net tangible book value per share to new investors by
US$0.09, and would increase or decrease, as applicable, dilution per share to new investors purchasing common shares in this offering
by US$0.09, assuming that the number of shares offered by us, as set forth on the cover page of this prospectus, remains the same and
after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us. Similarly, each increase
or decrease of 1.0 million shares in the number of common shares offered by us would increase or decrease, as applicable, our pro
forma as adjusted net tangible book value by approximately US$0.29 per share and increase or decrease, as applicable, the dilution to
new investors purchasing common shares in this offering by US$0.29 per share, assuming the assumed public offering price remains the same,
and after deducting underwriting discounts and commissions and estimated offering expenses payable by us.

 If the underwriters' option to purchase additional
common shares from us is exercised in full, the pro forma as adjusted net tangible book value per share of our common shares, as adjusted
to give effect to this offering, would be US$ 5.92 4.40
per share, and the dilution in pro forma net tangible book value per share to new investors purchasing common shares in this offering
would be US$ 23.69 23.50
per common share.

 July 10, 2025 6

 Exhibit B

 Net Tangible Book Value

 As of March 31, 2025

 US$ million

 Total Assets
 1,139

 (-) Goodwill
 0

 (-) Other Intangible Assets
 0

 (-) Total Liabilities
 999

 Net Tangible Book Value
 140

 Number of Common Shares
 73,310,540

 Net Tangible Book Value per Share (US$)
 1.88

 After Dividends and

 April Share Issuance

 US$ million

 Total Assets (1,139 minus 29.8 (dividend) plus 22.8 (April share issuance))
 1,132

 (-) Goodwill
 0

 (-) Other Intangible Assets
 0

 (-) Total Liabilities (999 minus 14)
 985

 Net Tangible Book Value
 147

 Number of Common Shares (73,310,540 plus 1,218,822)
 74,529,362

 Net Tangible Book Value per Share (US$)
 1.97

 Pro forma (Base)

 US$ million

 Total Assets (1,132 plus 192 (net proceeds))
 1,324

 (-) Goodwill
 0

 (-) Other Intangible Assets
 0

 (-) Total Liabilities
 985

 Net Tangible Book Value
 339

 Number of Common Shares (74,529,362 plus 8,100,510)
 82,629,872

 Net Tangible Book Value per Share (US$)
 4.10

 Immediate Increase (US$/share)
 2.13

 Dilution to new shareholders (US$/share)
 23.79

 July 10, 2025 7

CORRESP
 1
 filename1.htm

 Manuel Garciadiaz

 manuel.garciadiaz@davispolk.com
 Davis Polk & Wardwell llp

 450 Lexington Avenue
New York, NY 10017

 July 7, 2025

 Re:

 Aura Minerals Inc.
 Registration Statement on Form F-1
 Filed June 6, 2025
 CIK No. 0001468642

 U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Energy & Transportation
100 F Street, N.E.
Washington, D.C. 20549

 Attn:
 Craig Arakawa

 Shannon Buskirk

 John Coleman

 Cheryl Brown

 Karina Dorin

 Ladies and Gentlemen:

 On behalf of our client, Aura Minerals Inc. (the " Company "),
this letter sets forth the Company's responses to the comments provided by the staff (the " Staff ") of the Division
of Corporation Finance and Office of Energy & Transportation of the U.S. Securities and Exchange Commission (the " Commission ")
relating to the Company's registration statement on Form F-1 (the " Registration Statement ") contained in the
Staff's letter dated June 26, 2025 (the " Comment Letter "). In response to the comment set forth in the Comment
Letter, the Company has revised the Registration Statement and is filing concurrently with this letter, on a public basis via EDGAR, a
revised registration statement on Form F-1, which reflects these revisions and certain additional updates and clarifies certain other
information.

 For the convenience of the Staff, each comment from the Comment Letter
is restated in italics prior to the Company's response to such comment. All references to page numbers and captions (other than
those in the Staff's comments) correspond to pages and captions in the Form F-1.

 Amendment No. 4 to Registration Statement on Form F-1
Exhibits

 1. Please
have counsel revise its opinion filed as Exhibit 5.1 to reflect the number of common shares to be offered, including any over-allotment.
In addition, we note counsel's statements that it has "not examined any other documents, official or corporate records or external
or internal registers" other than the documents listed in Schedule 1. Counsel must examine all documents necessary to render the
required opinions. Please have counsel include a statement that counsel has examined the enumerated documents and any other materials
necessary and appropriate for counsel to render the required opinions.

 Response: The Company respectfully acknowledges
the Staff's comment and has filed a revised opinion of counsel as Exhibit 5.1 reflecting the number of common shares to be issued
(including any over-allotment) and including a statement that counsel has examined all the documents which it considers necessary and
appropriate for the matters set out in the legal opinion.

 * * *

 July 7, 2025 2

 Please do not hesitate to contact me at 212-450-6095 or manuel.garciadiaz@davispolk.com
if you have any questions regarding the foregoing or if I can provide any additional information.

 Very truly yours,

 /s/ Manuel Garciadiaz

 cc: Rodrigo Barbosa, President and Chief Executive Officer, Aura
Minerals Inc.

 Joao Kleber Cardoso, Chief Financial
Officer, Aura Minerals, Inc.

 Thiago Nunes, KPMG Auditores
Independentes Ltda.

 Eduardo Rocha, Grant Thornton
Auditores Independentes Ltda.

 July 7, 2025 3

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 June 26, 2025

Rodrigo Barbosa
Chief Executive Officer
Aura Minerals Inc.
c/o Aura Technical Services Inc.
3390 Mary St, Suite 116
Coconut Grove, FL 33133

 Re: Aura Minerals Inc.
 Amendment No. 3 to Registration Statement on Form F-1
 Filed June 23, 2025
 File No. 333-287864
Dear Rodrigo Barbosa:

 We have reviewed your amended registration statement and have the
following
comment.

 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.

Amendment No. 3 to Registration Statement on Form F-1
Exhibits

1. Please have counsel revise its opinion filed as Exhibit 5.1 to reflect
the number of
 common shares to be offered, including any over-allotment. In addition,
we note
 counsel's statements that it has "not examined any other documents,
official or
 corporate records or external or internal registers" other than the
documents listed in
 Schedule 1. Counsel must examine all documents necessary to render the
required
 opinions. Please have counsel include a statement that counsel has
examined the
 enumerated documents and any other materials necessary and appropriate
for counsel
 to render the required opinions.
 June 26, 2025
Page 2

 Please contact Shannon Buskirk at 202-551-3717 or Craig Arakawa at
202-551- 3650
if you have questions regarding comments on the financial statements and
related matters.
You may contact John Coleman at 202-551-3610 with questions regarding
engineering
comments. Please contact Cheryl Brown at 202-551-3905 or Karina Dorin at
202-551-3763
with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Energy &
Transportation
cc: Manuel Garciadiaz
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 Manuel Garciadiaz
 manuel.garciadiaz@davispolk.com
 Davis Polk & Wardwell llp
 450 Lexington Avenue New York, NY 10017

 June 23, 2025

 Re:
 Aura
 Minerals Inc.
 Registration
 Statement on Form F-1
 Filed
 June 6, 2025
 CIK
 No. 0001468642

 U.S.
Securities and Exchange Commission
Division of Corporation Finance
Office of Energy & Transportation
100 F Street, N.E.
Washington, D.C. 20549

 Attn:
 Craig Arakawa

 Shannon Buskirk

 John Coleman

 Cheryl Brown

 Karina Dorin

 Ladies
and Gentlemen:

 On
behalf of our client, Aura Minerals Inc. (the " Company "), this letter sets forth the Company's responses to
the comments provided by the staff (the " Staff ") of the Division of Corporation Finance and Office of Energy &
Transportation of the U.S. Securities and Exchange Commission (the " Commission ") relating to the Company's registration
statement on Form F-1 (the " Registration Statement ") contained in the Staff's letter dated June 20, 2025 (the
" Comment Letter "). In response to the comments set forth in the Comment Letter, the Company has revised the Registration
Statement and is filing concurrently with this letter, on a public basis via EDGAR, a revised registration statement on Form F-1, which
reflects these revisions and certain additional updates and clarifies certain other information.

 For
the convenience of the Staff, each comment from the Comment Letter is restated in italics prior to the Company's response to such
comment. All references to page numbers and captions (other than those in the Staff's comments) correspond to pages and captions
in the Form F-1.

 Registration
Statement on Form F-1 Prospectus Summary

 Ability
and commitment to deliver cash generation and high return on capital, page 9

 1. In
 response to prior comment 3, we note you included comparisons to both the median and the
 average of the Top 5 Gold Mining Companies for each measure presented. However, it remains
 unclear why the median provides a meaningful comparison with your results. In your response,
 please tell us why you believe the median provides an investor with a useful comparison with
 your results and support why both the average and the median should continue to be presented.
 In the alternative, revise to remove the median from your presentation.

 Response:
The Company respectfully acknowledges the Staff's comment and has removed the comparisons on pages 8 and 128 of the Registration
Statement in response.

 2. In
 response to prior comment 4, we note the revised disclosure in footnotes (5) through (7)
 describes how the Adjusted EBITDA, AISC, and Cash Conversion measures for each of the Top
 5 Gold Mining Companies were calculated. Based on the revised disclosures, it does not appear
 that these measures are calculated consistently among all companies discussed, including
 Aura. As a result of this inconsistency, the disclosure and comparison of your calculation
 of each measure with the Top 5 Gold Mining Companies appears confusing and their usefulness
 to an investor unclear. For each measure, provide us with a separate analysis that supports
 your view that these comparisons are appropriate and meaningful to an investor. In the alternative,
 revise to remove these comparisons from your presentation.

 Response:
The Company respectfully acknowledges the Staff's comment and has removed the comparisons on pages 8 and 128 of the Registration
Statement in response.

 3. We
 note in your calculation of the average of Operating Income CAGR 22-24 for the Top 5 Gold
 Mining Companies, you exclude two companies because they present outlier amounts that make
 inclusion within the comparison not meaningful. Please remove the adjusted calculated percentage
 of 63% as it is not representative of the Top 5 Gold Mining Companies and revise footnote
 (4) to the extent you discuss the adjusted calculated percentage.

 Response:
The Company respectfully acknowledges the Staff's comment and has removed the comparisons on pages 8 and 128 of the Registration
Statement in response.

 June 23, 2025 2

 Prospectus
Summary, page 13

 4. We
 note that you have included NI 43-101 estimates on pages 12 and 133 with respect to your
 Borborema and Matupá feasibilty studies, rather than S-K 1300 estimates. Please advise.

 Response:
The Company respectfully acknowledges the Staff's comment and has revised the disclosure on pages 10 and 129 of the Registration
Statement in response to remove reference to NI 43-101 and instead use estimates based on the S-K 1300 technical report summaries filed
with the Registration Statement.

 5. We
 note you have disclosed historical estimates of resources and reserves on page 13 related
 to your June 2, 2025 acquisition of Mineração Serra Grande S.A. Please revise
 to remove historical estimates and only disclose current estimates of resources and reserves
 that have been prepared under S-K 1300 definitions and requirements.

 Response:
The Company respectfully acknowledges the Staff's comment and has revised the disclosure on page 11 of the Registration Statement
in response in order to remove historical estimates of resources and reserves relating to the acquisition of Mineração
Serra Grande S.A.

 6. Please
 revise to include mineral property disclosure for the properties associated with the Mineração
 Serra Grande S.A. acquisition. Please refer to Item 1303(a)(1)(i) and Item 1304 (a)(1)(i)
 of Regulation S-K regarding the requirement to include mineral property disclosure for properties
 that you own or in which you have, or it is probable that you will have, a direct or indirect
 economic interest.

 Response:
The Company respectfully acknowledges the Staff's comment and has revised the disclosure on pages 11, 140, 229 and 230 of the Registration Statement in response to add the disclosure required by Item 1303(a)(1)(i) as applicable. In relation
to disclosure required by Item 1304(a)(1)(i), the Company does not consider Mineração Serra Grande to be material to its
business or financial condition under S-K 1300.

 In
particular, as set out in Item 1301(c) of S-K 1300, the Company has considered both quantitative and qualitative factors, assessed in
the context of the Company's overall business and financial condition and concluded that Serra Grande is not material to its overall
business at this time. For instance:

 ● Relative
 Financial Impact : The purchase price of Serra Grande is approximately $76 million plus
 deferred consideration equivalent to 3% of net smelter returns, which is a modest purchase
 relative to the Company's market capitalization (of roughly US$2 billion).

 ● Nature
 of Mineral Inventory : The vast majority of the minerals at Serra Grande are considered
 to be inferred mineral resources or non-mineable measured and indicated mineral resources,
 therefore not constituting mineral reserves. As such, the Company expects that much of the
 minerals at the mine it is acquiring do not meet the threshold for economic viability under
 current conditions, and there is no assurance that these resources will be converted into
 reserves in the future, even if there is meaningful additional investment by the Company,
 investment which has not been budgeted by the Company at this time.

 June 23, 2025 3

 ● Stage
 of Development and Strategic Plans : Following the acquisition, Serra Grande is not expected
 to be relied upon as a material source of cash flow or future development capital. The mine's
 peak production was in 2006 and its annual production has been steadily declining in recent
 years. Although the Company believes that there may be potential for the mine in the future,
 decisions on additional investment and exploration activities to unlock any such potential
 at this mine have not yet been made, and will be considered among a range of investment opportunities,
 such as the Company's existing mines and development projects. The Company will periodically
 reassess the materiality of the mine to its business and financial condition and reflect
 any changes in future filings as appropriate.

 Mining
Properties, page 224

 7. Please
 revise the description of the Era Dorada project to refer to the property as an exploration
 stage property, consistent with the definitions under Item 1300 of Regulation S-K.

 Response:
The Company respectfully acknowledges the Staff's comment and has revised the disclosure on pages 3, 5, 70, 117, 119, 122, and
139, 140 and 220 of the Registration Statement in response in order to clarify the Era Dorada project is an exploration stage property.

 Item
8. Exhibits and Financial Statement Schedules 96.7, page II-1

 8. We
 note that you have included an optional economic analysis in your Era Dorada Gold Project
 technical report summary. Please consult with your qualified person and file a revised report
 that includes the entire life of mine discounted cash flow analysis, consistent with Item
 601(b)(96)(iii)(B)(19)(ii) of Regulation S-K.

 Response:
The Company respectfully acknowledges the Staff's comment and has revised the disclosure on page 16, table 1-6 and pages 223-225,
item 19.13 of Exhibit 96.7 which is being refiled with the Registration Statement in response.

 *
* *

 June 23, 2025 4

 Please
do not hesitate to contact me at 212-450-6095 or manuel.garciadiaz@davispolk.com if you have any questions regarding the foregoing or
if I can provide any additional information.

 Very
truly yours,

 /s/
Manuel Garciadiaz

 cc: Rodrigo
 Barbosa, President and Chief Executive Officer, Aura Minerals Inc.

 Joao
Kleber Cardoso, Chief Financial Officer, Aura Minerals, Inc.

 Thiago
Nunes, KPMG Auditores Independentes Ltda.

 Eduardo
Rocha, Grant Thornton Auditores Independentes Ltda.

 June 23, 2025 5

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 June 20, 2025

Rodrigo Barbosa
Chief Executive Officer
Aura Minerals Inc.
c/o Aura Technical Services Inc.
3390 Mary St, Suite 116
Coconut Grove, FL 33133

 Re: Aura Minerals Inc.
 Registration Statement on Form F-1
 Filed June 6, 2025
 File No. 333-287864
Dear Rodrigo Barbosa:

 We have reviewed your registration statement and have the following
comments.

 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, references to prior comments are to our June 3, 2025 letter.

Registration Statement on Form F-1
Prospectus Summary
Ability and commitment to deliver cash generation and high return on capital,
page 9

1. In response to prior comment 3, we note you included comparisons to both
the median
 and the average of the Top 5 Gold Mining Companies for each measure
presented.
 However, it remains unclear why the median provides a meaningful
comparison with
 your results. In your response, please tell us why you believe the
median provides an
 investor with a useful comparison with your results and support why both
the average
 and the median should continue to be presented. In the alternative,
revise to remove
 the median from your presentation.
2. In response to prior comment 4, we note the revised disclosure in
footnotes (5)
 through (7) describes how the Adjusted EBITDA, AISC, and Cash Conversion
 June 20, 2025
Page 2

 measures for each of the Top 5 Gold Mining Companies were calculated.
Based on
 the revised disclosures, it does not appear that these measures are
calculated
 consistently among all companies discussed, including Aura. As a result
of this
 inconsistency, the disclosure and comparison of your calculation of each
measure with
 the Top 5 Gold Mining Companies appears confusing and their usefulness
to an
 investor unclear. For each measure, provide us with a separate analysis
that supports
 your view that these comparisons are appropriate and meaningful to an
investor. In the
 alternative, revise to remove these comparisons from your presentation.
3. We note in your calculation of the average of Operating Income CAGR
22-24 for the
 Top 5 Gold Mining Companies, you exclude two companies because they
present
 outlier amounts that make inclusion within the comparison not
meaningful. Please
 remove the adjusted calculated percentage of 63% as it is not
representative of the
 Top 5 Gold Mining Companies and revise footnote (4) to the extent you
discuss the
 adjusted calculated percentage.
Prospectus Summary, page 13

4. We note that you have included NI 43-101 estimates on pages 12 and 133
with respect
 to your Borborema and Matup feasibilty studies, rather than S-K 1300
estimates.
 Please advise.
5. We note you have disclosed historical estimates of resources and
reserves on page
 13 related to your June 2, 2025 acquisition of Minera o Serra Grande
S.A. Please
 revise to remove historical estimates and only disclose current
estimates of resources
 and reserves that have been prepared under S-K 1300 definitions and
requirements.
6. Please revise to include mineral property disclosure for the properties
associated with
 the Minera o Serra Grande S.A. acquisition. Please refer to Item
1303(a)(1)(i) and
 Item 1304 (a)(1)(i) of Regulation S-K regarding the requirement to
include mineral
 property disclosure for properties that you own or in which you have, or
it is probable
 that you will have, a direct or indirect economic interest.
Mining Properties, page 224

7. Please revise the description of the Era Dorada project to refer to the
property as an
 exploration stage property, consistent with the definitions under Item
1300 of
 Regulation S-K.
Item 8. Exhibits and Financial Statement Schedules
96.7, page II-1

8. We note that you have included an optional economic analysis in your Eva
Dorada
 Gold Project technical report summary. Please consult with your
qualified person and
 file a revised report that includes the entire life of mine discounted
cash flow analysis,
 consistent with Item 601(b)(96)(iii)(B)(19)(ii) of Regulation S-K.
 June 20, 2025
Page 3

 We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence
of action by the staff.

 Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

 Please contact Shannon Buskirk at 202-551-3717 or Craig Arakawa at
202-551- 3650
if you have questions regarding comments on the financial statements and
related matters.
You may contact John Coleman at 202-551-3610 with questions regarding
engineering
comments. Please contact Cheryl Brown at 202-551-3905 or Karina Dorin at
202-551-3763
with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Energy &
Transportation
cc: Manuel Garciadiaz
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 Manuel Garciadiaz

 manuel.garciadiaz@davispolk.com

 Davis Polk & Wardwell llp
 450 Lexington Avenue
 New York, NY 10017

 June 6, 2025

 Re:

 Aura Minerals Inc.
 Draft Registration Statement on Form F-1
 Submitted May 21, 2025
 CIK No. 0001468642

 U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Energy & Transportation
100 F Street, N.E.
Washington, D.C. 20549

 Attn:
 Craig Arakawa

 Shannon Buskirk

 John Coleman

 Cheryl Brown

 Karina Dorin

 Ladies and Gentlemen:

 On behalf of our client, Aura Minerals Inc. (the " Company "),
this letter sets forth the Company's responses to the comments provided by the staff (the " Staff ") of the Division
of Corporation Finance and Office of Energy & Transportation of the U.S. Securities and Exchange Commission (the " Commission ")
relating to the Company's draft registration statement on Form F-1 (the " Draft Registration Statement ") contained
in the Staff's letter dated June 3, 2025 (the " Comment Letter "). In response to the comments set forth in the
Comment Letter, the Company has revised the Draft Registration Statement and is filing concurrently with this letter, on a public basis
via EDGAR, a revised registration statement on Form F-1 (the " Public Registration Statement "), which reflects these
revisions and certain additional updates and clarifies certain other information.

 For the convenience of the Staff, each comment from the Comment Letter
is restated in italics prior to the Company's response to such comment. All references to page numbers and captions (other than
those in the Staff's comments) correspond to pages and captions in the Public Registration Statement.

 Amendment No. 3 to Draft Registration Statement
on Form F-1 Prospectus Summary

 Overview, page 2

 1. We note your revised illustrative tables at page 2 appear to be missing certain labeling within the
"by Country" and "by Mine" graphics. Please revise to identify the missing country and mines in these graphics. In
addition, please provide disclosure that identifies the basis for the percentages and the related period.

 Response: The Company respectfully acknowledges
the Staff's comment and has revised the disclosure on pages 1 and 120 of the Public Registration Statement in response to more
clearly label the graphic and adjust the color scheme so that all the information is more visible.

 Capital allocation focused on return on capital, page
7

 2. We note the revisions to footnote on page 7 in response to prior comment 1. Tell us why the internal
rates of return disclosed for the selected mine projects are inconsistent with the most recent technical reports filed as Exhibits.

 Response: The Company respectfully
acknowledges the Staff's comment and has revised the disclosure on pages 7 and 128 of the Public Registration Statement in
response. The reason driving the difference between the IRRs as disclosed in the Public Registration Statement and with that disclosed in the technical report summary was the
price of gold. We have updated the IRRs from the previous 43-101 Technical Reports to the S-K 1300 technical report summaries that are filed
with the Public Registration Statement. We are using as reference gold prices disclosed in the sensitivity analysis of each
technical report to align closer to the current spot gold prices, which have increased recently.

 Ability and commitment to deliver cash generation and
high return on capital, page 8

 3. In footnote (1) to the table, you refer to the median of the financial measures of the top 5 largest
gold companies by produced gold in 2024. Tell us why you believe the median as opposed to the mean or average of these measures is preferable
and provides a meaningful comparison with your results.

 Response: The Company respectfully acknowledges
the Staff's comment and has revised the disclosure on pages 9 and 130 of the Public Registration Statement
in response in order to include comparisons to both the median and the average of those measures.

 4. In footnote (2), which applies to Operating Income CAGR and Adjusted
 EBITDA CAGR, you state these measures are "as reported by each company." In footnote (5),
 you state: "We calculated the Adjusted EBITDA, All in sustaining cash costs per gold equivalent
 ounce sold (AISC) and Cash Conversion of the Top 5 Gold Mining Companies based on publicly available
 information." For each of the measures of the Top 5 Companies presented in this figure, clearly
 explain how you calculated the amounts with details sufficient to understand the underlying calculation
 formulas, the specific inputs used and where the inputs were sourced. Your response should clarify whether
 you have calculated the individual non-IFRS measures of the top 5 mining companies based on the same
 methods and formulas used to calculate your reported non-IFRS measures using publicly available information
 as inputs to these calculations or whether the calculations are limited to the median amounts based
 on the non-IFRS measures publicly reported by each company. Please revise the footnote labels and descriptions
 applied to the measures included in the presentation, as necessary.

 Response: The Company respectfully acknowledges
the Staff's comment and has revised the disclosure on pages 9-11 and 130-132 of the Public Registration Statement
in response in order to specify how those financial metrics are calculated for each of the Top 5 Gold Mining Companies.

 June 6, 2025 2

 5. Your figure for Dividend Yield is marked with footnote (5) however the related narrative description
does not mention dividend yield. Please expand footnote (5) to address Dividend Yield, as appropriate.

 Response: The Company respectfully acknowledges
the Staff's comment and has revised the disclosure on pages 11 and 132 of the Public Registration Statement
in response.

 Use of Proceeds, page 61

 6. We note your response prior comment 7 and that your revised disclosure includes bullet points disclosing
your intended uses of the net proceeds. Please revise your disclosure to provide estimated amounts you intend to allocate to each identified
purpose. Refer to Item 4(a) of Form F-1 and Item 3.C.1 of Form 20-F.

 Response: The
Company respectfully acknowledges the Staff's comment and has revised the disclosure on page 67 of the Public Registration Statement
in response in order to provide greater detail including the use of proceeds with placeholders for estimated percentages. Because the
offering size remains to be determined, the Company is not yet able to determine the applicable percentages, but will include specific
percentage amounts when the size of the offering is determined.

 Management's Discussion and Analysis of Financial
Condition and Results of Operations Indebtedness, page 87

 7. Please expand your disclosure to describe the material financial covenants in your financing agreements.
In that regard, we note your disclosure on pages F-79 and F-80.

 Response: The Company respectfully acknowledges
the Staff's comment and has revised the disclosure on pages 97-98 of the Public Registration Statement
in response.

 Industry, page 91

 8. We note your response to prior comment 11 and reissue it. Please revise your disclosure to clearly
identify the source of each statement, statistic, chart and graph regarding your market and industry by disclosing the title and date
of the publication as well as the author. For example, we note the charts included on pages 93 and 96 include information from 2014 and
2018, respectively. In addition, please ensure you explain the basis for your statements, including your statement that global central
bank reserves are responsible for more than 40% of annual demand for gold.

 Response: The Company respectfully acknowledges
the Staff's comment and has revised the disclosure on pages 101-107 of the Public Registration Statement
in response.

 June 6, 2025 3

 Customer Base, page 120

 9. Please expand your disclosure to discuss all material terms of the Trafigura Copper Concentrate Offtake
Agreement. For example, we note the agreement has a minimum delivery requirement.

 Response: The Company respectfully acknowledges
the Staff's comment and has revised the disclosure on page 136 of the Public Registration Statement
in response.

 Business, page 128

 10. Please revise your resource and reserve tables on pages 128, 130, and 132 to assign the footnotes
to the respective property.

 Response: The Company respectfully acknowledges
the Staff's comment and has revised the disclosure on pages 144-149 of the Public Registration Statement
in response.

 Item 8. Exhibits and Financial Statement Schedules
96.3, page II-2

 11. We note your response to comments 26 and 27. You have identified several factors in Exhibit A that
have impacted the changes in resources and reserves, including exploration, mining, depletion, larger pit shell, and an adjusted gold
price. Please provide additional detail that includes the increase or decrease resulting from each factor included in your response with
respect to each deposit.

 Response: The Company respectfully acknowledges
the Staff's comment. The Company's models do not have the requested breakdown, isolating in a quantifiable way the reasons for
the specific increases and decreases in measured, indicated and inferred mineral resources and reserves at each deposit. However, the
Company has amended Exhibit A to provide more detail and describe the main factors driving the relevant changes at each deposit.

 * * *

 In addition, the Company respectfully informs the Staff that the Public
Registration Statement also discloses that the Company has entered into an agreement to acquire Mineração Serra Grande S.A.
The Company performed significance tests and has determined that the tests did not exceed the applicable thresholds that would require
disclosure of additional financial information under Rule 3-05 of Regulation S-X where 75 days have not elapsed since closing. The results
of the significance tests in accordance with Rule 3-05 were as follows: 4% (investment), 14% (asset) and 24% (income). The closing of
the acquisition is expected to occur by the third quarter of 2025. As a result, the Company has not presented separate audited financial
statements of Mineração Serra Grande S.A. in the Public Registration Statement.

 June 6, 2025 4

 Please do not hesitate to contact me at 212-450-6095 or manuel.garciadiaz@davispolk.com
if you have any questions regarding the foregoing or if I can provide any additional information.

 Very truly yours,

 /s/ Manuel Garciadiaz

 cc: Rodrigo Barbosa, President and Chief Executive Officer, Aura Minerals Inc.
 Joao Kleber Cardoso, Chief Financial
Officer, Aura Minerals, Inc.

 Thiago Nunes, KPMG Auditores Independentes
Ltda.

 Eduardo Rocha, Grant Thornton Auditores
Independentes Ltda.

 June 6, 2025 5

 Exhibit A

 The following tables set out the reconciliation between the mineral
reserves and resources stated in the Apoena Mine technical report summary effective as of October 31, 2023 and disclosed in the Public
Registration Statement as of December 31, 2024. Footnotes have been included to describe the changes in more detail.

 Measured
 Indicated
 Measured & Indicated

 Reconciliation
 Deposit
 Tones (Kt)
 Au (g/t)
 Au (oz)
 Tones (Kt)
 Au (g/t)
 Au (oz)
 Tones (Kt)
 Au (g/t)
 Au (oz)

 As of 10/31/23
 Nosde-Lavrinha
 501
 0.68
 10,965
 2,121
 1.07
 73,360
 2,622
 -
 84,325

 Change(1)
 Nosde-Lavrinha
 (376 )
 (0.06 )
 (8,465 )
 (480 )
 (0.13 )
 (23,720 )
 (856 )
 -
 (32,175 )

 As of 12/31/24
 Nosde-Lavrinha
 125
 0.62
 2,500
 1,641
 0.94
 49,640
 1,766
 0.92
 52,150

 As of 10/31/23
 Ernesto
 -
 -
 -
 1,232
 1.18
 24,720
 427
 -
 24,720

 Change(2)
 Ernesto
 -
 -
 -
 (583 )
 (0.13 )
 (23,388 )
 (376 )
 -
 (23,388 )

 As of 12/31/24
 Ernesto
 -
 -
 -
 649
 1.05
 1,332
 51
 0.81
 1,332

 As of 10/31/23
 Ernesto-Lavrinha Connection
 -
 -
 -
 1,232
 1.18
 46,840
 1,232
 -
 46,840

 Change(3)
 Ernesto-Lavrinha Connection
 -
 -
 -
 (583 )
 (0.13 )
 (24,840 )
 (583 )
 -
 (24,840 )

 As of 12/31/24
 Ernesto-Lavrinha Connection
 -
 -
 -
 649
 1.05
 22,000
 649
 1.05
 22,000

 As of 10/31/23
 Pau-A-Pique
 242
 3.19
 24,850
 602
 2.71
 52,450
 844
 -
 77,300

 Change(3)
 Pau-A-Pique
 -
 -
 -
 -
 -
 -
 -
 -
 -

 As of 12/31/24
 Pau-A-Pique
 242
 3.19
 24,850
 602
 2.71
 52,450
 844
 2.95
 77,300

 As of 10/31/23
 Japonês
 -
 -
 -
 215
 1.40
 9,690
 215
 -
 9,690

 Change(2)(3)
 Japonês
 -
 -
 -
 (177 )
 (0.28 )
 (8,340 )
 (177 )
 -
 (8,340 )

 As of 12/31/24
 Japonês
 -
 -
 -
 38
 1.12
 1,350
 38
 1.12
 1,350

 (1) The changes reflected in the Nosde-Lavrinha mine were the result of the conversion of mineral resources to mineral reserves as a result
of new drilling exploration programs. The mineral resources as of December 31, 2024 were estimated with the same methodology as described in the technical
report summary and results were reported minus depletion within a larger pit shell with adjusted long-term gold price.

 (2) Ernesto and Japonês are depleted mines. The remaining mineral resources are reported herein after depletion and years of production.

 (3) No additional mineral resources were reported for the Ernesto-Lavrinha connection, Japonês and Pau-a-Pique compared to the technical
report summary.

 June 6, 2025 6

 Proven
 Probable
 Proven & Probable

 Reconciliation
 Deposit
 Tones (Kt)
 Au (g/t)
 Au (oz)
 Tones (Kt)
 Au (g/t)
 Au (oz)
 Tones (Kt)
 Au (g/t)
 Au (oz)

 As of 10/31/23
 Nosde-Lavrinha
 2,009
 0.74
 48,185
 5,579
 1.06
 173,501
 7,560
 0.91
 221,687

 Change(1)
 Nosde-Lavrinha
 236
 -
 5,318
 1,810
 -
 77,254
 2,074
 0.07
 82,571

 As of 12/31/24
 Nosde-Lavrinha
 2,245
 0.74
 53,508
 7,389
 1.06
 250,755
 9,634
 -
 304,258

 As of 10/31/23
 Ernesto
 -
 -
 -
 -
 -
 -
 -
 -
 -

 Change(2)(3)
 Ernesto
 -
 -
 -
 243
 1.11
 8,656
 243
 1.11
 8,656

 As of 12/31/24
 Ernesto
 -
 -
 -
 243
 1.11
 8,656
 243
 1.11
 8,656

 As of 10/31/23
 Ernesto-Lavrinha Connection
 -
 -
 -
 -
 -
 -
 -
 -
 -

 Change(3)
 Ernesto-Lavrinha Connection
 -
 -
 -
 801
 0.95
 24,500
 801
 0.95
 24,500

 As of 12/31/24
 Ernesto-Lavrinha Connection
 -
 -
 -
 801
 0.95
 24,500
 801
 0.95
 24,500

 As of 10/31/23
 Pau-A-Pique
 -
 -
 -
 -
 -
 -
 -
 -
 -

 Change(3)
 Pau-A-Pique
 -
 -
 -
 -
 -
 -
 -
 -
 -

 As of 12/31/24
 Pau-A-Pique
 -
 -
 -
 -
 -
 -
 -
 -
 -

 As of 10/31/23
 Japonês
 -
 -
 -
 -
 -
 -
 -
 -
 -

 Change(2)(3)
 Japonês
 -
 -
 -
 245
 1.04
 8,200
 245
 1.04
 8,200

 As of 12/31/24
 Japonês
 -
 -
 -
 245
 1.04
 8,200
 245
 1.04
 8,200

 (1) The changes reflected in the Nosde-Lavrinha mine were the result of the conversion of previous mineral resources into mineral reserves
as a result of our drilling programs (with a corresponding decrease in mineral resources). The mineral reserves as of December
31, 2024 were estimated with the same methodology as described in the technical report summary and results were reported minus depletion
within a larger pit shell with adjusted long-term gold price.

 (2) Ernesto and Japonês are depleted mines. The remaining mineral reserves are reported herein after depletion and years of
 production. The increase in probable mineral resources at both Ernesto and Japonês was a result of updating our economic
 models mainly as a result of increases in gold prices which resulted in a lower technical cut-off grade, resulting in previously
 non-economically viable mineral resources being converted into mineral reserves. The total amount of metal contained is not material
 to the Company.

 (3) Probable mineral reserves were reported by the Company in its home country pursuant to home country requirements after the effective
date of the technical summary report and are included in the F-1 for consistency and to avoid confusion. As the Company does not consider
the changes to be material (for the reasons described above), it has not commissione

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 June 3, 2025

Rodrigo Barbosa
Chief Executive Officer
Aura Minerals Inc.
c/o Aura Technical Services Inc.
3390 Mary St, Suite 116
Coconut Grove, FL 33133

 Re: Aura Minerals Inc.
 Amendment No. 3 to Draft Registration Statement on Form F-1
 Submitted May 21, 2025
 CIK No. 0001468642
Dear Rodrigo Barbosa:

 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 May 12, 2025 letter.

Amendment No. 3 to Draft Registration Statement on Form F-1
Prospectus Summary
Overview, page 2

1. We note your revised illustrative tables at page 2 appear to be missing
certain labeling
 within the "by Country" and "by Mine" graphics. Please revise to
identify the missing
 country and mines in these graphics. In addition, please provide
disclosure that
 identifies the basis for the percentages and the related period.
 June 3, 2025
Page 2
Capital allocation focused on return on capital, page 7

2. We note the revisions to footnote on page 7 in response to prior comment
1. Tell us
 why the internal rates of return disclosed for the selected mine
projects are
 inconsistent with the most recent technical reports filed as Exhibits.
Ability and commitment to deliver cash generation and high return on capital,
page 8

3. In footnote (1) to the table, you refer to the median of the financial
measures of the
 top 5 largest gold companies by produced gold in 2024. Tell us why you
believe the
 median as opposed to the mean or average of these measures is preferable
and
 provides a meaningful comparison with your results.
4. In footnote (2), which applies to Operating Income CAGR and Adjusted
EBITDA
 CAGR, you state these measures are "as reported by each company." In
footnote (5),
 you state: "We calculated the Adjusted EBITDA, All in sustaining cash
costs per gold
 equivalent ounce sold (AISC) and Cash Conversion of the Top 5 Gold
Mining
 Companies based on publicly available information." For each of the
measures of the
 Top 5 Companies presented in this figure, clearly explain how you
calculated the
 amounts with details sufficient to understand the underlying calculation
formulas, the
 specific inputs used and where the inputs were sourced. Your response
should clarify
 whether you have calculated the individual non-IFRS measures of the top
5 mining
 companies based on the same methods and formulas used to calculate your
reported
 non-IFRS measures using publicly available information as inputs to
these
 calculations or whether the calculations are limited to the median
amounts based on
 the non-IFRS measures publicly reported by each company. Please revise
the footnote
 labels and descriptions applied to the measures included in the
presentation, as
 necessary.
5. Your figure for Dividend Yield is marked with footnote (5) however the
related
 narrative description does not mention dividend yield. Please expand
footnote (5) to
 address Dividend Yield, as appropriate.
Use of Proceeds, page 61

6. We note your response prior comment 7 and that your revised disclosure
includes
 bullet points disclosing your intended uses of the net proceeds. Please
revise your
 disclosure to provide estimated amounts you intend to allocate to each
identified
 purpose. Refer to Item 4(a) of Form F-1 and Item 3.C.1 of Form 20-F.
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Indebtedness, page 87

7. Please expand your disclosure to describe the material financial
covenants in your
 financing agreements. In that regard, we note your disclosure on pages
F-79 and F-80.
Industry, page 91

8. We note your response to prior comment 11 and reissue it. Please revise
your
 disclosure to clearly identify the source of each statement, statistic,
chart and graph
 regarding your market and industry by disclosing the title and date of
the publication
 as well as the author. For example, we note the charts included on pages
93 and 96
 June 3, 2025
Page 3

 include information from 2014 and 2018, respectively. In addition,
please ensure you
 explain the basis for your statements, including your statement that
global central
 bank reserves are responsible for more than 40% of annual demand for
gold.
Customer Base, page 120

9. Please expand your disclosure to discuss all material terms of the
Trafigura Copper
 Concentrate Offtake Agreement. For example, we note the agreement has a
minimum
 delivery requirement.
Business, page 128

10. Please revise your resource and reserve tables on pages 128, 130, and
132 to assign
 the footnotes to the respective property.
Item 8. Exhibits and Financial Statement Schedules
96.3, page II-2

11. We note your response to comments 26 and 27. You have identified several
factors in
 Exhibit A that have impacted the changes in resources and reserves,
including
 exploration, mining, depletion, larger pit shell, and an adjusted gold
price. Please
 provide additional detail that includes the increase or decrease
resulting from each
 factor included in your response with respect to each deposit.
 Please contact Shannon Buskirk at 202-551-3717 or Craig Arakawa at
202-551-
3650 if you have questions regarding comments on the financial statements and
related
matters. You may contact John Coleman at 202-551-3610 with questions regarding
engineering comments. Please contact Cheryl Brown at 202-551-3905 or Karina
Dorin at
202-551-3763 with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Energy &
Transportation
cc: Manuel Garciadiaz
</TEXT>
</DOCUMENT>

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 May 12, 2025

Rodrigo Barbosa
Chief Executive Officer
Aura Minerals Inc.
c/o Aura Technical Services Inc.
55 Giralda Avenue, Suite 06W102
Coral Gables, FL 33134

 Re: Aura Minerals Inc.
 Draft Registration Statement on Form F-1
 Submitted April 15, 2025
 CIK No. 0001468642
Dear Rodrigo Barbosa:

 We have reviewed your 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.

Draft Registration Statement on Form F-1
Prospectus Summary
Competitive Strengths
Capital allocation focused on return on capital, page 6

1. Please revise to more specifically describe how you determined the
internal rate of
 return for the projects identified with high IRRs on page 7.
Ability and commitment to deliver cash generation and high return on capital,
page 8

2. We note the inclusion of information for 5 gold companies identified in
note (1). As
 certain of the amounts appear to include non-IFRS measures, please
include the
 following disclosure:
 May 12, 2025
Page 2

 Identify the measures presented are non-IFRS measures.
 Expand surrounding disclosure to explain why this information is
useful and
 meaningful to an investor.
 Revise note (2) to clarify whether you were required to calculate
any of the
 measures of the top 5 mining companies based on publicly available
information.
 Explain that the non-IFRS measures of the top 5 mining companies
may be
 calculated differently than your non-IFRS measures presented in this
filing.
Our Corporate Structure, page 14

3. Please revise your corporate structure chart and the charts in your
Industry section so
 that all information is legible.
Free Cash Flow and cash conversion, page 28

4. Given that Free Cash Flow is calculated using the non-IFRS measure of
Adjusted
 Capex, please revise the label to Adjusted Free Cash Flow or a similar
description as
 your calculation differs from the typical calculation of cash flows from
operating
 activities less capital expenditures. Refer to Questions 100.05 and
102.07 of the Non-
 GAAP Financial Measures Compliance and Disclosure Interpretations.
Risk Factors
Our holding company structure makes us dependent on the operations of our
subsidiaries,
page 45

5. We note your reference to potential restrictions on the ability of your
operating
 subsidiaries to transfer funds to the Company. Please explain to us your
consideration
 of presenting Parent-only financial statements in accordance with Rules
5-04 and 12-
 04 of Regulation S-X.
Holders of our common shares may not receive any dividends, page 53

6. We note you disclose that the declaration of dividends under the
Dividend Policy is
 subject to the discretion of the Board, having regard to the limitations
imposed by the
 solvency tests contained in your memorandum of association and articles
of
 association and other requirements of applicable corporate law. We
further note you
 disclose on page 58 that payment of dividends could be limited by
covenants in debt
 instruments you enter into in the future and by your subsidiaries
ability to pay
 dividends. Please expand your disclosure here and elsewhere to describe
such
 limitations.
Use of Proceeds, page 57

7. Please revise your disclosure to more specifically identify the
principal intended uses
 of the net proceeds from this offering and provide the estimated amounts
you intend to
 allocate to each identified purpose. If you do not have a current
specific plan for
 the proceeds of this offering, please state this explicitly and discuss
the principal
 reasons for the offering. Refer to Item 4(a) of Form F-1 and Item 3.C.1
of Form 20-F.
 May 12, 2025
Page 3
Dividend and Dividend Policy, page 58

8. We note from your dividend policy that you intend to declare and pay
dividends on a
 quarterly basis to be determined based on 20% of your estimated Adjusted
EBITDA
 less sustaining and exploration capital expenditures. Please expand your
disclosure
 here to address the following:

 Clearly indicate that although you expect to pay quarterly
dividends, you are not
 obligated to do so and stockholders have no contractual or other
legal right to
 dividends.
 Specify more clearly how you intend to prioritize and balance the
payment of
 regular quarterly dividends versus expenditures on capital.
 Tell us whether your operating cash flows for 2024 would have
supported your
 capital requirements, capital expenditure plans, and dividend
payments if the new
 policy were applied for that period. If not, expand your disclosure
to state this fact
 and quantify the deficient amount.

 In addition, we note you disclose on page F-63 that on November 4, 2024
you
 approved an amendment to your dividend policy, with the intention of
declaring and
 paying dividends on a quarterly basis. Please state whether your
dividend policy is
 reflected in any written policies of the company.
Management's Discussion and Analysis of Financial Condition and Results of
Operations,
page 69

9. We note your disclosure on page 69 in which you have disclosed Copper
pounds
 produced ('000 Lb) for 2024 of 56,053, 2023 of 53,745 and 2022 of
50,768. Please tell
 us if these numbers are copper equivalent numbers and, if so, please
relabel the row
 accordingly.
Liquidity and Capital Resources
Capital Expenditures, page 82

10. Please revise to describe your material cash requirements related to
commitments for
 capital expenditures as of the end of the latest fiscal period, the
anticipated source of
 funds needed to satisfy such cash requirements and the general purpose
of such
 requirements. Refer to Item 303(b)(1)(ii)(A) of Regulation S-K.
Industry, page 85

11. Please revise your disclosure to clearly identify the source of each
statement, statistic,
 chart and graph regarding your market and industry by disclosing the
author as well as
 the title and date of the publication.
 May 12, 2025
Page 4
Business, page 99

12. Please expand your material property disclosure to ensure the following
is included
 with each material property, consistent with Item 1304(b) of Regulation
S-K:
 the location, accurate to within one mile, using an easily
recognizable coordinate
 system.
 the mining method and processing method.
13. Please expand your summary resource and reserve tables and your
individual property
 resource and reserve tables, to ensure the specific point of reference
selected by the
 qualified person is included in each table, as required by Item
1303(b)(3)(v) and Item
 1304(d)(1) of Regulation S-K.
14. The tables listed on page 141 appear to be identical, rather than the ROM
feed profile
 for 2024 and the feed profile from 2025 to 2028. Please advise.
15. Please revise the figures on page 162 to include a key that defines the
colors and
 symbols on the figures.
16. It appears the table referenced at the bottom of page 173 has not been
included in your
 filing. Please advise.
Customer Base, page 112

17. We note your largest clients, Auramet International LLC, Asahi Refining
Inc. and
 Trafigura M xico, S.A. de C.V. represented 46.8%, 18.9% and 31.1%
respectively of
 revenue (36.2%, 21.4% and 40.7% in 2023 and 36.2% 22.1% and 39.2% in
2022). We
 further note you disclose on page 43 that if either of these customers
delays any
 payments to you, reduces the volume of business they do with you or gives
preference
 to other competitors, and you are not able to develop commercial
relationships with
 other customers, this may have a material adverse effect on your
business, financial
 condition, operating results and cash flow. Please revise to disclose all
material terms
 of any agreements with these customers and file such agreements as
exhibits to the
 registration statement, or tell us why you believe you are not required
to do so. In this
 regard, we note you disclose you currently have an offtake agreement with
Trafigura
 LLC and that in 2024 94% of the copper concentrate produced in Aranzazu
was sold
 to Trafigura. Refer to Item 601(b) of Regulation S-K.
Our Suppliers, page 114

18. We note you disclose that you rely on third-party suppliers for a number
of raw
 materials, such as water, electrical power, explosives, diesel and
chemicals and
 cement, and for several activities, including executing your mine plan
and conducting
 ore and waste extraction in all your operating business units, and these
contracts are
 usually executed for a period of 3-5 years. We further note you disclose
on page 33
 that any material increases in the cost of raw materials, or your
inability to source
 viable and economic alternative third party suppliers, could have a
materially adverse
 effect on your results of operations or financial position. Please revise
to describe the
 material terms of all material contracts with suppliers, and file such
agreements as
 exhibit(s) to the registration statement, or tell us why you believe you
are not required
 to do so. Refer to Item 601(b) of Regulation S-K.
 May 12, 2025
Page 5

Management, page 196

19. We note you disclose that except for Paulo Carlos de Brito and Paulo
Carlos de Brito
 Filho, none of the members of your board of directors, or of your board
of executive
 officers, have any family relationships with each other, or with any
other members of
 our senior management. Please discuss the nature of the family
relationship between
 Messers. Brito and Filho. Refer to Item 6.A of Form 20-F.

Related Party Transactions, page 207

20. We note you disclose that the "agreements described in this section, or
forms of such
 agreements as they will be in effect at the time of this offering, are
filed as exhibits to
 the registration statement of which this prospectus forms a part, and
the following
 descriptions are qualified by reference thereto." However, we are unable
to locate
 such agreements. Please file the agreements as exhibits to the
registration statement.
Principal and Selling Shareholders, page 208

21. Please disclose the portion of each class of securities held in the
United States, and the
 number of record holders located in the United States. Refer to Item
7.A.2 of Form
 20-F.
22. Please revise your principal and selling shareholders table to disclose
the natural
 person or persons who directly or indirectly exercise sole or shared
voting or
 investment control over the shares held by Kapitalo.
Index to Consolidated Financial Statements
Notes to the Consolidated Financial Statements
Note 3 Summary of Material Accounting Policies
(d) Revenue recognition, page F-13

23. Please tell us where you have addressed the following policy disclosure
requirements
 or revise your disclosure as necessary:

 Significant payment terms associated with your performance
obligations (IFRS
 15.119(b)).
 Information necessary to understand your remaining performance
obligations
 (IFRS 15.120-122).
 How you determine the timing of satisfaction of performance
obligations (IFRS
 15.124-125).
 Information about the methods, inputs and assumptions used in
determining the
 transaction price and the amounts allocated to performance
obligations (IFRS
 15.126).
(j) Asset acquisition, page F-18

24. We note from your accounting policy disclosure that you would recognize
a
 previously held equity interest in an asset acquisition at fair value
and record any
 resulting gain or loss in profit or loss or OCI. We also note from
disclosure on page F-
 May 12, 2025
Page 6

 37 that you recorded a gain of $5,505 in 2023 related to your
acquisition of the 20%
 interest from Dundee of Borborema Inc. and from disclosure on page F- 71
that you
 expect to recognize a gain or loss when completing the acquisition of
the remaining
 interest in Bluestone subsequent to December 31, 2024. Given that asset
acquisitions
 do not typically result in a gain or loss, please provide us with the
authoritative
 literature you relied upon to support your accounting policy.
Item 8. Exhibits and Financial Statement Schedules.
96.5 & 96.6, page II-2

25. Please file your technical report summaries for the Matup Gold Project
and the
 Minosa Mine.
96.3, page II-2

26. We are unable to reconcile the reserve and resource numbers in your
October 31,
 2023 Apoena Mine technical report summary to the reserve and resource
numbers in
 your Form F-1 filing. Please provide us with a reconciliation.
27. Additionally we note the disclosure on page 152 of your Form F-1 filing
that proven
 and probable reserve ounces have a net 69,000 addition. Please tell us
if this is a
 material change from your October 31, 2023 Apoena Mine technical report
summary
 and if you will be filing an updated technical report consistent with
Item 1304(f) of
 Regulation S-K.
Exhibits

28. Please file all material agreements as exhibits to your registration
statement, including
 your material financing agreements and Omnibus Incentive Plan. Refer to
Item 601(b)
 of Regulation S-K.
General

29. We note you disclose on page 43 that Northwestern, a company controlled
by your
 chairman of the Board, has the power to exercise significant influence
over matters
 requiring shareholder approval. Please tell us whether you will be a
"controlled
 company" within the meaning of the Nasdaq corporate governance rules
and, if so,
 whether you intend to rely on any exemptions as a controlled company. To
the extent
 applicable, disclose on your prospectus cover page and in the prospectus
summary
 that you are a controlled company, identify the person(s) who will
control the
 company and their ownership percentages, and include risk factor
disclosure that
 discusses the effect, risks and uncertainties of being a controlled
company.
30. Please supplementally provide us with copies of all written
communications, as
 defined in Rule 405 under the Securities Act, that you, or anyone
authorized to do so
 on your behalf, present to potential investors in reliance on Section
5(d) of the
 Securities Act, whether or not they retain copies of the communications.
 May 12, 2025
Page 7

 Please contact Jennifer O'Brien at 202-551-3721 or Shannon Buskirk at
202-551-3717
if you have questions regarding comments on the financial statements and
related matters.
You may contact John Coleman at 202-551-3610 with questions regarding
engineering
comments. Please contact Cheryl Brown at 202-551-3905 or Karina Dorin at
202-551-3763
with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Energy &
Transportation
cc: Manuel Garciadiaz
</TEXT>
</DOCUMENT>

CORRESP
1
filename1.htm

    Aura Minerals Inc.: CORRESP - Filed by newsfilecorp.com

    January 10, 2025

    Via EDGAR

    United States Securities and Exchange Commission

    Division of Corporation Finance

    Attn: Daniel Morris

    100 F Street, N.E.

    Washington, D.C.  20549

    Re: Application for Qualification of Indenture Under the Trust Indenture Act of 1939 on Form T-3 (No. 022-29119) of Aura Minerals Inc.

    Dear Mr. Morris:

    On behalf of Aura Minerals Inc. (the "Company"), and pursuant to Section 307(c) of the Trust Indenture Act of 1939, as amended, and Rule 461 promulgated under the Securities Act of 1933, as amended, the undersigned hereby requests that the effective date of the above referenced Application for Qualification of Indenture Under the Trust Indenture Act of 1939 on Form T-3 be accelerated to 5:00 PM, Washington, D.C. time, on January 10, 2025, or as soon thereafter as practicable.

    Aura Minerals Inc. hereby authorizes Christopher Doerksen, an attorney with our outside legal counsel, Dorsey & Whitney LLP, to orally modify or withdraw this request for acceleration.

    Please contact Christopher Doerksen of Dorsey & Whitney LLP at (206) 903-8856 with any questions with respect to this request.

            Sincerely,

            Aura Minerals Inc

            /s/ Joao Kleber Cardoso

            Joao Kleber Cardoso

            Chief Financial Officer

    cc: Christopher Doerksen, Dorsey & Whitney LLP

December 3, 2024
Joao Kleber Cardoso
Chief Financial Officer
Aura Minerals Inc.
Craigmuir Chambers
Road Town
Tortola
VG1110
British Virgin Islands
Re:Aura Minerals Inc.
Application for Qualification of Indenture Under the Trust Indenture Act of
1939 on Form T-3
Filed November 19, 2024
File No. 022-29119
Dear Joao Kleber Cardoso:
            This is to advise you that we have not reviewed and will not review your application.
            Please refer to Rule 307(c) of the Trust Indenture Act regarding requests for
acceleration. We remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
            Please contact Daniel Morris at 202-551-3314 with any questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc:Christopher L. Doerksen