<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
United States securities and exchange commission logo





                              June 17, 2024

       Kendrew Hartanto
       Chief Executive Officer
       BrilliA Inc
       220 Orchard Road
       Unit 05-01, Midpoint Orchard
       Singapore 238852

                                                        Re: BrilliA Inc
                                                            Amendment No. 3 to
Draft Registration Statement on Form F-1
                                                            Submitted June 12,
2024
                                                            CIK No. 0002000230

       Dear Kendrew Hartanto:

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

              Please respond to this letter by providing the requested
information and either submitting
       an amended draft registration statement or publicly filing your
registration statement on
       EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not
       believe an amendment is appropriate, please tell us why in your
response.

               After reviewing the information you provide in response to this
letter and your amended
       draft registration statement or filed registration statement, we may
have additional
       comments. Unless we note otherwise, any references to prior comments are
to comments in our
       June 6, 2024, letter.

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

       Unaudited Pro Forma Condensed Combined Financial Information, page 37

   1.                                                   We note your revisions
made in response to prior comment 1. We further note that IAS
                                                        10, paragraph 22(a)
states that major business combination after the reporting period
                                                        (IFRS 3...) is an
example of a non-adjusting event after the reporting period that would
                                                        generally result in
disclosure, and no adjustments to the amounts recognized in the
                                                        financial statements as
indicated in IAS 10, paragraph 10. By analogy, your accounting
                                                        treatment under IFSR 2,
Share-based Payment, and that of a reverse acquisition at
                                                        historical cost would
similarly represent a non-adjusting event after the reporting period
                                                        and therefore no
adjustment of the amounts should be recognized in the financial
 Kendrew Hartanto
BrilliA Inc
June 17, 2024
Page 2
       statements for the reverse merger acquisition as of the fiscal year
ended March 31, 2024,
       given the reorganization subsequently occurred on April 30, 2024. It
appears the
       Company should include separate updated March 31, 2024 audited
historical financial
       statements of Bra Pro and MAP, along with unaudited pro forma financial
statements
       reflecting the merger transaction as currently presented.
Signatures, page II-5

2.     Please revise to identify the individual signing in the capacity of your
principal accounting
       officer or controller. If someone is signing in more than one capacity,
indicate
       each capacity in which such person is signing. Refer to the Instructions
to Signatures on
       Form F-1.
       Please contact Beverly Singleton at 202-551-3328 or Kevin Stertzel at
202-551-3723 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Erin Donahue at 202-551-6063 or Jennifer Angelini at 202-551-3047 with
any other
questions.



                                                             Sincerely,
FirstName LastNameKendrew Hartanto
                                                             Division of
Corporation Finance
Comapany NameBrilliA Inc
                                                             Office of
Manufacturing
June 17, 2024 Page 2
cc:       Ye Mengyi    Jason
FirstName LastName
</TEXT>
</DOCUMENT>
