PRIME NUMBER HOLDING LIMITED

 

July 24, 2023

 

VIA EDGAR

 

Division of Corporation Finance

Office of Manufacturing

U.S. Securities and Exchange Commission

100 F Street, NE

Washington, D.C., 20549

  

Re:   Prime Number Holding Limited
   

Registration Statement on Form F-4, as amended (File No. 333-271994)

Request for Acceleration of Effectiveness

   

Ladies and Gentlemen:

 

In accordance with Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Prime Number Holding Limited hereby requests that the effectiveness of the above-referenced Registration Statement on Form F-4, as amended (the “Registration Statement”), be accelerated to, and that the Registration Statement becomes effective at 4:00 p.m., Eastern Time, on July 25, 2023, or as soon thereafter as practicable.

 

The registrant hereby authorizes Arila Zhou of Robinson & Cole LLP to orally modify or withdraw this request for acceleration.

 

Please contact Arila Zhou of Robinson & Cole LLP at (212) 451-2908 or azhou@rc.com with any questions you may have concerning this request, and please notify her when this request for acceleration has been granted.

 

 

 

  Very Truly Yours,
   
  Prime Number Holding Limited
     
  By: /s/ Dongfeng Wang
    Dongfeng Wang
    Sole Director

 

cc:

Arila Zhou, Esq.

Robinson & Cole LLP