Rezolve AI plc
21 Sackville Street
London, W1S 3DN
United Kingdom
September 9, 2025
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-3628
Attention: |
Edwin Kim |
|
|
Re: |
Rezolve AI plc |
|
Registration Statement on Form F-1 |
|
Supplemental Response dated August 21, 2025 |
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File No. 333-289103 |
Ladies and Gentlemen:
This letter is submitted in response to the comments of the staff of the Division of Corporation Finance (the “Staff”) as set forth in the Staff’s comment letter dated September 29, 2025 (the “Comment Letter”), in respect of Rezolve AI Limited’s (the “Registrant”) Registration Statement on Form F-1, filed with the Commission on July 30, 2025 (the “Registration Statement”), and the Registrant’s Supplemental Response to the Staff, dated August 21, 2025.
In order to facilitate your review, we have restated the Staff’s comments in this letter, and we have set forth the Registrant’s responses immediately below the Staff’s comments.
In addition, the Registrant has revised the Registration Statement in response to the Staff’s comments and is filing an amendment to the Registration Statement (the “Amendment”) concurrently with this letter, which reflects the revisions and clarifies certain other information. The page numbers in the text of the Registrant’s responses correspond to the page numbers in the Amendment. Unless otherwise indicated, capitalized terms used herein have the meanings assigned to them in the Amendment.
Registration Statement on Form F-1 Filed July 30, 2025
Legal Proceedings, page 68