NOCERA, INC.
3F (Building B), No. 185, Sec. 1, Datong Rd., Xizhi
Dist.
New Taipei City Taiwan 221, ROC
(901) 302-9587
July 30, 2025
VIA EDGAR
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: |
Nocera, Inc.
Withdrawal of Registration Statement on Form
S-3
File No. 333-282749 |
Ladies and Gentlemen:
Pursuant to Rule 477 of the
Securities Act of 1933, as amended (“Securities Act”), Nocera, Inc. (the “Company”), hereby requests the immediate
withdrawal of its Registration Statement on Form S-3 (File No. 333-282749), initially filed with the Securities and Exchange Commission
(“SEC”) on October 21, 2022, together with all exhibits thereto (“Registration Statement”), with such application
to be approved effective as of the date hereof or at the earliest practical date thereafter. The Company is seeking withdrawal of the
Registration Statement as it does not intend to pursue the contemplated offering of the securities covered by the Registration Statement
at this time. The Registration Statement has not been declared effective and no securities of the Company were sold pursuant to the Registration
Statement.
The Company requests that,
in accordance with Rule 457(p) under the Securities Act, all fees paid to the SEC in connection with the filing of the Registration Statement
be credited for future use.
If you have any further questions
regarding this request for withdrawal, or if you require any additional information, please contact, Ross D. Carmel, Esq. of Sichenzia
Ross Ference Carmel LLP at (646) 838-1310.
Very truly yours, |
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Nocera, Inc. |
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By: |
/s/ Andy Jin |
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Andy Jin |
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Chief Executive Officer |
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