Royal Bank of Canada
200 Bay Street
Toronto, Ontario
Canada M5J 2J5
December 15, 2023
Via EDGAR
Securities and Exchange Commission,
Division of Corporation Finance,
100 F Street, N.E.,
Washington, D.C. 20549.
Attention: John Stickel
| Re: | Royal Bank of Canada – Registration Statement on Form F-3 (File No. 333-275898) |
Ladies and Gentlemen:
Royal Bank of Canada (the “Registrant”) respectfully requests that the effective date of the above-captioned Registration Statement, as will be amended the morning of December 19, 2023 by Pre-Effective Amendment No. 1 (the “Registration Statement”), be accelerated so that the Registration Statement will become effective at 9:00 a.m. on December 20, 2023 or as soon as practicable thereafter.
In accordance with the requirements of Rule 461 under the Securities Act of 1933 (the “Act”), the Registrant hereby confirms that it is aware of its obligations under the Act.
Because the Registration Statement is filed as a shelf registration statement under Rule 415 under the Act, there are no underwriters in connection with the registration and, therefore, no request for acceleration or consent by an underwriter has been submitted herewith.
It would be appreciated if, as soon as the Registration Statement is declared effective, you would so inform Donald R. Crawshaw via telephone at (212) 558-4016 or via e-mail at crawshawd@sullcrom.com, or Spencer J. Nord via telephone at (212) 558-3296 or via e-mail at nords@sullcrom.com.
| Very truly yours, | ||
| ROYAL BANK OF CANADA | ||
| By: | /s/ Joe Cumming | |
| Joe Cumming | ||
| Assistant General Counsel and Assistant Secretary | ||
| cc: | Donald R. Crawshaw |
Spencer J. Nord
(Sullivan & Cromwell LLP)
