United States securities and exchange commission logo May 17, 2023 Jan Loeb Executive Chairman NovelStem International Corp. 2255 Glades Road Suite 221A Boca Raton, FL 33431 Re: NovelStem International Corp. Amendment No. 3 to Registration Statement on Form 10-12G Correspondence Filed April 26, 2023 File No. 000-22908 Dear Jan Loeb: We have reviewed your filing and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this comment within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this comment, we may have additional comments. Amendment No. 3 to Registration Statement on Form 10-12G General 1. We note your response to comment 1 of our letter dated March 2, 2023 and reissue in part. Given that your ability to rely on Rule 3a-1 under the Investment Company Act will depend (among other things) on facts and circumstances regarding your control of NewStem, and that you retain significant investment company status risk, please enhance your investment company status risk disclosure to indicate that you intend to rely on Rule 3a-1 under the Investment Company Act and explain the basis for such reliance. Jan Loeb FirstName NovelStemLastNameJan Loeb International Corp. Comapany May NameNovelStem International Corp. 17, 2023 May 17, Page 2 2023 Page 2 FirstName LastName We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Suying Li at 202-551-3335 or Rufus Decker at 202-551-3769 if you have questions regarding comments on the financial statements and related matters. Please contact Nicholas Nalbantian at 202-551-7470 or Erin Jaskot at 202-551-3442 with any other questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Morris DeFeo