United States securities and exchange commission logo
July 3, 2023
Dr. Peng Jiang
Chief Executive Officer
Brilliant Acquisition Corp
99 Dan Ba Road, C-9, Putuo District
Shanghai, Peoples Republic of China
Re: Brilliant
Acquisition Corp
Preliminary Proxy
Statement on Schedule 14A
Filed June 16, 2023
File No. 001-39341
Dear Dr. Peng Jiang:
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 the 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.
Form PRE 14A filed June 16, 2023
General
1. We note that you are
seeking to extend your termination date to December 23, 2023, a
date which is 42 months
from your initial public offering. We also note your statement, in
your Current Report on
Form 8-K filed on June 29, 2023, that you have received a notice
from the Listing
Qualifications Department of The Nasdaq Stock Market LLC indicating
that you are not in
compliance with Nasdaq IM-5101-2, which requires that a special
purpose acquisition
company must complete one or more business combinations within 36
months of the
effectiveness of its IPO registration statement, and stating that unless you
timely request a
hearing, your securities (units, ordinary shares, warrants, and rights)
would be subject to
suspension and delisting from The Nasdaq Capital Market at the
opening of business on
July 7, 2023. Please revise to disclose the receipt of this notice and
your deficiency, and
how you intend to address it. Please also revise to discuss the risks of
your non-compliance
with this rule, including any consequences if the Nasdaq Hearings
Panel does not grant
you a waiver for compliance with this rule.
Dr. Peng Jiang
FirstName LastNameDr.
Brilliant Acquisition CorpPeng Jiang
Comapany
July 3, 2023NameBrilliant Acquisition Corp
July 3,2 2023 Page 2
Page
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.
Please contact Pearlyne Paulemon at 202-551-8714 or Dorrie Yale at
202-551-8776 with
any questions.
Sincerely,
Division of
Corporation Finance
Office of Real Estate
& Construction
cc: Giovanni Caruso