November 20, 2024

Cheuk Hang Chow
Chief Executive Officer
IGTA Merger Sub Limited
875 Washington Street
New York, NY 10014

       Re: IGTA Merger Sub Limited
           Amendment No. 7 to Registration Statement on Form S-4
           Filed November 13, 2024
           File No. 333-276929
Dear Cheuk Hang Chow:

     We have reviewed your amended registration statement and have the
following
comments.

        Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

       After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our November 1,
2024 letter.

Amendment No.7 to Registration Statement on Form S-4
Unaudited Pro Forma Condensed Combined Financial Statements
Pro Forma Condensed Combined Balance Sheet, page 162

1.     We note your response to prior comment 4. Please tell us the conversion
rate used to
       convert the $2,061,000 due to Sponsor into 240,000 PubCo Ordinary
Shares. To the
       extent the conversion rate differs from the $10.00 conversion rate used
in other
       transactions, please explain why and revise to disclose.
Exhibits

2.     Please revise to include Adeptus Partners, LLC's consent for the
inclusion of their
       report with respect to the audit of IGTA Merger Sub Limited.
 November 20, 2024
Page 2

General

3.    Please revise the Use of Certain Terms disclosures for the Yorkville
Financing and
      Yorkville Promissory Note to include a comprehensive discussion of the
repayment
      and conversion terms for such Notes. Similar revisions should be made
elsewhere
      throughout the filing where you discuss this financing arrangement.
4.    We note that you are seeking to extend your termination date to December
13, 2024, a
      date which is 36 months from your initial public offering. We also note
that you are
      currently listed on Nasdaq and that Nasdaq Rule 5815 was amended
effective October
      7, 2024 to provide for the immediate suspension and delisting upon
issuance of a
      delisting determination letter for failure to meet the requirement in
Nasdaq Rule IM
      5101-2(b) to complete one or more business combinations within 36 months
of the
      date of effectiveness of its IPO registration statement. Please revise to
state that your
      securities will face immediate suspension and delisting action once you
receive a
      delisting determination letter from Nasdaq after the 36-month window ends
on
      December 13, 2024. Please disclose the risks of non-compliance with this
rule,
      including that under the new framework, Nasdaq may only reverse the
determination
      if it finds it made a factual error applying the applicable rule. In
addition, please also
      disclose the consequences of any such suspension or delisting, including
that your
      stock may be determined to be a penny stock and the consequences of that
      designation, that you may no longer be attractive as a merger partner if
you are no
      longer listed on an exchange, any potential impact on your ability to
complete an
      initial business combination, any impact on the market for your
securities including
      demand and overall liquidity for your securities, and any impact on
securities holders
      due to your securities no longer being considered    covered securities.
  Please also
      address the impact of the provision in the Business Combination Agreement
that the
      agreement may be terminated if IGTA's common stock becomes delisted from
Nasdaq
      and is not relisted on the Nasdaq or the New York Stock Exchange within
60 days
      after such delisting.
       Please contact Chen Chen at 202-551-7351 or Kathleen Collins at
202-551-3499 if
you have questions regarding comments on the financial statements and related
matters. Please contact Mariam Mansaray at 202-551-6356 or Jan Woo at
202-551-3453 with
any other questions.



                                                            Sincerely,

                                                            Division of
Corporation Finance
                                                            Office of
Technology
cc:   Ted Paraskevas