MakeMyTrip Ltd — Regulatory Filings 2014

Mar 6, 2014

CORRESP 1 filename1.htm Correspondence

MakeMyTrip Limited

Date: March 6, 2014

VIA EDGAR

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Attention: Justin Dobbie, Legal Branch Chief Julie Griffith

Re: MakeMyTrip Limited

Registration Statement on Form F-3

Filed on February 14, 2014 and as amended on March 4, 2014

File No. 333-193942

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, MakeMyTrip Limited (the “Company”) hereby requests acceleration of the effective date of the Registration Statement on Form F-3 filed on February 14, 2014, as amended by Amendment No. 1 filed on March 4, 2014 (File No. 333-193943) (the “Registration Statement”) of the Company. The Company respectfully requests that the Registration Statement be declared effective as of 2:00 p.m. EST on March 10, 2014 or as soon as practicable thereafter.

The Company hereby acknowledges the following:

• should the Securities and Exchange Commission (the “Commission”) or the staff of the Commission (the “Staff”), acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

• the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

• the Company may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

The Company respectfully requests that a copy of the written order from the Commission verifying the effective time and date of the Registration Statement be sent to its US counsel, Latham & Watkins LLP, Attention: Rajiv Gupta by facsimile to (+65)-6536-1171 or email at rajiv.gupta@lw.com .

Registered Office: c/o Multiconsult Limited, Les Cascades Building, Edith Cavell Street, Port Louis, Mauritius

Tel: (230) 405 2000 Fax: (230) 212 5265

MakeMyTrip Limited

Thank you for your assistance in this matter. Please do not hesitate to call Rajiv Gupta at (+65)-6437-5467 if you have any questions regarding this request.

Very truly yours,
MakeMyTrip Limited
By:	/s/ Deep Kalra
Name: Deep Kalra
Title: Group Chairman and Group Chief Executive Officer

cc:
Alexander Cohen of Latham &Watkins LLP

Registered Office: c/o Multiconsult Limited, Les Cascades Building, Edith Cavell Street, Port Louis, Mauritius

Tel: (230) 405 2000 Fax: (230) 212 5265