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                            September 29, 2023

       Dekui Liu
       Chief Executive Officer
       INNO HOLDINGS INC.
       2465 Farm Market 359 South
       Brookshire, TX 77423

                                                        Re: INNO HOLDINGS INC.
                                                            Amendment No. 2 to
Registration Statement on Form S-1
                                                            Filed September 14,
2023
                                                            File No. 333-273429

       Dear Dekui Liu:

             We have reviewed your amended registration statement and have the
following
       comments. In some of our comments, we may ask you to provide us with
information so we
       may better understand your disclosure.

              Please respond to this letter by amending your registration
statement and providing the
       requested information. If you do not believe our comments apply 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 these comments, we may have additional comments.

       Amendment No. 2 to Registration Statement on Form S-1 filed September
14, 2023

       Prospectus Summary, page 4

   1.                                                   Your net loss for the
nine months ended June 30, 2022 disclosed on page 4 does not
                                                        appear consistent with
the amount disclosed in the statement of operations on page F-4.
                                                        Please advise or
revise.
       Capitalization, page 39

   2.                                                   Please address the
following items related to your capitalization disclosures:
                                                            Your pro forma
column appears to represent adjustments made to arrive at the pro
                                                            forma as adjusted
amounts. If true, revise the column headers as well as your
                                                            description of
these columns in the introductory paragraph;
                                                            Tell us and
disclose why deferred offering costs are included in your capitalization;
 Dekui Liu
INNO HOLDINGS INC.
September 29, 2023
Page 2
           and
             Disclose in the footnote the impact on your capitalization if your
underwriters
           exercise their over-allotment option in full.
Dilution, page 40

3.     Please revise to calculate net tangible book value excluding any
intangible assets such as
       deferred offering costs.
Results of Operation
Bad debt expense, page 44

4.     Please provide additional information regarding the significant increase
in bad debt
       expense during the nine month period ended June 30, 2023, including the
contractual and
       customary payment terms of your accounts receivables. Consider providing
an aging of
       your accounts receivable as of the latest balance sheet date in tabular
form and showing
       the allowance for credit losses related to each age group of
receivables.
Note 4 - Accounts Receivable, Net, page F-15

5.     The June 30, 2023 accounts receivable, net amount disclosed on page F-15
does not
       appear consistent with the amount presented in the balance sheet on page
F-2. Please
       advise or revise.
Note 15 - Subsequent Events, page F-20

6.     You disclose that you effected a reverse stock split at a split ratio of
1-for-2 on July 24,
       2023. Please tell us how your financial statements retroactively give
effect to the reverse
       stock split for all periods presented. Refer to ASC 505-10-S99 and SAB
Topic 4C.
        You may contact SiSi Cheng, Staff Accountant, at 202-551-5004 or Kevin
Woody,
Accounting Branch Chief, at 202-551-3629 if you have questions regarding
comments on the
financial statements and related matters. Please contact Thomas Jones, Staff
Attorney, at 202-
551-3602 or Jay Ingram, Legal Branch Chief, at 202-551-3397 with any other
questions.



                                                              Sincerely,
FirstName LastNameDekui Liu
                                                              Division of
Corporation Finance
Comapany NameINNO HOLDINGS INC.
                                                              Office of
Manufacturing
September 29, 2023 Page 2
cc:       Michael J. Blankenship
FirstName LastName