SecProbe.io

United States securities and exchange commission logo
November 22, 2021
Alex Genin
President
First Capital International, Inc.
5829 W Sam Houston Pkwy N, Suite 405
Houston, Texas 77041
Re:First Capital International, Inc.
Registration Statement on Form 10-12G
Filed October 28, 2021
File No. 000-26271
Dear Mr. Genin:
            We have reviewed your filing 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 these comments 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
comments apply to your facts and circumstances, please tell us why in your response.
            After reviewing your response and any amendment you may file in response to these
comments, we may have additional comments.
Form 10-12G filed on October 28, 2021
Cautionary Note Regarding Forward-Looking Statements, page 1
1.On page 11, you disclose that your common stock will likely be deemed a "penny stock."
As such, please revise to remove references Section 27A of the Securities Act and Section
21E of the Exchange Act.  The statutory safe harbors for forward-looking statements
provided by these sections are not available to issuers of penny stocks.
The Company's officers and directors may allocate time to other businesses activities, page 8
2.We note your disclosure that your management is engaged in other business endeavors
and is not obligated to contribute any specific number of hours per week to your affairs.
Please revise to provide an estimate of the number of hours per week that Alex Genin
anticipates devoting to your affairs.

 FirstName LastNameAlex Genin
 Comapany NameFirst Capital International, Inc.
 November 22, 2021 Page 2
 FirstName LastName
Alex Genin
First Capital International, Inc.
November 22, 2021
Page 2
Exhibits
3.Please ensure you file all of the exhibits required by Item 601 of Regulation S-K.  For
example, please file the certificate of designation for your Series A Convertible Preferred
Stock.
            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 Amanda Kim, Staff Accountant, at (202) 551-3241 or Stephen
Krikorian, Accounting Branch Chief, at (202) 551-3488 if you have questions regarding
comments on the financial statements and related matters.  Please contact Olivia Bobes, Law
Clerk, at (202) 551-7361 or Mitchell Austin, Staff Attorney, at (202) 551-3574 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       Robert Axelrod, Esq.