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June 11, 2024
Colin Ellis
Chief Financial Officer and Director
Fintech Scion Limited
M Floor & 1st Floor
No. 33, Jalan Maharajalela
50150, Kuala Lumpur, Malaysia
Re:Fintech Scion Limited
Form 10-K for Fiscal Year Ended December 31, 2023
Amendment No. 3 to Form 10-K for Fiscal Year Ended December 31, 2023
File No. 000-55685
Dear Colin Ellis:
            We have reviewed your filings and have the following comment(s).
            Please respond to this letter 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 a
comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing your response to this letter, we may have additional comments.
Form 10-K for Fiscal Year Ended December 31, 2023
Part I
Item 1. Business
Overview, page 1
1.With a view to providing more balanced disclosure, please disclose here the amount of
your revenue for the most recently completed fiscal year and your net income/loss for the
most recently completed fiscal year.
2.Please clarify here that you currently operate in, and derive the bulk of your revenue from,
the United Kingdom and Malaysia.
3.Please balance the aspirational statements in this section with details about your actual
business operations. For example, in the fourth paragraph, where you state your "current
clientele encompasses an array of enterprises and organizations, spanning varied sectors,"
please describe the industry sectors and types of customers you serve. If possible, please
provide specific examples. In addition, in the same paragraph, please identify the "specific

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 Comapany NameFintech Scion Limited
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 FirstName LastNameColin Ellis
Fintech Scion Limited
June 11, 2024
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subset of online businesses that grapple with establishing and maintaining physical bank
accounts across multiple territories" that you are referring to and explain why you think
this is notable. Please make conforming revisions throughout the prospectus.
Corporate History and Structure, page 4
4.Please revise the diagram of your corporate structure on page 5 to add ownership
percentages.
Market Opportunity, page 12
5.We note your representations on pages 13-14 that the Payment Gateway Market in the
Technology Layer is "expected to grow to $174.4 billion in 2027" and the Payment
Processing Market in the Payment Layer is "expected to grow to $116.2 billion in 2027."
Please revise to disclose the sources of these statements. In addition, please provide
context for the significance to you of the overall dollar value of these markets by
clarifying how much of them you believe you would be in a position to address in light of
your resources.
Government Regulations, page 17
6.We note your references here to "the Bank." However, this entity does not appear to be
discussed or otherwise referenced within your registration statement. Please advise or
revise to describe or define this entity.
Item 1A. Risk Factors, page 17
7.We note your disclosure on page F-16 that "inflationary pressures also caused [y]our
forecasted expenses to increase" during the fiscal year ended December 31, 2023. To the
extent applicable, please update your risk factors to disclose how recent inflationary
pressures have materially impacted your business and operations. As examples only,
identify the types of inflationary pressures you are facing and how your business has been
affected.
8.We note your disclosure on page F-16 that your "discounted cash flows utilized a higher
risk-adjusted discount rate for the 2023 impairment test, primarily due to central banks
raising interest rates in 2023." To the extent applicable, please update your risk factors to
disclose the material impact of any rate increases on your operations and how your
business has been affected. For example, describe whether your borrowing costs have
recently increased or are expected to increase and your ability to pass along your
increased costs to your customers.
9.Please add a risk factor to address the risks associated with certain of your shareholders
potentially having the ability, now or in the future, to exercise significant control over
your company.

 FirstName LastNameColin Ellis
 Comapany NameFintech Scion Limited
 June 11, 2024 Page 3
 FirstName LastNameColin Ellis
Fintech Scion Limited
June 11, 2024
Page 3

We have a limited operating history with financial results that may not be indicative of future
performance . . ., page 17
10.Please revise the risk factor and risk factor heading to clearly disclose your history of net
losses.
We are subject to chargeback and refund liability risk when our merchants refuse to or cannot
reimburse chargebacks . . ., page 27
11.We note your disclosure here that you "are currently, and will continue to be, exposed to
certain risks associated with chargebacks and refunds in connection with payment card
fraud or relating to the goods or services provided by our merchant customers." To the
extent your business has been materially affected by risks associated with such
chargebacks and refunds, please state as much.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
Results of Operations, page 35
12.Please provide a more robust analysis of your results of operations. For example, expand
your discussion of the impact of the restructuring transactions on cost of sales and the
changes in selling expenses and general and administrative expenses to address the
underlying reasons for changes in qualitative terms. Please refer to Item 303(b) of
Regulation S-K.
Item 13. Certain Relationships and Related Transactions, page 48
13.If any two of these entities (the Company, Fintech, FintechAsia and/or CICO) had any
common owners and/or related parties before their respective transactions, please disclose
their names, any positions held at each entity and the percentages of ownership in each
entity before and after the transactions. Also, clearly disclose any other related party
relationships between each of these entities. For example, based on your disclosure on
page F-9, it appears that CICO and the Company may have common ownership, but who
the common owners are, the extent of common ownership and any other related party
relationships are not disclosed.
General
14.In an appropriate section of this filing, please provide a fuller description of your core
business activities. In doing so, please be as specific as possible.
15.In an appropriate section of this filing, please disclose a breakdown of revenue for each of
your major services. For example, it appears that you generate revenue from six services:
payment services; business accounts; SEPA and SWIFT payments; foreign exchange
conversion; acquirer services; and whitelabelling. However, it is not clear how much each
of these services contributes to your revenue. If any of these services are currently

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June 11, 2024
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dormant or aspirational, or if you have not yet generated revenue from them, please make
this clear in the disclosure.
Amendment No. 3 to Form 10-K for Fiscal Year Ended December 31, 2023
Audited Consolidated Financial Statements, page F-1
16.Please confirm that the statements of operations and comprehensive income (loss),
stockholders' equity, and cash flows for periods prior to November 30, 2022 are those of
Fintech (the accounting acquirer) and do not include any of the Company's or
FintechAsia's operations, changes in equity (except for the Company's capital structure) or
cash flows. Otherwise, tell us how your accounting for the November 30, 2022 reverse
acquisition complies with GAAP. Also, tell us why the 101.667 million shares issued to
Fintech (per page F-9) are not reflected as outstanding in your statements of stockholders'
equity just before the reverse merger with the 97.076 million shares effectively issued to
the Company (per page F-9) being reflected as issued on November 30, 2022. Refer to
ASC 805-40-45.
Consolidated Balance Sheet, page F-4
17.Please tell us your basis in GAAP for presenting a line item for merger reserves of $55
million on your balance sheet. Cite the GAAP literature you are relying upon and explain
how you are applying it.
Consolidated Statements of Income or Loss and Comprehensive Income or Loss, page F-5
18.Please tell us how you computed the average number of common shares outstanding in
each period presented. In doing so, explain your basis in GAAP for treating the 97.076
million shares effectively issued to the Company on November 30, 2022 as outstanding
for all of 2022. Also, explain your basis in GAAP for treating the 100 million shares
issued to CICO on October 11, 2023 as outstanding for all of 2023. Refer to ASC 260 and
ASC 805-40-45-3 through 45-5. Additionally, tell us the dollar amounts recorded in each
line item of your statements of income or loss for each period presented related to the
CICO asset acquisition and the dates you started and stopped reflecting these amounts in
your statements of income or loss. Please also tell us the dollar amounts of the various
assets and liabilities reflected on your December 31, 2023 balance sheet related to the
CICO asset acquisition and explain your GAAP basis for keeping these assets and
liabilities and 100 million shares issued to CICO on your balance sheet after the Company
and CICO mutually agreed to unwind the transaction on December 27, 2023.
Note 1. Organization and Business, page F-8
19.Your subsidiary, HWG Cash Singapore Pte Ltd, is engaged in trading digital assets.
Please explain in greater detail the nature and extent of this entity's digital asset activities
and the accounting policies applied.

 FirstName LastNameColin Ellis
 Comapany NameFintech Scion Limited
 June 11, 2024 Page 5
 FirstName LastName
Colin Ellis
Fintech Scion Limited
June 11, 2024
Page 5
Restructuring Transactions
Disposal of ASB and VOM, page F-10
20.We note you recorded a gain on disposal of subsidiaries of $5.5 million as other income
for the year ended December 31, 2022. Tell us how you considered the guidance of ASC
205-20-45 in determining that the disposals of ASB and VOB did not represent a strategic
shift and did not qualify as discontinued operations.
Note 5. Goodwill, page F-17
21.Please tell us the amount of goodwill allocated to each reporting unit as of each balance
sheet date. If any goodwill was allocated to Fintech in the November 30, 2022 reverse
merger, please also explain your basis in GAAP for doing so.
            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 Scott Stringer at 202-551-3272 or Rufus Decker at 202-551-3769 if you
have questions regarding comments on the financial statements and related matters. Please
contact Rucha Pandit at 202-551-6022 or Dietrich King at 202-551-8071 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services