Correspondence 0001575872-24-000401 from GoLogiq, Inc. (GOLQ) (CIK 0001746278)
GoLogiq, Inc. (GOLQ) (CIK 0001746278)
Date: April 25, 2024 · CIK: 0001746278 · Accession: 0001575872-24-000401
AI Filing Summary & Sentiment
File numbers found in text: 333-231286
Referenced dates: April 10, 2024
Letter
United States Securities and Exchange Commission Division of Corporation Finance Office of Technology Filed March 27, 2023 Form 10-Q for the Quarterly Period Ended March 31, 2023 Filed May 22, 2023 File No. 333-231286
Dear Ms. Sweeney:
On behalf of GoLogiq, Inc. (the “Company”) and in response to the comments of the staff of the Securities and Exchange Commission set forth in your letter dated April 10, 2024.
Set forth below are the Company’s responses to the Staff’s comments. Factual information provided herein has been provided to us by the Company. The numbering of the responses corresponds to the numbering of comments in the letter from the Staff.
Form 10-K for the Fiscal Year Ended December 31, 2022
Consolidated Financial Statements
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, page 2
Comment 1. With respect to your submission filed on April 5, 2024, we note your statement that you reviewed Schedule 13D or 13G filings, material contracts, and representation on your board of directors in connection with your required submission under paragraph (a).Please supplementally describe to us any additional materials that were reviewed and tell us whether you relied upon any legal opinions or third party certifications such as affidavits as the basis for your submission.
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Response 1. We received no legal opinions or third party reports, but reviewed the shareholder list and NOBO lists to determine any 10% shareholders required to file Section 13 reports, and the then current slate of officers and directors, and confirmed all required filers had indeed filed.
If you have further questions or comments, please feel free to contact us.
Very truly yours,
/s/ Scott C. Kline
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Scott C. Kline, Esq.
dba Kline Law Group
15615 Alton Parkway, Suite 450
Irvine, CA 92618
T – 949.271.6355
F – 949.271.6301
April 23, 2024
Delivered by electronic submission via EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
Office of Technology
100 F Street, N.E., Mail Stop 7010
Washington, DC 20549
Attn: Ms. Joyce Sweeney
Re:
GoLogiq, Inc.
Form 10-K for the
Fiscal Year Ended December 31, 2022
Filed March 27, 2023
Form 10-Q for the
Quarterly Period Ended March 31, 2023
Filed May 22, 2023
File No. 333-231286
Dear Ms. Sweeney:
On behalf of GoLogiq, Inc. (the “Company”)
and in response to the comments of the staff of the Securities and Exchange Commission set forth in your letter dated April 10, 2024.
Set forth below are the Company’s responses
to the Staff’s comments. Factual information provided herein has been provided to us by the Company. The numbering of the responses
corresponds to the numbering of comments in the letter from the Staff.
Form 10-K for the Fiscal Year Ended December 31, 2022
Consolidated Financial Statements
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, page 2
Comment 1. With respect to your submission filed on April 5, 2024, we note your statement
that you reviewed Schedule 13D or 13G filings, material contracts, and representation on your board of directors in connection with your
required submission under paragraph (a).Please supplementally describe to us any additional materials that were reviewed and tell us whether
you relied upon any legal opinions or third party certifications such as affidavits as the basis for your submission.
-1-
Response 1. We received no legal opinions or third party reports, but reviewed the
shareholder list and NOBO lists to determine any 10% shareholders required to file Section 13 reports, and the then current slate of officers
and directors, and confirmed all required filers had indeed filed.
If you have further questions or comments, please feel free to contact
us.
Very truly yours,
/s/ Scott C. Kline
Scott C. Kline
CC
Granger Whitelaw, CEO
GoLogiq, Inc.
-2-