SEC Comment Letter 0000000000-23-013516 to Genius Group Ltd (GNS)
Genius Group Ltd
Date: Dec. 12, 2023 · CIK: 0001847806 · Accession: 0000000000-23-013516
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File numbers found in text: 333-273841
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United States securities and exchange commission logo
December 12, 2023
Roger James Hamilton
Chief Executive Officer
Genius Group Ltd
8 Amoy Street, #01-01
Singapore 049950
Re:Genius Group Ltd
Amendment No. 2 to Registration Statement on Form F-1
Response dated November 29, 2023
File No. 333-273841
Dear Roger James Hamilton:
We have reviewed your amended registration statement and have the following comment.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a comment applies 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 this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our November 22, 2023 letter.
Amendment No. 2 to Registration Statement on Form F-1
General
1.We note your response to prior comment 2, as well as your previous related
responses. While we do not have any further comments at this time regarding your
responses, please confirm your understanding that our decision not to issue additional
comments should not be interpreted to mean that we either agree or disagree with your
responses, including any conclusions you have made, positions you have taken, and
practices you have engaged in or may engage in with respect to this matter.
FirstName LastNameRoger James Hamilton
Comapany NameGenius Group Ltd
December 12, 2023 Page 2
FirstName LastName
Roger James Hamilton
Genius Group Ltd
December 12, 2023
Page 2
Please contact Kate Beukenkamp at 202-551-3861 or Dietrich King at 202-551-8071
with any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Jolie Kahn