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CORRESP Filing

Generation Essentials Group
Date: May 7, 2025 · CIK: 0002053456 · Accession: 0001213900-25-040589

Offering / Registration Process Regulatory Compliance Business Model Clarity

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File numbers found in text: 333-286501

Date
May 7, 2025
Author
The Generation Essentials Group
Form
CORRESP
Company
Generation Essentials Group

Letter

VIA EDGAR Division of Corporation Finance Office of Manufacturing Washington, D.C. 20549 Re: The Generation Essentials Group (the "Company") Registration Statement on Form F-4 File No. 333-286501

Dear Ms. Purnell and Mr. Ecker,

Pursuant to Rule 461 of Regulation C ("Rule 461") under the Securities Act of 1933, as amended, the Company hereby respectfully requests that the effective date of the Company's Registration Statement on Form F-4 (File No. 333-286501) be accelerated by the Securities and Exchange Commission to 4:00 p.m. Eastern time on May 9, 2025 or as soon as practicable thereafter.

If there is any change in the acceleration request set forth above, the Company will promptly notify you of the change, in which case the Company may be making an oral request of acceleration of the effectiveness of the Registration Statements in accordance with Rule 461. Such request may be made by an executive officer of the Company or by any attorney from the Company's U.S. counsel, Skadden, Arps, Slate, Meagher & Flom LLP.

[Signature page follows]

Very truly
yours,
The Generation Essentials Group

Show Raw Text
CORRESP
 1
 filename1.htm

 May 7, 2025

 VIA EDGAR

 Mr. Bradley Ecker

 Ms. Erin Purnell

 Division of Corporation Finance

 Office of Manufacturing

 U.S. Securities and Exchange

 Commission

 100 F Street, NE

 Washington, D.C. 20549

 Re: The Generation Essentials Group
(the "Company")

 Registration Statement on Form F-4

 File No. 333-286501

 Dear Ms. Purnell and Mr. Ecker,

 Pursuant to Rule 461 of Regulation C ("Rule
461") under the Securities Act of 1933, as amended, the Company hereby respectfully requests that the effective date of the Company's
Registration Statement on Form F-4 (File No. 333-286501) be accelerated by the Securities and Exchange Commission to 4:00 p.m. Eastern
time on May 9, 2025 or as soon as practicable thereafter.

 If there is any change in the acceleration request
set forth above, the Company will promptly notify you of the change, in which case the Company may be making an oral request of acceleration
of the effectiveness of the Registration Statements in accordance with Rule 461. Such request may be made by an executive officer of the
Company or by any attorney from the Company's U.S. counsel, Skadden, Arps, Slate, Meagher & Flom LLP.

 [Signature page follows]

 Very truly
yours,

 The Generation Essentials Group

 By:
 /s/
 Samuel Chau

 Name:
 Samuel Chau

 Title:
 Director and Chief Financial
 Officer

 cc: Giampietro Baudo, Chief Executive Officer, The Generation Essentials Group

 Samuel Chau, Director and Chief Financial Officer, The Generation
Essentials Group

 Dennis Tam, Executive Chairman of the Board and Co-CEO, Black
Spade Acquisition II Co

 Kester Ng, Director, Co-CEO and CFO, Black
Spade Acquisition II Co

 Richard Taylor, Director, Co-CEO and COO,
Black Spade Acquisition II Co

 Brian V. Breheny, Partner, Skadden, Arps,
Slate, Meagher & Flom LLP

 Shu Du, Partner, Skadden, Arps, Slate,
Meagher & Flom LLP

 Sharon Lau, Partner, Latham & Watkins
LLP

 Stacey Wong, Partner, Latham & Watkins
LLP