CORRESP 24 filename24.htm

 

 

 

February 1, 2023

 

Via EDGAR

 

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Trade & Services

100 F Street, N.E.

Washington, D.C. 20549

Attn: Ms. Alyssa Wall / Mr. Dietrich King

 

Re: VCI Global Limited
  Amendment No. 2 to Registration Statement on Form F-1 Submitted January 18, 2023
  File No. 333-268109

 

Dear Ms. Wall and Mr. King:

 

On behalf of VCI Global Limited (the “Company”), we have set forth below responses to the comments of the staff (the “Staff”) of the Securities and Exchange Commission (the “SEC”) contained in its letter of January 31, 2023 with respect to the Company’s Amendment No. 2 to Registration Statement on Form F-1 (the “Form F-1A2”) as noted above.

 

For your convenience, the text of the Staff’s comments is set forth below in bold, followed in each case by the Company’s responses. Please note that all references to page numbers in the responses are references to the page numbers in the Form F-1/A (the “Form F-1/A3”) submitted concurrently with the submission of this letter in response to the Staff’s comments.

 

Amendment No. 2 to Registration Statement on Form F-1

 

General

 

1.We note recent instances of extreme stock price run-ups followed by rapid price declines and stock price volatility seemingly unrelated to company performance following a number of recent initial public offerings, particularly among companies with relatively smaller public floats. Please revise your risk factors section to include a separate risk factor addressing the potential for rapid and substantial price volatility and any known factors particular to your offering that may add to this risk and discuss the risks to investors when investing in stock where the price is changing rapidly. In doing so, please clearly state that such volatility, including any stock-run up, may be unrelated to your actual or expected operating performance and financial condition or prospects, making it difficult for prospective investors to assess the rapidly changing value of your stock.

 

 The Company has included the requested risk factor on page 26 of the Form F-1/A3.

 

Should you have any questions relating to the foregoing or wish to discuss any aspect of the Company’s filing, please contact me at 646-876-0618.

 

  Sincerely,
   
  /s/ Jeffrey P. Wofford
  Jeffrey P. Wofford, Esq.
  Carmel, Milazzo & Feil LLP