Verde Resources, Inc.
2 Cityplace Drive, Suite 200
St. Louis, MO 63141
June 30, 2022
VIA EDGAR
Securities and Exchange Commission
Division of Corporate Finance
Office of Energy & Transportation
Washington, D.C. 20549
| Re: | Verde Resources, Inc. |
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| Form 10-K for Fiscal Year Ended June 30, 2021 |
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| Filed November 12, 2021 |
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| File No. 000-55276 |
Dear Sir or Madam:
Verde Resources, Inc. (the “Company”) acknowledges receipt of your comment letter (the “Comment Letter”), dated June 8, 2022, related to the Company’s filing on Form 10-K for the Fiscal Year Ended June 30, 2021, which was filed with the Securities and Exchange Commission (the “SEC”) on November 12, 2021.
Our responses are keyed to the Comment Letter.
Risks Associated with Verde Resources, Inc.
| 1. | We do not believe we qualify as a China Based Issuer. The Hong Kong address previously used by us was a mailing address only. We have recently changed our headquarters address to the address set forth above. We have no operations, assets or bank accounts located in or connected with Hong Kong or China. All of our operations are conducted in Malaysia or the United States. Our only ongoing connection with Hong Kong is through our corporate Secretary who is located in Hong Kong. |
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| 2. | We do not believe we qualify as a China Based Issuer (See Response No. 1). As such, we do not believe the disclosures requested here are applicable to us. While our former auditors are based in Hong Kong, because our business operations are not located in Hong Kong or China, we do not believe any limitations exist on the PCAOB’s ability to inspect the audit work and/or audit work papers of our former auditors. |
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| 3. | We do not believe we qualify as a China Based Issuer (See Response No. 1). |
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| 4. | We do not believe we qualify as a China Based Issuer (See Response No. 1). As such, we do not believe the additional risk factors called for by this comment are applicable to us. |
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| 5. | We do not believe we qualify as a China Based Issuer (See Response No. 1). As such, we do not believe the disclosures requested here are applicable to us. |
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| 6. | Please see Response No. 2 with respect to the PCAOB and our former auditors. We have confirmed with our former auditors that there are no impediments to the PCAOB inspecting the audit work and/or audit papers of our former auditors. Furthermore, our current auditors are based in Malaysia and accessible by the PCAOB. |
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| 7. | We do not believe we qualify as a China Based Issuer (See Response No. 1). As such, we do not believe the disclosures requested here are applicable to us. |
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Risks Associated with Our Common Stock | ||
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| 8. | We do not believe we qualify as a China Based Issuer (See Response No. 1). As such, we do not believe the disclosures requested here are applicable to us. |
If you have any questions with respect to this matter, please contact Robert J. Burnett, Witherspoon Brajcich McPhee, PLLC at (509) 455-9077.
Sincerely, | |||
| VERDE RESOURCES, INC. |
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/s/ Balakrishnan B S Muthu | |||
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| Balakrishnan B S Muthu | |
Chief Executive Officer | |||
