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                             November 22, 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
                                                            Filed November 7,
2023
                                                            File No. 333-273841

       Dear Roger James Hamilton:

            We have reviewed your amended registration statement and have the
following
       comments.

              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 October 4, 2023
letter.

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

       General

   1.                                                   We note your response
to prior comment 1, including reference to your Form 6-K filed
                                                        September 5, 2023. in
the FAQs section of the Form 6-K under the question titled "What
                                                        is the ERL Share
Distribution?," you state that ERL is currently listed as a public
                                                        company on the main
board of MERJ Exchange and that you have commenced the "dual
                                                        listing" process to
transfer ERL to Upstream. Further, we note that the Upstream website
                                                        currently reflects that
ERL is dual-listed. Please tell us what exchanges and listings are
                                                        involved in ERL's "dual
listing." In this regard, please clearly explain (i) whether ERL
                                                        intends to be listed on
both the MERJ Exchange and Upstream, or if ERL plans to cease
                                                        its MERJ Exchange
listing, (ii) if ERL intends to cease its listing on the MERJ Exchange,
                                                        please advise if
Upstream will update its website to remove a reference to a dual listing,
                                                        and (iii) that ERL
shares or other securities are not currently listed on a U.S.-based
 Roger James Hamilton
Genius Group Ltd
November 22, 2023
Page 2
         exchange and that you are not in the process of working towards a U.S.
exchange listing.
2.       We note your response to prior comment 1 and your analysis as to
whether the company
         provided "adequate information about the spin-off and the subsidiary
to its shareholders
         and to the trading markets" in accordance with Staff Legal Bulletin
No. 4.
             Please provide us with a detailed analysis as to whether the
information referenced in
             your response substantially complied with Regulation 14A or
Regulation 14C,
             including the requirements relating to financial statements of the
subsidiary.
             Please advise us as to whether the information referenced in your
response was
             delivered to U.S. shareholders in an information statement.


       Please contact Kate Beukenkamp at 202-551-3861 or Dietrich King at
202-551-8071
with any questions.



FirstName LastNameRoger James Hamilton                       Sincerely,
Comapany NameGenius Group Ltd
                                                             Division of
Corporation Finance
November 22, 2023 Page 2                                     Office of Trade &
Services
FirstName LastName