United States securities and exchange commission logo




                                                                                
                              July 5, 2023

       Prashant Aggarwal
       Chief Executive Officer
       MoneyHero Ltd
       70 Shenton Way
       #18-15, EON Shenton, S079118
       Singapore

                                                        Re: MoneyHero Ltd
                                                            Draft Registration 
Statement on Form F-4
                                                            Submitted June 5, 
2023
                                                            CIK 0001974044

       Dear Prashant Aggarwal:

              We have reviewed your draft registration statement and have the 
following comments. In
       some of our comments, we may ask you to provide us with information so 
we may better
       understand your disclosure.

              Please respond to this letter by providing the requested 
information and either submitting
       an amended draft registration statement or publicly filing your 
registration statement on
       EDGAR. If you do not believe our comments apply to your facts and 
circumstances or do not
       believe an amendment is appropriate, please tell us why in your 
response.

             After reviewing the information you provide in response to these 
comments and your
       amended draft registration statement or filed registration statement, we 
may have additional
       comments.

       Draft Registration Statement on Form F-4 submitted June 5, 2023

       Cover Page

   1.                                                   We note that the 
Sponsor, each Bridgetown director and certain other advisors of
                                                        Bridgetown to whom 
Sponsor has transferred Bridgetown Shares have agreed to, among
                                                        other things, vote all 
of their Bridgetown Shares in favor of the proposals being presented
                                                        at the Extraordinary 
General Meeting and waive their redemption rights with respect to
                                                        their Bridgetown Shares 
in connection with the consummation of the Business
                                                        Combination. Please 
describe any consideration provided in exchange for this agreement
                                                        here and elsewhere 
throughout your proxy statement/prospectus as appropriate.
 Prashant Aggarwal
FirstName
MoneyHeroLastNamePrashant  Aggarwal
              Ltd
Comapany
July 5, 2023NameMoneyHero Ltd
July 5,2 2023 Page 2
Page
FirstName LastName
2.       Please revise your prospectus cover page to address how recent 
statements and regulatory
         actions by both China   s government and Hong Kong's regulatory 
authorities, such as
         those related to data security or anti-monopoly concerns, have or may 
impact the
         company   s ability to conduct its business, accept foreign 
investments, or list on a U.S. or
         other foreign exchange. Disclose the location of your auditor   s 
headquarters and whether
         and how the Holding Foreign Companies Accountable Act, as amended by 
the
         Consolidated Appropriations Act, 2023, and related regulations will 
affect your company.
         Ensure that your prospectus summary addresses all of these risks, as 
well.
3.       Here and in the prospectus summary, provide a description of how cash 
is transferred
         through your organization, and state whether any transfers, dividends, 
or distributions
         have been made to date between you and your subsidiaries or to 
investors, and quantify
         the amounts where applicable. Disclose that, to the extent cash/assets 
in the business is in
         the Hong Kong or a Hong Kong entity, the funds/assets may not be 
available to fund
         operations or for other use outside of the Hong Kong due to 
interventions in or the
         imposition of restrictions and limitations on the ability of you or 
your subsidiaries by the
         PRC government to transfer cash/assets. On the cover page, provide 
cross-references to
         these other discussions. Also discuss whether there are limitations on 
your ability to
         transfer cash between you, your subsidiaries or investors, and provide 
a cross-reference to
         your discussion of this issue in your summary, summary risk factors, 
and risk factors
         sections. Describe any restrictions on foreign exchange and your 
ability to transfer cash
         between entities, across borders, and to U.S. investors, as well as 
any restrictions on your
         ability to distribute earnings. To the extent you have cash management 
policies that
         dictate how funds are transferred between you, your subsidiaries or 
investors, summarize
         the policies on your cover page and in the prospectus summary, 
disclose the source of
         such policies, and include a cross-reference on the cover page to the 
discussion in the
         summary; alternatively state that you have no such policies.
Presentation of Financial Information
PubCo, page 4

4.       You have disclosed here that PubCo, incorporated on March 21, 2023, 
has no material
         assets and does not operate any businesses, so no financial statements 
of PubCo have been
         included in this document. We also note the disclosure on page 38 of 
your filing
         that PubCo was incorporated with an aggregate share capital of $50,000 
divided into
         500,000,000 registered shares of a par value of $0.0001 per share, and 
that two such
         shares are currently issued and outstanding. At incorporation, its 
assets consisted of the
         par value contributed for its two outstanding shares. While these 
balance sheet items may
         be quantitatively not material, the incorporation of the entity that 
will be the surviving
         legal entity is qualitatively significant. Please include audited 
financial statements for
         PubCo. Please note the guidance in Item 14 of Form F-4 and Item 8.A of 
Form 20-F that
         specifies that if the registrant has been in existence less than a 
year and have not yet
         commenced operations, you may instead include an audited balance sheet 
that is no more
         than nine months old.
 Prashant Aggarwal
MoneyHero Ltd
July 5, 2023
Page 3
Questions and Answers About the Proposals
Q. May Bridgetown, Sponsor or Bridgetown's directors, officers, advisors or 
their affiliates
purchase shares..., page 15

5.       We note that you have arranged to sell additional securities to raise 
funds to satisfy the
         minimum cash required to complete the Business Combination transaction 
after returning
         funds to redeeming stockholders. Further, we note that the Sponsor has 
entered into Non-
         Redemption Deeds in favor of each of the FWD Parties pursuant to 
which, among other
         things, Sponsor has offered to pay to the FWD Parties certain 
compensation in exchange
         for such FWD Party participating in certain actions (e.g., vote in 
favor of the business
         combination) and not pursue other actions (e.g., selling or 
transferring Bridgetown Class
         A Ordinary Shares prior to closing of the initial merger) that 
facilitate the consummation
         of the Business Combination. Revise the disclosure to discuss the key 
terms of any
         convertible securities and to disclose the potential impact of these 
securities, including the
         Non-Redemption Deeds on non-redeeming shareholders.
Q. What shall be the relative equity stakes of Bridgetown shareholders and CGCL 
shareholders
in PubCo upon completion..., page 18

6.       Please revise your Share Ownership in PubCo table, and elsewhere 
throughout your proxy
         statement/prospectus, to include all potential sources of dilution 
affecting public
         stockholders related to this Business Combination. In this regard, 
please revise the tables
         to include any shares being reserved for the PubCo equity incentive 
plans or otherwise.
         We note that your transaction does not contemplate PIPE financing.
Q. What interests do Bridgetown's Sponsors, directors, officers and certain 
advisors have in the
Business Combination?, page 26

7.       We note from your disclosure here and elsewhere throughout your proxy
         statement/prospectus that you have waived the corporate opportunities 
doctrine in
         connection with the Business Combination. Please revise this section 
and elsewhere
         throughout your disclosure as appropriate to disclose whether you 
believe this waiver
         materially impacted your search for an acquisition target.
8.       Please quantify the aggregate dollar amount and describe the nature of 
what the sponsor
         and its affiliates have at risk depends on the completion of a 
business combination.
         Include the current value of securities held, loans extended, fees 
due, and out-of-pocket
         expenses for which the sponsor and its affiliates are awaiting 
reimbursement. Provide
         similar disclosure for the company   s officers and directors, if 
material.
9.      Please highlight the risk that the sponsor will benefit from the 
completion of a business
FirstName LastNamePrashant Aggarwal
        combination and may be incentivized to complete an acquisition of a 
less favorable target
Comapany     NameMoneyHero
        company                 Ltdfavorable to shareholders rather than 
liquidate. We note your
                  or on terms less
July 5, disclosure
        2023 Pageelsewhere
                   3          in your proxy statement/prospectus discussing 
this specific point.
FirstName LastName
 Prashant Aggarwal
FirstName
MoneyHeroLastNamePrashant  Aggarwal
              Ltd
Comapany
July 5, 2023NameMoneyHero Ltd
July 5,4 2023 Page 4
Page
FirstName LastName
10.      Please revise to discuss any material interests in the transaction 
held by Mr. Wong and
         Mr. Li, including fiduciary or contractual obligations to, interests 
in and affiliations
         with the target. Clarify how the board considered those conflicts in 
negotiating and
         recommending the business combination.
Summary of the Proxy Statement/Prospectus, page 35

11.      Disclose each permission or approval that you or your subsidiaries are 
required to obtain
         from Chinese authorities to operate your business and to offer the 
securities being
         registered to foreign investors, and state affirmatively whether you 
have received all
         requisite permissions and approvals and whether any have been denied. 
State here, as you
         do on pages 101-102, that you do not believe that you or your 
subsidiaries are covered by
         permissions requirements from the CSRC or CAC. Please also describe 
the consequences
         to you and your investors if you or your subsidiaries: (i) do not 
receive or maintain such
         permissions or approvals, (ii) inadvertently conclude that such 
permissions or approvals
         are not required, or (iii) applicable laws, regulations, or 
interpretations change and you are
         required to obtain such permissions or approvals in the future.

         Additionally, please disclose whether you relied on the opinion of 
counsel with regards to
         this disclosure and, if so, name counsel and file a consent of counsel 
as an exhibit. If you
         have not relied upon an opinion of counsel with respect to this 
disclosure, please state as
         much, explain why such an opinion was not obtained and provide the 
basis for your
         determinations in this regard.
12.      In the third bullet of the Risks Related to Doing Business in Hong 
Kong section of your
         summary of risk factors, discuss that risks and uncertainties 
regarding the enforcement of
         laws arise because the rules and regulations in China can change 
quickly with little
         advance notice; state that the Chinese government may intervene or 
influence your
         operations at any time, or may exert more control over offerings 
conducted overseas
         and/or foreign investment in China-based issuers, which could result 
in a material change
         in your operations and/or the value of the securities you are 
registering for sale; and state
         that any actions by the Chinese government to exert more oversight and 
control over
         offerings that are conducted overseas and/or foreign investment in 
China- or Hong Kong-
         based issuers could significantly limit or completely hinder your 
ability to offer or
         continue to offer securities to investors and cause the value of such 
securities to
         significantly decline or be worthless.
 Prashant Aggarwal
FirstName
MoneyHeroLastNamePrashant  Aggarwal
              Ltd
Comapany
July 5, 2023NameMoneyHero Ltd
July 5,5 2023 Page 5
Page
FirstName LastName
The Parties to the Business Combination
CGCL, page 35

13.      In the fourth paragraph under this heading, you describe MoneyHero 
Group's main
         business pillars as being tied to the company's websites and ability 
for consumers to
         access online content. Please revise your disclosure here and where 
appropriate, for
         example, in the section of your proxy statement/prospectus titled 
"Information Related to
         the MoneyHero Group" to disclose the company websites providing the 
online platform of
         services and other business operations provided by MoneyHero Group.
Bridgetown, page 36

14.      We note that funds in the Trust Account at being held in an 
interest-bearing demand
         deposit account at Morgan Stanley, with Continental (Bridgetown's 
transfer agent)
         continuing to act as trustee until the earlier of the consummation of 
Bridgetown's initial
         business combination or its liquidation. Please clarify whether the 
trust assets are held in
         the U.S. If the trust assets are located in the PRC/Hong Kong, please 
amend your
         disclosure here and in the summary risk factors and risk factors 
sections to state that, to
         the extent cash/assets is in the PRC/Hong Kong or a PRC/Hong Kong 
entity, the
         funds/assets may not be available to fund operations or for other use 
outside of the
         PRC/Hong Kong due to interventions in or the imposition of 
restrictions and limitations
         on the ability of you, your subsidiaries or other entities or parties 
to the Business
         Combination by the PRC government to transfer cash/assets. On the 
cover page, provide
         cross-references to these other discussions.

         Additionally, please revise your disclosure to discuss whether there 
are limitations on your
         ability to transfer cash between you, your subsidiaries or other 
entities or parties to the
         Business Combination or investors. Provide a cross-reference to your 
discussion of this
         issue in your summary, summary risk factors, and risk factors 
sections, as well.
Related Agreements
Fee Letter, page 42

15.      We note that concurrently with the execution of the Business 
Combination Agreement,
         Sponsor and BTN Investments LLC ("BTN") issued the Fee Letter to PubCo 
and CGCL
         whereby each of the Sponsor and BTN agree to reimburse PubCo for a 
portion of
         transaction expenses if the amount of cash in the Trust Account is 
less than $82 million.
         Please revise your disclosure, where appropriate (e.g., Frequently 
Used Terms) to provide
         brief additional context for the entity BTN. For example, please 
describe the purpose or
         business of this entity, and its relationship to the Sponsor, PubCo or 
other parties to the
         Business Combination.
 Prashant Aggarwal
FirstName
MoneyHeroLastNamePrashant  Aggarwal
              Ltd
Comapany
July 5, 2023NameMoneyHero Ltd
July 5,6 2023 Page 6
Page
FirstName LastName
Selected Historical Financial Data of Bridgetown, page 65

16.      Please tell us why you excluded the year ended December 31, 2021 in 
your tabular
         presentation of Statement of Operations data here.
Risk Factors, page 73

17.      Please include a risk factor discussing the material risks related to 
the exclusive forum
         provision in the Amended PubCo Articles, including increased costs to 
bring a claim and
         that these provisions can discourage claims or limit investors    
ability to bring a claim in a
         judicial forum that they find favorable. Also state that there is 
uncertainty as to whether a
         court would enforce such provision in connection with claims under the 
Securities Act and
         that investors cannot waive compliance with the federal securities 
laws and the rules and
         regulations thereunder. In this regard, we note that Section 22 of the 
Securities Act
         creates concurrent jurisdiction for federal and state courts over all 
suits brought to enforce
         any duty or liability created by the Securities Act or the rules and 
regulations thereunder.
18.      Please include risk factor disclosure explaining whether there are 
laws/regulations in
         Hong Kong that result in oversight over data security, how this 
oversight impacts the
         company   s business and the offering, and to what extent the company 
believes that it is
         compliant with the regulations or policies that have been issued.
Risks Related to the MoneyHero Group's Business and Industry
Our success-based model is subject to risks that could have a material adverse 
effect..., page 76

19.      Please revise the body of this risk factor to discuss the risk 
associated with your business
         model plainly and in commonly understood terms. In this regard, we 
note the first
         sentence in this risk factor, which states "[o]ur internet leads 
generation income is
         primarily success-based." Further, you state that "[t]he success-based 
nature of our fee
         structures also exposes us to fluctuations in approval rates..."
Risks Related to Bridgetown and the Business Combination
Members of the Bridgetown Special Committee have interests that are different 
from, or in
addition to, and may conflict with..., page 106

20.      Please revise the title of this risk factor to make clear that the 
interests of members of the
         Bridgetown Special Committee and those of "Bridgetown shareholders and
         warrantholders" includes those interests of the Bridgetown's public 
shareholders and
         warrant holders. Similarly, please revise the second to last bullet 
point in this risk factor
         to clearly reflect that it may be Bridgetown's public shareholders 
that receive a negative
         return on their investment in PubCo, not simply "other Bridgetown 
shareholders." Please
         make similar revisions throughout your proxy statement/prospectus as 
appropriate to
         clearly state when you are referring to potential investment or other 
impacts to
         Bridgetown's public shareholders.
 Prashant Aggarwal
FirstName
MoneyHeroLastNamePrashant  Aggarwal
              Ltd
Comapany
July 5, 2023NameMoneyHero Ltd
July 5,7 2023 Page 7
Page
FirstName LastName
Risks Related to PubCo and Its Securities
PubCo may redeem your unexpired PubCo Warrants prior to their exercise at a 
time that is
disadvantageous to you..., page 128

21.      Please highlight the material risks to public warrant holders, 
including those arising from
         differences between private and public warrants. Clarify whether 
recent common stock
         trading prices exceed the threshold that would allow the company to 
redeem public
         warrants. Clearly explain the steps, if any, the company will take to 
notify all
         shareholders, including beneficial owners, regarding when the warrants 
become eligible
         for redemption.
The Business Combination Proposal
Organizational Structure, page 163

22.      Please revise your organizational structure diagram to reflect 
Bridgetown Public
         Stockholders as a separate group from Bridgetown insiders, including 
the Sponsor,
         officers and directors. Additionally, please revise the simplified 
version of the ownership
         structure immediately following the consummation of the Business 
Combination to reflect
         the respective ownership interests and voting power of each entity or 
group of
         shareholders (i.e., public or insiders). Finally, for clarity, we note 
the use of the defined
         terms when referring to certain entities (e.g., PubCo). However, for 
additional clarity
         please include the name of the entity so investors in this offering 
can understand where
         within your organizational structure their holdings originate.
Background of the Business Combination, page 166

23.      In the third paragraph from the top of this page, you discuss two 
other companies with
         which Bridgetown signed a non-binding letter of intent other than the 
MoneyHero Group.
         Please revise this discussion to provide dates around the timing of 
these respective non-
         binding letters of intent and the reasons for your determination not 
to pursue a business
         combination with either entity.
24.      We note that on December 7, 2021, representatives from MoneyHero 
Group, Bridgetown
         and Bridgetown's business due diligence advisors held an introductory 
call and
         management presentation. Please expand your disclosure to discuss what 
was included in
         this management presentation in greater detail. We note that the 
presentation was
         regarding MoneyHero Group's businesses and M&A plans.
25.      We note that between January 26, 2022 and mid-November 2022, 
Bridgetown searched
         for other prospective business combination candidates. Please revise 
this paragraph to
         discuss in greater detail efforts made by Bridgetown to identify a 
target company,
         including whether the company engaged in discussion or entered into 
any letters of intent
         or otherwise with other potential targets. We note the passage of 
approximately ten
         months during this time.
 Prashant Aggarwal
FirstName
MoneyHeroLastNamePrashant  Aggarwal
              Ltd
Comapany
July 5, 2023NameMoneyHero Ltd
July 5,8 2023 Page 8
Page
FirstName LastName
26.      We note that subsequent to the January 10, 2023 conference call, 
Kirkland and Skadden
         continued to follow up on transaction structuring. Please expand your 
disclosure here to
         discuss in greater detail what terms or other aspects of the 
transaction structure were
         discussed and what changes, if any, resulted.
27.      Please revise your disclosure to make clear the five instances where 
the Financial
         Projections prepared by the MoneyHero Group's management were 
discussed. We note
         that on page 199 you state that "Bridgetown and the MoneyHero Group, 
in addition to
         various email communication about due diligence requests, held five 
video conference
         due diligence sessions to discuss the Financial Projections." We note 
that in numerous
         instances in this section you reference "financial projections" 
discussed, for example, on
         April 4, 2023; April 5, 2023; April 14, 2023; April 17, 2023; April 
18, 2023 and April 21,
         2023. Please clarify whether such "financial projections" are the same 
as the Financial
         Projections, a single set of projections contained within the 
Financial Projections prepared
         by MoneyHero Group's management, or otherwise, so that investors 
understand which
         set(s) of projections were considered by Bridgetown.
28.      We note that in connection with Bridgetown's IPO, an entity affiliated 
with Thiel Capital
         entered into a forward purchase agreement with Sponsor, agreeing to, 
among other things,
         purchase 60% of the outstanding securities in Bridgetown held by 
Sponsor which remain
         outstanding following the consummation of the Business Combination, 
provided that any
         such securities shall remain subject to any lockup, escrow, transfer 
or other restrictions to
         which they are otherwise subject. Please highlight material 
differences in the terms and
         price of securities at the time of the IPO as compared to private 
placements contemplated
         at the time of the Business Combination.
Certain Engagement in Connection with the Business Combination and Related 
Transactions,
page 186

29.      We note that Houlihan Capital was engaged on a fixed fee basis. Please 
disclose the fees
         Houlihan Capital will receive upon completion of the Business 
Combination and any
         amount that is contingent upon completion of the transaction. We note 
that 25% of the fee
         payable to Houlihan is conditioned upon the occurrence of the closing 
of the Business
         Combination.
Material Tax Considerations
U.S. Federal Income Tax Considerations, page 208

30.      Please disclose whether, in counsel's opinion, the Initial Merger will 
qualify as an F
         Reorganization. If counsel opines that the Initial Merger "should" or 
is "more likely than
         not" to so qualify, please explain the reasons for some uncertainty in 
the opinion and
         provide appropriate risk factor disclosure describing risks to 
investors of uncertain tax
         treatment. Also, if counsel will provide a short-form tax opinion, 
please revise to state, if
         true, that this discussion constitutes the opinion of counsel. Refer 
to Staff Legal Bulletin
         No. 19 for further guidance.
 Prashant Aggarwal
MoneyHero Ltd
July 5, 2023
Page 9
Unaudited Pro Forma Condensed Combined Financial Statements
Notes to Unaudited Pro Forma Condensed Combined Financial Statements
Transaction Accounting Adjustments
Footnote H, page 226

31.      It appears there is a typographical error in your disclosure of the 
number of CGCL Class
         C Warrants. Specifically, it appears the number should be 20,652,495.
Overview, page 259

32.      We note that in the first sentence of the fourth paragraph in this 
section you refer to "113.7
         million Traffic" and note your definition of the term "Traffic" within 
your Frequently
         Used Terms. However, please revise your disclosure for clarity and 
consistency, for
         example, to state "113.7 million Traffic sessions" throughout your 
proxy
         statement/prospectus.
33.      At the beginning of the last paragraph at the bottom of page 260, you 
disclose the
         percentage of 2022 total revenue attributed to several business 
activities, including
         "internet leads generation" and "marketing service income." Please 
revise your disclosure
         here and where appropriate to briefly describe the meaning of these 
terms and how the
         related activities generate income.
34.      To the extent possible, disclose the percentage of your organization's 
assets that are
         located in Hong Kong and other jurisdictions.
High-Quality and Complex Commercial Partnerships, page 262

35.      We note your disclosure regarding how your have "built deep alliances 
and bespoke
         integrations" with your commercial partners and how this translates to 
a series of
         activities, including rewards management and a deep understanding of 
your commercial
         partners' "strategic acquisition requirements." Please revise this 
section and elsewhere as
         appropriate to provide an example of these activities in plain terms 
as tied to your business
         model.
Content and Channel Partners, page 265

36.     We note that the first paragraph of this section relates to 
"monetization opportunity."
        Please revise this section and elsewhere as appropriate to make clear 
how your Creatory
        platform or other products result in monetization and, therefore, 
revenue generation for
FirstName LastNamePrashant Aggarwal
        MoneyHero. We note that you provide a platform for your commercial 
partners in the
Comapany     NameMoneyHero
        financial                Ltd however, there is a lack of clarity and 
specificity around
                  services industry,
July 5, MoneyHero's
        2023 Page 9 revenue generating activities.
FirstName LastName
 Prashant Aggarwal
FirstName
MoneyHeroLastNamePrashant  Aggarwal
              Ltd
Comapany
July 5, 2023NameMoneyHero Ltd
July 5,102023 Page 10
Page
FirstName LastName
Marketing, page 274

37.      We note your discussion here and in your risk factors regarding your 
employment of
         "rewards and gifts" as a way to attract Traffic and convert Traffic 
into Applications.
         Please expand your disclosure here and where appropriate to briefly 
describe in greater
         detail what these rewards and gifts consist of (e.g., money, 
incentives to further activities
         on your platform, credits etc.). In this regard, we also note that, 
while you have grown
         revenues, you continue to experience losses.
Information Related to the MoneyHero Group
Intellectual Property, page 276

38.      Please revise to identify the jurisdictions in which the majority of 
your intellectual
         property rights are held, as well as the jurisdictions in which the 
most material of your
         intellectual property rights are held.
MoneyHero Group's Management's Discussion and Analysis of Financial Condition 
and Results
of Operations
Discussion of Results of Operations
Year ended December 31, 2022 compared to December 31, 2021, page 310

39.      Please review your comparative discussion here to ensure each material 
fact,
         circumstance, or event cited as a source of variability period to 
period is quantified. For
         example, in your discussion of the increase in revenue, you state that 
the overall increase
         in revenue is primarily due to an increase in US$5.6 million in 
revenue from your internet
         leads generation and marketing service income as a result of market 
diversification
         achieved from growth in the Philippines and product diversification 
achieved from growth
         in insurance, but do not quantify those underlying reasons. Refer to 
the guidance in Item
         303(b)(2)(i) of Regulation S-K.
Enforceability of Civil Liabilities, page 370

40.      Please revise your disclosure to state whether one or more of your 
directors, officers, or
         members of senior management are located in the PRC/Hong Kong. If that 
is the case, (i)
         please state that this is the case and identify the relevant 
individuals, and (ii) revise this
         section, consistent with Item 101(g) of Regulation S-K, and include a 
risk factor
         addressing the challenges of bringing actions and enforcing judgements 
against such
         individuals (i.e., it will be much more difficult to take these 
actions).
Exhibit 5.1

41.      Please revise the assumptions that the signatures "are those of a 
person or persons given
         power to execute the Warrant Documents" and that "[a]ll 
documents...purporting to be
         signed...have been so signed" to exclude your client. In addition, 
please revise the seventh
         opinion to state that, not only the Warrant Documents, but the 
warrants themselves will
 Prashant Aggarwal
MoneyHero Ltd
July 5, 2023
Page 11
      constitute binding obligations of the company enforceable in accordance 
with their
      respective terms. Also tell us whether an opinion regarding the warrants 
needs to be given
      under Hong Kong Law, given that the CGCL Class A Supplemental Deed and 
the CGCL
      Class C Supplemental Deeds are governed by Hong Kong law.
General

42.   With a view toward disclosure, please tell us whether your sponsor is, is 
controlled by,
      or has substantial ties with a non-U.S. person. Please also tell us 
whether anyone or
      any entity associated with or otherwise involved in the transaction, such 
as the target, is,
      is controlled by, or has substantial ties with a non-U.S. person. If so, 
also include risk
      factor disclosure that addresses how this fact could impact your ability 
to complete your
      initial business combination. For instance, discuss the risk to investors 
that you may not
      be able to complete an initial business combination with a U.S. target 
company should
      the transaction be subject to review by a U.S. government entity, such as 
the Committee
      on Foreign Investment in the United States (CFIUS), or ultimately 
prohibited. Further,
      if applicable, disclose that the time necessary for government review of 
the transaction or
      a decision to prohibit the transaction could prevent you from completing 
an initial
      business combination and require you to liquidate. Disclose, if 
applicable, the
      consequences of liquidation to investors, such as the losses of the 
investment opportunity
      in a target company, any price appreciation in the combined company, and 
the warrants,
      which would expire worthless.
43.   Given that much of your operations and many of the members of senior 
management and
      of your employees are located in Hong Kong, please tell us what 
consideration you gave
      to discussing China's Enterprise Tax Law, as well as the related risks 
and consequences.
       You may contact Amy Geddes at 202-551-3304 or Lyn Shenk at 202-551-3380 
if you
have questions regarding comments on the financial statements and related 
matters. Please
contact Kate Beukenkamp at 202-551-3861 or Lilyanna Peyser at 202-551-3222 with 
any other
questions.



                                                            Sincerely,
FirstName LastNamePrashant Aggarwal
                                                            Division of 
Corporation Finance
Comapany NameMoneyHero Ltd
                                                            Office of Trade & 
Services
July 5, 2023 Page 11
cc:       Joseph Casey
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