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                            July 3, 2023

       Brent Suen
       Chief Executive Officer
       GoLogiq, Inc.
       85 Broad Street , 16-079
       New York, NY 10004

                                                        Re: GoLogiq, Inc.
                                                            Form 10-K for the
Fiscal Year Ended December 31, 2022
                                                            Filed March 27,
2023
                                                            Form 10-Q for the
Quarterly Period Ended March 31, 2023
                                                            Filed May 22, 2023
                                                            File No. 333-231286

       Dear Brent Suen:

              We have limited our review of your filings to the financial
statements and related
       disclosures 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 these comments within ten business days by
providing the requested
       information or advise us as soon as possible when you will respond. If
you do not believe our
       comments apply to your facts and circumstances, please tell us why in
your response.

                                                        After reviewing your
response to these comments, we may have additional comments.

       Form 10-K for the Fiscal Year Ended December 31, 2022

       Part I
       Item 1. Business, page 1

   1.                                                   At the onset of Part I,
please 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.
   2.                                                   At the onset of Part I,
please disclose that trading in your securities may be prohibited
                                                        under the Holding
Foreign Companies Accountable Act, as amended by the Consolidated
                                                        Appropriations Act,
2023, and related regulations if the PCAOB determines that it cannot
                                                        inspect or investigate
completely your auditor for a period of two consecutive years, and
                                                        that as a result an
exchange may determine to delist your securities.
 Brent Suen
FirstName   LastNameBrent Suen
GoLogiq, Inc.
Comapany
July 3, 2023NameGoLogiq, Inc.
July 3,2 2023 Page 2
Page
FirstName LastName
Item 1A. Risk Factors, page 8

3.       Please expand your risk factors to disclose that the Holding Foreign
Companies
         Accountable Act, as amended by the Consolidated Appropriations Act,
2023, decreases
         the number of consecutive    non- inspection years    from three years
to two years, and
         thus, reduces the time before your securities may be prohibited from
trading or delisted. In
         addition, please disclose that the Commission conclusively identified
you as a
            Commission Identified Issuer    on May 13, 2022. Your revised
disclosure should explain
         why you were identified and provide any additional context necessary
for investors to
         understand the meaning and significance to your operations of this
determination. Update
         your disclosure to describe the potential consequences to you if the
PRC adopts positions
         at any time in the future that would prevent the PCAOB from continuing
to inspect or
         investigate completely accounting firms headquartered in mainland
China or Hong Kong.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial
Disclosure, page 21

4.       Please revise to state whether there were any disagreements with
Saturna as defined
         in Item 304(a)(1)(iv) of Regulation S-K or any reportable events as
defined in Item
         304(a)(1)(v) of Regulation S-K during the interim period subsequent to
September 30,
         2021 through the date of dismissal on March 24, 2022. Similarly,
clarify whether you
         consulted with Centurion on any matters described in Item 304(a)(2)(i)
or 304(a)(2)(ii)
         during such period. In addition, provide an updated copy of Saturna's
Exhibit 16 letter.
         Refer also to Question 111.01 of the Regulation S-K Compliance and
Disclosure
         Interpretations.
Item 9A. Controls and Procedures, page 22

5.       Please file an amended Form 10-K to include management's report on
internal controls
         over financial reporting (ICFR). In this regard, the information
provided under the header
         Management Report on Internal Control over Financial Reporting relates
to your
         evaluation of disclosure controls and procedures and not your
evaluation of ICFR. If
         ICFR are not effective as of December 31, 2022, describe any
identified material
         weakness as well as expected remediation actions. In this regard we
note that
         management has concluded that disclosure controls and procedures were
not effective.
         Refer to Item 308 of Regulation S-K.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections,
page 22

6.       We note that during your fiscal year 2022 you were identified by the
Commission
         pursuant to Section 104(i)(2)(A) of the Sarbanes-Oxley Act of 2002 (15
U.S.C.
         7214(i)(2)(A)) as having retained, for the preparation of the audit
report on your financial
         statements included in the Form 10-K, a registered public accounting
firm that has a
         branch or office that is located in a foreign jurisdiction and that
the Public Company
         Accounting Oversight Board had determined it is unable to inspect or
investigate
 Brent Suen
FirstName   LastNameBrent Suen
GoLogiq, Inc.
Comapany
July 3, 2023NameGoLogiq, Inc.
July 3,3 2023 Page 3
Page
FirstName LastName
         completely because of a position taken by an authority in the foreign
jurisdiction. Please
         provide the documentation required by Item 9C(a) of Form 10-K in the
EDGAR
         submission form    SPDSCL-HFCAA-GOV    or tell us why you are not
required to do so.
         Refer to the Staff Statement on the Holding Foreign Companies
Accountable Act and the
         Consolidated Appropriations Act, 2023, available on our website at
         https://www.sec.gov/corpfin/announcement/statement-hfcaa-040623.
Consolidated Financial Statements
Report of Independent Registered Public Accountant Firm, page F-2

7.       Please file an amended Form 10-K to also include the audit opinion for
the financial
         statements as of and for the year ended December 31, 2021. Refer to
Rule 2-02 of
         Regulation S-X.
Note 5 - Business Combination, page F-10

8.       You disclose that the acquisition of substantially all the CreateApp
assets from Logiq, Inc.
         (Logiq) was accounted for as a business combination in accordance with
ASC 805, with
         the results of CreateApp   s historical operations included in the
company   s financial
         statements from January 1, 2022 and the recognition of goodwill as the
excess of total
         consideration over the amounts assigned to identifiable assets
acquired and liabilities
         assumed. Please describe for us your determination of the accounting
for this transaction,
         citing the specific guidance within ASC 805 that you relied upon. In
this regard, tell us
         how the company being a majority owned subsidiary of Logiq and the
CreateApp being
         wholly-owned by Logiq at the time of the transaction factored into
your analysis and
         specifically address how you considered the guidance in ASC 805-50
with respect to
         transactions under common control. Finally, if you conclude that this
was a business
         combination within the scope of ASC 805-10, explain to us how you
considered the
         guidance in paragraphs 25-5 and 55-10 through 55-13 of ASC 805-10 in
determining the
         accounting acquirer.
Form 10-Q for the Quarterly Period Ended March 31, 2023

Condensed Consolidated Financial Statements
Note 6. Subsequent Events, page 11

9.       You disclose that on the closing date, March 7, 2023, the company
acquired 100% of the
         common stock of GammaRey, and the GammaRey Shareholders became
entitled to the
         immediate issuance of an aggregate of 77,500,000 shares of common
stock of the
         company. Please provide us with the following information related to
this transaction:
             Tell us the number of shares issued to GammaRey shareholders as of
March 31,
            2023.
             Provide us your analysis regarding the filing of financial
statements of GammaRey
            pursuant to Rule 3-05 of Regulation S-X and the related pro forma
statements
            pursuant to Article 11 of Regulation S-X. In this regard we note
that the Form 8-K
 Brent Suen
GoLogiq, Inc.
July 3, 2023
Page 4
           announcing the transaction has not been amended to provide such
information
           pursuant to Items 9.01(a) and (b) of Form 8-K.
             Provide us with an update regarding the satisfaction of the
provisions of Sections 6.5
           and 6.6 of the First Amendment to the Share Exchange Agreement as
included in the
           Form 8-K filed March 9, 2023 and tell us whether the 29,166,667
shares of common
           stock have been subsequently issued to the shareholders of GammaRey.
             Describe how you accounted for the transaction, at the closing
date and upon
           issuance of the additional 29,166,667 shares, if applicable,
including your
           consideration as to the accounting acquirer.

       In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.

       Please contact Chris Dunham at (202) 551-3783 or Dan Morris at (202)
551-3314 if you
have any questions about comments related to your status as a
Commission-Identified Issuer
during your most recently completed fiscal year. You may contact Joyce Sweeney,
Senior Staff
Accountant at 202-551-3449 or Kathleen Collins, Accounting Branch Chief at
202-551-
3499 with any other questions.



                                                            Sincerely,
FirstName LastNameBrent Suen
                                                            Division of
Corporation Finance
Comapany NameGoLogiq, Inc.
                                                            Office of
Technology
July 3, 2023 Page 4
cc:       Scott Kline
FirstName LastName