VERDE
RESOURCES, INC.
8112
Maryland Avenue, Suite 400
St.
Louis, MO 63105
October
26, 2026
U.S.
Securities and Exchange Commission
Division
of Corporation Finance
Office
of Energy and Transportation
100
F Street, NE
Washington,
D.C. 20549
Attn:
Michael Purcell and Liz Packebusch
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Re: |
Verde
Resources, Inc. |
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|
Application
For Withdrawal on Form RW for |
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|
Registration
Statement on Form S-1 |
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File
No. 333-292386 |
Dear
Mr. Purcell and Ms. Packebusch:
Pursuant
to Rule 477 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), Verde Resources, Inc. (the “Company”)
hereby respectfully requests that the Securities and Exchange Commission (the “Commission”) consent to the withdrawal of
the Company’s Registration Statement on Form S-1 (File No. 333-292386), together with the exhibits thereto, which was filed initially
filed with the Commission on December 23, 2025 (the “Registration Statement”), as of the date hereof or at the earliest practicable
date hereafter.
The
Company is requesting the withdrawal of the Registration Statement because the Company has determined at this time not to proceed with
the offering contemplated in the Registration Statement. As the Registration Statement was never declared effective, no securities were
sold in connection with the offering contemplated in the Registration Statement. Accordingly, withdrawal of the Registration Statement
is consistent with the public interest and the protection of investors, as contemplated by paragraph (a) of Rule 477.
The
Company requests that, in accordance with Rule 457(p) under the Securities Act, all fees paid to the Commission in connection with the
filing of the Registration Statement be credited to the Company’s account to be offset against the filing fee for the filing of
any future registration statements.
If
you have any questions regarding this request, please contact Lawrence A. Rosenbloom, Ellenoff, Grossman & Schole LLP, at (212) 370-1300.
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Very
truly yours, |
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|
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/s/
Jack Wong |
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Jack
Wong, Chief Executive Officer |
cc:
Lawrence A. Rosenbloom, Ellenoff Grossman & Schole LLP
