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United States securities and exchange commission logo
August 1, 2023
Karan Puri
Chief Executive Officer
Vahanna Tech Edge Acquisition I Corp.
1230 Avenue of the Americas, 16th Floor
New York, NY 10020
Re: Vahanna Tech Edge
Acquisition I Corp.
Amendment No. 3 to
Form S-4
Filed July 24, 2023
File No. 333-269747
Dear Karan Puri:
We have reviewed your amended 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 amending your registration
statement and providing the
requested information. 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 any amendment to your registration statement and
the information you
provide in response to these comments, we may have additional comments.
Unless we note
otherwise, our references to prior comments are to comments in our July
20, 2023 letter.
Form S-4/A filed July 24, 2023
General
1. We note your revised
disclosure and response to comment 1. Please advise why you
believe that two
business days prior to the shareholder meeting will provide a sufficient
period of time for
adequate dissemination of the information referenced in your response
to permit shareholders
to assess the information and to change their voting decisions if
desired. Please
indicate if you will, in addition to issuing the press release, attempt to
contact shareholders
directly and if so, the method of such contact. Please also advise
how shareholders
wishing to change their vote following issuance of the press release will
be able to do so given
the limited two business day window. Please indicate what
consideration, if any,
the you have given to providing shareholders with more than two
Karan Puri
Vahanna Tech Edge Acquisition I Corp.
August 1, 2023
Page 2
business days and whether you have considered the potential risk that
some shareholders
wishing to change their vote following issuance of the press release may
not be able to do
so given the short time frame. In providing your response, you may find
it helpful to refer
to Exchange Act Release No. 23789 (November 10, 1986) and the text
accompanying
footnotes 48 and 49.
You may contact Ben Phippen at (202) 551-3697 or John Spitz at (202)
551-3484 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Robert Arzonetti at (202) 551-8819 or James Lopez, Office Chief, at
(202) 551-3536
with any other questions.
Sincerely,
FirstName LastNameKaran Puri
Division of
Corporation Finance
Comapany NameVahanna Tech Edge Acquisition I Corp.
Office of Finance
August 1, 2023 Page 2
cc: Evan D Amico
FirstName LastName