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Law
Offices of Thomas E. Puzzo, PLLC

3823 44th
Ave. NE

Seattle, Washington
98105

Telephone:
+1 (206) 522-2256

E-mail: tpuzzo@msn.com

March 23, 2020

VIA E-MAIL ATTACHMENT

Office of Technology

United States Securities and Exchange Commission

100 F Street, NE

Washington, DC 20549

 Re: Sharing Economy International Inc.

Amendment No. 1 to Form 8-K filed February 10,
2020

File No. 001-34591

Dear Sir or Madam:

We submit the information
in this letter, on behalf of our client, Sharing Economy International Inc., a Nevada corporation (the “Company”),
in response to the letter of the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”)
dated February 13, 2020.

The staff’s
comments are reproduced in bold italics in this letter, and the Company’s responses to the Staff’s comments follow
each staff comment.

Amendment No. 1 to Form 8-K filed February 10, 2020

Pro Forma Condensed Combined Financial Information

Note 3 - Pro Forma Adjustments, page F-4

1. We note your response to prior
comment 2 and the revisions made to the Pro Forma Condensed Combined Financial Information. Please clarify how you are calculating
the non-controlling shareholders interest. We refer you to ASC 805-20-30-1. In addition, expand the disclosure to show the allocation
of the purchase price to the tangible and intangible assets acquired from Sharing Economy International (SEI). Also, for each class
of intangibles acquired, disclose the related amortization period. We refer you to ASC 805-40-30-2, including Example 1 in paragraph
55-2. In this regard, we noted that you have not presented effects of the acquiring SEI.

Company response:
The Company has previously made the calculation of non-controlling shareholders interest, in accordance with the underlying reference
under ASC 805-40-30-2, Example 1(b) (Case B) in paragraph 55-2, which is found not appropriate to our reverse merger transaction.

Hence, the Company
has re-measured the consideration transferred under ASC 805-40-30-2, Example 1: Reverse Acquisitions in paragraph 55-2 and Case
A is considered more appropriate whereas all the shares of legal subsidiary are exchanged at the closing date.

The fair value of the
consideration transferred is measured using the current market price of SEI’s shares equal to 9,278,106 shares of common
stock issued outstanding at September 30, 2019 with a pre-share fair value of $0.25, totaling $2,319,527. A negative goodwill is
calculated as the shortfall of the fair value of the consideration effectively transferred (the group interest in the Company)
over the net amount of the Company’s recognized identifiable assets and liabilities, as follows:

    US$

    Consideration effectively transferred

      2,319,527

    Net recognised values of SEI (Legal Parent) at 9/30/2019

    Acquired Assets

    Cash
      187,745

    Accounts receivable
      475,942

    Inventories
      2,052,312

    Note receivable
      147,136

    Deposit and prepayment
      1,793,617

    Assets of discontinued operation
      205,657

    Plant and equipment
      6,045,537

    Intangible assets
      3,316,483

      14,224,429

    Less:

    Assumed Liabilities
      (2,464,001 )

    Accounts payable
      (91,084 )

    Bank acceptance note
      (838,571 )

    Convertible note payable
      (433,638 )

    Accrued expense
      (57,889 )

    Tax payable
      (1,745,444 )

    Amounts due to related paties
      (1,673,821 )

    Short term bank loan
      (258,974 )

    Liabilities of discontinued operation

      (7,563,422 )
      (6,661,007 )

    Bargain purchase gain (negative goodwill)

      (4,341,480 )

In accordance with
ASC 805, “Business Combinations,” the excess of fair value of acquired net assets over purchase price (negative goodwill)
of $4.3 million, was recognized as a gain in the period the reverse merger was completed.

The Company has expanded
and disclosed the above to show the allocation of the purchase price to the tangible and intangible assets acquired from the Company.

The information above
has been incorporated into the Company’s Pro Forma Condensed Combined Financial Information on Exhibit 99.1 to the Form 8-K.

    Very truly yours,

    LAW OFFICES OF THOMAS E. PUZZO, PLLC

    /s/ Thomas E. Puzzo

    Thomas E. Puzzo