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SEC Company Response from Future FinTech Group Inc. (FTFT) (CIK 0001066923) (FTFT) — Aug 23, 2018

Future FinTech Group Inc. (FTFT) (CIK 0001066923)
Date: Aug. 23, 2018 · CIK: 0001066923 · Accession: 0001213900-18-011638

Digital Assets / Emerging Issues Regulatory Compliance Business Model Clarity

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File numbers found in text: 333-224686

Date
August 6, 2018
Author
Yongke Xue
Form
CORRESP
Company
Future FinTech Group Inc. (FTFT) (CIK 0001066923)

Letter

VIA EDGAR Division of Corporation Finance Attention: Loan Lauren P. Nguyen, Legal Branch Chief Registration Statement on Form S-3 Response date August 6, 2018 File No. 333-224686

Re: Future FinTech Group Inc.

Dear Ms. Nguyen:

Future FinTech Group Inc. (“FTFT” or the “Company” and sometimes referred to as “we” or “our”) is filing a response to the SEC Comment Letter, dated August 17, 2018 (the “Comment Letter”), in connection with complying with the issues and outstanding disclosure items set forth therein. For convenience of reference, we have included in this response letter the same caption and paragraph numbers, as well as the text of the comments, set forth in the Comment Letter followed by our responses thereto.

General

1. We note your response to comment 3 that the DCON platform is and the Shared Shopping Mall platform will be globally accessible, but that you will implement measures to ensure new tokens are not issued “in the U.S. or to U.S. citizens.” Please expand your disclosure to clarify whether the services and products provided on your digital platforms will be available to U.S. persons or if you intend to block U.S. persons from using your platforms. To the extent that certain products and services on your digital platforms will be available to U.S. persons, please describe the activities that may be available on such platforms.

Response:

The services and products provided on our digital platforms will be available to U.S. persons and the verification measures will be only for the new token issuance functions on such platforms. U.S. persons may use our DCON exchange services to exchange their Bitcoin or other digital currencies for DCON tokens offered by third parties and can exchange them back to Bitcoin or other digital currencies for the DCON tokens they may receive upon the sale of their products or services on our platform. To the extent that U.S. persons may, in the future, purchase DCON tokens directly on the platform, such sales would be conducted in accordance with one or more exemptions from registration under the Securities Act of 1933, as amended, and the rules promulgated thereunder.

The activities that may be available on the DCON platform and the Shared Shopping Mall platform are: exchange services between Bitcoin (or other digital currencies) and mBTC, publication of the digital currency market exchange rate information on DCON’s website; various communities that provide products and services; online product sales and purchases; and participation in online forums and social groups.

We will update our disclosures to clarify these points.

If you have any further comments or require any further information or if any questions should arise in connection with this submission, please call Mr. Jeffrey Li at (202) 298-1735 or Ms. Chelsea Anderson at (206) 816-1312 at Garvey Schubert Barer.

Very
truly yours,
/s/
Yongke Xue

Show Raw Text
CORRESP
1
filename1.htm

August
23, 2018

VIA
EDGAR

U.S.
Securities and Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
D.C. 20549-0405

Attention:
Loan Lauren P. Nguyen, Legal Branch Chief

Re:  Future
                                         FinTech Group Inc.

    Registration Statement on Form S-3

Response
date August 6, 2018

    File No. 333-224686

Dear
Ms. Nguyen:

Future
FinTech Group Inc. (“FTFT” or the “Company” and sometimes referred to as “we” or “our”)
is filing a response to the SEC Comment Letter, dated August 17, 2018 (the “Comment Letter”), in connection with complying
with the issues and outstanding disclosure items set forth therein. For convenience of reference, we have included in this response
letter the same caption and paragraph numbers, as well as the text of the comments, set forth in the Comment Letter followed by
our responses thereto.

General

1.       We
note your response to comment 3 that the DCON platform is and the Shared Shopping Mall platform will be globally accessible, but
that you will implement measures to ensure new tokens are not issued “in the U.S. or to U.S. citizens.” Please expand
your disclosure to clarify whether the services and products provided on your digital platforms will be available to U.S. persons
or if you intend to block U.S. persons from using your platforms. To the extent that certain products and services on your digital
platforms will be available to U.S. persons, please describe the activities that may be available on such platforms.

Response:

The
services and products provided on our digital platforms will be available to U.S. persons and the verification measures will be
only for the new token issuance functions on such platforms. U.S. persons may use our DCON exchange services to exchange their
Bitcoin or other digital currencies for DCON tokens offered by third parties and can exchange them back to Bitcoin or other digital
currencies for the DCON tokens they may receive upon the sale of their products or services on our platform. To the extent that
U.S. persons may, in the future, purchase DCON tokens directly on the platform, such sales would be conducted in accordance with
one or more exemptions from registration under the Securities Act of 1933, as amended, and the rules promulgated thereunder.

The
activities that may be available on the DCON platform and the Shared Shopping Mall platform are: exchange services between Bitcoin
(or other digital currencies) and mBTC, publication of the digital currency market exchange rate information on DCON’s website;
various communities that provide products and services; online product sales and purchases; and participation in online forums
and social groups.

We
will update our disclosures to clarify these points.

If
you have any further comments or require any further information or if any questions should arise in connection with this submission,
please call Mr. Jeffrey Li at (202) 298-1735 or Ms. Chelsea Anderson at (206) 816-1312 at Garvey Schubert Barer.

    Very
    truly yours,

    /s/
    Yongke Xue

    Yongke
    Xue

    Chief
        Executive Officer

        Future
        FinTech Group Inc.