SEC Comment Letter 0000000000-23-001808 to Value Exchange International, Inc. (VEII) (CIK 0001417664)
Value Exchange International, Inc. (VEII) (CIK 0001417664)
Date: Feb. 23, 2023 · CIK: 0001417664 · Accession: 0000000000-23-001808
AI Filing Summary & Sentiment
File numbers found in text: 000-53537
Letter
United States securities and exchange commission logo February 23, 2023 Channing Au Chief Financial Officer Value Exchange International, Inc. Unit 602, Block B, 6 Floor, Shatin Industrial Centre 5-7 Yuen Shun Circuit Shatin, N.T., Hong Kong SAR Re:Value Exchange International, Inc. Form 10-K for the Year Ended December 31, 2021 Correspondence Filed December 30, 2022 File No. 000-53537 Dear Channing Au: We have reviewed your December 30, 2022 response to our comment letter 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. Unless we note otherwise, our references to prior comments are to comments in our November 17, 2022 letter. Correspondence Filed December 30, 2022 Appendix 1/2/3 Dividends and Other Distributions, page 5 1.We note your revised disclosure in response to comment 1 that the Company declared and paid a one-time cash dividend of $0.005 per share of Common Stock in 2021. Please further revise to quantify the aggregate amount of the dividend declared in 2021. 2.We note your proposed disclosure in response to comment 2 and reissue our comment. Please amend your disclosure here to state that, to the extent cash in the business is in the PRC/Hong Kong or a PRC/Hong Kong entity, the funds may not be available to fund operations or for other use outside of the PRC/Hong Kong due to
FirstName LastNameChanning Au Comapany NameValue Exchange International, Inc. February 23, 2023 Page 2 FirstName LastName Channing Au Value Exchange International, Inc. February 23, 2023 Page 2 interventions in or the imposition of restrictions and limitations on the ability of you or your subsidiaries by the PRC government to transfer cash. The disclosure should state that there is no assurance the PRC government will not intervene in or impose restrictions on the ability of you or your subsidiaries to transfer cash. Include comparable disclosure in the summary risk factors and risk factors sections and provide cross-references to these other discussions in this section. Please contact Taylor Beech at 202-551-4515 or Donald Field at 202-551-3680 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Paul Richter
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United States securities and exchange commission logo
February 23, 2023
Channing Au
Chief Financial Officer
Value Exchange International, Inc.
Unit 602, Block B, 6 Floor, Shatin Industrial Centre
5-7 Yuen Shun Circuit
Shatin, N.T., Hong Kong SAR
Re:Value Exchange International, Inc.
Form 10-K for the Year Ended December 31, 2021
Correspondence Filed December 30, 2022
File No. 000-53537
Dear Channing Au:
We have reviewed your December 30, 2022 response to our comment letter 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. Unless we note otherwise, our references to prior comments are to comments in our
November 17, 2022 letter.
Correspondence Filed December 30, 2022
Appendix 1/2/3
Dividends and Other Distributions, page 5
1.We note your revised disclosure in response to comment 1 that the Company declared and
paid a one-time cash dividend of $0.005 per share of Common Stock in 2021. Please
further revise to quantify the aggregate amount of the dividend declared in 2021.
2.We note your proposed disclosure in response to comment 2 and reissue our
comment. Please amend your disclosure here to state that, to the extent cash in the
business is in the PRC/Hong Kong or a PRC/Hong Kong entity, the funds may not be
available to fund operations or for other use outside of the PRC/Hong Kong due to
FirstName LastNameChanning Au
Comapany NameValue Exchange International, Inc.
February 23, 2023 Page 2
FirstName LastName
Channing Au
Value Exchange International, Inc.
February 23, 2023
Page 2
interventions in or the imposition of restrictions and limitations on the ability of you or
your subsidiaries by the PRC government to transfer cash. The disclosure should state
that there is no assurance the PRC government will not intervene in or impose restrictions
on the ability of you or your subsidiaries to transfer cash. Include comparable disclosure
in the summary risk factors and risk factors sections and provide cross-references to these
other discussions in this section.
Please contact Taylor Beech at 202-551-4515 or Donald Field at 202-551-3680 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Paul Richter