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Correspondence 0001493152-24-022519 from XMax Inc. (XMAX) (CIK 0001473334) (XWIN)

XMax Inc. (XMAX) (CIK 0001473334)
Date: June 4, 2024 · CIK: 0001473334 · Accession: 0001493152-24-022519

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File numbers found in text: 333-279796

Date
May 29, 2024
Author
Chief
Form
CORRESP
Company
XMax Inc. (XMAX) (CIK 0001473334)

Letter

Re: Nova LifeStyle, Inc.

NOVA LIFESTYLE, INC.

June 4, 2024

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

F Street, N.E.

Washington, DC 20549

Registration Statement on Form S-3

Filed May 29, 2024

File No. 333-279796

Acceleration Request

Requested Date: June 6, 2024

Requested Time: 4:00 p.m. Eastern Time

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Nova LifeStyle, Inc. (the “Company”) hereby respectfully requests the Securities and Exchange Commission (the “Commission”) to accelerate the effective date of the above-referenced Registration Statement and declare such Registration Statement effective at the “Requested Date” and “Requested Time” set forth above or as soon thereafter as practicable.

In connection with the acceleration request, the Company hereby acknowledges that:

● should the Commission or the staff of the Commission, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

● the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

● the Company may not assert the staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

If you have any further comments, require any further information or if any questions should arise in connection with this submission, please call our counsel Mr. Jeffrey Li at (703) 618-2505 at FisherBroyles, LLP.

[Signature Page Follows]

Very
truly yours,
Nova
Lifestyle, Inc.

Show Raw Text
CORRESP
1
filename1.htm

NOVA
LIFESTYLE, INC.

June
4, 2024

VIA
EDGAR

Securities
and Exchange Commission

Division
of Corporation Finance

100
F Street, N.E.

Washington,
DC 20549

    Re:
    Nova
                                            LifeStyle, Inc.

    Registration
    Statement on Form S-3

    Filed
    May 29, 2024

    File
    No. 333-279796

Acceleration
Request

    Requested
    Date:
    June
    6, 2024

    Requested
    Time:
    4:00
    p.m. Eastern Time

Ladies
and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Nova LifeStyle, Inc. (the “Company”)
hereby respectfully requests the Securities and Exchange Commission (the “Commission”) to accelerate the effective
date of the above-referenced Registration Statement and declare such Registration Statement effective at the “Requested Date”
and “Requested Time” set forth above or as soon thereafter as practicable.

In
connection with the acceleration request, the Company hereby acknowledges that:

    ●
    should
    the Commission or the staff of the Commission, acting pursuant to delegated authority, declare the filing effective, it does not
    foreclose the Commission from taking any action with respect to the filing;

    ●
    the
    action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve
    the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

    ●
    the
    Company may not assert the staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission
    or any person under the federal securities laws of the United States.

If
you have any further comments, require any further information or if any questions should arise in connection with this submission, please
call our counsel Mr. Jeffrey Li at (703) 618-2505 at FisherBroyles, LLP.

[Signature
Page Follows]

    Very
    truly yours,

    Nova
    Lifestyle, Inc.

    /s/
    Tawny Lam

    Tawny
    Lam

    Chief
    Executive Officer

    cc:
    Jeffrey
    Li, FisherBroyles, LLP