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CORRESP Filing

XMax Inc.
Date: Aug. 6, 2025 · CIK: 0001473334 · Accession: 0001641172-25-022389

Regulatory Compliance Financial Reporting Offering / Registration Process

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File numbers found in text: 333-287559

Date
Aug. 6, 2025
Author
/s/
Form
CORRESP
Company
XMax Inc.

Letter

VIA EDGAR Division of Corporation Finance Office of Life Sciences Attention: Ms. Kristin Baldwin Re: Nova Lifestyle, Inc. Amendment No. 2 to Registration Statement on Form S-1 Filed July 25, 2025 File No. 333-287559

Dear Ms. Baldwin / Mr. Kruczek:

Nova Lifestyle, Inc. (the " Company ", " we ", " us " or " our ") hereby transmits its response to the comment letter received from the staff (the " Staff ") of the U.S. Securities and Exchange Commission (the " Commission "), dated August 1, 2025, in connection with the Registration Statement on Form S-1 filed with the Commission on May 23, 2025 (the " Form S-1 "), as amended by Amendment No.1 and Amendment No.2 to the Form S-1 filed with the Commission on June 27, 2025, and July 25, 2025, respectively.

For the Staff's convenience, we have repeated below the Staff's comment in bold, and have followed the comment with the Company's response. The Company is filing via Edgar the Amendment No. 3 to Form S-1 (the " Amendment No. 3 ") revised pursuant to the comment herein with this response letter.

Amendment No. 2 to Registration Statement on Form S-1 filed July 25, 2025

General

1. Please file as exhibits currently dated consents from your auditors. Please also file the escrow agreement as an exhibit.

Response : In response to the Staff's comment, the currently dated consents from the Company's auditors and a form of escrow agreement have been filed as exhibits to our Amendment No.3 in response to the Staff's comment.

* * *

We thank the Staff for its review of the foregoing. If you have questions or further comments, please forward them by electronic mail to both Mr. Wang Yu at wangyu@hankunlaw.com and Mr. Jeffrey Chuang at Jeffery_chuang@novalifestyle.com

Very truly yours,

Sincerely,
/s/
Xiaohua Lu

Show Raw Text
CORRESP
 1
 filename1.htm

 Nova
Lifestyle, Inc.

 6565
E. Washington Blvd.

 Commerce,
CA 90040

 August
6, 2025

 VIA
EDGAR

 U.S.
Securities and Exchange Commission

 Division
of Corporation Finance

 Office
of Life Sciences

 100
F Street, N.E.

 Mail
Stop 4631

 Washington,
DC 20549

 Attention:
 Ms.
 Kristin Baldwin

 Mr.
 Geoffrey Kruczek

 Re:
 Nova
Lifestyle, Inc.

 Amendment
 No. 2 to Registration Statement on Form S-1

 Filed
 July 25, 2025

 File
 No. 333-287559

 Dear
Ms. Baldwin / Mr. Kruczek:

 Nova
Lifestyle, Inc. (the " Company ", " we ", " us " or " our ") hereby
transmits its response to the comment letter received from the staff (the " Staff ") of the U.S. Securities and Exchange
Commission (the " Commission "), dated August 1, 2025, in connection with the Registration Statement on Form S-1 filed
with the Commission on May 23, 2025 (the " Form S-1 "), as amended by Amendment No.1 and Amendment No.2 to the Form
S-1 filed with the Commission on June 27, 2025, and July 25, 2025, respectively.

 For
the Staff's convenience, we have repeated below the Staff's comment in bold, and have followed the comment with the Company's
response. The Company is filing via Edgar the Amendment No. 3 to Form S-1 (the " Amendment No. 3 ") revised pursuant
to the comment herein with this response letter.

 Amendment
No. 2 to Registration Statement on Form S-1 filed July 25, 2025

 General

 1.
 Please
 file as exhibits currently dated consents from your auditors. Please also file the escrow agreement as an exhibit.

 Response :
In response to the Staff's comment, the currently dated consents from the Company's auditors and a form of escrow agreement
have been filed as exhibits to our Amendment No.3 in response to the Staff's comment.

 *
* *

 We
thank the Staff for its review of the foregoing. If you have questions or further comments, please forward them by electronic mail to
both Mr. Wang Yu at wangyu@hankunlaw.com and Mr. Jeffrey Chuang at Jeffery_chuang@novalifestyle.com

 Very
 truly yours,

 Sincerely,

 /s/
 Xiaohua Lu

 Xiaohua
 Lu

 Chief
 Executive Officer and Director