SecProbe.io

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JOYY INC.

30 Pasir Panjang Road #15-31A Mapletree Business
City

Singapore 117440

August 28, 2023

VIA EDGAR

Mr. Andrew Mew

Mr. Tyler Howes

Division of Corporation Finance

Disclosure Review Program

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

    RE:
    JOYY Inc. (the “Company”)

    Form 20-F for the Fiscal Year Ended December 31, 2022

    File No. 001-35729

Dear Mr. Mew and Mr. Howes:

This letter sets forth the Company’s responses
to the comments contained in the letter dated August 14, 2023 from the staff (the “Staff”) of the Securities and
Exchange Commission (the “Commission”) regarding the Company’s annual report on Form 20-F for the fiscal
year ended December 31, 2022 filed with the Commission on April 27, 2023 (the “2022 Form 20-F”). The
Staff’s comments are repeated below in bold and followed by the Company’s responses thereto. All capitalized terms used but
not defined in this letter shall have the meaning ascribed to such terms in the 2022 Form 20-F.

Form 20-F for the Fiscal Year Ended
December 31, 2022

Item 16I. Disclosure Regarding Foreign Jurisdictions
that Prevent Inspections, page 172

 1. We note your statement that you reviewed your register of members and public EDGAR filings made by
your shareholders in connection with your required submission under paragraph (a). Please supplementally describe any additional materials
that were reviewed and tell us whether you relied upon any legal opinions or third party certifications such as affidavits as the basis
for your submission. In your response, please provide a similarly detailed discussion of the materials reviewed and legal opinions or
third party certifications relied upon in connection with the required disclosures under paragraphs (b)(2) and (3).

In
connection with the required submission under paragraph (a) of Item 16I, the Company respectfully supplements that it relied on Schedule
13Ds, Schedule 13Gs and the respective amendments thereto filed by the Company’s major shareholders. The Company believes that such
reliance is reasonable and sufficient because its major shareholders are legally obligated to file beneficial ownership information, including
their beneficial ownership structure and ultimate controller, with the Commission. Based on the examination of the Company’s register
of members as well as the Schedule 13Ds, Schedule 13Gs and the respective amendments thereto filed by the Company’s major shareholders,
other than Mr. David Xueling Li, Top Brands Holdings Limited and T. ROWE PRICE ASSOCIATES, INC., no shareholder beneficially
owned 5% or more of the Company’s total outstanding common shares as of March 31, 2023. Additionally, the public filings of
these major shareholders, the findings of which were summarized in the Form 6-K furnished with the Commission on April 27, 2023,
revealed that none of Mr. David Xueling Li, Top Brands Holdings Limited or T. ROWE PRICE ASSOCIATES, INC. was owned or controlled
by a governmental entity of mainland China. Based on the foregoing, the Company believes that it is not owned or controlled by a governmental
entity of mainland China and that the governmental entities in mainland China do not have a controlling financial interest in the Company.

Division of Corporation Finance

Disclosure Review Program

Securities
and Exchange Commission

August 28, 2023

Page 2

In connection with the required disclosure
under paragraph (b)(2) of Item 16I, the Company respectfully submits that, based on its register of members as of March 31,
2023, the record holders of its outstanding common shares included: (i) Citi (Nominees) Limited, (ii) holding entities of Mr. David
Xueling Li, including YY One Limited and New Wales Holdings Limited, (iii) Top Brand Holdings Limited, (iv) certain institutional
and individual investors, and (v) certain holders of share incentive awards granted pursuant to the Company’s share incentive
plans.

 · Citi (Nominees) Limited is controlled by Citibank, N.A., the depositary of the Company’s American
depositary share (“ADS”) program who acts as the attorney-in-fact for the ADS holders. The Company respectfully submits
that it would present an undue hardship for the Company to verify the background of each ADS holder due to the large number of such holders,
and the Company could only rely on the Schedule 13Ds, Schedules 13Gs and the respective amendments thereto filed by the beneficial owners
of 5% or more of the Company’s common shares to identify the major holders and their beneficial ownership background. Based on such
public filings, the Company is not aware that any ADS holder who owns 5% or more of the Company’s shares is a governmental entity
in the Cayman Islands.

 · YY One Limited and New Wales Holdings Limited are record holders of the Company’s common shares.
The Company relied on the Schedule 13Ds and the amendments thereto filed by Mr. David Xueling Li, YYME Limited and YY One Limited
as well as the Company’s knowledge of the holding structure of these entities to identify the ownership interest of governmental
entities in the Cayman Islands in these entities and in the Company, if any. Based on the aforementioned resources, YY One Limited and
New Wales Holdings Limited are British Virgin Islands companies wholly owned by YYME Limited, and Mr. David Xueling Li, the Company’s
Chairman and Chief Executive Officer, is the sole owner and director of YYME Limited. Therefore, to the Company’s knowledge, it
is not aware that any governmental entity in the Cayman Islands owns any share of the Company through Mr. David Xueling Li and his
holding entities (i.e., YY One Limited and New Wales Holdings Limited).

 · Top Brand Holdings Limited is a record holder of the Company’s common shares. The Company relied
on the Schedule 13Ds and the amendments thereto filed by Top Brand Holdings Limited, Mr. Jun Lei and other joint filers as well as
the Company’s knowledge of the holding structure of Top Brand Holdings Limited to identify the ownership interest of governmental
entities in the Cayman Islands in Top Brand Holdings Limited and in the Company, if any. Based on the aforementioned resources, Top Brand
Holdings Limited is a British Virgin Islands company wholly owned and controlled by Mr. Jun Lei. Therefore, to the Company’s
knowledge, it is not aware that any governmental entity in the Cayman Islands owns any share of the Company through Top Brand Holdings
Limited.

Division of Corporation Finance

Disclosure Review Program

Securities
and Exchange Commission

August 28, 2023

Page 3

 · All institutional and individual investors who are record holders of the Company’s common shares
were involved in the Company’s equity financing, mergers & acquisitions and related activities. Based on the examination
of publicly available information, such as the websites of those institutional and individual investors, and other background information
known to the Company of those investors, the Company is not aware that any governmental entity in the Cayman Islands owns any share of
the Company through those investors.

 · The other record holders of the Company’s common shares were holding entities and an employee of
the Company in connection with the Company’s share incentive award arrangement. The underlying grantees of the share incentive awards
held by those record holders are all employees of the Company. Based on the examination of information obtained from the employment onboarding
process and other background information known to the Company of those grantees and record holders, the Company is not aware that any
governmental entity in the Cayman Islands owns any share of the Company through those record holders.

Therefore, to the Company’s knowledge,
it is not aware that any governmental entity in the Cayman Islands owns any share of JOYY Inc.

In connection with the required disclosure
under paragraph (b)(3) of Item 16I, the Company’s analysis set forth above establishes that, to the Company’s knowledge,
it is not owned or controlled by a governmental entity of mainland China and that the governmental entities in mainland China do not have
a controlling financial interest in the Company.

In terms of the Company’s consolidated
foreign operating entities, the Company respectfully submits that, except for certain non-wholly owned subsidiaries of the Company and
the Company’s VIEs and their subsidiaries, the Company holds 100% equity interests in other consolidated foreign operating entities
disclosed in Exhibit 8.1 of the 2022 Form 20-F. Therefore, the Company is not aware of any governmental entity in mainland China
has a controlling financial interest in the wholly-owned consolidated foreign operating entities disclosed in Exhibit 8.1 of the
2022 Form 20-F.

Among
the consolidated foreign operating subsidiaries disclosed in Exhibit 8.1 of the 2022 Form 20-F, the majority of equity interests
of the non-wholly owned subsidiaries of the Company are held by the Company, while the minority of equity interests of the non-wholly
owned subsidiaries are held by outside investors, holding entities and individual holders of share incentive awards, and/or certain outside
individuals. Based on the examination of publicly available information, such as the outside investors’ websites, and other
background information known to the Company of those minority holders, the Company is not aware that any governmental entity in mainland
China has a controlling financial interest in the non-wholly owned subsidiaries of the Company disclosed in Exhibit 8.1 of the 2022
Form 20-F.

Division of Corporation Finance

Disclosure Review Program

Securities
and Exchange Commission

August 28, 2023

Page 4

As disclosed in the 2022 Form 20-F,
the Company is the primary beneficiary of the VIEs and their subsidiaries. The Company has the power to direct the activities that are
significant to the VIEs’ economic performance and also the obligation to absorb losses of the VIEs that could potentially be significant
to the VIEs or the right to receive benefits from the VIEs that could potentially be significant to the VIEs. Each of the Company’s
operating variable interest entities is either held by a group of natural persons or a limited liability company in mainland China. The
limited liability company in mainland China is in turn directly or indirectly owned by two limited partnerships in mainland China, each
of which holds 50% of the equity interest. Each of these partnerships is comprised of (i) a limited liability company in mainland
China, as general partner (which is formed by a number of selected individuals of the Company and its management who are PRC citizens),
and (ii) the same group of natural persons, as limited partners. Therefore, the governmental entities in mainland China do not have
a controlling financial interest in the VIEs disclosed in Exhibit 8.1 of the 2022 Form 20-F.

In terms of the subsidiaries of VIEs
disclosed in Exhibit 8.1 of the 2022 Form 20-F, only one subsidiary of the VIEs is not wholly owned by the VIEs. The majority
of equity interests of such non-wholly owned subsidiary of the VIEs are held by a VIE, while the minority of equity interests of such
non-wholly owned subsidiary of the VIEs are held by an outside individual. Based on the examination of publicly available information
and other background information known to the Company of this individual, the Company is not aware that any governmental entity in mainland
China has a controlling financial interest in the subsidiaries of the VIEs disclosed in Exhibit 8.1 of the 2022 Form 20-F.

Based on the foregoing, the Company
is not aware that any governmental entity of mainland China has a controlling financial interest in JOYY Inc. or any consolidated foreign
operating entity disclosed in Exhibit 8.1 of the 2022 Form 20-F.

The
Company believes it is reasonable and sufficient to rely on the foregoing analysis, and respectfully submits that it did not rely
upon any legal opinions or third-party certifications such as affidavits as the basis of its submission or disclosure.

 2. In order to clarify the scope of your review, please supplementally describe the steps you have taken
to confirm that none of the members of your board or the boards of your consolidated foreign operating entities are officials of the Chinese
Communist Party. For instance, please tell us how the board members’ current or prior memberships on, or affiliations with, committees
of the Chinese Communist Party factored into your determination. In addition, please tell us whether you have relied upon third party
certifications such as affidavits as the basis for your disclosure.

The
Company respectfully submits to the Staff that, as part of the Company’s annual compliance and reporting procedures, the Company
asked all of its directors to complete a questionnaire, which contained a question as to whether the respondent is an official of the
Chinese Communist Party. Each director confirmed that he is not an official of the Chinese Communist Party in their respective questionnaires.
Based on the confirmation provided by its directors, the Company believes that none of the members of the board of directors of
JOYY Inc. is an official of the Chinese Communist Party.

Division of Corporation Finance

Disclosure Review Program

Securities
and Exchange Commission

August 28, 2023

Page 5

The Company further respectfully submits
that directors of the Company’s consolidated foreign operating entities are (i) directors of the Company, (ii) employees
of the Company, and/or (iii) directors designated by outside investors. In terms of the employees of the Company who also serve as
the directors of the Company’s consolidated foreign operating entities, the Company obtained their background information, including
but not limited to political party memberships or affiliations, as part of the employment onboarding process to build up their employment
profiles, from which the Company confirms that none of them is an official of the Chinese Communist Party. In terms of the directors designated
by outside investors to the Company’s consolidated foreign operating entities, the Company relied on an examination of publicly
available information regarding these individuals and background information provided by them as part of the Company’s onboarding
process, from which the Company confirms that none of them is an official of the Chinese Communist Party.

Based
on the foregoing, each of the directors of the Company and its consolidated foreign operating entities is obligated to confirm with the
Company as to whether he or she is an official of the Chinese Communist Party. The Company believes it is reasonable and sufficient to
rely on such information provided by the relevant personnel as the basis of its disclosure that none of them is an official of the Chinese
Communist Party, and the Company respectfully submits that it did not rely upon any legal opinions or any other third-party certifications
such as affidavits as the basis of its disclosure.

 3. We note that your disclosures pursuant to Items 16I(b)(2) and (b)(3) are provided for “JOYY
Inc.” or “JOYY Inc., its subsidiaries or the variable interest entities.” We also note that your list of subsidiaries
in Exhibit 8.1 appears to indicate that you have subsidiaries in Hong Kong and countries outside China that are not included in your
VIEs. Please note that Item 16I(b) requires that you provide disclosures for yourself and your consolidated foreign operating entities,
including variable interest entities or similar structures.

 · With respect to (b)(2), please supplementally clarify the jurisdictions in which your consolidated
foreign operating entities are organized or incorporated and provide the percentage of your shares or the shares of your consolidated
operating entities owned by governmental entities in each foreign jurisdiction i