SEC Comment Letter 0000000000-23-012465 to JD.com, Inc. (JD, JDCMF) (CIK 0001549802) (JD)
JD.com, Inc. (JD, JDCMF) (CIK 0001549802)
Date: Nov. 14, 2023 · CIK: 0001549802 · Accession: 0000000000-23-012465
AI Filing Summary & Sentiment
File numbers found in text: 001-36450
Letter
United States securities and exchange commission logo November 14, 2023 Sandy Ran Xu Chief Financial Officer JD.com, Inc. 20th Floor, Building A, No. 18 Kechuang 11 Street Yizhuang Economic and Technological Development Zone Daxing District, Beijing 101111 People’s Republic of China Re:JD.com, Inc. Form 20-F for the Fiscal Year Ended December 31, 2022 Response dated September 14, 2023 File No. 001-36450 Dear Sandy Ran Xu: We have reviewed your September 14, 2023 response to our comment letter and have the following comment. Please respond to this letter 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 a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our August 31, 2023 letter. Form 20-F for the Fiscal Year Ended December 31, 2022 Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, page 176 1.We note your response to prior comments 1 and 3. Item 16I(b) requires that you provide disclosures for yourself and your consolidated foreign operating entities, including variable interest entities or similar structures. Please amend your filing to disclose and quantify any ownership interests held by governmental entities, including any ownership interests held by state-owned enterprises, in all of your consolidated operating entities, including variable interest entities or similar structures. In particular, we note CCTAM Fund SPC, which holds approximately 0.54% of JD Property’s equity interest, is incorporated in the Cayman Islands and indirectly wholly owned and controlled by a governmental entity in the Chinese mainland.
FirstName LastNameSandy Ran Xu Comapany NameJD.com, Inc. November 14, 2023 Page 2 FirstName LastName Sandy Ran Xu JD.com, Inc. November 14, 2023 Page 2 Please contact Jennifer Gowetski at 202-551-3401 or Andrew Mew at 202-551-3377 with any questions. Sincerely, Division of Corporation Finance Disclosure Review Program cc: Shu Du, Esq.
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United States securities and exchange commission logo
November 14, 2023
Sandy Ran Xu
Chief Financial Officer
JD.com, Inc.
20th Floor, Building A, No. 18 Kechuang 11 Street
Yizhuang Economic and Technological Development Zone
Daxing District, Beijing 101111
People’s Republic of China
Re:JD.com, Inc.
Form 20-F for the Fiscal Year Ended December 31, 2022
Response dated September 14, 2023
File No. 001-36450
Dear Sandy Ran Xu:
We have reviewed your September 14, 2023 response to our comment letter and have the
following comment.
Please respond to this letter 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 a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments. Unless
we note otherwise, any references to prior comments are to comments in our August 31,
2023 letter.
Form 20-F for the Fiscal Year Ended December 31, 2022
Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, page 176
1.We note your response to prior comments 1 and 3. Item 16I(b) requires that you provide
disclosures for yourself and your consolidated foreign operating entities, including
variable interest entities or similar structures. Please amend your filing to disclose and
quantify any ownership interests held by governmental entities, including any ownership
interests held by state-owned enterprises, in all of your consolidated operating entities,
including variable interest entities or similar structures. In particular, we note CCTAM
Fund SPC, which holds approximately 0.54% of JD Property’s equity interest, is
incorporated in the Cayman Islands and indirectly wholly owned and controlled by a
governmental entity in the Chinese mainland.
FirstName LastNameSandy Ran Xu
Comapany NameJD.com, Inc.
November 14, 2023 Page 2
FirstName LastName
Sandy Ran Xu
JD.com, Inc.
November 14, 2023
Page 2
Please contact Jennifer Gowetski at 202-551-3401 or Andrew Mew at 202-551-3377 with
any questions.
Sincerely,
Division of Corporation Finance
Disclosure Review Program
cc: Shu Du, Esq.