SEC Comment Letter 0000000000-23-000584 to Tuniu Corp (TOUR) (CIK 0001597095) (TOUR)
Tuniu Corp (TOUR) (CIK 0001597095)
Date: Jan. 19, 2023 · CIK: 0001597095 · Accession: 0000000000-23-000584
AI Filing Summary & Sentiment
File numbers found in text: 001-36430
Letter
United States securities and exchange commission logo January 19, 2023 Anqiang Chen Financial Controller Tuniu Corporation Tuniu Building No. 32 Suningdadao, Xuanwu District Nanjing, Jiangsu Province 210042 The People’s Republic of China Re:Tuniu Corporation Form 20-F for Fiscal Year Ended December 31, 2021 Response dated December 28, 2022 File No. 001-36430 Dear Anqiang Chen: We have reviewed your December 28, 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 December 16, 2022 letter. Form 20-F for Fiscal Year Ended December 31, 2021 Item 3. Key Information Cash Flows through Our Organization, page 4 1.Your discussion of limitations on cash transfers appears to be limited to the PRC. Given that at least one of the entities in your corporate structure, as per disclosure on page F-9, was formed under Hong Kong law, please revise to also discuss limitations applicable to Hong Kong and Macau.
FirstName LastNameAnqiang Chen Comapany NameTuniu Corporation January 19, 2023 Page 2 FirstName LastName Anqiang Chen Tuniu Corporation January 19, 2023 Page 2
D. Risk Factors, page 11 2.We have considered your response to prior comment 1 and continue to believe that revised disclosure is necessary. Please revise to discuss any restrictions, limitations, rules, or regulations under Hong Kong and Macau law that are commensurate to those of the PRC. You may contact Jennifer O'Brien, Staff Accountant, at 202-551-3721 or Shannon Buskirk, Staff Accountant, at 202-551-3717 with any questions. Sincerely, Division of Corporation Finance Office of Energy & Transportation
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United States securities and exchange commission logo
January 19, 2023
Anqiang Chen
Financial Controller
Tuniu Corporation
Tuniu Building No. 32
Suningdadao, Xuanwu District
Nanjing, Jiangsu Province 210042
The People’s Republic of China
Re:Tuniu Corporation
Form 20-F for Fiscal Year Ended December 31, 2021
Response dated December 28, 2022
File No. 001-36430
Dear Anqiang Chen:
We have reviewed your December 28, 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
December 16, 2022 letter.
Form 20-F for Fiscal Year Ended December 31, 2021
Item 3. Key Information
Cash Flows through Our Organization, page 4
1.Your discussion of limitations on cash transfers appears to be limited to the PRC. Given
that at least one of the entities in your corporate structure, as per disclosure on page F-9,
was formed under Hong Kong law, please revise to also discuss limitations applicable
to Hong Kong and Macau.
FirstName LastNameAnqiang Chen
Comapany NameTuniu Corporation
January 19, 2023 Page 2
FirstName LastName
Anqiang Chen
Tuniu Corporation
January 19, 2023
Page 2
D. Risk Factors, page 11
2.We have considered your response to prior comment 1 and continue to believe that
revised disclosure is necessary. Please revise to discuss any restrictions, limitations, rules,
or regulations under Hong Kong and Macau law that are commensurate to those of the
PRC.
You may contact Jennifer O'Brien, Staff Accountant, at 202-551-3721 or Shannon
Buskirk, Staff Accountant, at 202-551-3717 with any questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation