SEC Comment Letter 0000000000-23-010100 to FingerMotion, Inc. (FNGR) (CIK 0001602409) (FNGR)
FingerMotion, Inc. (FNGR) (CIK 0001602409)
Date: Sept. 12, 2023 · CIK: 0001602409 · Accession: 0000000000-23-010100
AI Filing Summary & Sentiment
File numbers found in text: 001-41187
Letter
United States securities and exchange commission logo September 12, 2023 Martin Shen Chief Executive Officer FingerMotion, Inc. 111 Somerset Road Level 3, Singapore 238164 Re:FingerMotion, Inc. Form 10-K for the Fiscal Year Ended February 28, 2023 File No. 001-41187 Dear Martin Shen: We have reviewed your August 28, 2023 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 August 28, 2023 letter. Form 10-K for the Fiscal Year Ended February 28, 2023 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, page 53 1.We note your statement that you reviewed your stockholder register and certain public filings 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. 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
FirstName LastNameMartin Shen Comapany NameFingerMotion, Inc. September 12, 2023 Page 2 FirstName LastName Martin Shen FingerMotion, Inc. September 12, 2023 Page 2 certifications such as affidavits as the basis for your disclosure. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Austin Pattan, at (202) 551-6756 or Andrew Mew, at (202) 551-3377 with any questions. Sincerely, Division of Corporation Finance Disclosure Review Program cc: Michael Shannon
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United States securities and exchange commission logo
September 12, 2023
Martin Shen
Chief Executive Officer
FingerMotion, Inc.
111 Somerset Road
Level 3, Singapore 238164
Re:FingerMotion, Inc.
Form 10-K for the Fiscal Year Ended February 28, 2023
File No. 001-41187
Dear Martin Shen:
We have reviewed your August 28, 2023 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
August 28, 2023 letter.
Form 10-K for the Fiscal Year Ended February 28, 2023
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, page 53
1.We note your statement that you reviewed your stockholder register and certain public
filings 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.
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
FirstName LastNameMartin Shen
Comapany NameFingerMotion, Inc.
September 12, 2023 Page 2
FirstName LastName
Martin Shen
FingerMotion, Inc.
September 12, 2023
Page 2
certifications such as affidavits as the basis for your disclosure.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Please contact Austin Pattan, at (202) 551-6756 or Andrew Mew, at (202) 551-3377 with
any questions.
Sincerely,
Division of Corporation Finance
Disclosure Review Program
cc: Michael Shannon