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December 22, 2023
Zhiyong Tang
Chief Executive Officer
Roan Holdings Group Co., Ltd.
147 Ganshui Lane, Yuhuangshannan Fund Town
Shangcheng District
Hangzhou, Zhejiang , China
Re:Roan Holdings Group Co., Ltd.
Annual Report on Form 20-F
Filed May 15, 2023
File No. 001-36664
Dear Zhiyong Tang:
            We have reviewed your filing and have the following comments.
            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.
Annual Report on Form 20-F filed May 15, 2023
General
1.We note your response to comment 6 and reissue in full. Please disclose prominently early
on in the annual report that you are not a Chinese operating company but a British
Virgin Islands holding company with operations conducted by your subsidiaries based in
China and that this structure involves unique risks to investors. Explain whether your
structure is used to provide investors with exposure to foreign investment in China-based
companies where Chinese law prohibits direct foreign investment in the operating
companies, and disclose that investors may never hold equity interests in the Chinese
operating company. Your disclosure should acknowledge that Chinese regulatory
authorities could disallow this structure, which would likely result in a material change in
your operations and/or a material change in the value of the securities you are registering
for sale, including that it could cause the value of such securities to significantly decline
or become worthless. Provide a cross-reference to your detailed discussion of risks facing
the company and the offering as a result of this structure.

 FirstName LastNameZhiyong Tang
 Comapany NameRoan Holdings Group Co., Ltd.
 December 22, 2023 Page 2
 FirstName LastName
Zhiyong Tang
Roan Holdings Group Co., Ltd.
December 22, 2023
Page 2
2.We note your response to comment 8 and reissue in part. We note that you state you will
include the proposed disclosure on page 34 of the Form 20-F. Please revise your
disclosure so that it will appear early on in the filing.
Risk factors
Risks Related to Doing Business in China, page 3
3.We note that you include a number of risk factors related to the risks of doing business in
China stemming from the control that the Chinese and Hong Kong governments can exert
over most businesses, and financial services companies in particular. We also note recent
statements by the Central Financial Work Conference in October, as well as policy
documents published on December 1, 2023, which indicate that the primary function of
the industry is to support the growth of China, as opposed to the pursuit of profits by
individual firms. In your next 20-F, as well as any other relevant filing, add risk factor
disclosure that addresses the impact of the control exerted by governmental agencies in
China and Hong Kong that may require you to take actions that might not directly serve
the interests of your shareholders.
Newly enacted Holding Foreign Companies Accountable Act, page 13
4.We note your response to comment 3 and reissue in full. In your next 20-F, revise this risk
factor to clarify that the original three year non-inspection period contemplated by the
Holding Foreign Companies Accountable Act, was reduced to a two year period by the
Consolidated Appropriations Act of 2023.
We have extened loans or purchased loans, page 17
5.We note that you have extended loans to five third-party customers that, collectively
account for $26 million, which represents almost half your assets as of the end of 2022.
To the extent that these loans are secured by real estate, revise your disclosure to discuss
the extent to which you are dependent on the value of real estate in China.  Depending on
your dependency on real estate to secure your loans, add a risk factor to address the
current issues in the Chinese property market, including significant difficulties among
both large and small property development firms, and the possible impact on the value of
individual properties in China.

 FirstName LastNameZhiyong Tang
 Comapany NameRoan Holdings Group Co., Ltd.
 December 22, 2023 Page 3
 FirstName LastName
Zhiyong Tang
Roan Holdings Group Co., Ltd.
December 22, 2023
Page 3
            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 Michael Henderson at 202-551-3364 or Robert Klein at 202-551-3847 if
you have questions regarding comments on the financial statements and related matters. Please
contact Robert Arzonetti at 202-551-8819 or Christian Windsor at 202-551-3419 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Finance
cc:       Stephen M. Wurzburg