SEC Comment Letter 0000000000-24-000823 to CLPS Inc (CLPS) (CIK 0001724542) (CLPS)
CLPS Inc (CLPS) (CIK 0001724542)
Date: Jan. 22, 2024 · CIK: 0001724542 · Accession: 0000000000-24-000823
AI Filing Summary & Sentiment
File numbers found in text: 001-38505
Letter
United States securities and exchange commission logo January 22, 2024 Raymond Ming Hui Lin Chief Executive Officer CLPS Incorporation Unit 1000, 10th Floor, Millennium City III 370 Kwun Tong Road, Kwun Tong, Kowloon Hong Kong SAR Re:CLPS Incorporation Form 20-F for Fiscal Year Ended June 30, 2023 File No. 001-38505 Dear Raymond Ming Hui Lin: We have limited our review of your filing to the submission and/or disclosures as required by Item 16I of Form 20-F and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this comment within ten business days by providing the requested information or advise us as soon as possible when you will respond. After reviewing your response to this comment, we may have additional comments. Form 20-F for Fiscal Year Ended June 30, 2023 Item 16I. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections, page 127 1.We note that during your fiscal year ended June 30, 2023 you were identified by the Commission pursuant to Section 104(i)(2)(A) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7214(i)(2)(A)) as having retained, for the preparation of the audit report on your financial statements included in the Form 20-F, a registered public accounting firm that has a branch or office that is located in a foreign jurisdiction and that the Public Company Accounting Oversight Board had determined it is unable to inspect or investigate completely because of a position taken by an authority in the foreign jurisdiction. Please provide the documentation required by Item 16I(a) of Form 20-F or tell us why you are not required to do so. Additionally, please amend your Form 20-F to provide the disclosures required under Item 16I(b) of Form 20-F. Refer to the Staff Statement on the Holding Foreign Companies Accountable Act and the Consolidated Appropriations Act, 2023, available on our website at https://www.sec.gov/corpfin/announcement/statement- hfcaa-040623.
FirstName LastNameRaymond Ming Hui Lin Comapany NameCLPS Incorporation January 22, 2024 Page 2 FirstName LastName Raymond Ming Hui Lin CLPS Incorporation January 22, 2024 Page 2 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 Charlie Guidry at 202-551-3621 or Jennifer Gowetski at 202-551-3401 with any other questions. Sincerely, Division of Corporation Finance Disclosure Review Program cc: Rongwei Xie
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United States securities and exchange commission logo
January 22, 2024
Raymond Ming Hui Lin
Chief Executive Officer
CLPS Incorporation
Unit 1000, 10th Floor, Millennium City III
370 Kwun Tong Road, Kwun Tong, Kowloon
Hong Kong SAR
Re:CLPS Incorporation
Form 20-F for Fiscal Year Ended June 30, 2023
File No. 001-38505
Dear Raymond Ming Hui Lin:
We have limited our review of your filing to the submission and/or disclosures as
required by Item 16I of Form 20-F and have the following comment. In our comment, we may
ask you to provide us with information so we may better understand your disclosure.
Please respond to this comment within ten business days by providing the requested
information or advise us as soon as possible when you will respond.
After reviewing your response to this comment, we may have additional comments.
Form 20-F for Fiscal Year Ended June 30, 2023
Item 16I. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections, page 127
1.We note that during your fiscal year ended June 30, 2023 you were identified by the
Commission pursuant to Section 104(i)(2)(A) of the Sarbanes-Oxley Act of 2002 (15
U.S.C. 7214(i)(2)(A)) as having retained, for the preparation of the audit report on your
financial statements included in the Form 20-F, a registered public accounting firm that
has a branch or office that is located in a foreign jurisdiction and that the Public Company
Accounting Oversight Board had determined it is unable to inspect or investigate
completely because of a position taken by an authority in the foreign jurisdiction. Please
provide the documentation required by Item 16I(a) of Form 20-F or tell us why you are
not required to do so. Additionally, please amend your Form 20-F to provide the
disclosures required under Item 16I(b) of Form 20-F. Refer to the Staff Statement on the
Holding Foreign Companies Accountable Act and the Consolidated Appropriations Act,
2023, available on our website at https://www.sec.gov/corpfin/announcement/statement-
hfcaa-040623.
FirstName LastNameRaymond Ming Hui Lin
Comapany NameCLPS Incorporation
January 22, 2024 Page 2
FirstName LastName
Raymond Ming Hui Lin
CLPS Incorporation
January 22, 2024
Page 2
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 Charlie Guidry at 202-551-3621 or Jennifer Gowetski at 202-551-3401
with any other questions.
Sincerely,
Division of Corporation Finance
Disclosure Review Program
cc: Rongwei Xie