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August 22, 2023
Zhou Pengwu
Chief Executive Officer
Aesthetic Medical International Holdings Group Ltd
1122 Nanshan Boulevard
Nanshan District, Shenzhen
Guangdong Province, China 518052
Re:Aesthetic Medical International Holdings Group Ltd
Form 20-F for the Fiscal Year Ended December 31, 2022
File No. 001-39088
Dear Zhou Pengwu:
            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 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.
            After reviewing your response to these comments, we may have additional comments.
Form 20-F for the Fiscal Year Ended December 31, 2022
Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, page 143
1.We note your statement that you reviewed your register of members and public filings
made by your shareholders 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. In your response, please provide a similarly detailed
discussion of the materials reviewed and legal opinions or third party certifications relied
upon in connection with the required disclosures under paragraphs (b)(2) and (3).

 FirstName LastNameZhou Pengwu
 Comapany NameAesthetic Medical International Holdings Group Ltd
 August 22, 2023 Page 2
 FirstName LastName
Zhou Pengwu
Aesthetic Medical International Holdings Group Ltd
August 22, 2023
Page 2
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
certifications such as affidavits as the basis for your disclosure.
3.We note your proposed submission pursuant to Item 16I(a) addresses ownership or control
"by a governmental entity in mainland China," while your proposed disclosure pursuant to
Item 16I(b)(3) addresses ownership or control by "governmental entities in the applicable
foreign jurisdiction with respect to our registered public accounting firm." We also note
that your definition of "Mainland China" on page ii of your Form 20-F excludes Hong
Kong, the Special Administrative Region where your auditor is located. Please address
ownership or control by governmental entities in Hong Kong as well as mainland China in
each of your submission and your Item 16I(b)(3) disclosure.
4.Please revise your proposed disclosure pursuant to Item 16I(b)(2) to indicate, if true, that
none of your shares or the shares of your consolidated foreign operating entities are
owned by governmental entities in the jurisdiction in which you or such consoldiated
foreign operating entities are incorporated or organized, except for the shares owned by
MYU.
5.We note that your proposed disclosures pursuant to Items 16I(b)(3), (b)(4) and (b)(5) are
provided for you and your "material operating entities." Please note that Item 16I(b)
requires that you provide disclosures for yourself and your consolidated foreign operating
entities, including variable interest entities or similar structures, and does not contemplate
limiting the disclosure. Please revise your proposed disclosures to clearly address you and
all of your consolidated foreign operating entities.
6.With respect to your proposed disclosure pursuant to Item 16I(b)(5), we note that you
have included language that such disclosure is “to our best knowledge.” Please revise your
proposed disclosure to state without qualification, if true, that your articles and the articles
of your consolidated foreign operating entities do not contain wording from any charter of
the Chinese Communist Party.

 FirstName LastNameZhou Pengwu
 Comapany NameAesthetic Medical International Holdings Group Ltd
 August 22, 2023 Page 3
 FirstName LastName
Zhou Pengwu
Aesthetic Medical International Holdings Group Ltd
August 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 Kyle Wiley at (202) 344-5791 or Jennifer Thompson at (202) 551-3737
with any questions.
Sincerely,
Division of Corporation Finance
Disclosure Review Program
cc:       Yu Wang