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SEC Comment Letter 0000000000-23-002112 to Oriental Culture Holding LTD (OCG) (CIK 0001776067) (OCG)

Oriental Culture Holding LTD (OCG) (CIK 0001776067)
Date: March 2, 2023 · CIK: 0001776067 · Accession: 0000000000-23-002112

AI Filing Summary & Sentiment

File numbers found in text: 333-262398

Date
March 2, 2023
Author
Not clearly detected
Form
UPLOAD
Company
Oriental Culture Holding LTD (OCG) (CIK 0001776067)

Letter

United States securities and exchange commission logo March 2, 2023 Yi Shao Chief Executive Officer Oriental Culture Holding LTD Room 1402, Richmake Commercial Building 198-200 Queen’s Road Central, Hong Kong Re:Oriental Culture Holding LTD Amendment No. 3 to Registration Statement on Form F-3 Filed February 9, 2023 File No. 333-262398 Dear Yi Shao: We have reviewed your amended registration statement 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 letter by amending your registration statement and providing the requested information. If you do not believe our comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to this comment, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our July 13, 2022 letter. Amendment No. 3 to Registration Statement on Form F-3 Filed February 9, 2023 Risk Factors, page 15 1.We note your disclosure that the Nan County Public Safety Bureau froze certain bank accounts of the VIE's subsidiaries as a result of an investigation. Please provide disclosure addressing the risks and impact of such accounts. In this regard, we note your disclosure that "the business operations of the Company have been materially and negatively impacted" by the frozen accounts.

FirstName LastNameYi Shao Comapany NameOriental Culture Holding LTD March 2, 2023 Page 2 FirstName LastName Yi Shao Oriental Culture Holding LTD March 2, 2023 Page 2 You may contact Brian Fetterolf at 202-551-6613 or Jennifer López Molina at 202-551- 3792 if you have any questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Jeffrey Li

Show Raw Text
United States securities and exchange commission logo
March 2, 2023
Yi Shao
Chief Executive Officer
Oriental Culture Holding LTD
Room 1402, Richmake Commercial Building
198-200 Queen’s Road Central, Hong Kong
Re:Oriental Culture Holding LTD
Amendment No. 3 to Registration Statement on Form F-3
Filed February 9, 2023
File No. 333-262398
Dear Yi Shao:
            We have reviewed your amended registration statement 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 letter by amending your registration statement and providing the
requested information.  If you do not believe our comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to this comment, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our July 13, 2022 letter.
Amendment No. 3 to Registration Statement on Form F-3 Filed February 9, 2023
Risk Factors, page 15
1.We note your disclosure that the Nan County Public Safety Bureau froze certain bank
accounts of the VIE's subsidiaries as a result of an investigation. Please provide disclosure
addressing the risks and impact of such accounts. In this regard, we note your disclosure
that "the business operations of the Company have been materially and negatively
impacted" by the frozen accounts.

 FirstName LastNameYi Shao
 Comapany NameOriental Culture Holding LTD
 March 2, 2023 Page 2
 FirstName LastName
Yi Shao
Oriental Culture Holding LTD
March 2, 2023
Page 2
            You may contact Brian Fetterolf at 202-551-6613 or Jennifer López Molina at 202-551-
3792 if you have any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Jeffrey Li