Correspondence 0001104659-24-105695 from TIAN RUIXIANG HOLDINGS LTD (TIRX) (CIK 0001782941) (TIRX)
TIAN RUIXIANG HOLDINGS LTD (TIRX) (CIK 0001782941)
Date: Oct. 3, 2024 · CIK: 0001782941 · Accession: 0001104659-24-105695
AI Filing Summary & Sentiment
Referenced dates: September 25, 2024
Letter
TIAN RUIXIANG Holdings Ltd
October 3, 2024
Via EDGAR
Division of Corporation Finance
Office of Mergers & Acquisitions
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C., 20549
Attention: Shane Callaghan
Nicholas Panos
Re: TIAN RUIXIANG Holdings Ltd
Schedule 13D Filed by Min Zhou
Filed June 10, 2024
File No. 005-92589
Ladies and Gentlemen:
This letter is in response to the letter dated September 25, 2024, from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) addressed to Min Zhou (the “Reporting Person”). For ease of reference, we have recited the Commission’s comment in this response.
Schedule 13D Filed June 10, 2024
General
1. We note the date of the event reported as requiring the filing of the Schedule 13D was April 18, 2024. Rule 13d-1(a) of Regulation 13D-G requires the filing of a Schedule 13D within five business days after the date beneficial ownership of more than five percent of a class of equity securities specified in Rule 13d-1(i)(1) was acquired. Based on the April 18, 2024 event date, the Schedule 13D submitted on June 10, 2024 was not timely filed. Please advise us why the Schedule 13D was not filed within the required five business days after the date of the acquisition.
Response: The Reporting Person respectfully advises the Staff that the Schedule 13D was not timely filed under Rule 13d-1(a) of Regulation 3D-G due to an oversight on the part of the Reporting Person. Upon the Reporting Person becoming aware of the oversight, she caused the Schedule 13D to be promptly filed. The failure to meet the deadline was not deliberate on the part of the Reporting Person, and the Reporting Person is fully committed to being compliant with the reporting rules going forward.
We appreciate the assistance the Staff has provided with its comments. If you have any questions, please do not hesitate to call our counsel, Ying Li, Esq., of Hunter Taubman Fischer & Li LLC, at (212) 530-2206.
Very truly yours,
/s/ Min Zhou
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TIAN RUIXIANG Holdings Ltd
October 3, 2024
Via EDGAR
Division of Corporation Finance
Office of Mergers & Acquisitions
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C., 20549
Attention:
Shane Callaghan
Nicholas Panos
Re:
TIAN RUIXIANG Holdings Ltd
Schedule 13D Filed by Min Zhou
Filed June 10, 2024
File No. 005-92589
Ladies and Gentlemen:
This letter is in response to the letter dated
September 25, 2024, from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”)
addressed to Min Zhou (the “Reporting Person”). For ease of reference, we have recited the Commission’s comment in this
response.
Schedule 13D Filed June 10, 2024
General
1. We note the date of the event reported as
requiring the filing of the Schedule 13D was April 18, 2024. Rule 13d-1(a) of Regulation 13D-G requires the filing of a Schedule 13D within
five business days after the date beneficial ownership of more than five percent of a class of equity securities specified in Rule 13d-1(i)(1)
was acquired. Based on the April 18, 2024 event date, the Schedule 13D submitted on June 10, 2024 was not timely filed. Please advise
us why the Schedule 13D was not filed within the required five business days after the date of the acquisition.
Response: The Reporting Person respectfully
advises the Staff that the Schedule 13D was not timely filed under Rule 13d-1(a) of Regulation 3D-G due to an oversight on the part of
the Reporting Person. Upon the Reporting Person becoming aware of the oversight, she caused the Schedule 13D to be promptly filed. The
failure to meet the deadline was not deliberate on the part of the Reporting Person, and the Reporting Person is fully committed to being
compliant with the reporting rules going forward.
We appreciate the assistance the Staff has provided
with its comments. If you have any questions, please do not hesitate to call our counsel, Ying Li, Esq., of Hunter Taubman Fischer &
Li LLC, at (212) 530-2206.
Very truly yours,
/s/ Min Zhou
Name:
Min Zhou
cc:
Ying Li, Esq.
Hunter Taubman Fischer & Li LLC