SEC Comment Letter 0000000000-23-006483 to Pony Group Inc. (PNYG) (CIK 0001784058) (PNYG)
Pony Group Inc. (PNYG) (CIK 0001784058)
Date: June 15, 2023 · CIK: 0001784058 · Accession: 0000000000-23-006483
AI Filing Summary & Sentiment
File numbers found in text: 333-234358
Letter
United States securities and exchange commission logo June 15, 2023 Wenxian Fan Chief Executive Officer Pony Group Inc. Engineer Experiment Building, A202 7 Gaoxin South Avenue, Nanshan District Shenzhen, Guangdong Province People’s Republic of China Re:Pony Group, Inc. Form 10-K for the Fiscal Year Ended December 31, 2022 Filed March 31, 2023 File No. 333-234358 Dear Wenxian Fan: We have reviewed your filing 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. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 10-K for the Fiscal Year Ended December 31, 2022 Item 1. Business, page 1 1.We note your disclosure in this section and elsewhere in your filing that you concluded that neither you nor your subsidiaries are required to obtain any "permission approval or business licenses" from the PRC and Hong Kong governments to operate your business or offer/trade your securities. Please further revise your disclosure to state whether you relied on an opinion of counsel in coming to these conclusions and, if so, name counsel. If you did not rely on an opinion of counsel with respect to your conclusions, state that that is the case and explain why such an opinion was not obtained; further, discuss how you came to such conclusions and the bases on which you made such determinations.
FirstName LastNameWenxian Fan Comapany NamePony Group Inc. June 15, 2023 Page 2 FirstName LastName Wenxian Fan Pony Group Inc. June 15, 2023 Page 2 Item 9A. Controls and Procedures, page 47 2.Please amend your filing to include the management's annual report on internal control over financial reporting. Refer to Item 308(a) of Regulation S-K. 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. You may contact Blaise Rhodes at 202-551-3774 or Suying Li at 202-551-3335 if you have questions regarding comments on the financial statements and related matters. Please contact Rucha Pandit at 202-551-6022 or Lilyanna Peyser at 202-551-3222 with any other questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Richard I. Anslow
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United States securities and exchange commission logo
June 15, 2023
Wenxian Fan
Chief Executive Officer
Pony Group Inc.
Engineer Experiment Building, A202
7 Gaoxin South Avenue, Nanshan District
Shenzhen, Guangdong Province
People’s Republic of China
Re:Pony Group, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2022
Filed March 31, 2023
File No. 333-234358
Dear Wenxian Fan:
We have reviewed your filing 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. If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2022
Item 1. Business, page 1
1.We note your disclosure in this section and elsewhere in your filing that you concluded
that neither you nor your subsidiaries are required to obtain any "permission approval or
business licenses" from the PRC and Hong Kong governments to operate your business or
offer/trade your securities. Please further revise your disclosure to state whether you
relied on an opinion of counsel in coming to these conclusions and, if so, name counsel.
If you did not rely on an opinion of counsel with respect to your conclusions, state that
that is the case and explain why such an opinion was not obtained; further, discuss how
you came to such conclusions and the bases on which you made such determinations.
FirstName LastNameWenxian Fan
Comapany NamePony Group Inc.
June 15, 2023 Page 2
FirstName LastName
Wenxian Fan
Pony Group Inc.
June 15, 2023
Page 2
Item 9A. Controls and Procedures, page 47
2.Please amend your filing to include the management's annual report on internal control
over financial reporting. Refer to Item 308(a) of Regulation S-K.
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.
You may contact Blaise Rhodes at 202-551-3774 or Suying Li at 202-551-3335 if you
have questions regarding comments on the financial statements and related matters. Please
contact Rucha Pandit at 202-551-6022 or Lilyanna Peyser at 202-551-3222 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Richard I. Anslow