SecProbe.io

CORRESP
1
filename1.htm

May
1, 2023

U.S.
Securities and Exchange Commission

Division
of Corporation Finance

Office
of Technology

100
F Street, N.E.

Washington,
DC 20549

  Attn:
  Aliya Ishmukhamedova

Jeff
Kauten

  Re:
  Wetouch Technology Inc.

  Registration
Statement on Form S-1

  Filed
March 21, 2023

  File
No. 333-270726

Dear
Sir and Madam:

On
behalf of Wetouch Technology Inc., a Nevada corporation (the “Company”), we hereby file with the Securities and Exchange
Commission (the “Commission”) an amended Registration Statement on Form S-1 (the “Amended S-1”) in response to
the comments of the staff (the “Staff”), dated April 3, 2023, with reference to the Company’s Registration Statement
on Form S-1 filed with the Commission on March 21, 2023.

For
the convenience of the Staff, each of the Staff’s comments is included and is followed by the corresponding response of the Company.

Registration
Statement on Form S-1

Cover
Page

1. Disclose
                                 whether your offering is contingent upon on final approval of your NASDAQ listing. Please ensure the
                                 disclosure is consistent with your underwriting agreement.

Response:
In response to the Staff’s comment, the Company has revised the disclosure on the cover page and page 4 to state that the offering
is contingent on the final approval of its NASDAQ listing. In addition, the form of underwriting agreement filed with the Amended S-1
contains a representation and warranty (Section 2.2) by the Company and a condition precedent to the underwriters’ obligations
(Section 4.1.3) that provides that the Company’s common stock shall have been approved for listing on the NASDAQ exchange
as of the date of pricing and/or closing, which is consistent with the disclosure in the Amended S-1.

 2. Please
                                            disclose the location of your auditor’s headquarters.

Response:
In response to the Staff’s comment, the Company has disclosed that its auditor, B F Borgers CPA PC, is headquartered in Lakewood,
Colorado, the United States on the cover page and page 9 of the Amended S-1.

 3. Please
                                            disclose whether you have written cash management policies and procedures that dictate how
                                            funds are transferred, and if so, describe these policies and procedures here and in the
                                            prospectus summary.

Response:
In response to the Staff’s comment, we have revised the disclosure on the cover page and page 10 of the Amended S-1.

Commonly
Used Defined Terms, page ii

 4. Please
                                            revise your definition of “China” or “PRC” to remove the exclusion
                                            of Taiwan, Hong Kong and Macau.

Response:
In response to the Staff’s comment, we have revised the disclosure on page ii of the Amended S-1 to remove the exclusion of Hong
Kong and Macau from the definition of “China” or “PRC.” Per our discussion with the Staff, we confirm that the
exclusion of Taiwan was not removed from the definition of “China” or “PRC,” for purposes of the prospectus
forming part of the registration statement

Prospectus
Summary

Recent
Regulatory Developments, page 8

 5. We
                                            note your disclosure that you and your subsidiaries “have received all requisite permissions
                                            from Chinese authorities to operate and issue our common stock and no such permissions have
                                            been denied.” Please disclose all material permissions and approvals that you are required
                                            to obtain from Chinese authorities to operate your business and to offer the securities being
                                            registered to foreign investors.

Response:
In response to the Staff’s comment, we have revised the disclosure on pages 9, 18, and 67 of the Amended S-1.

General

 6. We
                                            note your risk factor on page 21 that shareholders may have difficulty enforcing civil judgments
                                            from a United States court. Please include a separate section on the enforcement of civil
                                            liabilities.

Response:
In response to the Staff’s comment, we have included a separate section on the enforceability of civil liabilities on page 85
of the Amended S-1.

We
thank the Staff for its review of the foregoing and believe the Amended S-1 and the responses herein address the Staff’s comments.
If we can provide any further assistance, please do not hesitate to contact the undersigned at (216) 387-0823 or lshih@cronelawgroup.com.

    Sincerely yours,

    THE CRONE LAW GROUP P.C.

    /s/
    Liang Shih

    Liang Shih

  cc:
  Zongyi Lian

  Chief
Executive Officer

  Wetouch
Technology Inc.