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Correspondence 0001213900-24-072214 from Jianzhi Education Technology Group Co Ltd (JZ)

Jianzhi Education Technology Group Co Ltd
Date: Aug. 23, 2024 · CIK: 0001852440 · Accession: 0001213900-24-072214

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File numbers found in text: 001-41445

Referenced dates: August 12, 2024

Date
August 23, 2024
Author
/s/ Huichao Wang
Form
CORRESP
Company
Jianzhi Education Technology Group Co Ltd

Letter

Division of Corporation Finance Office of Trade & Services Securities and Exchange Commission Re: Jianzhi Education Technology Group Company Limited Form 20-F for the Fiscal Year Ended December 31, 2023 Filed April 9, 2024 File No. 001-41445

Dear Mr. Kim and Mr. Jones:

This letter sets forth the response of Jianzhi Education Technology Group Company Limited (the “Company”) to the comments contained in the letter dated August 12, 2024 from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) regarding the Company’s annual report on Form 20-F for the fiscal year ended December 31, 2023 (the “Form 20-F”).

For ease of review, the Company has set forth below the comments of the Staff’s letter and its responses thereto.

Form 20-F for the Fiscal Year Ended December 31,

Financial Statements, page F-1

1. Please amend the filing to include a report of independent registered public accounting firm for the financial statements as of and for the fiscal year ended December 31, 2022.

Response: In response to the Staff’s comment, the Company has amended the filing to include a report of independent registered public accounting firm for the financial statements as of and for the fiscal years ended December 31, 2022 and 2023.

* * *

If you have any additional questions or comments regarding the Form 20-F, please contact the undersigned at wanghuichao@jiuye.net, or our U.S. counsel, Steve Lin at Kirkland & Ellis International LLP, at +8610 5737 9315 (office) or +86 186 1049 5593 (mobile). Thank you.

Very truly yours,
By:
/s/ Huichao Wang

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CORRESP
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filename1.htm

August 23, 2024

VIA CORRESPONDENCE

Stephen Kim

Doug Jones

Division of Corporation Finance

Office of Trade & Services

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 Re: Jianzhi Education Technology Group Company Limited

Form 20-F for the Fiscal Year Ended December 31, 2023

Filed April 9, 2024

File No. 001-41445

Dear Mr. Kim and Mr. Jones:

This letter sets forth the
response of Jianzhi Education Technology Group Company Limited (the “Company”) to the comments contained in the letter dated
August 12, 2024 from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) regarding
the Company’s annual report on Form 20-F for the fiscal year ended December 31, 2023 (the “Form 20-F”).

For ease of review, the Company
has set forth below the comments of the Staff’s letter and its responses thereto.

Form 20-F for the Fiscal Year Ended December 31,
2023

Financial Statements, page F-1

 1. Please amend the filing to include a report of independent registered public accounting firm for
the financial statements as of and for the fiscal year ended December 31, 2022.

Response: In response
to the Staff’s comment, the Company has amended the filing to include a report of independent registered public accounting firm
for the financial statements as of and for the fiscal years ended December 31, 2022 and 2023.

* * *

If you have any additional
questions or comments regarding the Form 20-F, please contact the undersigned at wanghuichao@jiuye.net, or our U.S. counsel, Steve Lin
at Kirkland & Ellis International LLP, at +8610 5737 9315 (office) or +86 186 1049 5593 (mobile). Thank you.

    Very truly yours,

    By:
    /s/ Huichao Wang

    Name:
    Huichao Wang

    Title:
    Chief Financial Officer

 cc: Yong Hu, Chief Executive Officer of Jianzhi Education Technology Group Company Limited

Steve Lin, Esq., Kirkland & Ellis International LLP

Huang Li, Partner, WWC, P.C.