SEC Company Response from XINXU COPPER INDUSTRY TECHNOLOGY Ltd (XXC) (CIK 0001875994) — Sep 8, 2025
XINXU COPPER INDUSTRY TECHNOLOGY Ltd (XXC) (CIK 0001875994)
Date: Sept. 8, 2025 · CIK: 0001875994 · Accession: 0001213900-25-085505
AI Filing Summary & Sentiment
File numbers found in text: 333-278407
Letter
VIA EDGAR Division of Corporation Finance Office of Manufacturing Re: Xinxu Copper Industry Technology Ltd Amendment No. 3 to Registration Statement on Form F-1 Filed August 5, 2025 File No. 333-278407
Dear Mr. Dias,
Xinxu Copper Industry Technology Limited (the “Company,” “we,” “our” or “us”) hereby transmits the Company’s response to the comment letter received from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”), dated August 28, 2025, regarding Amendment No. 3 to Registration Statement on Form F-1 submitted to the Commission on August 5, 2025.
For the Staff’s convenience, we have repeated below the Staff’s comments in bold, and have followed each comment with the Company’s response. Disclosure changes in response to the Staff’s comments and some updates have been made in the Amendment No.4 to the Registration Statement on Form F-1 (the “Amendment No.4”), which is being filed with the Commission contemporaneously with the submission of this response letter.
Amendment No. 3 to Registration Statement on Form F-1
Exhibits
1. Refer to the Exhibit 23.1 consent of Fortune CPA, Inc. Please ensure your auditor revises the date of their audit report to June 10, 2025 and refers to the financial statements as of June 30, 2024 and 2023, and the two fiscal years then ended. The current language only refers to the fiscal year as of and for the year ended June 30, 2024.
Response: In response to the Staff’s comment, we have included the revised consent of Fortune CPA, Inc as Exhibit 23.1 in Amendment No.4.
Unaudited Condensed Consolidated Statements of Income, page F-35
2. We note that you have added a resale prospectus. Please revise the cover page of the resale prospectus to disclose that the resale shares will not be sold until the initial public offering is completed. Please also state the price of the initial public offering. Please remove references to the initial public offering occurring concurrently with the resale of the ordinary shares or advise. Refer to Instruction 2 to Item 501(b)(3) of Regulation S-K.
Response: In response to the Staff’s comment, we have revised the disclosures on the cover page of the resale prospectus in Amendment No.4.
We thank the Staff for its review of the foregoing. If you have any further comments or questions, please feel free to contact to our counsel, Wei Wang, at wwang@egsllp.com or by telephone at (212) 370-1300.
Sincerely,
/s/ Jinchun Cheng
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Xinxu Copper Industry Technology Limited
2188 Nanci First Road
Anhui Xinwu Economic Development Zone
Wanzhi District, Wuhu City
Anhui Province, China 241100
VIA EDGAR
September 8, 2025
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Manufacturing
100 F Street, NE
Washington, D.C. 20549
Attn:
Eranga Dias
Erin Purnell
Beverly Singleton
Andrew Blume
Re: Xinxu Copper Industry Technology Ltd
Amendment No. 3 to Registration Statement on Form F-1
Filed August 5, 2025
File No. 333-278407
Dear Mr. Dias,
Xinxu Copper Industry Technology Limited (the
“Company,” “we,” “our” or “us”) hereby transmits the Company’s response
to the comment letter received from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”),
dated August 28, 2025, regarding Amendment No. 3 to Registration Statement on Form F-1 submitted to the Commission on August 5, 2025.
For the Staff’s convenience, we have repeated
below the Staff’s comments in bold, and have followed each comment with the Company’s response. Disclosure changes in response
to the Staff’s comments and some updates have been made in the Amendment No.4 to the Registration Statement on Form F-1 (the “Amendment
No.4”), which is being filed with the Commission contemporaneously with the submission of this response letter.
Amendment No. 3 to Registration Statement
on Form F-1
Exhibits
1.
Refer to the Exhibit 23.1 consent of Fortune CPA, Inc. Please ensure your auditor revises the date of their audit report to June 10, 2025 and refers to the financial statements as of June 30, 2024 and 2023, and the two fiscal years then ended. The current language only refers to the fiscal year as of and for the year ended June 30, 2024.
Response: In response to the Staff’s
comment, we have included the revised consent of Fortune CPA, Inc as Exhibit 23.1 in Amendment No.4.
Unaudited Condensed Consolidated Statements
of Income, page F-35
2.
We note that you have added a resale prospectus. Please revise the cover page of the resale prospectus to disclose that the resale shares will not be sold until the initial public offering is completed. Please also state the price of the initial public offering. Please remove references to the initial public offering occurring concurrently with the resale of the ordinary shares or advise. Refer to Instruction 2 to Item 501(b)(3) of Regulation S-K.
Response: In response to the Staff’s
comment, we have revised the disclosures on the cover page of the resale prospectus in Amendment No.4.
We thank the Staff for its
review of the foregoing. If you have any further comments or questions, please feel free to contact to our counsel, Wei Wang, at wwang@egsllp.com
or by telephone at (212) 370-1300.
Sincerely,
/s/ Jinchun Cheng
Jinchun Cheng, Chief Executive Officer
cc:
Wei Wang, Esq.
Ellenoff Grossman & Schole LLP