Correspondence 0001104659-24-033625 from EShallGo Inc. (EHGO)
EShallGo Inc.
Date: March 12, 2024 · CIK: 0001879754 · Accession: 0001104659-24-033625
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-271478
Letter
Division of Corporation Finance Office of Trade & Services Eshallgo Inc Amendment No. 7 to Registration Statement on Form F-1 Filed February 9, 2024 File No. 333-271478
Dear Mr. Anderegg:
This letter is in response to your letter on February 20, 2024 in which you provided comments to the Registration Statement on Form F-1 (the “Registration Statement”) of Eshallgo Inc (the “Company”) filed with the U.S. Securities and Exchange Commission on Feburary 9, 2024. On the date hereof, the Company has submitted Amendment No. 8 to Registration Statement on Form F-1 (“Amendment No. 8”). We set forth below in bold the comment in your letter relating to the F-1 followed by our response to the comment.
Amendment No. 7 to Registration Statement on Form F-1 filed February 9, 2024
PRC laws and regulations governing our current business operations are sometimes vague and uncertain, page 49
1. We note your revisions in response to prior comment 1. We are unable to locate revisions to the risk factor on this page. Please revise.
RESPONSE: We note the Staff’s comment, and in response hereto, respectfully advise the Staff that we have revised the referenced risk factor on page 49 to state that “[t]he laws and regulations are sometimes vague and may be subject to future changes, and their official interpretation and enforcement may involve substantial uncertainty.
Financial Statements
Notes to Condensed Consolidated Financial Statements (Unaudited)
Note 17 - Subsequent Events, page F-33
2. Please disclose the date through which you evaluated subsequent events and whether such date is when the financial statements were issued or were available to be issued. Refer to ASC 855-10-50-1.
RESPONSE: We note the Staff’s comment, and in response hereto, respectfully advise the Staff that we have added the disclosure the date through which we evaluated subsequent events and such date is when the financial statements were issued on F-33 of Amendment No. 8.
We hope this response has addressed all of the Staff’s concerns relating to the comment letter. Should you have additional questions regarding the information contained herein, please contact our securities counsel William S. Rosenstadt, Esq., Jason Ye, Esq. or Grace Bai, Esq. of Ortoli Rosenstadt LLP at wsr@orllp.legal, jye@orllp.legal or gbai@orllp.legal.
Sincerely,
/s/ Qiwei Miao
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Eshallgo Inc
12F Block 16, No.1000 Jinhai Road
Pudong New District
Shanghai, China 201206
March 12, 2024
Division of Corporation
Finance
Office of Trade &
Services
U.S. Securities
and Exchange Commission
Washington, D.C. 20549-4720
Attn: Scott Anderegg
Re:
Eshallgo Inc
Amendment No. 7 to Registration Statement on Form F-1
Filed February 9, 2024
File No. 333-271478
Dear Mr. Anderegg:
This letter is in response to your letter on February
20, 2024 in which you provided comments to the Registration Statement on Form F-1 (the “Registration Statement”) of Eshallgo
Inc (the “Company”) filed with the U.S. Securities and Exchange Commission on Feburary 9, 2024. On the date hereof, the Company
has submitted Amendment No. 8 to Registration Statement on Form F-1 (“Amendment No. 8”). We set forth below
in bold the comment in your letter relating to the F-1 followed by our response to the comment.
Amendment No. 7 to Registration Statement on Form F-1
filed February 9, 2024
PRC laws and regulations governing our current business operations
are sometimes vague and uncertain, page 49
1.
We note your revisions in response to prior comment 1. We are unable to locate revisions to the risk factor on this page. Please revise.
RESPONSE: We note the Staff’s comment,
and in response hereto, respectfully advise the Staff that we have revised the referenced risk factor on page 49 to state that “[t]he
laws and regulations are sometimes vague and may be subject to future changes, and their official interpretation and enforcement may involve
substantial uncertainty.
Financial Statements
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Note 17 - Subsequent Events, page F-33
2.
Please disclose the date through which you evaluated subsequent events and whether such date is when the financial statements were issued or were available to be issued. Refer to ASC 855-10-50-1.
RESPONSE: We note the Staff’s comment, and
in response hereto, respectfully advise the Staff that we have added the disclosure the date through which we evaluated subsequent events
and such date is when the financial statements were issued on F-33 of Amendment No. 8.
We hope this response has addressed all of the
Staff’s concerns relating to the comment letter. Should you have additional questions regarding the information contained herein,
please contact our securities counsel William S. Rosenstadt, Esq., Jason Ye, Esq. or Grace Bai, Esq. of Ortoli Rosenstadt
LLP at wsr@orllp.legal, jye@orllp.legal or gbai@orllp.legal.
Sincerely,
/s/ Qiwei Miao
Qiwei Miao
Chief Executive Officer