SecProbe.io

September 11, 2024
Yau Ting Tai
Chief Financial Officer
Magic Empire Global Ltd
3/F, 8 Wyndham Street
Central, Hong Kong
Re:Magic Empire Global Ltd
Form 20-F for Fiscal Year Ended December 31, 2023
File No. 001-41467
Dear Yau Ting Tai:
            We have limited our review of your filing to the financial statements and related
disclosures and have the following comments.
            Please respond to this letter 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 a
comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing your response to this letter, we may have additional comments.
Form 20-F for Fiscal Year Ended December 31, 2023
General
1.Please provide a comprehensive, detailed legal analysis regarding whether the Company
(and its subsidiaries) meets the definition of an “investment company” under Section
3(a)(1)(A) of the Investment Company Act of 1940. In your response, please address, in
detail, each of the factors outlined in Tonapah Mining Company of Nevada , 26 SEC 426
(1947) and provide legal and factual support for your analysis of each such factor.

Please provide a comprehensive, detailed legal analysis regarding whether the Company
and each of its subsidiaries meets the definition of an “investment company” under
Section 3(a)(1)(C) of the Investment Company Act of 1940 (“1940 Act”). Please include
in your analysis all relevant calculations under Section 3(a)(1)(C) as of the most recent
fiscal quarter end, identifying each constituent part of the numerator(s) and
denominator(s). Please also describe and discuss any other substantive determinations
and/or characterizations of assets that are material to your calculations. To the extent the
Company still holds long-term investments in Company A, Company B, and Company C, 2.

September 11, 2024
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please provide analysis as to whether each such company should be treated as an
“investment security” for purposes of Section 3(a) of the 1940 Act.
3.Please advise if the Company believes that it meets the definition of “investment adviser”
under the Investment Advisers Act of 1940 and, if so, whether the Company intends to
register as such with the Commission or with any state. Please provide analysis to support
your position.
            In closing, 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.
            Please contact Jennifer O'Brien at 202-551-3721 or Kimberly Calder at 202-551-3701
with any questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation