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United States securities and exchange commission logo
November 9, 2022
Mingfei Liu
Chief Operating Officer
U-BX Technology Ltd.
Zhongguan Science and Technology Park
No. 1 Linkong Er Road, Shunyi District, Beijing
People’s Republic of China
Re:U-BX Technology Ltd.
Amendment No. 9 to Registration Statement on Form F-1
Filed October 26, 2022
File No. 333-262412
Dear Mingfei Liu:
            We have reviewed your amended registration statement and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.  Unless we
note otherwise, our references to prior comments are to comments in our September 8, 2022
letter.
Amendment No. 9 to Registration Statement on Form F-1 Filed October 26, 2022
Cover Page
1.You disclose that your offering is contingent upon listing your ordinary shares on Nasdaq
or "another national exchange."  Please reconcile this with your subsequent disclosure on
your cover page that if your Nasdaq listing "is not approved, we will not complete this
offering."  We also note that your underwriting agreement contemplates listing on the
NYSE Amex or Nasdaq.  Please advise whether you intend to pursue listing on NYSE
Amex if your Nasdaq listing is denied.  Please ensure your disclosure is consistent with
your underwriting agreement and revise your registration statement as applicable.

 FirstName LastNameMingfei Liu
 Comapany NameU-BX Technology Ltd.
 November 9, 2022 Page 2
 FirstName LastName
Mingfei Liu
U-BX Technology Ltd.
November 9, 2022
Page 2
2.To the extent you intend to proceed with your offering if your Nasdaq listing is denied,
revise your cover page to indicate that the offering is not contingent on Nasdaq approval
of your listing application and that if the shares are not approved for listing, you may
experience difficulty selling your shares.  Include risk factor disclosures to address the
impact on liquidity and the value of shares.
Our Customers and Suppliers, page 8
3.We note your disclosure on page F-18 that as of June 30, 2022, nearly all of your
advances to referral partners are made to four partners.  Please describe the nature and
extent of these referrals in your prospectus.  You also state on page F-10 that "[a]dvances
to suppliers consist of advances to referral partners."  Advise whether the referrals
are concentrated among the four suppliers identified on page 9 of your registration
statement.  Further, tell us whether a limited number of referral partners presents a
concentration risk to your business and include appropriate risk factor disclosure if so.
Risk Factors
Risks Related to Our Ordinary Shares and this Offering, page 49
4.We note recent instances of extreme stock price run-ups followed by rapid price declines
and stock price volatility seemingly unrelated to company performance following a
number of recent initial public offerings, particularly among companies with relatively
smaller public floats.  We further note that you revised your existing risk factor disclosure
on page 49 about volatility.  Please revise to include a separate risk factor to address the
potential for rapid and substantial price volatility and any known factors particular to your
offering that may add to this risk and discuss the risks to investors when investing in stock
where the price is changing rapidly. In both the risk factor and its caption, clearly state
that such volatility, including any stock-run up, may be unrelated to your actual or
expected operating performance and financial condition or prospects, making it difficult
for prospective investors to assess the rapidly changing value of your stock.
Consolidated Financial Statements
Note 2. Summary of Significant Accounting Policies
Advances to Referral Partners, page F-10
5.We note your advances to suppliers consist of advances to referral partners for services
that have not been provided or received.  We further note that the advances from
customers is recorded as current liability as of June 30, 2022.  Please help us better
understand the nature of your advances to referral partners and advances from customers.
Explain whether you received and paid cash in connection with these advances to referral
partners and customers.

 FirstName LastNameMingfei Liu
 Comapany NameU-BX Technology Ltd.
 November 9, 2022 Page 3
 FirstName LastName
Mingfei Liu
U-BX Technology Ltd.
November 9, 2022
Page 3
            You may contact Morgan Youngwood, Senior Staff Accountant, at (202) 551-3479 or
Stephen Krikorian, Accounting Branch Chief, at (202) 551-3488 if you have questions regarding
comments on the financial statements and related matters. Please contact Patrick Faller, Staff
Attorney, at (202) 551-4438 or Matthew Crispino, Staff Attorney, at (202) 551-3456 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:       William S. Rosenstadt