SEC Comment Letter 0000000000-23-003947 to Xuhang Holdings Ltd (SUNH) (CIK 0001946025)
Xuhang Holdings Ltd (SUNH) (CIK 0001946025)
Date: April 20, 2023 · CIK: 0001946025 · Accession: 0000000000-23-003947
AI Filing Summary & Sentiment
File numbers found in text: 333-271029
Letter
United States securities and exchange commission logo April 20, 2023 Tianhang Xiao Chief Executive Officer, Director, and Chairman Xuhang Holdings Ltd Building 2, Shangtanghe 198 Cultural and Creative Park 198 Shenban Road Gongshu District, Hangzhou City, Zhejiang Province The People’s Republic of China, 310000 Re:Xuhang Holdings Ltd Registration Statement on Form F-1 Filed March 31, 2023 File No. 333-271029 Dear Tianhang Xiao: We have reviewed your amended registration statement and have the following comment. In our comment, 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 comment applies 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 this comment, we may have additional comments. Registration Statement on Form F-1 Prospectus Summary Permissions or Approval Required from the PRC Authorities for Our Operations and Offering, page 15 1.We note your disclosure regarding CSRC Announcement No. 43. In your prospectus summary, please revise to clarify the nature of the filings you are required to make, your current status in the CSRC review process, and the consequences if you do not comply with Announcement No. 43. Also revise your statements in the prospectus that neither you nor your PRC subsidiaries (1) are required to obtain permission from any of the PRC authorities to operate and issue your Ordinary Shares to foreign investors, (2) are subject
FirstName LastNameTianhang Xiao Comapany NameXuhang Holdings Ltd April 20, 2023 Page 2 FirstName LastName Tianhang Xiao Xuhang Holdings Ltd April 20, 2023 Page 2 to approval requirements from the CSRC, the CAC, or any other entity to approve your operations, and (3) have been denied such permissions by any PRC authorities accordingly. Please contact Taylor Beech at 202-551-4515 or Lilyanna Peyser at 202-551-3222 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Ying Li, Esq.
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United States securities and exchange commission logo
April 20, 2023
Tianhang Xiao
Chief Executive Officer, Director, and Chairman
Xuhang Holdings Ltd
Building 2, Shangtanghe 198 Cultural and Creative Park
198 Shenban Road
Gongshu District, Hangzhou City, Zhejiang Province
The People’s Republic of China, 310000
Re:Xuhang Holdings Ltd
Registration Statement on Form F-1
Filed March 31, 2023
File No. 333-271029
Dear Tianhang Xiao:
We have reviewed your amended registration statement and have the following
comment. In our comment, 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 comment applies 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 this comment, we may have additional comments.
Registration Statement on Form F-1
Prospectus Summary
Permissions or Approval Required from the PRC Authorities for Our Operations and Offering,
page 15
1.We note your disclosure regarding CSRC Announcement No. 43. In your prospectus
summary, please revise to clarify the nature of the filings you are required to make, your
current status in the CSRC review process, and the consequences if you do not comply
with Announcement No. 43. Also revise your statements in the prospectus that neither
you nor your PRC subsidiaries (1) are required to obtain permission from any of the PRC
authorities to operate and issue your Ordinary Shares to foreign investors, (2) are subject
FirstName LastNameTianhang Xiao
Comapany NameXuhang Holdings Ltd
April 20, 2023 Page 2
FirstName LastName
Tianhang Xiao
Xuhang Holdings Ltd
April 20, 2023
Page 2
to approval requirements from the CSRC, the CAC, or any other entity to approve your
operations, and (3) have been denied such permissions by any PRC authorities
accordingly.
Please contact Taylor Beech at 202-551-4515 or Lilyanna Peyser at 202-551-3222 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Ying Li, Esq.