SEC Comment Letter 0000000000-23-013310 to Mingteng International Corp Inc. (MTEN)
Mingteng International Corp Inc.
Date: Dec. 6, 2023 · CIK: 0001948099 · Accession: 0000000000-23-013310
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-270953
Referenced dates: November 15, 2023
Letter
United States securities and exchange commission logo December 6, 2023 Yingkai Xu Chief Executive Officer Mingteng International Corp Inc. Lvhua Village, Luoshe Town Huishan District, Wuxi Jiangsu Province, China 214189 Re:Mingteng International Corp Inc. Amendment No. 3 to Registration Statement on Form F-1 Filed November 22, 2023 File No. 333-270953 Dear Yingkai Xu: We have reviewed your amended registration statement and have the following comment(s). Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a 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 letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our November 15, 2023 letter. Amendment No. 3 to Form F-1 filed November 22, 2023 Related Party Transactions, page 116 1.We note your disclosure that "[s]et forth below are the related party transactions of our company that occurred during the past three fiscal years up to the date of this prospectus," however, it appears that you have only provided related party transaction disclosure for the years ended December 31, 2020, 2021 and 2022 and the six months ended June 30, 2022 and 2023. Item 7.B. of Form 20-F requires that you include information since the beginning of the company’s preceding three financial years up to the date of the document. Please advise or revise.
FirstName LastNameYingkai Xu Comapany NameMingteng International Corp Inc. December 6, 2023 Page 2 FirstName LastName Yingkai Xu Mingteng International Corp Inc. December 6, 2023 Page 2 Exhibits 2.Please have counsel revise Exhibit 5.1 to: • remove assumption 2.11. It is not appropriate for counsel to assume that the company is not in bankruptcy; and • revise Section 3 to recognize that the shares to be sold by the selling shareholder are already outstanding and fully paid. General 3.We note your response to prior comment 1. We also note that you have not fully restored your disclosure to the existing disclosure as contained in the May 26, 2023 registration statement. Please restore your disclosure wherever applicable. Refer to our prior comment 1 in our letter dated November 15, 2023. Please contact Kevin Stertzel at 202-551-3723 or Kevin Woody at 202-551-3629 if you have questions regarding comments on the financial statements and related matters. Please contact Eranga Dias at 202-551-8107 or Evan Ewing at 202-551-5920 with any other questions. Sincerely, Division of Corporation Finance Office of Manufacturing
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United States securities and exchange commission logo
December 6, 2023
Yingkai Xu
Chief Executive Officer
Mingteng International Corp Inc.
Lvhua Village, Luoshe Town
Huishan District, Wuxi
Jiangsu Province, China 214189
Re:Mingteng International Corp Inc.
Amendment No. 3 to Registration Statement on Form F-1
Filed November 22, 2023
File No. 333-270953
Dear Yingkai Xu:
We have reviewed your amended registration statement and have the following
comment(s).
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a 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 letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our November 15, 2023 letter.
Amendment No. 3 to Form F-1 filed November 22, 2023
Related Party Transactions, page 116
1.We note your disclosure that "[s]et forth below are the related party transactions of our
company that occurred during the past three fiscal years up to the date of this prospectus,"
however, it appears that you have only provided related party transaction disclosure for
the years ended December 31, 2020, 2021 and 2022 and the six months ended June 30,
2022 and 2023. Item 7.B. of Form 20-F requires that you include information since the
beginning of the company’s preceding three financial years up to the date of the
document. Please advise or revise.
FirstName LastNameYingkai Xu
Comapany NameMingteng International Corp Inc.
December 6, 2023 Page 2
FirstName LastName
Yingkai Xu
Mingteng International Corp Inc.
December 6, 2023
Page 2
Exhibits
2.Please have counsel revise Exhibit 5.1 to:
• remove assumption 2.11. It is not appropriate for counsel to assume that the company is
not in bankruptcy; and
• revise Section 3 to recognize that the shares to be sold by the selling shareholder are
already outstanding and fully paid.
General
3.We note your response to prior comment 1. We also note that you have not fully restored
your disclosure to the existing disclosure as contained in the May 26, 2023 registration
statement. Please restore your disclosure wherever applicable. Refer to our prior comment
1 in our letter dated November 15, 2023.
Please contact Kevin Stertzel at 202-551-3723 or Kevin Woody at 202-551-3629 if you
have questions regarding comments on the financial statements and related matters. Please
contact Eranga Dias at 202-551-8107 or Evan Ewing at 202-551-5920 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing