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Correspondence 0001493152-23-013497 from Nature Wood Group Ltd (NWGL) (CIK 0001948294) (NWGL)

Nature Wood Group Ltd (NWGL) (CIK 0001948294)
Date: April 25, 2023 · CIK: 0001948294 · Accession: 0001493152-23-013497

AI Filing Summary & Sentiment

Referenced dates: April 20, 2023

Date
April 25, 2023
Author
/s/
Form
CORRESP
Company
Nature Wood Group Ltd (NWGL) (CIK 0001948294)

Letter

Via EDGAR Division of Corporation Finance Office of Trade & Services Re: Nature Wood Group Limited (the “Company”) Amendment No. 4 to Draft Registration Statement on Form F-1 Submitted April 7, 2023 CIK No. 0001948294

Dear SEC Officers:

We hereby provide a response to the comments issued in a letter dated April 20, 2023 (the “Staff’s Letter”) regarding the Company’s Amendment No. 4 to Draft Registration Statement on Form F-1 (the “Draft Registration Statement”). Contemporaneously, we are publicly filing a revised Registration Statement via EDGAR (the “F-1”).

In order to facilitate the review by the Commission’s staff (the “Staff”) of the F-1, we have responded to the comments set forth in the Staff’s Letter on a point-by-point basis. The numbered paragraphs set forth below respond to the Staff’s comments and correspond to the numbered paragraph in the Staff’s Letter.

Amendment No. 4 to Draft Registration Statement filed April 7, 2023

Regulatory Permission, page 5

1. We note that the CSRC recently published Trial Administrative Measures (“Trial Measures”) that impose certain filing requirements for direct and indirect overseas listings and offerings. We also note your disclosure that based on your analysis, these Trial Measures regulations do not apply to this transaction. Please revise your disclosure throughout your registration statement, including the Risk Factors section, to include the consequences for non-compliance in the event that PRC government deems your transaction to be subject to Trial Measures regulations.

Response: We respectfully advise the Staff that we have revised pages 5 and page 85 of the F-1 to include disclosure relating to the consequences for non-compliance in the event that the PRC government deems this transaction to be subject to Trial Measures regulations.

Please reach Lawrence Venick, the Company’s outside counsel at +852.5600.0188 if you would like additional information with respect to any of the foregoing. Thank you.

Sincerely,
/s/
Hok Pan Se

Show Raw Text
CORRESP
1
filename1.htm

NATURE
WOOD GROUP LIMITED

Avenida
da Amizade no. 1287

Chong
Fok Centro Comercial, 13 E

Macau
S.A.R

Via
EDGAR

April
25, 2023

Division
of Corporation Finance

Office
of Trade & Services

U.S.
Securities & Exchange Commission

100
F Street, NE

Washington,
D.C. 20549

Re:
Nature Wood Group Limited (the “Company”)

Amendment
No. 4 to Draft Registration Statement on Form F-1

Submitted
April 7, 2023

CIK
No. 0001948294

Dear
SEC Officers:

We
hereby provide a response to the comments issued in a letter dated April 20, 2023 (the “Staff’s Letter”) regarding
the Company’s Amendment No. 4 to Draft Registration Statement on Form F-1 (the “Draft Registration Statement”). Contemporaneously,
we are publicly filing a revised Registration Statement via EDGAR (the “F-1”).

In
order to facilitate the review by the Commission’s staff (the “Staff”) of the F-1, we have responded to the
comments set forth in the Staff’s Letter on a point-by-point basis. The numbered paragraphs set forth below respond to the Staff’s
comments and correspond to the numbered paragraph in the Staff’s Letter.

Amendment
No. 4 to Draft Registration Statement filed April 7, 2023

Regulatory
Permission, page 5

    1.
    We
    note that the CSRC recently published Trial Administrative Measures (“Trial Measures”) that impose certain filing requirements
    for direct and indirect overseas listings and offerings. We also note your disclosure that based on your analysis, these Trial Measures
    regulations do not apply to this transaction. Please revise your disclosure throughout your registration statement, including the
    Risk Factors section, to include the consequences for non-compliance in the event that PRC government deems your transaction to be
    subject to Trial Measures regulations.

Response:
We respectfully advise the Staff that we have revised pages 5 and page 85 of the F-1 to include disclosure relating to the consequences
for non-compliance in the event that the PRC government deems this transaction to be subject to Trial Measures regulations.

Please
reach Lawrence Venick, the Company’s outside counsel at +852.5600.0188 if you would like additional information with respect to
any of the foregoing. Thank you.

Sincerely,

    /s/
    Hok Pan Se

    Nature
    Wood Group Limited

    Director

    Encl.