SEC Comment Letter 0000000000-23-013605 to J-Long Group Ltd (JL)
J-Long Group Ltd
Date: Dec. 13, 2023 · CIK: 0001948436 · Accession: 0000000000-23-013605
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-275077
Letter
United States securities and exchange commission logo December 13, 2023 Edwin Chun Yin Wong Chief Executive Officer J-Long Group Ltd Flat F, 8/F, Houston Industrial Building 32-40 Wang Lung Street, Tsuen Wan New Territories, Hong Kong Re:J-Long Group Ltd Amendment No. 3 to Registration Statement on Form F-1 Filed December 7, 2023 File No. 333-275077 Dear Edwin Chun Yin Wong: We have reviewed your amended registration statement and have the following comment. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe this 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. Amendment No. 3 to Registration Statement on Form F-1 Cover Page 1.We note your conclusion that, "[b]ased on management’s internal assessment . . . JL, Sun Choice, and our operating subsidiary, JLHK, are not required to obtain any permissions or approvals from any Chinese authorities to operate their business as of the date of this prospectus." In this regard, we note that you do not appear to have relied upon an opinion of counsel with respect to your conclusion that you do not need any PRC permissions and approvals to operate your business and to offer securities to investors. If true, state as much and explain why such an opinion was not obtained. Additionally, please make conforming revisions to the section captioned "Permission Required from Hong Kong and PRC Authorities" starting on page 15 and the resale prospectus cover page.
FirstName LastNameEdwin Chun Yin Wong Comapany NameJ-Long Group Ltd December 13, 2023 Page 2 FirstName LastName Edwin Chun Yin Wong J-Long Group Ltd December 13, 2023 Page 2 Please contact Rucha Pandit at 202-551-6022 or Donald Field at 202-551-3680 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Virginia Tam
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United States securities and exchange commission logo
December 13, 2023
Edwin Chun Yin Wong
Chief Executive Officer
J-Long Group Ltd
Flat F, 8/F, Houston Industrial Building
32-40 Wang Lung Street, Tsuen Wan
New Territories, Hong Kong
Re:J-Long Group Ltd
Amendment No. 3 to Registration Statement on Form F-1
Filed December 7, 2023
File No. 333-275077
Dear Edwin Chun Yin Wong:
We have reviewed your amended registration statement and have the following comment.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe this 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.
Amendment No. 3 to Registration Statement on Form F-1
Cover Page
1.We note your conclusion that, "[b]ased on management’s internal assessment . . . JL, Sun
Choice, and our operating subsidiary, JLHK, are not required to obtain any permissions or
approvals from any Chinese authorities to operate their business as of the date of this
prospectus." In this regard, we note that you do not appear to have relied upon an opinion
of counsel with respect to your conclusion that you do not need any PRC permissions and
approvals to operate your business and to offer securities to investors. If true, state as
much and explain why such an opinion was not obtained. Additionally, please make
conforming revisions to the section captioned "Permission Required from Hong Kong and
PRC Authorities" starting on page 15 and the resale prospectus cover page.
FirstName LastNameEdwin Chun Yin Wong
Comapany NameJ-Long Group Ltd
December 13, 2023 Page 2
FirstName LastName
Edwin Chun Yin Wong
J-Long Group Ltd
December 13, 2023
Page 2
Please contact Rucha Pandit at 202-551-6022 or Donald Field at 202-551-3680 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Virginia Tam