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May 9, 2024
Ching Shun Ngan
Chief Executive Officer
New Century Logistics (BVI) Ltd
Office A-E, 33/F, King Palace Plaza
55 King Yip Street, Kwun Tong
Kowloon, Hong Kong
Re:New Century Logistics (BVI) Ltd
Amendment No. 4 to Registration Statement on Form F-1
Filed April 16, 2024
File No. 333-274115
Dear Ching Shun Ngan:
            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.
Amendment No. 4 to Registration Statement on Form F-1
Financial Statements
Report of Independent Registered Public Accounting Firm, page F-2
1.We note that the audit opinion refers to the “consolidated” statements of income and
comprehensive income, changes in shareholders’ equity and cash flows, but does not refer
to the “consolidated” balance sheets.   We also note you present Consolidated Balance
Sheets on page F-3.  Please coordinate with your auditors and tell us why the audit
opinion does not refer to consolidated balance sheets or revise as appropriate.

 FirstName LastNameChing Shun Ngan
 Comapany NameNew Century Logistics (BVI) Ltd
 May 9, 2024 Page 2
 FirstName LastName
Ching Shun Ngan
New Century Logistics (BVI) Ltd
May 9, 2024
Page 2
Notes to the Consolidated Financial Statements
19. Contingencies, page F-25
2.We note that you entered into an engagement agreement with Craft Capital management
LLC (“Craft Capital”) on February 7, 2023 to serve as your underwriters in this offering,
then terminated the agreement on September 25, 2023.  We also note that the
Underwriting Agreement with Craft Capital was never filed as an exhibit.

You state that you received a letter from Craft Capital on September 27, 2023 alleging
you breached the engagement agreement and demanding compensation of $78,126 for
expenses Craft Capital claimed to have incurred, and a breakup fee of $100,000.

Please address the following:
•Tell us whether or not you recorded the $78,126 of expenses Craft Capital claimed to
have incurred on your statement of operations for the year ended September 30, 2023
and the basis for your accounting.
•Tell us the amount of fees that were expensed and paid to Craft Capital under the
engagement agreement for the year ended September 30, 2023.
•Tell us whether you have any amounts due to Craft Capital as of September 30, 2023.
•Provide us with the details of your engagement agreement that discusses the
$100,000 breakup fee.
            Please contact Yong Kim at 202-551-3323 or John Cannarella at 202-551-3337 if you
have questions regarding comments on the financial statements and related matters. Please
contact Liz Packebusch at 202-551-8749 or Irene Barberena-Meissner at 202-551-6548 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc:       Huan Lou, Esq.