SEC Comment Letter 0000000000-25-009598 to Smart Logistics Global Ltd (SLGB)
Smart Logistics Global Ltd
Date: Sept. 5, 2025 · CIK: 0001987189 · Accession: 0000000000-25-009598
AI Filing Summary & Sentiment
File numbers found in text: 333-288664
Letter
September 5, 2025 Hue Kwok Chiu Chief Executive Officer Smart Logistics Global Limited Unit 702, Level 7, Core B, Cyberport 3 100 Cyberport Road Pokfulam, Hong Kong 999077 Re:Smart Logistics Global Limited Amendment No. 1 to Registration Statement on Form F-1 Filed August 20, 2025 File No. 333-288664 Dear Hue Kwok Chiu: 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 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. 1 to Registration Statement on Form F-1 General We note your cover page disclosure that on October 17, 2024 and November 11, 2024 (i) Fuzhou Jiabin declared a dividend of RMB31,593,400 (US$4.44 million) and RMB21,053,000 (US$2.91 million), respectively, to Jiangxi Jiabin, (ii) Jiangxi Jiabin then declared a dividend of RMB28,434,060 (US$3.99 million) and RMB18,947,700 (US$2.62 million), respectively, to Jiabin HK. and (iii) Jiabin HK then declared a dividend distribution of RMB27,012,357 (HKD29,483,035 or US$3.79 million) and RMB18,000,315 (HKD19,445,085 or US$2.49 million), respectively, to Mr. Hue Kwok Chiu through Amelia, SLG Cayman and ASL Venture Limited appears inconsistent with your cover page tabular disclosure summarizing cash transfers for the year ended December 31, 2024. We further note that such disclosures appear 1.
September 5, 2025 Page 2 inconsistent with your disclosures on pages 50 and F-34 that although Jiangxi Jiabin declared dividends to Jiabin HK, it never paid such dividends and yet Jiabin HK declared and paid dividend distributions of RMB27,012,357 (HKD29,483,035 or US$3.79 million) and RMB18,000,315 (HKD19,445,085 or US$2.49 million) to Mr. Hue Kwok Chiu through Amelia, SLG Cayman and ASL Venture Limited. Please revise your disclosure to resolve these apparent inconsistencies or explain to us why no revision is necessary. Please contact Brian McAllister at 202-551-3341 or Craig Arakawa at 202-551-3650 if you have questions regarding comments on the financial statements and related matters. Please contact Claudia Rios at 202-551-8770 or Karina Dorin at 202-551-3763 with any other questions. Sincerely, Division of Corporation Finance Office of Energy & Transportation cc:Jane K. P. Tam, Esq
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September 5, 2025
Hue Kwok Chiu
Chief Executive Officer
Smart Logistics Global Limited
Unit 702, Level 7, Core B, Cyberport 3
100 Cyberport Road
Pokfulam, Hong Kong 999077
Re:Smart Logistics Global Limited
Amendment No. 1 to Registration Statement on Form F-1
Filed August 20, 2025
File No. 333-288664
Dear Hue Kwok Chiu:
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 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. 1 to Registration Statement on Form F-1
General
We note your cover page disclosure that on October 17, 2024 and November 11, 2024
(i) Fuzhou Jiabin declared a dividend of RMB31,593,400 (US$4.44 million) and
RMB21,053,000 (US$2.91 million), respectively, to Jiangxi Jiabin, (ii) Jiangxi Jiabin
then declared a dividend of RMB28,434,060 (US$3.99 million) and RMB18,947,700
(US$2.62 million), respectively, to Jiabin HK. and (iii) Jiabin HK then declared a
dividend distribution of RMB27,012,357 (HKD29,483,035 or US$3.79 million) and
RMB18,000,315 (HKD19,445,085 or US$2.49 million), respectively, to Mr. Hue
Kwok Chiu through Amelia, SLG Cayman and ASL Venture Limited appears
inconsistent with your cover page tabular disclosure summarizing cash transfers for
the year ended December 31, 2024. We further note that such disclosures appear 1.
September 5, 2025
Page 2
inconsistent with your disclosures on pages 50 and F-34 that although Jiangxi Jiabin
declared dividends to Jiabin HK, it never paid such dividends and yet Jiabin HK
declared and paid dividend distributions of RMB27,012,357 (HKD29,483,035 or
US$3.79 million) and RMB18,000,315 (HKD19,445,085 or US$2.49 million) to Mr.
Hue Kwok Chiu through Amelia, SLG Cayman and ASL Venture Limited. Please
revise your disclosure to resolve these apparent inconsistencies or explain to us why
no revision is necessary.
Please contact Brian McAllister at 202-551-3341 or Craig Arakawa at 202-551-3650
if you have questions regarding comments on the financial statements and related
matters. Please contact Claudia Rios at 202-551-8770 or Karina Dorin at 202-551-3763 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc:Jane K. P. Tam, Esq