SecProbe.io

CORRESP
1
filename1.htm

Wing Yip Food Holdings Group Limited

March 6,
2024

Via EDGAR

Division of Corporation Finance

Office of Manufacturing

U.S. Securities and Exchange Commission

100 F Street, NE

Washington, D.C., 20549

    Attention:
    Ernest Greene

    Kevin Woody

    Erin Donahue

    Erin Purnell

    Re:
    Wing Yip Food Holdings Group Limited

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

    Submitted January 23, 2024

    CIK No. 0001999860

Ladies and Gentlemen:

This letter is in response to the letter dated
February 5, 2024, from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”)
addressed to Wing Yip Food Holdings Group Limited (the “Company,” “we,” and “our”). For ease of reference,
we have recited the Commission’s comments in this response and numbered them accordingly. A Registration Statement on Form F-1 (the
“Registration Statement”) is being filed to accompany this letter.

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

Liquidity and Capital Resources

Cash Flows

Operating Activities, page 67

1. We have read your response and revised disclosures
on page 67 to prior comment five. Please also revise your discussion on page 68 to provide a more informative discussion and analysis
of cash flows from operating activities, including changes in working capital components, for the fiscal years ended December 31, 2022
and 2021.

In response to the Staff’s comments, we
revised our disclosure on page 68 of the Registration Statement to provide a more informative discussion and analysis of cash flows from
operating activities, for the fiscal years ended December 31, 2022 and 2021.

Compensation of Directors and Executive
Officers, page 118

2. Please update your compensation information
for the fiscal year ended December 31, 2023.

In response to the Staff’s comments, we
revised our disclosure on page 118 of the Registration Statement to update the compensation information for the fiscal year ended December
31, 2023.

Financial Statements

Note 2. Summary of significant accounting
policies

Revenue Recognition, page F-12

3. We have read your response and revised disclosures
on pages F-12 and F-37 to prior comment nine. We note on page F-37 that your disclosures still indicate that "for each performance
obligation satisfied at a point in time, the Company recognizes revenue at a point in time by measuring the progress toward complete satisfaction
of that performance obligation." Please revise your disclosure to be consistent with your revenue recognition policy on page F-12.

In response to the Staff’s comments, we
revised our disclosure on page F-37 of the Registration Statement to make the disclosure consistent with the revenue recognition policy
on F-12.

General

4. We note your disclosure that on November
30, 2023, you submitted the filing report and related materials to the CSRC. Please continue to update your disclosure with regard to
the status of the CSRC review.

In response to the Staff’s comments, we
revised our disclosure on the cover page, pages 6 and 25 of the Registration Statement to update our disclosure with regard to the status
of the CSRC review.

We appreciate the assistance the Staff has provided
with its comments. If you have any questions, please do not hesitate to call our counsel, Ying Li, Esq., of Hunter Taubman Fischer &
Li LLC, at (212) 530-2206.

Very truly yours,

    /s/ Tingfeng Wang

    Name:
    Tingfeng Wang

    Title:
    Chief Executive Officer and Director

    cc:
    Ying Li, Esq.

    Hunter Taubman Fischer & Li LLC