United States securities and exchange commission logo
January 13, 2022
Lee Chong Kuang
Chief Executive Officer
Greenpro Capital Corp.
B-7-5, Northpoint Office
Mid Valley City, No.1 Medan Syed Putra Utara
59200 Kuala Lumpur, Malaysia
Re: Greenpro Capital
Corp.
Amendment No. 6 to
Registration Statement on Form S-3
Filed January 5,
2022
File No. 333-258441
Dear Mr. Kuang:
We have reviewed your amended registration statement and have the
following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.
Please respond to this letter by amending your registration
statement and providing the
requested information. If you do not believe our comments apply 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 these comments, we may have additional comments.
Amendment No. 6 to Registration Statement on Form S-3
Our Business, page 1
1. We note your disclosure
on the cover page; however, please also disclose in the
prospectus summary each
permission or approval that you and your subsidiaries are
required to obtain from
Chinese authorities to operate your business and to offer the
securities being
registered to foreign investors. State whether you and your subsidiaries
are covered by
permissions requirements from the China Securities Regulatory
Commission (CSRC),
Cyberspace Administration of China (CAC) or any other
governmental agency,
and state affirmatively whether you have received all requisite
permissions or
approvals and whether any permissions or approvals have been denied.
Lee Chong Kuang
Greenpro Capital Corp.
January 13, 2022
Page 2
2. Throughout the prospectus summary, please provide specific
cross-references to the
detailed risk factors.
3. Update your summary of risk factors to include the risk that the Chinese
government may
intervene or influence your operations at any time. In addition, please
specifically cross-
reference the section of your risk factors entitled "Risks Related to
Doing Business in
Hong Kong and China."
Risk Factors, page 9
4. Update your disclosure to reflect that the Commission adopted rules to
implement the
HFCAA and that, pursuant to the HFCAA, the PCAOB has issued its report
notifying the
Commission of its determination that it is unable to inspect or
investigate completely
accounting firms headquartered in mainland China or Hong Kong.
5. Expand your disclosure to address whether the PCAOB is able to inspect
the audit
workpapers of the company s China subsidiaries and the implications to
the company.
You may contact Alexandra Barone, Staff Attorney, at 202-551-8816 or Jan
Woo,
Legal Branch Chief, at 202-551-3453 if you have questions.
Sincerely,
FirstName LastNameLee Chong Kuang
Division of
Corporation Finance
Comapany NameGreenpro Capital Corp.
Office of
Technology
January 13, 2022 Page 2
cc: Benjamin A. Tan
FirstName LastName