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                             May 24, 2022

       Yong Hu
       Chief Executive Officer
       Jianzhi Education Technology Group Co Ltd
       27/F, Tower A, Yingdu Building, Zhichun Road
       Haidian District, Beijing 100086
       People   s Republic of China

                                                        Re: Jianzhi Education
Technology Group Co Ltd
                                                            Amendment No. 9 to
Registration Statement on Form F-1
                                                            Filed May 10, 2022
                                                            File No. 333-257865

       Dear Mr. Hu:

             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.
Unless we note
       otherwise, our references to prior comments are to comments in our April
19, 2022 letter.

       Amendment No. 9 to Registration Statement on Form F-1 Filed May 10, 2022

       Cover Page

   1.                                                   We reissue our prior
comment 1. Please disclose on your cover page whether the VIE
                                                        structure is used to
provide investors with exposure to foreign investment in China-based
                                                        companies where Chinese
law prohibits direct foreign investment in the operating
                                                        companies.
   2.                                                   We note your response
to our prior comment 4 that your amended disclosure describes all
                                                        transfers, dividends,
or distributions made as of March 31, 2022 between the Company, its
                                                        subsidiaries, and VIEs,
or to investors. Please confirm that the disclosure describes
 Yong Hu
Jianzhi Education Technology Group Co Ltd
May 24, 2022
Page 2
      all transfers, dividends, or distributions made to date.
3.    We note your response to our prior comment 5 and reissue our comment in
part. Please
      revise your disclosure here to state that, to the extent cash in the
business is in the PRC or
      a PRC entity, the funds may not be available to distribute dividends to
your investors, or
      for other use outside of the PRC, due to interventions in or the
imposition of restrictions
      and limitations on the ability of you, your subsidiaries, or the
consolidated VIEs by the
      PRC government to transfer cash.
Prospectus Summary
The VIEs and China Operations, page 3

4.    We reissue our prior comment 10. Disclose in the prospectus summary,
separate from the
      risk factor you have included in your summary risk factors, that trading
in your securities
      may be prohibited under the Holding Foreign Companies Accountable Act if
the PCAOB
      determines that it cannot inspect or investigate completely your auditor,
and that as a
      result, an exchange may determine to delist your securities. Disclose
whether your auditor
      is subject to the determinations announced by the PCAOB on December 16,
2021.
5.    We note your disclosure in response to our prior comment 14 and reissue
our comment.
      You do not appear to have relied upon an opinion of counsel with respect
to your
      conclusions that you and the VIEs would not be subject to the
cybersecurity review by the
      CAC for this offering. If true, state as much and explain why such an
opinion was not
      obtained. In this regard, we note that, while you disclose that Commerce
& Finance Law
      has opined on the circumstances under which you would be subject to a CAC
      cybersecurity review, Commerce & Finance Law Offices does not appear to
opine on the
      applicability of CAC regulations to you.
Restrictions on Foreign Exchange and the Ability to Transfer Cash Between
Entities, Across
Borders and to U.S. Investors, page 14

6.    We note your diagram on page 15 depicting the flow of funds throughout
your
      organization. Where you use dashed lines to represent contractual
arrangements and not
      the direction of the flow of funds, please remove the arrowheads from the
dashed lines.
       Please contact Taylor Beech at 202-551-4515 or Katherine Bagley at
202-551-2545 with
any questions.



                                                                 Sincerely,
FirstName LastNameYong Hu
                                                    Division of Corporation
Finance
Comapany NameJianzhi Education Technology Group Co Ltd
                                                    Office of Trade & Services
May 24, 2022 Page 2
cc:       Steve Lin, Esq.
FirstName LastName