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                                                            July 5, 2024

Jiaqi Hu
Chief Executive Officer
Julong Holding Ltd
Room 2009, Building A, Times Fortune World
No.1 Hangfeng Road, Fengtai District
Beijing, China 100070

       Re: Julong Holding Ltd
           Amendment No. 1 to Draft Registration Statement on Form F-1
           Submitted June 14, 2024
           CIK No. 377-07189
Dear Jiaqi Hu:

     We have reviewed your amended draft registration statement and have the
following
comment(s).

        Please respond to this letter by providing the requested information
and either submitting
an amended draft registration statement or publicly filing your registration
statement on EDGAR.
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 the information you provide in response to this letter
and your amended
draft registration statement or filed registration statement, we may have
additional
comments. Unless we note otherwise, any references to prior comments are to
comments in our
May 16, 2024 letter.

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

1.     We note your response to prior comment 3 and reissue it in part. Please
further revise
       your disclosure here and on page 9 to clearly state whether any
transfers, dividends, or
       distributions have been made to date between the holding company and
investors.
       Additionally, please provide a cross-reference to the consolidated
financial statements.
2.     We note your response to prior comment 5 and reissue it in part. Please
further revise here
       and page 10 of the prospectus summary to clearly discuss whether there
are any
       limitations on your ability to transfer cash to investors. Additionally,
please provide a
       cross-reference to your discussion of this issue in your summary risk
factors, and risk
 July 5, 2024
Page 2

       factors sections, as well.
3.     Please revise your statement that "the legal and operational risks
associated with our
       operations in the PRC apply to its operations in Hong Kong only to the
extent applicable"
       to delete the phrase "only to the extent applicable."
Prospectus Summary
Corporate History and Structure, page 3

4.     Please include a footnote to the diagram indicating that Mr. Hu, your
chief executive
       officer, owns 96% of Datongyi Holding Limited.
Risks Related to Doing Business in China, page 7

5.     We note your revised disclosure on page 5 in response to prior comment
9. Please revise
       to instead include this disclosure in bulleted format under the section
captioned "Risks
       Related to Doing Business in China." Additionally, please revise here to
ensure that each
       summary risk factor in this section is accompanied with specific
cross-references to the
       title of the more detailed discussion of these risks in the registration
statement. Where you
       state that the "Chinese government exerts substantial influence over the
conduct of our
       business and may intervene with or influence our operations as the
government deems
       appropriate to further regulatory, political and societal goals," please
revise to include the
       fact that the Chinese government may also exert more control over
foreign investment in
       China-based issuers, and that all such exertions of control by the
Chineses government
       could result in a material change in your operations and/or the value of
the securities you
       are registering for sale.
Regulatory Permissions and Licenses for Our Operations in China and This
Offering, page 10

6.     We note your response to prior comment 10 and reissue it in part. Please
revise to state
       affirmatively whether you have received all requisite permissions or
approvals to offer the
       securities being registered to foreign investors. In this regard, we
note your representation
       confirming the negative, that you "have not been requested to obtain or
denied any license
       or permission from any government authority in China in connection with
our operations
       or this offering as of the date of this prospectus." Additionally,
please disclose whether all
       conclusions in this section are based on the opinion of counsel and, if
not, why that is the
       case and the basis for such conclusions. As an example only, we note
your representation
       that you "believe that laws and regulations currently effective in Hong
Kong have no
       impact on our business or our ability to complete this offering"; please
provide the basis
       for this conclusion given that you appear to have registered
subsidiaries in Hong
       Kong. Lastly, we note your disclosure that you cannot assure investors
that you    will be
       able to obtain, in a timely manner or at all, or maintain such licenses,
permits or
       approvals, and we may also inadvertently conclude that such permissions
or approvals are
       not required.    Please revise this disclosure to further articulate the
consequences to you
       and your investors if you or your subsidiaries: (i) do not receive or
maintain such
       permissions or approvals, (ii) inadvertently conclude that such
permissions or approvals
       are not required, or (iii) applicable laws, regulations, or
interpretations change and you are
       required to obtain such permissions or approvals in the future. Make
conforming changes
       in your risk factors.
 July 5, 2024
Page 3

Risk Factors
Our post-offering memorandum . . ., page 58

7.     We note your response to prior comment 16 and reissue it. Please revise
this risk factor to
       discuss the risk that the forum provision will result in increased costs
to investors of
       bringing claims under the federal securities laws.
Capitalization, page 62

8.     Please explain to us why you are no longer presenting on a pro forma and
pro forma as
       adjusted basis separate line items for each of Class A and Class B
ordinary shares.
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Liquidity and Capital Resources
Operating activities, page 74

9.     Refer to your response to prior comment 20. It appears the content of
your response prior
       to "Trend Information" is useful information to investors regarding the
negative operating
       cash flows for fiscal 2023 in compliance with the guidance cited in the
comment. Please
       include such disclosure. Also, provide disclosure for fiscal 2022
similar to the first
       paragraph of the response, with analysis of material variance between
the periods.
       Additionally, consider further analysis of material components regarding
cash paid/used
       for other operating activities and variances between periods, as this
appears to be a
       material factor. Further, you state in the response the decrease in
operating cash flow was
       driven principally by an increase in contract assets. Please explain how
and why this
       affected operating cash between the periods.
10.    Within "Trend Information" you state that although turnover days for
accounts receivable
       and contract assets improved in fiscal 2023 compared to fiscal 2022 the
long turnover
       days for contract assets affected your liquidity. Please discuss whether
this contributed to
       the decrease in operating cash for fiscal 2023 compared to fiscal 2022
and, if so, how and
       why. You also state the long payment term for engineering solutions of
intelligent projects
       caused negative cash flows from operations for fiscal 2023. Since it
appears these long
       payment terms also existed in fiscal 2022, clarify why the effect is
more detrimental to
       fiscal 2023 than fiscal 2022.
Business
Our Suppliers, page 97

11.    We note your response to prior comment 23 and reissue it in part. Please
revise here and
       in the section captioned "Our Customers" to discuss the term and
termination provisions
       of your customer and supplier contracts.
Related Party Transactions, page 121

12.    We note your response to prior comment 24. Please update this section to
reflect
       all related party transactions that occurred since the beginning of the
three
       preceding fiscal years up to the date of the registration statement. In
this regard, we note
       that you deleted the reference to providing disclosure for the 2021
fiscal year, however
       this disclosure appears to be required. Refer to Item 4(a) of Form F-1
and Item 7.B. of
       Form 20-F.
 July 5, 2024
Page 4

General

13.    We note your response to prior comment 31 that you have "updated the
disclosure on
       pages 29, 89 and 100 of the Revised Draft Registration Statement to the
date hereof
       accordingly." However, page 89 does not appear to have been updated as
of the date of
       the prospectus. In this regard, we note the disclosure states that you
"owned 20 patents
       and 28 software copyrights as of September 30, 2023 (emphasis added)."
Please revise
       accordingly.
       Please contact Scott Stringer at 202-551-3272 or Doug Jones at
202-551-3309 if you have
questions regarding comments on the financial statements and related matters.
Please contact
Rucha Pandit at 202-551-6022 or Lilyanna Peyser at 202-551-3222 with any other
questions.



                                                           Sincerely,

                                                           Division of
Corporation Finance
                                                           Office of Trade &
Services
cc:   Yang Ge
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