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United States securities and exchange commission logo





                             October 25, 2023

       Ye Tao
       Chief Executive Officer
       3 E Network Technology Group Ltd
       B046 of Room 801, 11 Sixing Street
       Huangge Town, Nansha District
       Guangzhou, Guangdong Province, PRC

                                                        Re: 3 E Network
Technology Group Ltd
                                                            Draft Registration
Statement on Form F-1
                                                            Submitted September
27, 2023
                                                            CIK No. 0001993097

       Dear Ye Tao:

                                                        We have reviewed your
draft registration statement and have the following comments.

              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.

       Draft Registration Statement on Form F-1

       Cover Page

   1.                                                   We note that Joseph Shu
Sang Law, your Chairman, controls a majority of the voting
                                                        power of your
outstanding ordinary shares. To the extent that you will continue to be a
                                                        controlled company
after the offering, please disclose on the cover page and include a risk
                                                        factor that Mr. Law
will be able to influence your management and affairs and all matters
                                                        requiring shareholder
approval.
       Commonly Used Defined Terms, page iii

   2.                                                   We note from your
disclosure on page iii that you exclude Hong Kong and Macau from
                                                        your definition of
PRC    or    China.    Please revise to remove the exclusion of Hong Kong
                                                        and Macau from such
definition. Clarify that all the legal and operational risks associated
                                                        with having operations
in the People   s Republic of China (PRC) also apply to operations
 Ye Tao
FirstName LastNameYe
3 E Network  TechnologyTao
                        Group Ltd
Comapany
October 25,Name3
            2023 E Network Technology Group Ltd
October
Page 2 25, 2023 Page 2
FirstName LastName
         in Hong Kong and Macau. In this regard, ensure that your disclosure
does not narrow risks
         related to operating in the PRC to mainland China only. Where
appropriate, you may
         describe PRC law and then explain how law in Hong Kong and Macau
differs from PRC
         law and describe any risks and consequences to the company associated
with those laws.
Prospectus Summary, page 1

3.       In your summary of risk factors, disclose the risks that your
corporate structure and being
         based in or having the majority of the company   s operations in China
poses to investors.
         In particular, describe the significant regulatory, liquidity, and
enforcement risks with
         cross-references to the more detailed discussion of these risks in the
prospectus. For
         example, specifically discuss risks arising from the legal system in
China, including risks
         and uncertainties regarding the enforcement of laws and that rules and
regulations in
         China can change quickly with little advance notice; and the risk that
the Chinese
         government may intervene or influence your operations at any time, or
may exert more
         control over offerings conducted overseas and/or foreign investment in
China-based
         issuers, which could result in a material change in your operations
and/or the value of the
         securities you are registering for sale. Acknowledge any risks that
any actions by the
         Chinese government to exert more oversight and control over offerings
that are conducted
         overseas and/or foreign investment in China-based issuers could
significantly limit or
         completely hinder your ability to offer or continue to offer
securities to investors and
         cause the value of such securities to significantly decline or be
worthless.
4.       You state that Mr. Ye Tai's service as a senior executive for Times
China Holdings
         Limited provides you with unique insight on developing and tailoring
your product
         offerings to property management companies. Please clarify, if true,
that Mr. Ye Tai no
         longer serves as a senior executive for Times China Holdings Limited.
Notes on Prospectus Presentation, page 18

5.       You state that you relied on statistics provided by a variety of
publicly available sources
         regarding expectations of growth of Hong Kong and China. We note that
you cite the
         Statistics from the Operation Monitoring and Coordination Bureau of
the PRC Ministry of
         Industry and Information Technology in the prospectus. If your
statistics are derived from
         sources other than MIIT, please disclose the sources.
Risk Factors, page 21

6.       Given the Chinese government   s significant oversight and discretion
over the conduct of
         your business, please revise to highlight separately the risk that the
Chinese government
         may intervene or influence your operations at any time, which could
result in a material
         change in your operations and/or the value of the securities you are
registering. Also,
         given recent statements by the Chinese government indicating an intent
to exert more
         oversight and control over offerings that are conducted overseas
and/or foreign investment
         in China-based issuers, acknowledge the risk that any such action
could significantly limit
 Ye Tao
FirstName LastNameYe
3 E Network  TechnologyTao
                        Group Ltd
Comapany
October 25,Name3
            2023 E Network Technology Group Ltd
October
Page 3 25, 2023 Page 3
FirstName LastName
         or completely hinder your ability to offer or continue to offer
securities to investors and
         cause the value of such securities to significantly decline or be
worthless.
A significant portion of our income is generated, and will in the future
continue to be generated,
on a project basis with a fixed price..., page 27

7.       You disclose that a significant portion of your income is generated
from fees you receive
         for projects with a fixed price. Please disclose the percentage of
your revenues that are
         generated on a fixed price basis for each period presented.
Dilution, page 67

8.       Please provide us with your calculation of net tangible book value as
of June 30, 2023.
         Also, tell us how you considered deferred IPO costs in your
calculation. To the extent you
         did not consider such assets to be intangible assets, please explain
or revise your
         calculations as necessary.
Business
Business Overview, page 84

9.       We note that your property management system uses a Chinese mobile
social messaging
         app, WeChat, which is developed by Tencent Inc. Please clarify whether
your system can
         be accessed in any other way besides WeChat mini programs (e.g.,
personal computers,
         mobile web pages, mobile apps). In addition, please tell us more about
your relationship
         with Tencent and describe any arrangements in place that allow your
program to run on
         the WeChat platform. Please include key terms and conditions of such
arrangements and
         provide corresponding risk factor disclosure related to reliance on a
third-party platform.
Related Party Transactions, page 107

10.      We note that you have loans due from related parties, including your
Chief Executive
         Officer and Chief Technical Officer, as of June 30, 2023. Exchange Act
Section 13(k)(1)
         prohibits public companies from extending or maintaining credit in the
form of personal
         loans to or for any director or executive officer. Please disclose the
business purpose of
         the loan and tell us how you intend to comply with Section 13(k) of
the Securities
         Exchange Act of 1934 with respect to this loan.
Consolidated Financial Statements of 3 E Network Technology Group Limited
Notes to Consolidated Financial Statements
Note 2. Summary of Significant Accounting Policies, page F-7

11.      Revise to disclose that you are an emerging growth company, have
elected to use the
         extended transition period, and that your financial statements may not
be comparable to
         companies that comply with public company effective dates.
Note. 15 Subsequent Events, page F-21
 Ye Tao
3 E Network Technology Group Ltd
October 25, 2023
Page 4

12.   Revise to disclose the date through which subsequent events were
evaluated. Refer to
      ASC 855-10-50-1(a).
General

13.   Please supplementally provide us with copies of all written
communications, as defined
      in Rule 405 under the Securities Act, that you, or anyone authorized to
do so on your
      behalf, present to potential investors in reliance on Section 5(d) of the
Securities Act,
      whether or not they retain copies of the communications.
       Please contact Chen Chen at (202) 551-7351 or Christine Dietz at (202)
551-3408 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Marion Graham at (202) 551-6521 or Jan Woo at (202) 551-3453 with any
other
questions.



                                                            Sincerely,
FirstName LastNameYe Tao
                                                            Division of
Corporation Finance
Comapany Name3 E Network Technology Group Ltd
                                                            Office of
Technology
October 25, 2023 Page 4
cc:       Anna Wang
FirstName LastName
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