TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo December 9, 2021 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. 3 to Registration Statement on Form S-3 Filed December 1, 2021 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. 3 to Registration Statement on Form S-3 Cover Page 1. Please disclose prominently on the prospectus cover page that you are not a Chinese operating company but a Malaysian holding company with operations conducted by your subsidiaries based in China and that this structure involves unique risks to investors. Provide a cross-reference to your detailed discussion of risks facing the company and the offering as a result of this structure. 2. Clearly disclose how you will refer to the holding company, subsidiaries, and other entities when providing the disclosure throughout the document so that it is clear to investors which entity the disclosure is referencing and which subsidiaries or entities are Lee Chong Kuang Greenpro Capital Corp. December 9, 2021 Page 2 conducting the business operations. Refrain from using terms such as we or our when describing activities or functions of a subsidiary or other entities. Disclose clearly the entity (including the domicile) in which investors are purchasing their interest. Our Business, page 1 3. Please also describe the consequences to you and your investors if you or your subsidiaries: (i) inadvertently conclude that such permissions or approvals are not required, or (ii) applicable laws, regulations, or interpretations change and you are required to obtain such permissions or approvals in the future. Risk Factors, page 8 4. Please expand your risk factor disclosure to discuss that the United States Senate passed the Accelerating Holding Foreign Companies Accountable Act, which, if enacted, would decrease the number of non-inspection years from three years to two, thus reducing the time period before your securities may be prohibited from trading or delisted. 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 December 9, 2021 Page 2 cc: Benjamin A. Tan FirstName LastName