United States securities and exchange commission logo
July 28, 2023
Tao Yang
Chief Executive Officer
Yalla Group Ltd
#238, Building 16, Dubai Internet City, PO BOX 501913
Dubai, United Arab Emirates
Re: Yalla Group Ltd
Form 20-F for the
Fiscal Year Ended December 31, 2022
File No. 001-39552
Dear Tao Yang:
We have limited our review of your filing to the submission
and/or disclosures as
required by Item 16I of Form 20-F 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 these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond.
After reviewing your
response to these comments, we may have additional comments.
Form 20-F for the Fiscal Year Ended December 31, 2022
Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent
Inspections, page 108
1. We note the
certification filed as Exhibit 15.2 in connection with your required
submission under
paragraph (a). Please supplementally describe any materials that were
reviewed and tell us
whether you relied upon any legal opinions or third party
certifications such as
affidavits as the basis for your submission. In your response, please
provide a similarly
detailed discussion of the materials reviewed and legal opinions or
third party
certifications relied upon in connection with the required disclosures under
paragraphs (b)(2) and
(3).
2. In order to clarify the
scope of your review, please supplementally describe the steps you
have taken to confirm
that none of the members of your board or the boards of your
consolidated foreign
operating entities are officials of the Chinese Communist Party. For
instance, please tell
us how the board members current or prior memberships on, or
affiliations with,
committees of the Chinese Communist Party factored into your
determination. In
addition, please tell us whether you have relied upon third party
certifications such as
affidavits as the basis for your disclosure.
Tao Yang
Yalla Group Ltd
July 28, 2023
Page 2
3. We note your statement under Item 16I that your consolidated foreign
operating entities
are incorporated or otherwise organized in the UAE and the PRC. We also
note that your
list of subsidiaries in Exhibit 8.1 appears to indicate that you have
subsidiaries in Hong
Kong and countries outside China. Please provide the disclosures required
under Item
16I(b) for yourself and your consolidated foreign operating entities in
your supplemental
response, or tell us how your current disclosure meets this requirement.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
Please contact Kyle Wiley at (202) 344-5791 or Jennifer Gowetski at
(202) 551-3401
with any questions.
Sincerely,
FirstName LastNameTao Yang
Division of
Corporation Finance
Comapany NameYalla Group Ltd
Disclosure Review
Program
July 28, 2023 Page 2
cc: Yi Gao
FirstName LastName