August 15, 2024
Raleigh Siu Lau
Chief Executive Officer
Troops, Inc.
Unit A, 18/F, 8 Fui Yiu Kok Street
Tsuen Wan, New Territories, Hong Kong
Re: Troops, Inc.
Form 20-F for the Fiscal Year ended December 31, 2023
Filed April 29, 2024
File No. 001-35016
Dear Raleigh Siu Lau:
We have limited our review of your filing to the financial statements
and related
disclosures and have the following comment.
Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.
After reviewing your response to this letter, we may have additional
comments.
Form 20-F for the Fiscal Year ended December 31, 2023
Exhibit 13.1, page 1
1. We note that the certifications at Exhibit 13.1 appear to relate to your
Form 20-F for the
fiscal year ended December 31, 2022, rather than the Form 20-F that you
filed on April
29, 2024, covering the fiscal year ended December 31, 2023.
Please file a complete amendment to your annual report to include
currently dated
certifications that reference and pertain to the more recent annual
report.
In closing, 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 Yolanda Guobadia at 202-551-3562 or John Cannarella at
202-551-3337
August 15, 2024
Page 2
with any questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation