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                               September 1, 2021

       Hong Zhida
       Chief Executive Officer
       Addentax Group Corp.
       Kingkey 100, Block A, Room 5403
       Luohu District, Shenzhen City, China 518000

                                                        Re: Addentax Group
Corp.
                                                            Amendment No. 11 to
Registration Statement on Form S-1
                                                            Filed August 20,
2021
                                                            File No. 333-230943

       Dear Mr. Zhida:

             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. 11 to Registration Statement on Form S-1 Filed August 20,
2021

       Cover Page

   1.                                                   Please disclose
prominently on the prospectus cover page the legal and operational risks
                                                        associated with being
based in or having the majority of the company's operations in
                                                        China. Your disclosure
should make clear whether these risks could result in a material
                                                        change in your
operations and/or the value of your common stock, or 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. Your
                                                        disclosure should
address how recent statements and regulatory actions by China's
                                                        government, such as
those related to the use of variable interest entities and data security
                                                        or anti-monopoly
concerns, has or may impact the company's ability to conduct its
                                                        business, accept
foreign investments, or list on an U.S. or other foreign exchange. Your
 Hong Zhida
FirstName LastNameHong   Zhida
Addentax Group  Corp.
Comapany 1,
September NameAddentax
             2021        Group Corp.
September
Page 2    1, 2021 Page 2
FirstName LastName
         prospectus summary should address, but not necessarily be limited to,
the risks
         highlighted on the prospectus cover page.
2.       Please disclose prominently on the prospectus cover page that you are
not a Chinese
         operating company, but are a Nevada holding company with operations
conducted by your
         subsidiaries based in China, and that this structure involves unique
risks to investors.
         Disclose that investors may never directly hold equity interests in
your Chinese operating
         entities. Your disclosure should acknowledge, if true, that Chinese
regulatory authorities
         could disallow your operating structure, which would likely result in
a material change in
         your operations and/or the value of your common stock, including that
it could cause the
         value of such securities to significantly decline or become worthless.
Provide a cross-
         reference to your detailed discussion of risks facing the company and
the offering as a
         result of your operating structure.
Summary, page 2

3.       Clearly disclose how you will refer to the holding company,
subsidiaries, and VIEs, if
         any, 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 conducting
         the business operations. Refrain from using terms such as    we    or
  our    when describing
         activities or functions of a VIE, if applicable. Disclose clearly the
entity (including the
         domicile) in which investors are purchasing their interest.
4.       In your summary of risk factors on page 4, 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
         your common stock. 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.
5.       Disclose each permission, if any, that you or your subsidiaries are
required to obtain from
         Chinese authorities to operate and issue your securities to foreign
investors. In this light,
         we note your risk factor disclosure on page 16 that you do not believe
that the CSRC's
         approval is required and that you do not believe that you are subject
to CAC review.
         However, if applicable, please state whether you or your subsidiaries
are covered by
         permissions requirements from the CSRC, CAC, or any other entity that
is required to
 Hong Zhida
Addentax Group Corp.
September 1, 2021
Page 3
         approve of your subsidiaries operations, and state affirmatively
whether you have received
         all requisite permissions and whether any permissions have been
denied.
6.       Provide a clear description of how cash is transferred through your
organization. Quantify
         any cash flows and transfers of other assets by type that have
occurred between the
         holding company and its subsidiaries and direction of transfer.
Quantify any dividends or
         distributions that a subsidiary has made to the holding company and
which entity made
         such transfer, and their tax consequences. Similarly quantify
dividends or distributions
         made to U.S. investors, the source, and their tax consequences.
Describe any restrictions
         on foreign exchange and your ability to transfer cash between
entities, across borders, and
         to U.S. investors. Describe any restrictions and limitations on your
ability to distribute
         earnings from your businesses, including your subsidiaries, to the
parent company and
         U.S. investors.
Risk Factors, page 8

7.       Given the Chinese government   s significant oversight and discretion
over the conduct of
         your business, please revise to separately highlight 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 your common stock. 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 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.
General

8.     We note your risk factor on page 17 that states "[t]he Renminbi is
currently convertible
       under the 'current account,' which includes dividends, trade and
service-related foreign
       exchange transactions, but requires approval from or registration with
appropriate
       government authorities or designated banks under the 'capital account,'
which includes
       foreign direct investment and loans, including loans we may secure from
our onshore
       subsidiaries or variable interest entities" (emphasis added). However,
we were unable to
       find references to your VIE elsewhere in your filing. Please amend your
disclosure to
FirstName LastNameHong Zhida
       clarify whether you operate solely through your subsidiaries, or if you
also operate
Comapany    NameAddentax
       through              Group
                a VIE. Please  note Corp.
                                     that if you conduct operations through a
consolidated VIE, we
       may1,have
September     2021further
                    Page comments.
                          3
FirstName LastName
 Hong Zhida
FirstName LastNameHong   Zhida
Addentax Group  Corp.
Comapany 1,
September NameAddentax
             2021        Group Corp.
September
Page 4    1, 2021 Page 4
FirstName LastName
       Please contact Cara Wirth at (202) 551-7127 or Erin Jaskot at (202)
551-3442 with any
questions.



                                                          Sincerely,

                                                          Division of
Corporation Finance
                                                          Office of Life
Sciences
cc:      Lawrence Venick