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                            October 20, 2023

       Albert Wong
       Chairman and Chief Executive Officer
       JVSPAC Acquisition Corp.
       G/F Hang Tak Building
       1 Electric Street
       Wan Chai, Hong Kong

                                                        Re: JVSPAC Acquisition
Corp.
                                                            Amendment No. 2 to
Draft Registration Statement on Form S-1
                                                            Submitted October
6, 2023
                                                            CIK No. 0001866001

       Dear Albert Wong:

            We have reviewed your amended 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.

       Amendment No. 2 to Draft Registration Statement submitted October 6,
2023

       Cover Page

   1.                                                   We reissue comment 2.
We note the disclosure on the cover page that if you "enter into a
                                                        business combination
with a target business operating in China, the combined company
                                                        may face risks
associated with regulatory approvals of the proposed business combination
                                                        between us and the
target, offshore offerings, anti-monopoly regulatory actions, and
                                                        cybersecurity and data
privacy." Please revise this disclosure and similar disclosure
                                                        throughout the
prospectus to disclose that you currently face such risks, even without a
                                                        business combination
with a company operating in China, based upon the location of the
                                                        company in the PRC.
Your disclosure should make clear whether these risks could result
                                                        in a material change in
your operations, including your search for a target business.
 Albert Wong
JVSPAC Acquisition Corp.
October 20, 2023
Page 2
Summary, page 2

2.       We reissue comment 3. Provide a clear description of how cash is
transferred through
         your organization. Describe any restrictions on foreign exchange and
your ability to
         transfer cash between entities, across borders, and to U.S. investors.
3.       Please revise your summary to clearly address the legal and
operational risks associated
         with being based in China.
4.       We reissue comment 6. Disclose each permission or approval that you
are required to
         obtain from Chinese authorities to operate your business and to offer
the securities being
         registered to foreign investors. State whether you are covered by
permissions
         requirements from the China Securities Regulatory Commission (CSRC),
Cyberspace
         Administration of China (CAC) or any other governmental agency and
state affirmatively
         whether you have received all requisite permissions or approvals and
whether any
         permissions or approvals have been denied. Please also describe the
consequences to you
         and your investors if you: (i) do not receive or maintain such
permissions or approvals, (ii)
         inadvertently conclude that such permissions or approvals are not
required, or (iii)
         applicable laws, regulations, or interpretations change and you are
required to obtain such
         permissions or approvals in the future.
Summary of Risk Factors, page 27

5.       We partially reissue comment 8. Please revise the Summary of Risk
Factors to reflect their
         applicability of the current company, not just post business
combination company, due to
         your location in Hong Kong. In particular, describe the significant
regulatory, liquidity,
         and enforcement risks, including 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, including your search for a target
business.
Risk Factors, page 31

6.       We note your response to comment 9. Please clearly disclose in the
prospectus, if true that
         you do not believe that the excise tax enacted as part of the
Inflation Reduction Act will
         be applicable to you and that you will not change your corporate
structure as a non-US
         entity such that stock buyback excise tax under the Inflation
Reduction Act would apply.
Enforceability of Civil Liabilities, page 84
FirstName LastNameAlbert Wong
7.     We partially reissue comment 13. Please discuss more specifically the
limitations on
Comapany    NameJVSPAC
       investors being ableAcquisition   Corp.of process in Hong Kong. Please
also discuss the
                            to effect service
Octobercost
         20,and time
             2023    constraints
                  Page  2        of potential actions brought in Hong Kong or
Mainland China.
FirstName LastName
 Albert Wong
FirstName LastNameAlbert
JVSPAC Acquisition Corp. Wong
Comapany
October 20,NameJVSPAC
            2023       Acquisition Corp.
October
Page 3 20, 2023 Page 3
FirstName LastName
       Please contact Mark Rakip at 202-551-3573 or Kristina Marrone at
202-551-3429 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Kibum Park at 202-551-6836 or Pam Howell at 202-551-3357 with any other
questions.



                                                         Sincerely,

                                                         Division of
Corporation Finance
                                                         Office of Real Estate
& Construction
cc:      Giovanni Caruso, Esq.