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                               December 1, 2022

       Ruowen Li
       Chief Executive Officer
       Qilun Group Inc.
       Room 2201, Modern International Building, No. 3038
       Jintian Road, Gangxia Community, Futian Street
       Futian District, Shenzhen City, Guangdong Province
       People   s Republic of China

                                                        Re: Qilun Group Inc.
                                                            Draft Registration
Statement on Form F-1
                                                            Submitted November
4, 2022
                                                            CIK No. 0001951378

       Dear Ruowen Li:

              We have reviewed your draft 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 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 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 the information you provide in response to these
comments and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments.

       Draft Registration Statement on Form F-1

       Cover Page

   1.                                                   Please refer to the
prospectus cover page. We note your ordinary shares are not listed or
                                                        quoted on an existing
public trading market. Please note that an at-the-market resale
                                                        offering under Rule 415
is not available for registrants with no existing public trading
                                                        market. Accordingly,
please revise to clarify that the selling stockholders will sell at a
                                                        fixed price until your
ordinary shares are listed or quoted on an existing public trading
                                                        market, such as the
OTCQB, OTCQX or OTCBB, and thereafter at prevailing market
                                                        prices or privately
negotiated prices. Please also disclose the fixed price and clarify in one
 Ruowen Li
FirstName LastNameRuowen   Li
Qilun Group  Inc.
Comapany1,
December  NameQilun
             2022     Group Inc.
December
Page 2    1, 2022 Page 2
FirstName LastName
         of the first paragraphs that the company currently has no existing
public trading market
         and whether the offering is contingent upon obtaining a listing or
quotation on an existing
         public trading market.
2.       Please revise the seventh paragraph of the prospectus cover page to
capture the risk that
         Chinese regulatory authorities could change the rules and regulations
regarding foreign
         ownership in the industry in which you operate.
3.       Please revise the prospectus cover page to clarify that the legal and
operational risks
         associated with operating in China also apply to operations in Hong
Kong and Macau.
4.       We note your disclosure on pages 4 and 18 that all of your operations
are in China.
         However, you also state at several points in the prospectus that you
have an operating
         subsidiary in Hong Kong. Please clarify the geographic scope of your
operations and
         make conforming disclosures accordingly.
5.       Provide a description of how cash is transferred through your
organization and disclose
         your intentions to distribute earnings. State whether any transfers,
dividends, or
         distributions have been made to date between the holding company and
its subsidiaries, or
         to investors, and quantify the amounts where applicable. Provide
cross-references to the
         condensed consolidating schedule and the consolidated financial
statements.
6.       Please amend your disclosure here and in the summary risk factors and
risk factors
         sections to state that, to the extent cash in the business is in the
PRC or Hong Kong or a
         PRC or Hong Kong entity, the funds may not be available to fund
operations or for other
         use outside of the PRC/Hong Kong due to interventions in or the
imposition of restrictions
         and limitations on the ability of you or your subsidiaries by the PRC
government to
         transfer cash. On the prospectus cover page, provide cross-references
to these other
         discussions.
7.       Please revise the prospectus cover page to include the Commission
Legend required by
         Item 501(b)(7) of Regulation S-K.
8.       Please revise the prospectus cover page to include the date of
prospectus. Refer to Item
         501(b)(9) of Regulation S-K.
Our Products and Services, page 1

9.       We note your disclosure on pages 1 and 49 that you sell books
published by third-party
         publishers to retail customers. To the extent your business is
materially dependent on
         such third-party publishers, please identify such third-party
publishers and include risk
         factor disclosure to address your reliance on such third-party
publishers.
Prospectus Summary, page 1

10.      Please revise to disclose each permission or approval that you or your
subsidiaries are
         required to obtain from Chinese authorities to operate your business
and to offer the
         securities being registered to foreign investors. State whether you or
your subsidiaries are
 Ruowen Li
Qilun Group Inc.
December 1, 2022
Page 3
         covered by permissions requirements from the China Securities
Regulatory Commission
         (CSRC), Cyberspace Administration of China (CAC) or any other
governmental agency
         that is required to approve your operations, 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
         or your subsidiaries: (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. To the extent you are relaying
on an opinion of
         counsel, then counsel should be named and a consent of counsel filed
as an exhibit.
         Lastly, please revise the permissions and approvals disclosures on the
prospectus cover
         page to align with the above guidance. In this regard, we note the
disclosure is presented
         from the passive perspective versus affirmatively addressing that the
company has
         received all requisite permissions and approvals.
Our Strengths, page 2

11.      Please disclose the basis for your statement here and on page 50 that
you have formed a
            large and loyal fan community    or state that it is management   s
belief.
Risk Factor Summary, page 3

12.      Please revise your disclosure to ensure that each summary risk factor
in the "Risks Related
         to Doing Business in China" section has a cross-reference to the
relevant individual
         detailed risk factor including the specific heading and page number.
Cash Transfers and Dividend Distributions, page 6

13.      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.
Additionally, provide
         cross-references to the condensed consolidating schedule and the
consolidated financial
         statements.
The Offering, page 8

14.    We note your disclosure here that you intend to apply to quote your
securities on the
       OTCQB. However, you state on the prospectus cover page that you intend
to seek
FirstName LastNameRuowen Li
       quotation of your shares on the OTC Markets, OTCQX, or OTCQB Venture.
Please
Comapany    NameQilun
       revise           Group to
              your disclosures Inc.
                                 consistently reflect which OTC market you wish
to seek
       quotation
December         on.Page 3
           1, 2022
FirstName LastName
 Ruowen Li
FirstName LastNameRuowen   Li
Qilun Group  Inc.
Comapany1,
December  NameQilun
             2022     Group Inc.
December
Page 4    1, 2022 Page 4
FirstName LastName
"The ongoing global coronavirus COVID-19 outbreak had caused . . .", page 14

15.      Please expand your disclosure to discuss the material effects that
COVID-19 has had on
         the demand for your products and operating results. Specifically,
please revise these
         sections, to the extent possible, to expand and quantify your
disclosure and the associated
         impacts. As examples only, quantify the    affected demand for [y]our
products    and the
         impact of the downturn on your operating results.
16.      Disclose whether your results of operations were affected by supply
chain disruptions
         related to COVID-19. Please discuss whether supply chain disruptions
materially affect
         your outlook or business goals. Specify whether these challenges have
materially
         impacted your results of operations or capital resources and quantify,
to the extent
         possible, how your sales, profits, and/or liquidity have been
impacted. As a related
         matter, discuss known trends or uncertainties resulting from
mitigation efforts undertaken,
         if any, related to delays in the global supply chain. Explain whether
you have undertaken
         any mitigation efforts and if they introduce new material risks,
including those related to
         product quality, reliability, or regulatory approval of products.
"We have engaged in transactions with related parties . . .", page 14

17.      Considering Shenzhen Yuanheng Culture and Art Creative Co., Ltd. is
50% owned by
         Ruowen Li, your Chief Executive Officer, discuss in greater detail the
nature and scope of
         the related-party transactions.

18.      Disclose the material terms of the agreements you have with Shenzhen
Yuanheng Culture
         and Art Creative Co., Ltd in the Related Party Transactions section on
page 68.
         Additionally, please file the agreements as exhibits to your
registration statement, or tell
         us why you believe you are not required to do so. Refer to Item
601(b)(10)(ii)(A) of
         Regulation S-K.
Risks Related to Doing Business in China, page 18

19.      Please revise your risk factors to acknowledge that if the PRC
government determines that
         the contractual arrangements constituting your operating structure do
not comply with
         PRC regulations, or if these regulations change or are interpreted
differently in the future,
         the securities you are registering may decline in value or become
worthless if the
         determinations, changes, or interpretations result in your inability
to assert control over
         the assets of your PRC subsidiaries.
 Ruowen Li
FirstName LastNameRuowen   Li
Qilun Group  Inc.
Comapany1,
December  NameQilun
             2022     Group Inc.
December
Page 5    1, 2022 Page 5
FirstName LastName
Related Party Transactions, page 68

20.      We note your disclosure in this section that Mr. Li has provided the
company with a loan.
         We also note that your audited balance sheet shows large amounts due
to related parties.
         Please revise this section to discuss in greater detail all
related-party loans and any
         material terms related to such loans. In this regard, we note footnote
6 to your audited
         financial statements disclosure that certain amounts are due upon
demand. Please clarify
         and, if applicable, add a risk factor related to these related-party
loans and their repayment
         terms.
21.      We note that footnote 6 to your audited financial statements discloses
a number of other
         related-party transactions related to sales and purchases. Please
revise this section to
         discuss and disclose such transactions.
Experts, page 81

22.      We note your disclosure that the report of Assentsure PAC includes an
explanatory
         paragraph referring to substantial doubt that exists regarding the
ability of the company to
         continue as a going concern. However, there is no such paragraph in
the report included
         on page F-2. Clarify whether your auditor has expressed substantial
doubt about your
         ability to continue as a going concern. Please reconcile this
discrepancy. To the extent
         applicable, please revise the prospectus summary and add a risk factor
discussing the fact
         that your auditor has expressed substantial doubt about your ability
to continue as a going
         concern.
Where you can Find Additional Information, page 82

23.      State that the SEC maintains an Internet site that contains reports,
proxy and information
         statements, and other information regarding issuers that file
electronically with the SEC
         and state the address of that site (http://www.sec.gov). Disclose your
Internet address, if
         available. Refer to Item 4.e of Form F-1.
Consolidated Financial Statements, page F-1

24.      Please disclose all related party amounts on the faces of your balance
sheets, statements of
         operations and comprehensive income and statements of cash flows.
Refer to Rule 4-
         08(k) of Regulation S-X.
25.      Please update your financial statements and corresponding financial
information
         throughout the filing to comply with Item 8.A.5 of Form 20-F.
Report of Independent Registered Public Accounting Firm, page F-2

26.      Please amend your filing to also include an audit report for the
fiscal year ended
         December 31, 2020 financial statements. Refer to Item 8.A.2 of Form
20-F and the
         related Instructions.
 Ruowen Li
FirstName LastNameRuowen   Li
Qilun Group  Inc.
Comapany1,
December  NameQilun
             2022     Group Inc.
December
Page 6    1, 2022 Page 6
FirstName LastName
General

27.      We note that the company is a Cayman Islands company and that the
Legal Matters
         section on page 81 contemplates a legal opinion from Cayman Islands
counsel regarding
         the offered ordinary shares. Please revise the Exhibits Index to
indicate that a local
         counsel opinion will be provided or advise.
28.      Please identify PRC legal counsel throughout the prospectus and file
the consent of your
         PRC legal counsel as an exhibit.
        You may contact Aamira Chaudhry at (202) 551-3389 or Rufus Decker at
(202) 551-
3769 if you have questions regarding comments on the financial statements and
related
matters. Please contact Rucha Pandit at (202) 551-6022 or Donald Field at (202)
551-3680 with
any other questions.



                                                             Sincerely,

                                                             Division of
Corporation Finance
                                                             Office of Trade &
Services
cc:      Mark Crone