XChange TEC.INC (XHG) – SEC staff letter
2026-03-02 · Re: Form 20-F for Fiscal Year Ended September 30, 2024 Response dated September 26, 2025 Form 20-F for Fiscal Year Ended September 30, 2025 · Accession 0000000000-26-002113 · 2 staff comment(s) issued
Company response(s): 2026-03-11, 2026-03-11
Exhibits, Certifications & SignaturesIFRS & Foreign Private Issuers
2026-03-02 · Form 20-F for Fiscal Year Ended September 30, 2024 Response dated September 26, 2025 Form 20-F for Fiscal Year Ended Sep · Comment 1 · General Responded
Staff comment: Please provide us with your analysis explaining why the sale of ownership in your apartment rental business and subsequent acquisition of insuretech business did not require shareholder approval or registration under Rule 145 of the Securities Act. letter →
Company response: to prior comment 1 to our letter dated September 17, 2025, related to your Annual Report on Form 20-F for the fiscal year ended September 30, 2024. Based on your response it appears that you have sold 25,770,000 ADSs since December 2023, the date when your business changed from “technology-driven long term apartment rental platform in China” to the “insurance agency and insurance technology business” in the PRC. Please provide us with legal analysis as to why the acquisition of the new insuretech business did not constitute a fundamental change that required you to file a post-effective amendment to the registration statement on Form F-3, file no. 333-258187, to continue to make sales off… response letter →
2026-03-02 · Form 20-F for Fiscal Year Ended September 30, 2024 Response dated September 26, 2025 Form 20-F for Fiscal Year Ended Sep · Comment 2 · Signatures, page 107 Responded
Staff comment: We note your response to prior comment 13 and that your signatures were included prior to the financials statements. The signatures should appear at the end of the Annual Report on Form 20-F following the included financial statements. Please revise in future filings. letter →
Company response: Updated disclosure has been added on pages 5 and 6 of the Amended Registration Statement to include the related party transaction involving Haoju Artificial Intelligence Technology Co., Ltd., as well as the other related party transactions for the period specified in Item 7 of Form 20-F. response letter →
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