U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Manufacturing

100 F Street, N.E.

Washington, D.C. 20549

Ladies and Gentlemen:

On behalf of our client, Intelligent Living Application Group Inc., a foreign private issuer organized under the laws of Cayman Islands (the “Company”), we are submitting this letter and the following information in response to a letter, dated April 5, 2022, from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) with respect to the Company’s Registration Statement on Form F-1/A (the “Registration Statement”) filed to the Commission on January 27, 2022. Concurrently with the submission of this letter, the Company is filing Amendment No.8 to the Registration Statement (the “Amended Registration Statement”) via EDGAR with the Commission

To facilitate your review, we have separately delivered to you today a copy of the Amended Registration Statement, marked to show changes since our last submission of the Registration Statement.

The Staff’s comments are repeated below in bold and are followed by the Company’s responses. Capitalized terms used in this letter but otherwise not defined herein shall have the meanings ascribed to such terms in the Registration Statement.

In addition to revising the disclosure in response to the Staff’s comments, the Company has also included other information and data to reflect recent developments. 

Form F-1/A filed January 27, 2022

Cover Page

Response: we have clarified on the cover page that there are cash transfers among the holding company and our subsidiaries as payment for intercompany product sales and services or intercompany loans and not as the dividend payment or distribution.

Response: We have not used cash generated from one subsidiary to fund another subsidiary's operations. The cash transfer among our subsidiaries is typically as the payment for intercompany product sales and services or intercompany loans. None of our subsidiaries has ever faced difficulties or limitation on its ability to transfer cash between subsidiaries except that cash transfer from or to Dongguan Xingfa Hardware Products Co. Ltd. (“Xingfa”), a company incorporated under the laws of China, is subject to review and file according to the requirements of the State Administration of Foreign Exchange (“SAFE”) of China. Other than that, we don’t have any cash management policies that dictate the amount of funding among subsidiaries.

Prospectus Summary, page 1

Response: We have amended our disclosure that currently the Chinese government may intervene or influence our operations in China at any time on page 1 of the Amended Registration Statement.

Response: We have disclosed our only subsidiary in China, Dongguan Xingfa Hardware Products Co. Ltd. (“Xingfa”), has received all permission required to obtain from Chinese authorities to operate its current business in China, including Business license, Customs Registration Certificate, Bank Account Open Permit and Approval regarding Environmental Protection on page 1 of the Amended Registration Statement.

Response: We have revised our disclosure to make it clear that PRC may impose greater restrictions on our Hong Kong subsidiaries' abilities to transfer cash out of Hong Kong and to the holding company on pages 10 and 55 of the Amended Registration Statement.

Response: We have expanded our disclosure to discuss specific limitations or restrictions by the PRC on us based on the industry that we operate in on pages 5 and 37 of the Amended Registration Statement.

Enforceability of Civil Liabilities, page 53

Response: We have revised our disclosure to clarify that these limitations may make it more difficult for our shareholders and investors to enforce civil judgements against us or our officers or directors on page 53 of the Amended Registration Statement. We have also revised our disclosure of the risk factor that it will be difficult to acquire jurisdiction and enforce liabilities against us, our officers, directors and assets based in Hong Kong and China on pages 38 of the Amended Registration Statement.

If you have any questions or further comments regarding to the Registration Statement, please contact me by phone at 703-618-2503 or via e-mail at jeffrey.li@fisherbroyles.com.

Enclosures