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United States securities and exchange commission logo
November 17, 2022
Lei Xu
Chief Executive Officer
JD.com, Inc.
20th Floor, Building A, No. 18 Kechuang 11 Street
Yizhuang Economic and Technological Development Zone
Daxing District, Beijing 101111
People s Republic of China
Re: JD.com, Inc.
Form 20-F for the
Fiscal Year Ended December 31, 2021
Filed April 28,
2022
Correspondence
filed November 9, 2022
File No. 1-36450
Dear Lei Xu:
We have reviewed your November 9, 2022 response to our comment
letter 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 these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your response to these comments, we may have
additional
comments. Unless we note otherwise, our references to prior comments are
to comments in our
October 26, 2022 letter.
Correspondence filed November 9, 2022
Introduction, page 2
1. We note your response
to our prior comment 1. Please further revise your disclosure to
clarify whether
regulatory actions related to data security or anti-monopoly concerns in
Hong Kong may impact
your ability to conduct your business, accept foreign investment
in the future or
continue to list on a U.S. and/or foreign exchange. We note your proposed
revisions are limited
to stating that "[a]s of the date of the annual report" these regulatory
actions do not have a
material impact on your company.
Lei Xu
JD.com, Inc.
November 17, 2022
Page 2
Item 3. Key Information
Cash and Assets Through Our Organization, page 3
2. We note your response to prior comment 2 and reissue in part. Please
revise your
summary risk factors and risk factors sections to disclose the status of
restrictions or
limitations in Hong Kong on cash transfers in, or out of, your Hong Kong
entities.
Specifically, we note that, while you state that currently there are not
restrictions or
limitations in place, if certain PRC restrictions or limitations would
become applicable,
your Hong Kong entities may not be able to fund operations or use funds
for other use
outside of Hong Kong.
Risk Factors
Our business is subject to complex and evolving Chinese and international laws
and
regulations..., page 18
3. We note your response to prior comment 3 and reissue in part. Please
revise your relevant
risk factor to briefly disclose the specific relevant laws and/or
regulations governing
oversight of data security in Hong Kong and how they apply to your
business operations.
In this regard, we note that this risk factor specifically refers to the
GDPR in the context
Europe and its applicability to the handling of personal data and
individual privacy rights
in relation to stored data.
You may contact Tatanisha Meadows at 202-551-3322 or Linda Cvrkel at
202-551-
3813 if you have questions regarding comments on the financial statements and
related
matters. Please contact Kate Beukenkamp at 202-551-3861 or Mara Ransom at
202-551-
3264 with any other questions.
Sincerely,
FirstName LastNameLei Xu
Division of
Corporation Finance
Comapany NameJD.com, Inc.
Office of Trade &
Services
November 17, 2022 Page 2
cc: Sandy Xu, Chief Financial Officer
FirstName LastName