Aurora Mobile Limited
United States securities and exchange commission logo

                             January 10, 2022

       Weidong Luo
       Chief Executive Officer
       Aurora Mobile Limited
       14/F, China Certification and Inspection Building
       No. 8, Keji South 12th Road, Nanshan District
       Shenzhen, Guangdong 518057
       People   s Republic of China

                                                        Re: Aurora Mobile
Statement on Form F-3
                                                            Filed November 10,
                                                            File No. 333-260944

       Dear Mr. Luo:

              We have limited our review of your registration statement to
those issues we have
       addressed in our 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 amending your registration
statement and providing the
       requested information. 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

              After reviewing any amendment to your registration statement and
the information you
       provide in response to these comments, we may have additional comments.

       Registration Statement on Form F-1

       Cover Page

   1.                                                   Clearly disclose how
you will refer to the holding company, subsidiaries, and VIEs when
                                                        providing the
disclosure throughout the document so that it is clear to investors which
                                                        entity the disclosure
is referencing and which subsidiaries or entities are conducting the
                                                        business operations.
Refrain from using terms such as    we    or    our    when describing
                                                        activities or functions
of a VIE. For example, disclose, if true, that your subsidiaries
                                                        and/or the VIE conduct
operations in China, that the VIE is consolidated for accounting
                                                        purposes but is not an
entity in which you own equity, and that the holding company does
                                                        not conduct operations.
Disclose clearly the entity (including the domicile) in which
 Weidong Luo
Aurora Mobile Limited
January 10, 2022
Page 2
         investors are purchasing an interest.
2.       Please refrain from implying that the contractual agreements are
equivalent to equity
         ownership in the business of the VIE. Any references to control or
benefits that accrue to
         you because of the VIE should be limited to a clear description of the
conditions the
         company has satisfied for consolidation of the VIE under U.S. GAAP.
The disclosure also
         should clarify that you are the primary beneficiary of the VIE for
accounting purposes.
         These disclosures should be reflected throughout the filing.
3.       Provide prominent disclosure about whether the PCAOB is able to
investigate completely
         your auditor and whether and how the Holding Foreign Companies
Accountable Act will
         impact your business.
4.       Provide a clear description of how cash is transferred through your
organization. Disclose
         your intentions to distribute earnings or settle amounts owed under
the VIE agreements.
         Quantify any cash flows and transfers of other assets by type that
have occurred between
         the holding company, its subsidiaries, and consolidated VIEs, and
direction of transfer.
         Quantify any dividends or distributions that a subsidiary or
consolidated VIE have made
         to the holding company and which entity made such transfer, and their
tax consequences.
          Similarly quantify dividends or distributions made to U.S. investors,
the source, and their
         tax consequences. Your disclosure should make clear if no transfers,
dividends, or
         distributions have been made to date. Describe any restrictions on
foreign exchange and
         your ability to transfer cash between entities, across borders, and to
U.S. investors.
         Describe any restrictions and limitations on your ability to
distribute earnings from the
         company, including your subsidiaries and/or the consolidated VIEs, to
the parent company
         and U.S. investors as well as the ability to settle amounts owed under
the VIE
Our Company, page 4

5.       We note that the consolidated VIEs constitute a material part of your
         financial statements. Please move the condensed consolidating schedule
to the prospectus
6.     State whether you, your subsidiaries, or VIEs are covered by permissions
       from the CSRC, CAC or any other entity that is required to approve of
the VIE   s
       operations, and state affirmatively whether you have received all
requisite permissions
       and whether any permissions have been denied. Additionally, describe the
       to you and your investors if you, your subsidiaries or the VIEs: (i) do
not receive or
       maintain such permissions or approvals, (ii) inadvertently conclude that
such permissions
FirstName LastNameWeidong Luo
       or approvals are not required, or (iii) applicable laws, regulations, or
Comapany   NameAurora
       change              MobiletoLimited
               and it is required   obtain such permissions or approvals in the
January 10, 2022 Page 2
FirstName LastName
 Weidong Luo
FirstName  LastNameWeidong   Luo
Aurora Mobile  Limited
January 10,NameAurora
            2022       Mobile Limited
Page 3 10, 2022 Page 3
FirstName LastName
7.       We note your disclosure that    the WFOE has not paid dividends and
will not be able to
         pay dividends until it generates accumulated profits and meets the
requirements for
         statutory reserve funds.    Please clarify whether or not you have
paid dividends to your
8.       Please disclose whether the PCAOB has been or is currently unable to
inspect your
Risk Factors, page 14

9.       Please update your disclosure to reflect that the Commission adopted
rules to implement
         the HFCAA and that, pursuant to the HFCAA, the PCAOB has issued its
report notifying
         the Commission of its determination that it is unable to inspect or
investigate completely
         accounting firms headquartered in mainland China or Hong Kong. Please
         whether your auditor is subject to the determinations announced by the
         December 16, 2021 and whether and how the Holding Foreign Companies
         Act and related regulations will affect your company.

        We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.

       Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration

        You may contact Kyle Wiley, Staff Attorney, at 202-344-5791 or Jan Woo,
Legal Branch
Chief, at 202-551-3453 with any questions.


                                                              Division of
Corporation Finance
                                                              Office of
cc:      Julie Gao