SCHLUETER & ASSOCIATES, P.C.

5655 SOUTH YOSEMITE STREET, SUITE 350

GREENWOOD VILLAGE, CO 80111

TELEPHONE: +1-303-292-3883

FACSIMILE: +1-303-648-5663

Email: hfs@schlueterintl.com

November 20, 2023

VIA EDGAR

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Attn: Ms. Isabel Rivera

Dear Ms. Rivera:

We represent Energys Group Ltd. (the “Company” or the “Registrant”) as U.S. counsel. We are submitting herewith Amendment No. 4 to the Draft Registration Statement on Form F-1 relating to a proposed initial public offering in the United States of the Company’s Ordinary Shares for confidential review pursuant to Section 6(e) of the Securities Act of 1933, as amended (the “Securities Act”).

The purpose of this letter is to respond to the comment letter dated October 24, 2023 from the Division of Corporation Finance, Office of Real Estate and Construction (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission” or “SEC”) relating to the above-referenced Draft Registration Statement. For your convenience, the comments have been reproduced below, followed by the Company’s response.

Amended Draft Registration Statement on Form F-1 submitted October 11, 2023

Risk Factors, page 11

Response:

In response to this comment, the Registrant has added a risk factor on page 30 of the draft prospectus that states that the legal and operational risks of operating in China also apply to businesses operating in Hong Kong. In addition, the Registrant has revised the risk factors regarding limitations on our legal protections and regarding Hong Kong and China’s political and legal systems, both of which are on page 31, to state that recent developments with respect to the relationship between China and Hong Kong have resulted in the legal and operational risks of doing business in China also to apply to Hong Kong and has added similar disclosure to page 7 of the draft prospectus.

Bank Borrowings, page 43

Response:

In response to this comment, we have clarified Tom Ko Yuen Lau’s relationship to the Company by revising the disclosure on page 45 (formerly page 43) to explain that he is both a longtime personal friend and mentor of Michael Lau and a former shareholder of Sky Shadow.

We do not see any conflict of interest arising from Tom Lau’s being a guarantor of the Company’s debt.

Response:

In response to this comment, the Registrant has added additional disclosure to the descriptions of the banking facilities contained under the heading “Bank Borrowings” commencing on page 45 of the draft prospectus.

Response:

In response to this comment, the Registrant has added Exhibits 10.15.1, 10.15.2 and 10.15.3 to the Draft Registration Statement, which consist of the currently effective financing letters and repayment schedules for the three loans under the Standard Chartered Bank (Hong Kong) Limited loan facility submitted as Exhibit 10.15. In addition, the Registrant has added descriptions, including all material terms, of each of the three loans on page 47 of the draft prospectus.

With respect to the 8% Promissory Notes, the Registrant respectfully submits that all of the promissory notes are identical (except for personal information regarding the noteholders) to the “form of” submitted as Exhibit 4.2 to the Draft Registration Statement and that the Form of Amended and Restated Promissory Note submitted as Exhibit 4.2 contains all material terms of the Notes. In addition, all material terms of the Notes are described on page 45 of the Draft Registration Statement, including the approximate aggregate principal amount of the Notes. Accordingly, the Registrant respectfully submits that requiring submission of all 36 individual promissory notes is unnecessary and would be unduly burdensome on the Registrant.

Index to Consolidated Financial Statements, page F-1

Response:

The Registrant has included audited financial statements of the Company as of and for the year ended June 30, 2023 in Amendment 4 to the Draft Registration Statement and has included the June 30, 2023 financial data throughout the draft prospectus.

If you have any questions relating to the Draft Registration Statement, please contact Kevin Cox, the Registrant’s Chief Executive Officer, at his email address of kevin.cox@energysgroup.com, or Michael Lau, the Registrant’s Chief Financial Officer, at his email address of michael.lau@energysgroup.com.

Please copy any correspondence or requests for information to the undersigned and Celia Velletri. The undersigned’s email is set forth above, and Ms. Velletri’s email is cv@schlueterintl.com. If you wish to speak with us, please feel free to call me at 303-292-3883 or Celia Velletri at 303-907-4842.