SEC Comment Letter 0000000000-23-010204 to DESWELL INDUSTRIES INC (DSWL)
DESWELL INDUSTRIES INC
Date: Sept. 14, 2023 · CIK: 0000946936 · Accession: 0000000000-23-010204
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-33900
Letter
United States securities and exchange commission logo September 14, 2023 Herman Wong Chief Financial Officer Deswell Industries Inc. 10B, Edificio Associacao Industrial De Macau 32 Rua do Comandante Mata e Oliveria, Macao Special Administrative Region, PRC Re:Deswell Industries Inc. Form 20-F for the Fiscal Year Ended March 31, 2023 File No. 001-33900 Dear Herman Wong: We have limited our review of your filing to the submission and/or disclosures as required by Item 16I of Form 20-F and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this comment within ten business days by providing the requested information or advise us as soon as possible when you will respond. After reviewing your response to this comment, we may have additional comments. Form 20-F for the Fiscal Year Ended March 31, 2023 Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, page 63 1.We note that during your fiscal year ended March 31, 2023 you were identified by the Commission pursuant to Section 104(i)(2)(A) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7214(i)(2)(A)) as having retained, for the preparation of the audit report on your financial statements included in the Form 20-F, a registered public accounting firm that has a branch or office that is located in a foreign jurisdiction and that the Public Company Accounting Oversight Board had determined it is unable to inspect or investigate completely because of a position taken by an authority in the foreign jurisdiction. Please provide the documentation required by Item 16I(a) of Form 20-F or tell us why you are not required to do so. Additionally, please amend your Form 20-F to provide the disclosures required under Item 16I(b) of Form 20-F. Refer to the Staff Statement on the Holding Foreign Companies Accountable Act and the Consolidated Appropriations Act, 2023, available on our website at https://www.sec.gov/corpfin/announcement/statement- hfcaa-040623.
FirstName LastNameHerman Wong Comapany NameDeswell Industries Inc. September 14, 2023 Page 2 FirstName LastName Herman Wong Deswell Industries Inc. September 14, 2023 Page 2 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. Please contact Jimmy McNamara at 202-551-7349 or Jennifer Gowetski at 202-551-3401 with any questions. Sincerely, Division of Corporation Finance Disclosure Review Program cc: Carrie Leahy
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United States securities and exchange commission logo
September 14, 2023
Herman Wong
Chief Financial Officer
Deswell Industries Inc.
10B, Edificio Associacao Industrial De Macau
32 Rua do Comandante Mata e Oliveria, Macao
Special Administrative Region, PRC
Re:Deswell Industries Inc.
Form 20-F for the Fiscal Year Ended March 31, 2023
File No. 001-33900
Dear Herman Wong:
We have limited our review of your filing to the submission and/or disclosures as
required by Item 16I of Form 20-F and have the following comment. In our comment, we may
ask you to provide us with information so we may better understand your disclosure.
Please respond to this comment within ten business days by providing the requested
information or advise us as soon as possible when you will respond.
After reviewing your response to this comment, we may have additional comments.
Form 20-F for the Fiscal Year Ended March 31, 2023
Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, page 63
1.We note that during your fiscal year ended March 31, 2023 you were identified by the
Commission pursuant to Section 104(i)(2)(A) of the Sarbanes-Oxley Act of 2002 (15
U.S.C. 7214(i)(2)(A)) as having retained, for the preparation of the audit report on your
financial statements included in the Form 20-F, a registered public accounting firm that
has a branch or office that is located in a foreign jurisdiction and that the Public Company
Accounting Oversight Board had determined it is unable to inspect or investigate
completely because of a position taken by an authority in the foreign jurisdiction. Please
provide the documentation required by Item 16I(a) of Form 20-F or tell us why you are
not required to do so. Additionally, please amend your Form 20-F to provide the
disclosures required under Item 16I(b) of Form 20-F. Refer to the Staff Statement on the
Holding Foreign Companies Accountable Act and the Consolidated Appropriations Act,
2023, available on our website at https://www.sec.gov/corpfin/announcement/statement-
hfcaa-040623.
FirstName LastNameHerman Wong
Comapany NameDeswell Industries Inc.
September 14, 2023 Page 2
FirstName LastName
Herman Wong
Deswell Industries Inc.
September 14, 2023
Page 2
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.
Please contact Jimmy McNamara at 202-551-7349 or Jennifer Gowetski at 202-551-3401
with any questions.
Sincerely,
Division of Corporation Finance
Disclosure Review Program
cc: Carrie Leahy