SecProbe.io

October 23, 2018
Jonas Grossman
Chief Executive Officer
Chardan Healthcare Acquisition Corp.
17 State Street, 21st Floor
New York, NY 10004
Re:Chardan Healthcare Acquisition Corp.
Draft Registration Statement on Form S-1
Submitted September 26, 2018
CIK 0001739174
Dear Mr. Grossman:
            We have reviewed your draft registration statement and have the following comments.  In
some of our comments we may ask you to provide us information so that we may better
understand your disclosure.
            Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR.  If you do not believe that our comments apply to your facts and circumstances or do
not believe that an amendment is appropriate, please tell us why in your response.
            After reviewing the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Draft Registration Statement on Form S-1 submitted September 26, 2018
General
1.Please supplementally provide us copies of all written communications, as defined in Rule
405 under the Securities Act, that you or anyone authorized to do so on your
behalf present to potential investors in reliance on Section 5(d) of the Securities Act,
whether or not they retain copies of the communications.
Report of Independent Registered Public Accounting Firm, page F-2
2.Please amend your registration statement to have your auditor remove the language in the

 FirstName LastNameJonas Grossman
 Comapany NameChardan Healthcare Acquisition Corp.
 October 23, 2018 Page 2
 FirstName LastName
Jonas Grossman
Chardan Healthcare Acquisition Corp.
October 23, 2018
Page 2
fourth paragraph which states “and in accordance with auditing standards generally
accepted in the United States of America.”  Please refer to PCAOB Auditing Standard
3101.
Recent Sales of Unregistered Securities, page II-4
3.Please indicate the section of the Securities Act or the rule of the Commission under
which exemption from registration was claimed, and state briefly the facts relied upon to
make the exemption available.  See Item 701(d) of Regulation S-K.
            You may contact Dale Welcome, Staff Accountant, at (202) 551-3865 or W. John Cash,
Accounting Branch Chief, at (202) 551-3768 if you have questions regarding comments on the
financial statements and related matters.  Please contact Edward M. Kelly, Senior Counsel, at
(202) 551-3728 or Asia Timmons-Pierce, Special Counsel, at (202) 551-3754 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing and
Construction