SEC Comment Letter 0000000000-22-012510 to Boqii Holding Ltd (BQ)
Boqii Holding Ltd
Date: Nov. 17, 2022 · CIK: 0001815021 · Accession: 0000000000-22-012510
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-267919
Letter
United States securities and exchange commission logo November 17, 2022 Lisa Tang Co-Chief Executive Officer Boqii Holding Ltd Building 9, No. 388, Shengrong Road, Pudong New District, Shanghai 201210 The People’s Republic of China Re:Boqii Holding Ltd Amendment No. 1 to Registration Statement on Form F-3 Filed November 15, 2022 File No. 333-267919 Dear Lisa Tang: We have reviewed your amended registration statement and have the following comment. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to this comment, we may have additional comments. Amendment No. 1 to Registration Statement on Form F-3 Filed November 15, 2022 Holding Company Structure and Contractual Agreements with the VIEs, page 6 1.We note the diagram on page 12 does not show a transfer of funds from your Free Flow Holding Limited subsidiary to the VIE named Suzhou Xingyun. Please either clarify that there is no transfer of funds through Free Flow Holding Limited to its associated VIE or revise your disclosure on page 12 to ensure consistency with the diagram on page 6.
FirstName LastNameLisa Tang Comapany NameBoqii Holding Ltd November 17, 2022 Page 2 FirstName LastName Lisa Tang Boqii Holding Ltd November 17, 2022 Page 2 You may contact Rucha Pandit at (202) 551-6022 or Dietrich King at (202) 551- 8071 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Shuang Zhao
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United States securities and exchange commission logo
November 17, 2022
Lisa Tang
Co-Chief Executive Officer
Boqii Holding Ltd
Building 9, No. 388, Shengrong Road, Pudong
New District, Shanghai 201210
The People’s Republic of China
Re:Boqii Holding Ltd
Amendment No. 1 to Registration Statement on Form F-3
Filed November 15, 2022
File No. 333-267919
Dear Lisa Tang:
We have reviewed your amended registration statement and have the following comment.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to this comment, we may have additional comments.
Amendment No. 1 to Registration Statement on Form F-3 Filed November 15, 2022
Holding Company Structure and Contractual Agreements with the VIEs, page 6
1.We note the diagram on page 12 does not show a transfer of funds from your Free Flow
Holding Limited subsidiary to the VIE named Suzhou Xingyun. Please either clarify that
there is no transfer of funds through Free Flow Holding Limited to its associated VIE or
revise your disclosure on page 12 to ensure consistency with the diagram on page 6.
FirstName LastNameLisa Tang
Comapany NameBoqii Holding Ltd
November 17, 2022 Page 2
FirstName LastName
Lisa Tang
Boqii Holding Ltd
November 17, 2022
Page 2
You may contact Rucha Pandit at (202) 551-6022 or Dietrich King at (202) 551-
8071 with any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Shuang Zhao