SEC Comment Letter 0000000000-23-009555 to Boqii Holding Ltd (BQ)
Boqii Holding Ltd
Date: Aug. 30, 2023 · CIK: 0001815021 · Accession: 0000000000-23-009555
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-39547
Letter
United States securities and exchange commission logo August 29, 2023 Lisa Tang Chief Financial Officer Boqii Holding Ltd Building 9, No. 388, Shengrong Road Pudong New District, Shanghai 201210 People’s Republic of China Re:Boqii Holding Ltd Form 20-F for the Fiscal Year Ended March 31, 2023 File No. 001-39547 Dear Lisa Tang: 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 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 these comments 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 these comments, 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 128 1.We note your statement that you reviewed your register of members and public filings made by your shareholders, including reports of beneficial ownership on Schedule 13G, and where applicable, the amendments thereto, as well as inquiries to the relevant shareholders by your Company, in connection with your required submission under paragraph (a) and your disclosure that you have not relied upon any legal opinions or third-party certifications, such as affidavits, as the basis. Please supplementally describe any additional materials that were reviewed. In your response, please provide a similarly detailed discussion of the additional materials reviewed or relied upon in connection with the required disclosures under paragraphs (b)(2) and (3). 2.In order to clarify the scope of your review, please supplementally describe the steps you have taken to confirm that none of the members of your board or the boards of your consolidated foreign operating entities are officials of the Chinese Communist Party. For instance, please tell us how the board members’ current or prior memberships on, or
FirstName LastNameLisa Tang Comapany NameBoqii Holding Ltd August 29, 2023 Page 2 FirstName LastName Lisa Tang Boqii Holding Ltd August 29, 2023 Page 2 affiliations with, committees of the Chinese Communist Party factored into your determination. 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 Andrew Mew at 202-551-3377 with any questions. Sincerely, Division of Corporation Finance Disclosure Review Program cc: Li He
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United States securities and exchange commission logo
August 29, 2023
Lisa Tang
Chief Financial Officer
Boqii Holding Ltd
Building 9, No. 388, Shengrong Road
Pudong New District, Shanghai 201210
People’s Republic of China
Re:Boqii Holding Ltd
Form 20-F for the Fiscal Year Ended March 31, 2023
File No. 001-39547
Dear Lisa Tang:
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 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 these comments 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 these comments, 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 128
1.We note your statement that you reviewed your register of members and public filings
made by your shareholders, including reports of beneficial ownership on Schedule 13G,
and where applicable, the amendments thereto, as well as inquiries to the relevant
shareholders by your Company, in connection with your required submission under
paragraph (a) and your disclosure that you have not relied upon any legal opinions or
third-party certifications, such as affidavits, as the basis. Please supplementally describe
any additional materials that were reviewed. In your response, please provide a similarly
detailed discussion of the additional materials reviewed or relied upon in connection with
the required disclosures under paragraphs (b)(2) and (3).
2.In order to clarify the scope of your review, please supplementally describe the steps you
have taken to confirm that none of the members of your board or the boards of your
consolidated foreign operating entities are officials of the Chinese Communist Party. For
instance, please tell us how the board members’ current or prior memberships on, or
FirstName LastNameLisa Tang
Comapany NameBoqii Holding Ltd
August 29, 2023 Page 2
FirstName LastName
Lisa Tang
Boqii Holding Ltd
August 29, 2023
Page 2
affiliations with, committees of the Chinese Communist Party factored into your
determination.
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 Andrew Mew at 202-551-3377
with any questions.
Sincerely,
Division of Corporation Finance
Disclosure Review Program
cc: Li He