Correspondence 0001193125-23-072576 from Boqii Holding Ltd (BQ)
Boqii Holding Ltd
Date: March 16, 2023 · CIK: 0001815021 · Accession: 0001193125-23-072576
AI Filing Summary & Sentiment
Reasoning
Referenced dates: February 13, 2023
Letter
Office of Trade & Services Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549
Dear Mr. Tony Watson and Mr. Adam Phippen:
On behalf of Boqii Holding Limited (the “Company”), we are responding to the comment from the staff (the “Staff”) of the Securities and Exchange Commission contained in its letter dated February 13, 2023, relating to the Company’s Form 20-F for the fiscal year ended March 31, 2022 filed on July 27, 2022 (the “Form 20-F”). The Staff’s comment is repeated below in bold, followed by the Company’s response to such comment.
* * * *
Form 20-F for the Fiscal Year Ended March 31, 2022
Item 19. Exhibits
Exhibits 12.1 and 12.2, page 145
1. Please include paragraph 4(b) and the introductory language in paragraph 4 referring to internal control over financial reporting as the transition period that allows these omissions is over. Refer to Exchange Act Rule 13a-14(a) and Item 601(b)(31) of Regulation S-K.
In response to the Staff’s comment, Company has filed an amendment to the Form 20-F which includes the revised officers’ certifications. This amendment includes only the cover page, explanatory note, signature page and the revised officers’ certifications. Because no financial statements are included with this amendment, paragraph 3 of the Section 302 certifications has been omitted.
* * * *
If you have any questions regarding this letter, please contact Li He at +852 2533-3306 (li.he@davispolk.com) or Kevin Zhang at +852 2533-3384 (kevin.zhang@davispolk.com). Thank you again for your time and attention.
Yours sincerely,
/s/ Li He
Li He
cc: Ms. Yingzhi (Lisa) Tang (lisa@boqii.com), Co-Chief Executive Officer, Chief Financial Officer and Director
Boqii Holding Limited
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Davis Polk & Wardwell
Hong Kong
Solicitors
The Hong Kong Club Building
3A Chater Road
Hong Kong
davispolk.com
Resident Hong Kong Partners
Yang Chu **
James C. Lin *
Gerhard Radtke *
Martin Rogers **
Miranda So *
James Wadham **
Xuelin Wang *
Hong Kong Solicitors
* Also
Admitted in New York
** Also Admitted in England and Wales
March 16, 2022
Re:
Boqii Holding Ltd
Form 20-F for the Fiscal Year Ended March 31, 2022
Filed July 27, 2022
File No. 1-39547
Confidential
Mr. Tony Watson
Mr. Adam Phippen
Office of Trade & Services
Division of Corporation
Finance
Securities and Exchange Commission
100 F Street,
N.E.
Washington, D.C. 20549
Dear Mr. Tony Watson and
Mr. Adam Phippen:
On behalf of Boqii Holding Limited (the “Company”), we are responding to the comment from the staff (the
“Staff”) of the Securities and Exchange Commission contained in its letter dated February 13, 2023, relating to the Company’s Form 20-F for the fiscal year ended March 31, 2022
filed on July 27, 2022 (the “Form 20-F”). The Staff’s comment is repeated below in bold, followed by the Company’s response to such comment.
* * *
*
Form 20-F for the Fiscal Year Ended March 31, 2022
Item 19. Exhibits
Exhibits 12.1 and 12.2,
page 145
1.
Please include paragraph 4(b) and the introductory language in paragraph 4 referring to internal control
over financial reporting as the transition period that allows these omissions is over. Refer to Exchange Act Rule 13a-14(a) and Item 601(b)(31) of Regulation S-K.
In response to the Staff’s comment, Company has filed an amendment to the Form
20-F which includes the revised officers’ certifications. This amendment includes only the cover page, explanatory note, signature page and the revised officers’ certifications. Because no financial
statements are included with this amendment, paragraph 3 of the Section 302 certifications has been omitted.
*
* * *
If you have any questions regarding this letter, please contact Li He at +852 2533-3306
(li.he@davispolk.com) or Kevin Zhang at +852 2533-3384 (kevin.zhang@davispolk.com). Thank you again for your time and attention.
Yours sincerely,
/s/ Li He
Li He
cc:
Ms. Yingzhi (Lisa) Tang (lisa@boqii.com), Co-Chief
Executive Officer, Chief Financial Officer and Director
Boqii Holding Limited
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