SEC Comment Letter 0000000000-25-005197 to DT Cloud Acquisition Corp (DYCQ, DYCQR, DYCQU) (CIK 0001944212)
DT Cloud Acquisition Corp (DYCQ, DYCQR, DYCQU) (CIK 0001944212)
Date: May 15, 2025 · CIK: 0001944212 · Accession: 0000000000-25-005197
AI Filing Summary & Sentiment
File numbers found in text: 001-41967
Letter
May 15, 2025 Guojian Chen Chief Financial Officer and Director DT Cloud Acquisition Corp 30 Orange Street London, United Kingdom WC2H 7HF Re:DT Cloud Acquisition Corp Form 10-K for the Fiscal Year Ended December 31, 2024 File No. 001-41967 Dear Guojian Chen: We have limited our review of your filing to the financial statements and related disclosures and have the following comment. Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Form 10-K for the Fiscal Year Ended December 31, 2024 Exhibits 1.We note that both your Sections 302 and 906 officer certifications contain several errors, including reference to a company other than the Company and signatures of individuals whom are not the Company's officers. Further, the Section 302 certifications provided as Exhibits 31.1 and 31.2 omit the required language in paragraph 4(b) and in the introductory part of paragraph 4 referring to your internal controls over financial reporting. Please filed an amended Form 10-K in its entirety and include corrected certifications that conform exactly to the language set forth in Item 601(b)(31) of Regulation S-K.
May 15, 2025 Page 2 In closing, 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 Bonnie Baynes at 202-551-4924 or Angela Connell at 202-551-3426 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences
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May 15, 2025
Guojian Chen
Chief Financial Officer and Director
DT Cloud Acquisition Corp
30 Orange Street
London, United Kingdom WC2H 7HF
Re:DT Cloud Acquisition Corp
Form 10-K for the Fiscal Year Ended December 31, 2024
File No. 001-41967
Dear Guojian Chen:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comment.
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2024
Exhibits
1.We note that both your Sections 302 and 906 officer certifications contain several
errors, including reference to a company other than the Company and signatures of
individuals whom are not the Company's officers. Further, the Section 302
certifications provided as Exhibits 31.1 and 31.2 omit the required language in
paragraph 4(b) and in the introductory part of paragraph 4 referring to your internal
controls over financial reporting. Please filed an amended Form 10-K in its entirety
and include corrected certifications that conform exactly to the language set forth in
Item 601(b)(31) of Regulation S-K.
May 15, 2025
Page 2
In closing, 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 Bonnie Baynes at 202-551-4924 or Angela Connell at 202-551-3426
with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences