SEC Comment Letter 0000000000-24-011788 to Solowin Holdings, Ltd. (SWIN) (CIK 0001959224) (AXG)
Solowin Holdings, Ltd. (SWIN) (CIK 0001959224)
Date: Oct. 21, 2024 · CIK: 0001959224 · Accession: 0000000000-24-011788
AI Filing Summary & Sentiment
File numbers found in text: 333-282552
Letter
October 21, 2024 Shing Tak Tam Chief Executive Officer Solowin Holdings Room 1910-1912A, Tower 3, China Hong Kong City 33 Canton Road, Tsim Sha Tsui, Kowloon Hong Kong Re:Solowin Holdings Registration Statement on Form F-3 Filed October 8, 2024 File No. 333-282552 Dear Shing Tak Tam: We have conducted a limited review of your 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 the 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 letter, we may have additional comments. Registration Statement on Form F-3 Cover Page 1.You appear to be offering these securities in reliance upon Instruction I.B.5 of Form F-3. Please revise your disclosure to state that you will be limited to offering no more than one third of your existing market capitalization during any 12 month period, so long as you are relying on that instruction. 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.
October 21, 2024 Page 2 Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. Please contact Robert Arzonetti at 202-551-8819 or Christian Windsor at 202-551- 3419 with any other questions. Sincerely, Division of Corporation Finance Office of Finance cc:Kevin Sun
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October 21, 2024
Shing Tak Tam
Chief Executive Officer
Solowin Holdings
Room 1910-1912A, Tower 3, China Hong Kong City
33 Canton Road, Tsim Sha Tsui, Kowloon
Hong Kong
Re:Solowin Holdings
Registration Statement on Form F-3
Filed October 8, 2024
File No. 333-282552
Dear Shing Tak Tam:
We have conducted a limited review of your 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 the 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 letter, we may have additional comments.
Registration Statement on Form F-3
Cover Page
1.You appear to be offering these securities in reliance upon Instruction I.B.5 of Form
F-3. Please revise your disclosure to state that you will be limited to offering no more
than one third of your existing market capitalization during any 12 month period, so
long as you are relying on that instruction.
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.
October 21, 2024
Page 2
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
Please contact Robert Arzonetti at 202-551-8819 or Christian Windsor at 202-551-
3419 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Finance
cc:Kevin Sun