Correspondence 0001213900-25-094182 from Zhibao Technology Inc. (ZBAO)
Zhibao Technology Inc.
Date: Sept. 30, 2025 · CIK: 0001966750 · Accession: 0001213900-25-094182
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-290132
Letter
VIA EDGAR Division of Corporation Finance Office of Finance Attention: Susan Block Re: Zhibao Technology Inc. Registration Statement on Form F-1 Filed September 9, 2025 File No. 333-290132
Dear Susan and Christian:
Zhibao Technology Inc. (the " Company ," " we ," " our " or " us ") hereby transmits its response to the comment letter received from the staff (the " Staff ") of the U.S. Securities and Exchange Commission (the " Commission "), dated September 24, 2025, regarding the Company's Registration Statement on Form F-1 (the " Registration Statement ") initially filed with the Commission on September 9, 2025.
For the Staff's convenience, we have repeated the Staff's comment in bold and have followed the comment with the Company's response. References in the responses to page numbers and section headings refer to page numbers and section headings of the Registration Statement.
Form F-1 filed September 9, 2025 General
1. We note your disclosure on the cover page and elsewhere that, as advised by your PRC legal counsel, you are required to submit a filing to the CSRC within three business days after the closing of this offering, and that you plan to do so. We also note your disclosure at page 16 under "Hudson Equity Purchase Agreement" that Hudson has agreed to purchase shares over a two-year period, and the company may deliver "Put Notices" to Hudson, directing Hudson to purchase shares. Please clarify the timing of when you need to submit a filing to the CSRC (i.e., within three business days of what action related to the filing and offering), and what constitutes "the closing" for this offering, as it appears the purchases may be taking place via puts over a two-year period.
Response: In response to the Staff's comment, we have revised our disclosures on the cover page and on pages 8, 9, 28 and 41 of the Registration Statement.
September 26, 2025
Page 2
We thank the Staff in advance for its consideration of the foregoing. Should you have any questions, please do not hesitate to contact our legal counsel, Richard I. Anslow, Esq., of Ellenoff Grossman & Schole LLP, at ranslow@egsllp.com or by telephone at (212) 370-1300.
Sincerely,
By:
/s/ Botao Ma
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CORRESP 1 filename1.htm Zhibao Technology Inc. Floor 3, Building 6, Wuxing Road, Lane 727 Pudong New Area, Shanghai 201204 VIA EDGAR September 30, 2025 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Susan Block Christian Windsor Re: Zhibao Technology Inc. Registration Statement on Form F-1 Filed September 9, 2025 File No. 333-290132 Dear Susan and Christian: Zhibao Technology Inc. (the " Company ," " we ," " our " or " us ") hereby transmits its response to the comment letter received from the staff (the " Staff ") of the U.S. Securities and Exchange Commission (the " Commission "), dated September 24, 2025, regarding the Company's Registration Statement on Form F-1 (the " Registration Statement ") initially filed with the Commission on September 9, 2025. For the Staff's convenience, we have repeated the Staff's comment in bold and have followed the comment with the Company's response. References in the responses to page numbers and section headings refer to page numbers and section headings of the Registration Statement. Form F-1 filed September 9, 2025 General 1. We note your disclosure on the cover page and elsewhere that, as advised by your PRC legal counsel, you are required to submit a filing to the CSRC within three business days after the closing of this offering, and that you plan to do so. We also note your disclosure at page 16 under "Hudson Equity Purchase Agreement" that Hudson has agreed to purchase shares over a two-year period, and the company may deliver "Put Notices" to Hudson, directing Hudson to purchase shares. Please clarify the timing of when you need to submit a filing to the CSRC (i.e., within three business days of what action related to the filing and offering), and what constitutes "the closing" for this offering, as it appears the purchases may be taking place via puts over a two-year period. Response: In response to the Staff's comment, we have revised our disclosures on the cover page and on pages 8, 9, 28 and 41 of the Registration Statement. September 26, 2025 Page 2 We thank the Staff in advance for its consideration of the foregoing. Should you have any questions, please do not hesitate to contact our legal counsel, Richard I. Anslow, Esq., of Ellenoff Grossman & Schole LLP, at ranslow@egsllp.com or by telephone at (212) 370-1300. Sincerely, By: /s/ Botao Ma Name: Botao Ma Title: Chief Executive Officer cc: Richard I. Anslow, Esq.