SEC Comment Letter 0000000000-24-002015 to SRIVARU Holding Ltd (SVMH, SVMHW) (CIK 0001973368) (SVUHF)
SRIVARU Holding Ltd (SVMH, SVMHW) (CIK 0001973368)
Date: Feb. 22, 2024 · CIK: 0001973368 · Accession: 0000000000-24-002015
AI Filing Summary & Sentiment
File numbers found in text: 333-276879
Letter
United States securities and exchange commission logo February 22, 2024 Mohanraj Ramasamy Chief Executive Officer SRIVARU Holding Limited 2nd Floor, Regatta Office Park, West Bay Road P.O. Box 10655 Grand Cayman, KY1-1006 Cayman Islands Re:SRIVARU Holding Limited Registration Statement on Form F-1 Filed on February 6, 2024 File No. 333-276879 Dear Mohanraj Ramasamy: We have reviewed your amended registration statement and have the following comments. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a 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. Unless we note otherwise, any references to prior comments are to comments in our January 16, 2024 letter. Registration Statement on Form F-1 filed on February 6, 2024 General 1.We note your response to prior comment two and reissue our comment. In that regard, we note several references to "this proxy statement" and "Projections included in this proxy statement." We also note that you have not revised your disclosure to reflect the closing of the business combination and redemptions. For example, your risk factor on page 27 states "to the extent that there are significant redemptions by MOBV stockholders, there will be less capital available to SVH as a result of the Business Combination" which suggests that the redemptions have not yet occurred. Please update your disclosures accordingly.
FirstName LastNameMohanraj Ramasamy Comapany NameSRIVARU Holding Limited February 22, 2024 Page 2 FirstName LastName Mohanraj Ramasamy SRIVARU Holding Limited February 22, 2024 Page 2
Beneficial Ownership of Securities, page 90 2.We note your response to our prior comment 3 and reissue. Please update your beneficial ownership information on page 90. Specifically, we note references to beneficial ownership of officers of MOBV and references to officers of SVH "following the consummation of the business combination". Given that this business combination has already occurred, please revise to reflect the beneficial ownership of the current directors and executive officers of Srivaru Holding Limited as well as its 5% or greater beneficial owners. Refer to Item 7(A) of Form 20-F. Please contact Sarah Sidwell at 202-551-4733 or Asia Timmons-Pierce at 202-551-3754 with any other questions. Sincerely, Division of Corporation Finance Office of Manufacturing cc: Rajiv Khanna
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United States securities and exchange commission logo
February 22, 2024
Mohanraj Ramasamy
Chief Executive Officer
SRIVARU Holding Limited
2nd Floor, Regatta Office Park, West Bay Road
P.O. Box 10655
Grand Cayman, KY1-1006
Cayman Islands
Re:SRIVARU Holding Limited
Registration Statement on Form F-1
Filed on February 6, 2024
File No. 333-276879
Dear Mohanraj Ramasamy:
We have reviewed your amended registration statement and have the following
comments.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a 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. Unless we note otherwise,
any references to prior comments are to comments in our January 16, 2024 letter.
Registration Statement on Form F-1 filed on February 6, 2024
General
1.We note your response to prior comment two and reissue our comment. In that regard, we
note several references to "this proxy statement" and "Projections included in this proxy
statement." We also note that you have not revised your disclosure to reflect the closing
of the business combination and redemptions. For example, your risk factor on page 27
states "to the extent that there are significant redemptions by MOBV stockholders, there
will be less capital available to SVH as a result of the Business Combination"
which suggests that the redemptions have not yet occurred. Please update your
disclosures accordingly.
FirstName LastNameMohanraj Ramasamy
Comapany NameSRIVARU Holding Limited
February 22, 2024 Page 2
FirstName LastName
Mohanraj Ramasamy
SRIVARU Holding Limited
February 22, 2024
Page 2
Beneficial Ownership of Securities, page 90
2.We note your response to our prior comment 3 and reissue. Please update your beneficial
ownership information on page 90. Specifically, we note references to beneficial
ownership of officers of MOBV and references to officers of SVH "following the
consummation of the business combination". Given that this business combination has
already occurred, please revise to reflect the beneficial ownership of the current directors
and executive officers of Srivaru Holding Limited as well as its 5% or greater beneficial
owners. Refer to Item 7(A) of Form 20-F.
Please contact Sarah Sidwell at 202-551-4733 or Asia Timmons-Pierce at 202-551-3754
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc: Rajiv Khanna