SEC Comment Letter 0000000000-23-008303 to DFP HOLDINGS Ltd (CIK 0001976900)
DFP HOLDINGS Ltd (CIK 0001976900)
Date: Aug. 2, 2023 · CIK: 0001976900 · Accession: 0000000000-23-008303
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File numbers found in text: 333-271858
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United States securities and exchange commission logo
August 2, 2023
Hsu Shou Hung
Chief Executive Officer
DFP Holdings Ltd
2F-1, No. 178-5, Section 2, Chang’an East Road,
Zhongshan District, Taipei City, Taiwan
Re:DFP Holdings Ltd
Amendment No. 1 to Registration Statement on Form S-1
Filed July 7, 2023
File No. 333-271858
Dear Hsu Shou Hung:
We have reviewed your amended registration statement and have the following
comment. In our comment, we may ask you to provide us with information so we may better
understand your disclosure.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our 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 comment, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our June 8, 2023 letter.
Amendment No.1 to Registration Statement on Form S-1 Filed July 7, 2023
General
1.We note your revised disclosure in response to comment 8. Please discuss on your cover
page the influence and control your sole officer and director will have in your company.
In this regard, we note that he currently holds the majority of the outstanding shares and
will continue to hold a substantial percentage of your outstanding shares after the
completion of this offering. Please revise to include a related risk factor.
FirstName LastNameHsu Shou Hung
Comapany NameDFP Holdings Ltd
August 2, 2023 Page 2
FirstName LastName
Hsu Shou Hung
DFP Holdings Ltd
August 2, 2023
Page 2
You may contact Stephen Kim at 202-551-3291 or Theresa Brillant at 202-551-3307 if
you have questions regarding comments on the financial statements and related matters. Please
contact Scott Anderegg at 202-551-3342 or Jennifer López Molina at 202-551-3792 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services