Correspondence 0001493152-25-007231 from BeLive Holdings (BLIV)
BeLive Holdings
Date: Feb. 18, 2025 · CIK: 0001982448 · Accession: 0001493152-25-007231
AI Filing Summary & Sentiment
File numbers found in text: 333-280739
Referenced dates: February 6, 2025
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CORRESP
1
filename1.htm
SCHLUETER
& ASSOCIATES, P.C.
5655
South Yosemite Street, Suite 350
Greenwood
Village, Colorado 80111
Telephone:
1-303 292-3883
Facsimile:
1-303 296-8880
hfs@schlueterintl.com
February
18, 2025
VIA
EDGAR
Registration
Statement
U.S.
Securities and Exchange Commission
100
F. Street, N.E.
Washington,
DC 20549
Re:
BeLive
Holdings
Amendment
No. 6 to Registration Statement on Form F-1
Filed
on January 21, 2025
File
No. 333-280739
Dear
Ms. Veator:
We
represent BeLive Holdings (“Registrant” and “Company”) as U.S. counsel. We are submitting herewith Amendment
No. 7 to the Registration Statement on Form F-1 (the “Registration Statement”) which is being filed via EDGAR simultaneously
with this transmittal letter.
The
purpose of this letter is to respond to the comment letter dated February 6, 2025, from the Division of Corporation Finance, Office of
Energy & Transportation (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission” or
“SEC”) relating to the above-referenced Registration Statement. For your convenience, the comments have been reproduced below,
followed by the Registrant’s response.
Amendment
No. 7 also has been revised to reflect an increase in the amount of the offering and revisions to the underwriter’s compensation.
Amendment
No. 6 to Registration Statement on Form F-1
Exhibit
Index, page II-1
1.
Please
have your Independent Registered Public Accounting Firm update its consent.
Response:
The
Exhibit Index has been revised to reflect that an updated consent from our Independent Registered Public Accounting Firm is attached
as Exhibit 23.1.
2.
Please
revise to reference the appropriate company in the explanatory note.
Response:
The
explanatory note has been revised. See page 2.
On
behalf of the Company, we appreciate your attention to this matter. If you have any questions or wish to discuss any matters with respect
to this filing, please do not hesitate to contact me at (303) 868-3382 (email: hfs@schlueterintl.com) or my colleague Celia Velletri
at (303) 907-4842 (email: cv@schlueterintl.com). Regarding accounting matters, you may contact Chia Lei Kuan of Onestop Assurance PAC
at +65 9499 3768 (email: leikuanchia@one-stop-ca.com) in respect of any accounting issues.
Thanks
in advance for your cooperation in connection with this matter.
Sincerely,
/s/
Henry F. Schlueter
cc:
BeLive
Holdings
R.F.
Lafferty & Co., Inc.
Lucosky
Brookman LLP
Onestop
Assurance PAC