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October 26, 2023
Au Ho (Arthur) Chi
Chief Financial Officer
Wellchange Holdings Co Ltd
Flat E, 11/F, Billion Plaza 2, Cheung Yue Street
Cheung ShaWan, Kowloon, Hong Kong
Re:Wellchange Holdings Co Ltd
Registration Statement on DRS Form F-1
Filed September 28, 2023
File No: 377-06900
Dear Au Ho (Arthur) Chi:
            We have reviewed your draft registration statement and have the following comments.
            Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR. 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 the information you provide in response to this letter and your amended
draft registration statement or filed registration statement, we may have additional comments.
DRS Form F-1
Prospectus Summary
Overview, page 1
1.Please define "small- and medium- sized businesses" (SMBs) in the context of your
customer base. Clarify whether SMBs are measured in terms of revenue, employees,
and/or other criteria. Also, disclose here your number of customers for all periods
presented in your financial statements.
Our Competitive Strengths, page 2
2.Please balance the disclosure in this section by also discussing the decrease in your
subscription services revenue from fiscal 2021 to 2022.

 FirstName LastNameAu Ho (Arthur) Chi
 Comapany NameWellchange Holdings Co Ltd
 October 26, 2023 Page 2
 FirstName LastName
Au Ho (Arthur) Chi
Wellchange Holdings Co Ltd
October 26, 2023
Page 2
Management's Discussion and Analysis of Financial Condition and Results of Operations
Key Factors Affecting Our Results of Operations, page 70
3.Please revise here to include a quantified discussion of the key performance indicators and
other metrics used in managing your business for each period presented. Also, ensure you
clearly define how each metric is calculated and include a discussion of any trends,
uncertainties and fluctuations in such measures from period to period. Refer to SEC
Release No. 33-10751.
Customer concentration risk, page 86
4.We note your disclosure that for the year ended December 31, 2022, two customers
accounted for 45.9% and 12.2% of your total revenues.  Please discuss the material terms
of your purchase or other agreements with such customers. Please also file any such
agreements as exhibits to the registration statement or tell us why you do not believe they
are required to be filed.
Business, page 94
5.Please disclose the principal markets in which you compete, including a breakdown of
total revenues by activity and geographic market for each of the periods included in your
financial statements.  Refer to Item 4.B.2 of Form 20-F.
Principal Shareholders, page 119
6.Please disclosed any significant change in the percentage ownership held by any major
shareholder during the past 3 years. Item 7.A.1(b) of Form 20-F.
Financial Statements
Consolidated Balances Sheets, page F-3
7.Please reclassify the stock subscription receivables due from shareholders to present it on
the balance sheet as a deduction from stockholders’ equity. We refer you to SAB Topic
4:E.
Note 2. Summary of Significant Accounting Policies and Practices
Intangible assets, net, page F-10
8.We note that you acquired the ERP software system from a third party and merged it with
your existing platform.  Please expand the disclosure to explain the basis for your belief
that an estimated useful life of 10 years is reasonable, including a description of your
accounting policy for determining the useful life of software intangible assets.
Revenue recognition, page F-13
9.We note that you have determined that the standalone price of technical service is
considered insignificant as you have minimal experience to perform the technical support

 FirstName LastNameAu Ho (Arthur) Chi
 Comapany NameWellchange Holdings Co Ltd
 October 26, 2023 Page 3
 FirstName LastName
Au Ho (Arthur) Chi
Wellchange Holdings Co Ltd
October 26, 2023
Page 3
services.  Please expand the accounting policy disclosure and revenue recognition critical
accounting policies in MD&A on pages 73 and 74 to clarify whether you mean that you
have not had to provide significant technical support services to date for your platform or
whether you have not had sufficient experience due to a limited experience in entering
into such arrangements.  If the latter applies, tell us how you determined that it was
appropriate to recognize revenue for customized and white-label software solutions prior
to the 90 day technical support service agreement period.
Note 16. Risks and Uncertainties
Liquidity risk, page F-28
10.We note that you state in Note 2 on pages F-18 and F-19 that your working capital deficit
raises substantial doubt about your ability to continue as a going concern.  Please expand
the disclosure of Liquidity risk on page F-28 and MD&A Basis of presentation on page 72
and Cash Flow Sufficiency on page 84 to integrate the going concern issue with your
disclosure that typically you ensure that you have sufficient cash on demand to meet
expected operational expenses for a period of twelve months.
Note 17. Commitments and Contingencies, page F-28
11.Please describe in the litigation disclosure on page F-29 the facts and circumstances
concerning the legal proceeding relating to the alleged misappropriation and/or retention
of confidential and property information disclosed on pages 35, or tell us the basis for
your belief that disclosure is not required.  Please also revise the Legal Proceedings
disclosure on page 107 accordingly, if necessary.
General
12.Please supplementally provide us with copies of all written communications, as defined in
Rule 405 under the Securities Act, that you, or anyone authorized to do so on your behalf,
present to potential investors in reliance on Section 5(d) of the Securities Act, whether or
not they retain copies of the communications.
            Please contact Claire DeLabar at 202-551-3349 or Robert Littlepage at 202-551-3361 if
you have questions regarding comments on the financial statements and related matters. Please
contact Uwem Bassey at 202-551-3433 or Matthew Crispino at 202-551-3456 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Technology