CORRESP Filing
Rich Sparkle Holdings Ltd
Date: March 26, 2026 · CIK: 0002031688 · Accession: 0001213900-26-034327
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-294501
Letter
VIA EDGAR & TELECOPY Division of Corporation Finance Office of Trade & Services RE: Rich Sparkle Holdings Limited (the "Company") Registration Statement on Form F-1 Filed March 20, 2026 (File No. 333-294501) (the "Registration Statement")
Dear Ms. Pandit:
The Company hereby requests, pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, acceleration of effectiveness of the Registration Statement so that such Registration Statement will become effective as of 5:00 p.m. on March 30, 2026, or as soon thereafter as practicable.
The Company hereby acknowledges that:
● Should the Securities and Exchange Commission (the "Commission") or the Staff, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;
● The action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and
● The Company may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
If there is any change in the acceleration request set forth above, the Company will promptly notify you of the change, in which case the Company may be making an oral request of acceleration of the effectiveness of the Registration Statements in accordance with Rule 461 of Regulation C. Such request may be made by an executive officer of the Company or by any attorney from the Company's U.S. counsel, Loeb & Loeb LLP.
[Signature page follows]
Very truly yours,
Rich Sparkle Holdings Limited
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CORRESP 1 filename1.htm RICH SPARKLE HOLDINGS LIMITED Portion 2, 12th Floor, The Center, 99 Queen's Road Central, Hong Kong March 26, 2026 VIA EDGAR & TELECOPY Attn: Rucha Pandit Division of Corporation Finance Office of Trade & Services U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 RE: Rich Sparkle Holdings Limited (the "Company") Registration Statement on Form F-1 Filed March 20, 2026 (File No. 333-294501) (the "Registration Statement") Dear Ms. Pandit: The Company hereby requests, pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, acceleration of effectiveness of the Registration Statement so that such Registration Statement will become effective as of 5:00 p.m. on March 30, 2026, or as soon thereafter as practicable. The Company hereby acknowledges that: ● Should the Securities and Exchange Commission (the "Commission") or the Staff, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement; ● The action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and ● The Company may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. If there is any change in the acceleration request set forth above, the Company will promptly notify you of the change, in which case the Company may be making an oral request of acceleration of the effectiveness of the Registration Statements in accordance with Rule 461 of Regulation C. Such request may be made by an executive officer of the Company or by any attorney from the Company's U.S. counsel, Loeb & Loeb LLP. [Signature page follows] Very truly yours, Rich Sparkle Holdings Limited By: /s/ Tsz Keung CHAN Name: Tsz Keung CHAN Title: Chief Executive Officer