Correspondence 0001213900-25-083105 from One & one Green Technologies. INC (YDDL) (CIK 0002034723)
One & one Green Technologies. INC (YDDL) (CIK 0002034723)
Date: Sept. 2, 2025 · CIK: 0002034723 · Accession: 0001213900-25-083105
AI Filing Summary & Sentiment
File numbers found in text: 333-284375
Referenced dates: August 27, 2025
Letter
One & one Green Technologies. INC
1st Diliman
1 San Rafael Bulacan, Philippines, 3008
September 2, 2025
VIA EDGAR
Division of Corporation Finance
Office of Trade & Services
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C., 20549
Attention: Scott Anderegg
Donald Field
Re: One & one Green Technologies. INC
Amendment No. 3 to Registration Statement on Form F-1
Filed August 22, 2025
File No. 333-284375
Ladies and Gentlemen:
We are in receipt of the comment letter dated August 27, 2025, regarding One & one Green Technologies. INC (the “Company”, or “we”) from the U.S. Securities and Exchange Commission staff (the “Staff”). An amended Registration Statement on Form F-1 (the “Form F-1/A”) is being submitted to accompany this letter. As requested by the Staff, we have provided responses to the question raised by the Staff. For your convenience, the summarized matters are listed below, followed by our responses:
Amendment No. 3 to Registration Statement on Form F-1 Filed August 22, 2025
Exhibit 5.1, page II-2
1. We note that you have not identified the number of shares to be registered. Please file a revised legal opinion identifying the number of shares covered by the opinion.
RESPONSE: We note the Staff’s comment, and, in response hereto, respectfully advise the Staff that we have filed a revised legal opinion to identify the number of shares to be registered.
We hope this response has addressed all of the Staff’s concerns relating to the comment letter. Should you have additional questions regarding the information contained herein, please contact our outside securities counsel William S. Rosenstadt, Esq., Yarona L. Yieh, or Mengyi “Jason” Ye, Esq. of Ortoli Rosenstadt LLP at wsr@orllp.legal, yly@orllp.legal, or jye@orllp.legal.
Very truly yours,
By:
/s/ Caifen Yan
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One & one Green Technologies. INC
1st Diliman
1 San Rafael Bulacan, Philippines, 3008
September 2, 2025
VIA EDGAR
Division of Corporation Finance
Office of Trade & Services
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C., 20549
Attention:
Scott Anderegg
Donald Field
Re:
One & one Green Technologies. INC
Amendment No. 3 to Registration Statement on Form F-1
Filed August 22, 2025
File No. 333-284375
Ladies and Gentlemen:
We are in receipt of the comment letter dated
August 27, 2025, regarding One & one Green Technologies. INC (the “Company”, or “we”) from the U.S. Securities
and Exchange Commission staff (the “Staff”). An amended Registration Statement on Form F-1 (the “Form F-1/A”)
is being submitted to accompany this letter. As requested by the Staff, we have provided responses to the question raised by the Staff.
For your convenience, the summarized matters are listed below, followed by our responses:
Amendment No. 3 to Registration Statement on
Form F-1 Filed August 22, 2025
Exhibit 5.1, page II-2
1.
We note that you have not identified the number of shares to be registered. Please file a revised legal opinion identifying the number of shares covered by the opinion.
RESPONSE: We note the Staff’s
comment, and, in response hereto, respectfully advise the Staff that we have filed a revised legal opinion to identify the number of shares
to be registered.
We hope this response has addressed all of the
Staff’s concerns relating to the comment letter. Should you have additional questions regarding the information contained herein,
please contact our outside securities counsel William S. Rosenstadt, Esq., Yarona L. Yieh, or Mengyi “Jason” Ye, Esq. of Ortoli
Rosenstadt LLP at wsr@orllp.legal, yly@orllp.legal, or jye@orllp.legal.
Very truly yours,
By:
/s/ Caifen Yan
Name:
Caifen Yan
Title:
Chief Executive Officer