SecProbe.io

January 28, 2025
Yee Kar Wing
Chief Executive Officer
ChowChow Cloud International Holdings Limited
Unit 03, 23/F, Aitken Vanson Centre
No. 61 Hoi Yuen Road, Kwun Tong
Kowloon, Hong Kong
Re:ChowChow Cloud International Holdings Limited
Amendment No. 2 to Draft Registration Statement on Form F-1
Submitted January 13, 2025
CIK No. 0002041829
Dear Yee Kar Wing:
            We have reviewed your amended 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. Unless we note otherwise, any references to prior comments are to comments in
our December 23, 2024 letter.
Amendment No. 2 to Draft Registration Statement on Form F-1
Management's Discussion and Analysis of Financial Condition and Results of Operations
Critical Accounting Policies and Estimates
Revenue Recognition
Contract Scenarios with Multiple Promises, page 53
1.Under contract scenario (ii), please address how you evaluate whether software, IT
application products, and IT professional services are distinct. In this regard, you
address hardware and IT professional services.

January 28, 2025
Page 2
Concentration Risk, page 65
2.We note your response to prior comment 3 with respect to disclosure of the identity of
Company A. We continue to view this information as material as Company A
accounted for greater than 10% of your revenue for fiscal years 2022 and 2023. If you
choose to continue to omit the identity of this customer, please provide a detailed
legal analysis explaining why you believe this information is immaterial to investors.
To the extent known, please tell us the percentage of revenue this customer accounted
for the fiscal year ended December 31, 2024.
Notes to the Consolidated Financial Statements
Note 2. Summary of Significant Accounting Policies
(m) Revenue recognition, page F-12
3.We note your revised disclosure in response to prior comment 5. Please provide us
with a detailed analysis of how you determined that the promises are not separately
identifiable within the context of the contract. In your response, describe in reasonable
detail the nature of each of the promises and the intended benefit to the customer from
each type of contracts. For each contract scenario, tell us in your response how you
concluded that each of the promises is significantly affected by the other. Ensure that
you explain in your analysis how the customer’s utility of the hardware, of the
software, and of the IT application license each depend on the IT professional
services. Also explain in your response what factors you considered in determining
that the IT professional services are an input to the combined output and not distinct
from the other promises.
4.We note your response to prior comment 8 and the related revised disclosures. One of
the factors you indicate that you consider in categorizing revenue is the relative effort.
Please explain in your response what consideration you gave to the nature of your cost
of revenues in determining the predominant characteristic. In this regard, we note that
you have incurred relatively less service costs but have attributed a significant
majority of your contracts with multiple promises to services.
(n) Cost of revenues, page F-18
5.We note your response to prior comment 9 and disclosures indicating that you classify
cost of revenues by nature. Please revise to categorize cost of revenues applicable to
the corresponding category of revenue. Costs and expenses should be combined in the
same manner as revenue. In this regard, we note your disclosure that you allocate
costs to performance obligations in proportion to the revenues recognized. Refer to
Rule 5-03(b) of Regulation S-X.
General
We note that your website describes your LightPay Gateway solution, which is a
"blockchain payment gateway . . . that allows merchants to accept payments in
cryptocurrencies such as Bitcoin or Ethereum." In your response, please
•fully describe how this platform works, including the loyalty rewards and wallet
features described on your website;
clarify whether the platform is currently operational and whether it has generated •6.

January 28, 2025
Page 3
any revenue to date;
•describe the types of cryptocurrencies the platform accepts; and
•clarify whether the company holds any cryptocurrencies.
Additionally, please revise your disclosures as necessary.
            Please contact Melissa Walsh at 202-551-3224 or Stephen Krikorian at 202-551-3488
if you have questions regarding comments on the financial statements and related
matters. Please contact Marion Graham at 202-551-6521 or Mitchell Austin at 202-551-3574
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:Meng Ding