SecProbe.io

CORRESP
1
filename1.htm

E: kevin@bevilacquapllc.com

T: 202.869.0888

W: bevilacquapllc.com

September
25, 2025

Via EDGAR

United States
Securities and Exchange Commission

Division
of Corporation Finance

Office of
Trade & Services

100 F Street,
N.E.

Washington,
D.C. 20549

    Attn:
    Jee Yeon Ahn

    Michael Volley

    Aisha Adegbuyi

    Tonya Aldave

    Re:
    Sibo Holding Limited

    Amendment
    No. 2 to Registration Statement on Form F-1

    Submitted
    September 19, 2025

    File
    No. 333-289242

Ladies
and Gentlemen:

We
hereby submit the responses of Sibo Holding Limited (the “Company”) to the comments of the staff (the “Staff”)
of the U.S. Securities and Exchange Commission (the “Commission”) set forth in the Staff’s letter, dated September
24, 2025, providing the Staff’s comments with respect to the Company’s Amendment No. 2 to Registration Statement on Form
F-1 submitted on September 19, 2025. Concurrently with the submission of this letter, the Company is submitting an Amendment No. 3 to
Registration Statement on Form F-1 (the “Amendment No. 3”) via EDGAR with the Commission.

For
the convenience of the Staff, the Staff’s comment is included and followed by the response of the Company. Unless the context indicates
otherwise, references in this letter to “we,” “us” and “our” refer to the Company on a consolidated
basis.

Amendment
No. 2 to Registration Statement on Form F-1

Underwriting,
page 120

    1.
    We note your disclosure
    in this section and in the form of underwriting agreement filed as Exhibit 1.1 that you appear to plan offering securities in this
    offering using multiple underwriters. Specifically, we note your references to "underwriters" on the cover page, pages
    120 through 123, and page 126. We also note that your underwriting agreement refers to underwriters named on Schedule 1, but Schedule
    1 currently lists only R.F. Lafferty & Co., Inc. without specifying the number of shares to be distributed by this underwriter.
    If you plan to have multiple underwriters for this offering, please revise to include additional underwriters on the cover page and
    in the underwriting section. In the alternative, revise your disclosure to clarify that you do not intend to hire additional underwriters.

  RESPONSE:
                                            In response to the Staff’s comments, we respectfully advise the Staff that we have
                                            revised the disclosure throughout the Registration Statement and the form of underwriting
                                            agreement to clarify that the Company intends to engage only one underwriter, R.F. Lafferty
                                            & Co., Inc. We have filed the revised form of underwriting agreement as Exhibit 1.1 to
                                            this Amendment No. 3.

In
addition, we have included a definition of the term “Underwriter” on page ii and page 120 to further clarify that the Company
does not intend to hire any additional underwriters.

1050
Connecticut Ave., NW, Suite 500

Washington,
DC 20036

September
25, 2025

If
you would like to discuss any of the responses to the Staff’s comments or if you would like to discuss any other matters, please
contact Kevin Sun of Bevilacqua PLLC at 202-869-0888 (ext. 101) or Xinyun Fan, Chief Financial Officer of Sibo Holding Limited at 852-3980
6200.

Sincerely,

    /s/
    Kevin Sun

    Kevin Sun, Esq.

    Bevilacqua PLLC

    cc.
    Ju Liu, Chairman of the
    Board of Sibo Holding Limited

1050
Connecticut Ave., NW, Suite 500

Washington,
DC 20036