SEC Comment Letter for BAO Holding Ltd. (BAO) (CIK 0002049184) — Feb 19, 2025
BAO Holding Ltd. (BAO) (CIK 0002049184)
Date: Feb. 19, 2025 · CIK: 0002049184 · Accession: 0000000000-25-001943
AI Filing Summary & Sentiment
Letter
February 19, 2025 Andrew Lee Chairman BAO Holding Limited Unit A4, 5/F Tsing Yi Industrial Centre Phase 1 Nos. 1-33 Cheung Tat Road Tsing Yi, New Territories Hong Kong Re:BAO Holding Limited Amendment No. 1 to Draft Registration Statement on Form F-1 Submitted February 6, 2025 CIK No. 0002049184 Dear Andrew Lee: 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 January 16, 2025 letter. Amendment No. 1 to Draft Registration Statement on Form F-1 Risk Factors, page 19 We note your response to prior comment 6. Please revise to disclose the other companies Mr. Lee has positions with along with the number of hours per week he allocates to each of these other companies. Additionally, we continue to believe a risk factor discussion discussing risks resulting from Mr. Lee's positions with other companies, and his allocation of time to these other companies, would be appropriate 1.
February 19, 2025 Page 2 here. Exhibit Index, page II-4 2.We note that your exhibits have not been filed in a text-searchable format. Please refile these exhibits in a text-searchable format. Please contact Joyce Sweeney at 202-551-3449 or Chris Dietz at 202-551-3408 if you have questions regarding comments on the financial statements and related matters. Please contact Aliya Ishmukhamedova at 202-551-7519 or Mitchell Austin at 202-551-3574 with any other questions. Sincerely, Division of Corporation Finance Office of Technology cc:Darrin M. Ocasio, Esq.
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February 19, 2025
Andrew Lee
Chairman
BAO Holding Limited
Unit A4, 5/F
Tsing Yi Industrial Centre Phase 1
Nos. 1-33 Cheung Tat Road
Tsing Yi, New Territories
Hong Kong
Re:BAO Holding Limited
Amendment No. 1 to Draft Registration Statement on Form F-1
Submitted February 6, 2025
CIK No. 0002049184
Dear Andrew Lee:
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 January 16, 2025 letter.
Amendment No. 1 to Draft Registration Statement on Form F-1
Risk Factors, page 19
We note your response to prior comment 6. Please revise to disclose the other
companies Mr. Lee has positions with along with the number of hours per week he
allocates to each of these other companies. Additionally, we continue to believe a risk
factor discussion discussing risks resulting from Mr. Lee's positions with other
companies, and his allocation of time to these other companies, would be appropriate 1.
February 19, 2025
Page 2
here.
Exhibit Index, page II-4
2.We note that your exhibits have not been filed in a text-searchable format. Please
refile these exhibits in a text-searchable format.
Please contact Joyce Sweeney at 202-551-3449 or Chris Dietz at 202-551-3408 if you
have questions regarding comments on the financial statements and related matters. Please
contact Aliya Ishmukhamedova at 202-551-7519 or Mitchell Austin at 202-551-3574 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:Darrin M. Ocasio, Esq.