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 May 20, 2025

Jos Fl vio Ferreira Ramos
Chief Financial Officer
BR Advisory Partners Holdings S.A.
3,732, Floor 28, CEP 04538-132
Avenida Brigadeiro Faria Lima
S o Paulo, Brazil

 Re: BR Advisory Partners Holdings S.A.
 Draft Registration Statement on Form 20FR12B
 Submitted March 7, 2025
 CIK No. 0002058601
Dear Jos Fl vio Ferreira Ramos:

 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 April 3, 2025 letter.

Amendment No. 1 to Draft Registration Statement on Form 20FR12B
A significant portion of our revenue may be derived from a limited number of
client
engagements, page 14

1. We note that your disclosure on page 14 attributing the decrease in the
number of
 investment banking transactions during the year ended December 31, 2024
to certain
 macroeconomic and political factors appears contradictory to your
disclosure on page
 79 attributing the increase in client revenue generated by investment
banking
 transactions to an improved macroeconomic environment in 2024. Please
revise your
 disclosure, as necessary, to clarify whether the macroeconomic
environment improved
 May 20, 2025
Page 2

 or deteriorated during the year ended December 31, 2024 and to clearly
explain the
 impact on both the number and volume of investment banking transactions
as well as
 the amount of client revenue generated by investment banking
transactions.
2. We note your response to comment 4. Please disclose whether you have
experienced
 concentration in clients during the periods reported, or advise.
Changes in interest rates may adversely affect us, page 21

3. We note your response to comment 5 and your disclosure that a
significant portion of
 your revenues, expenses and liabilities are directly tied to interest
rates. Please further
 describe how your revenues, expenses and liabilities are tied to
interest rates. For
 example, we note your disclosure that your total revenues increased in
the year ended
 December 31, 2024, compared to the year ended December 31, 2023, and the
average
 SELIC rate during that period decreased. We also note your disclosure
that your total
 revenue increased in the year ended December 31, 2023, compared to the
year ended
 December 31, 2022, and the average SELIC rate increased. It is unclear
from this
 example how the interest rate environment affects your revenues. Please
revise your
 disclosure to describe how the current interest rate environment affects
your business.
ADS Holders may not be entitled to a jury trial, page 23

4. This risk factor discusses the impact of the waiver of jury trial
contained in the ADS
 agreement. Please add a separate risk factor that discusses the fact
that investors must
 bring a suit under the ADS agreement in state or federal courts in New
York, which
 may make it more difficult for ADS holders to enforce their rights,
including under
 the federal securities laws.
Digital Platform, page 31

5. We note your response to comment 8. Please clarify in your disclosure
whether your
 digital platform is currently operational and being used by your
clients. If it is not
 operational, please disclose the status of development of your digital
platform.
6. We note your response to comments 9 and 11. Please further describe the
digital
 support you provide your clients. For example, describe how the platform
will
 facilitate digital interactions.
Number and Volume of Transactions, page 79

7. We note your response to comment 23 and your revised disclosure on page
79. Please
 further expand your disclosure to elaborate on the specific components
of the
 macroeconomic environment that improved and to better describe why
investment
 banking revenue increased despite a smaller number and volume of
transactions. In
 addition, please revise your disclosure to include additional metrics
(e.g., average size
 of investment banking transactions, fee rates, etc.) to help explain the
increase in
 revenue.
8. Please expand your disclosure to better describe how the type of
advisory service
 provided in your investment banking transactions impacts the
relationship between
 transaction volume and revenue.
 May 20, 2025
Page 3

Investment Banking - Investment Banking and Capital Markets, page 80

9. Please expand your disclosure to better describe the specific components
of the
 Brazilian macroeconomic environment that improved during 2023 compared
to 2022.
Administrative expenses, page 81

10. We note your response to comment 29 and your revised disclosure on page
83 that
 expenses with outsourced services (which relate to referral fees paid to
third-party
 commercial service providers) are determined through negotiation. Please
enhance
 your disclosure to describe the typical terms of these referral fee
agreements with
 third-party commercial service providers and securities distributors. In
addition,
 please expand your disclosure to better describe the underlying reasons
for the
 increase in expenses with outsourced services, specifically addressing
the extent to
 which the increase was associated with volume and/or fee rates and
explaining any
 material fluctuations in these factors.
Results of Operations for the Years Ended December 31, 2024 and 2023, page 82

11. Please revise your disclosure, where appropriate, to reconcile the
tabular presentation
 of total revenues by business line as presented on page 79 to the
tabular presentation
 of results of operations on page 82. In addition, please revise your
discussion of the
 principal components of results of operations beginning on page 81
and/or your
 results of operations discussion beginning on page 82 to allow a reader
to better
 understand how each business line impacts the principal components of
the
 consolidated statements of profit or loss and to explain, in more
detail, any material
 revenue fluctuations in each business line.
Financial assets at fair value through profit or loss, page 87

12. We note your disclosure that the increase in financial assets at fair
value through
 profit or loss was primarily due to the acquisition of CRIs, which are
classified as
 private securities. We also note your disclosure on page F-32 that CRIs
and total
 private securities classified as financial assets at fair value through
profit or loss
 decreased in fiscal year 2024. Please revise your disclosure to explain
the offsetting
 factors to the acquisition of CRIs that resulted in the decrease in CRIs
and total
 private securities.
13. Please expand your discussion of financial assets at fair value through
profit or loss to
 discuss the underlying reasons for the increase in government bonds,
which appears to
 be the primary driver of the increase of financial assets at fair value
though profit or
 loss during the year ended December 31, 2024.
Investment fund quotas, page 88

14. We note your response to comment 19 and your revised disclosure that
investment
 fund quotas consist of your proprietary participation in the private
funds within your
 investment operations and FIDCs (i.e. creditor rights investment funds).
Please revise
 your disclosure to describe the nature of the private funds, the extent
of your
 participation in these funds, and the approximate amount or percentage
of private
 funds versus FIDCs that are included within investment fund quotas.
 May 20, 2025
Page 4

Major Shareholders, page 100

15. We note your response to comment 35. Please disclose the natural person
or persons
 who having and dispositive controls of the shares of Brapinvest IV Fundo
de
 Investimento em Participa es Multiestrat gia and Brapinvest
Fundo de
 Investimento em Participa es Multiestrat gia, or advise.
Note 19c. Third party fund management (unaudited), page F-45

16. We note your response to comment 42. Please tell us why your lack of
custody
 prevents you from providing a rollforward of your investment funds and
shareholders
 equities under management. Alternatively, revise your discussion of
operating and
 financial review and prospects beginning on page 77 to include the
requested
 rollforward and to discuss any significant trends or concentrations in
the funds.
17. Please revise your disclosure, where appropriate, to explain the key
differences
 between investment funds and shareholders equities under management,
which
 according to disclosure on page F-45, totaled R$2.4 billion and R$885.9
million at
 December 31, 2024 and 2023 and wealth under advisory, which according to
 disclosure on pages 30, 37, 43, 79 and 80 totaled R$4.7 billion and
R$2.3 billion at
 these same period ends.
 Please contact Ben Phippen at 202-551-3697 or Marc Thomas at
202-551-3452 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Madeleine Joy Mateo at 202-551-3465 or Christian Windsor at
202-551-3419 with
any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Finance
cc: John Guzman, Esq.
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