SecProbe.io

CORRESP
 1
 filename1.htm

 R.
F. Lafferty & Co., Inc.

 40
Wall St, New York, NY 10004

 September
26, 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

 Attn:
Ms. Kate Beukenkamp and Mr. Dietrich King

 Re:
 Idea
 Tech Holding Ltd

 Registration
Statement on Form F-1, as amended (File No. 333-289411)

 Request
for Acceleration of Effectiveness

 Ladies
and Gentlemen:

 Pursuant
to Rule 461 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as
amended, R. F. Lafferty & Co., Inc., as the underwriter, hereby requests acceleration of the effective date of the above-referenced
Registration Statement so that it will become effective at 5:00 p.m., Eastern Time, on September 30, 2025, or as soon thereafter as practicable.

 Pursuant
to Rule 460 under the Act, we wish to advise you that we have distributed as many copies of the Preliminary Prospectus dated September
9, 2025, to selected dealers, institutions and others as appears to be reasonable to secure adequate distribution of the preliminary
prospectus.

 The
undersigned confirms that it has complied and will continue to comply with, and it has been informed or will be informed by participating
dealers that they have complied or will comply with, Rule 15c2-8 promulgated under the Securities Exchange Act of 1934, as amended, in
connection with the above-referenced issue.

 Very
truly yours,

 R.
F. Lafferty & Co., Inc.

 By:
 /s/
 Robert Hackel

 Name:
 Robert
 Hackel

 Title:
 Chief
 Operating Officer

CORRESP
 1
 filename1.htm

 Idea
Tech Holding Ltd

 Room 721, 7/F Cyberport One

 100 Cyberport Road

 Pokfulam, Hong Kong

 September 26, 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

 Attn: Ms. Kate Beukenkamp and Mr. Dietrich King

 Re:
 Idea Tech Holding Ltd

 Registration Statement on Form F-1, as
amended (File No. 333-289411)

 Request for Acceleration of Effectiveness

 Ladies and Gentlemen:

 In accordance with Rule 461
of the General Rules and Regulations under the Securities Act of 1933, as amended, Idea Tech Holding Limited hereby requests acceleration
of the effectiveness of the above-referenced Registration Statement on Form F-1, as amended, so that such Registration Statement
will become effective at 5:00 p.m., Eastern Time, on September 30, 2025, or as soon thereafter as practicable.

 The Company understands that
the Commission will consider this request for acceleration of the effective date of the Registration Statement as a confirmation of the
fact that the Company is aware of its responsibilities under the Securities Act as they relate to the proposed public offering of the
securities specified in the Registration Statement.

 Very truly yours,

 Idea Tech Holding Limited

 By:
 /s/ Chun Ki Wan

 Name:
 Chun Ki Wan

 Title:
 Chief Executive Officer and Director

CORRESP
 1
 filename1.htm

 Idea
Tech Holding Ltd

 Room 721, 7/F Cyberport One

 100 Cyberport Road

 Pokfulam, Hong Kong

 August 21, 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:
 Abe Friedman

 Joel Parker

 Kate Beukenkamp

 Dietrich King

 Re:
 Idea Tech Holding Ltd

 Registration Statement on Form F-1

 Filed August 8, 2025

 File No. 333-289411

 Dear Mr. Friedman, Mr. Parker, Ms. Beukenkamp,
and Mr. King,

 This letter is being submitted in response to the letter dated August
20, 2025 from the U.S. Securities and Exchange Commission (the " Commission ") in which the staff of the Commission (the
" Staff ") commented on the above-referenced Registration Statement on Form F-1 submitted on August 8, 2025. Concurrently
with the submission of this letter, we hereby transmit, via EDGAR, an amended Registration Statement on Form F-1 ("F-1/A")
for filing with the Commission, which has been revised to reflect the Staff's comments as well as certain other updates to the F-1.

 For the Staff's convenience, the Staff's
comment has been stated below in its entirety, with the Company's response set out immediately underneath such comment. Page references
below in the Company's responses are to the page numbers in Registration Statement. Capitalized terms used but not otherwise defined
herein have the meanings set forth in the Registration Statement.

 Registration Statement on Form F-1

 Capitalization, page 64

 1.
 Please remove your pro forma as adjusted (Over-allotment option exercised) column. In addition, remove the similar column and related disclosures in your dilution disclosure.

 RESPONSE : We note the Staff's
comment, and in response hereto, respectfully advise the Staff that we have revised the Capitalization section of page 64 of the F-1/A
to remove the "Pro forma as adjusted (Over-allotment option exercised)" column and the corresponding similar column and related
disclosures in the Dilution section on page 65 of the F-1/A.

 Dilution, page 65

 2.
 Please review your dilution table for accuracy. In this regard, based on your disclosures of your net tangible book value per share as of 12/31/2024 of $0.06, and your pro forma net tangible book value per ordinary share of $0.58 after the offering, it would appear the increase attributable to new investors would be $0.52 as disclosed in the preceding paragraph. Further, it would appear your dilution per ordinary share to new investors in this offering would be $3.92. Please revise or advise.

 RESPONSE : We note the Staff's
comment, and in response hereto, respectfully advise the Staff that we have revised the Dilution table and related disclosure on page
65 of the F-1/A for consistency with the described calculations. The revised disclosure reflects a net tangible book value per share as
of December 31, 2024 of $0.06, a pro forma net tangible book value per ordinary share after the offering of $0.58, an increase attributable
to new investors of $0.52, and dilution to new investors in this offering of $3.92 per ordinary share.

 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 the Company's securities counsel William S. Rosenstadt, Esq. or Yarona L. Yieh, Esq. of Ortoli Rosenstadt LLP at
wsr@orllp.legal or yly@orllp.legal.

 Very truly yours,

 /s/ Chun Ki Wan

 Name:
 Chun Ki Wan

 Title:
 Chief Executive Officer

<DOCUMENT>
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<FILENAME>filename2.txt
<TEXT>
 August 20, 2025

Chun Ki Wan
Chief Executive Officer
Idea Tech Holding Ltd
Room 721, 7/F Cyberport One
100 Cyberport Road
Pokfulam, Hong Kong

 Re: Idea Tech Holding Ltd
 Registration Statement on Form F-1
 Filed August 8, 2025
 File No. 333-289411
Dear Chun Ki Wan:

 We have reviewed your registration statement and have the following
comment(s).

 Please respond to this letter by amending your registration statement
and providing
the requested information. 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 any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments.

Registration Statement on Form F-1
Capitalization, page 64

1. Please remove your pro forma as adjusted (Over-allotment option
exercised) column.
 In addition, remove the similar column and related disclosures in your
dilution
 disclosure.
Dilution, page 65

2. Please review your dilution table for accuracy. In this regard, based on
your
 disclosures of your net tangible book value per share as of 12/31/2024
of $0.06, and
 your pro forma net tangible book value per ordinary share of $0.58 after
the offering,
 it would appear the increase attributable to new investors would be
$0.52 as disclosed
 in the preceding paragraph. Further, it would appear your dilution per
ordinary share
 to new investors in this offering would be $3.92. Please revise or
advise.
 August 20, 2025
Page 2

 We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence
of action by the staff.

 Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

 Please contact Abe Friedman at 202-551-8298 or Joel Parker at
202-551-3651 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Kate Beukenkamp at 202-551-3861 or Dietrich King at 202-551-8071 with
any other
questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Trade &
Services
cc: Yarona L Yieh
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 Idea
Tech Holding Ltd

 Room 721, 7/F Cyberport One

 100 Cyberport Road

 Pokfulam, Hong Kong

 August 8, 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:
 Abe Friedman

 Joel Parker

 Kate Beukenkamp

 Dietrich King

 Re:
 Idea Tech Holding Ltd

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

 Submitted July 9, 2025

 CIK No. 0002045440

 Dear Mr. Friedman, Mr. Parker, Ms. Beukenkamp,
and Mr. King,

 This letter is being submitted in response to
the letter dated July 15, 2025 from the U.S. Securities and Exchange Commission (the " Commission ") in which the staff
of the Commission (the " Staff ") commented on the above-referenced Amendment No. 2 to Draft Registration Statement on
Form F-1 submitted on July 9, 2025. An amended registration statement on Form F-1 (the "Registration Statement") is being
filed publicly to accompany this letter.

 For the Staff's convenience, the Staff's
comment has been stated below in its entirety, with the Company's response set out immediately underneath such comment. Page references
below in the Company's responses are to the page numbers in Registration Statement. Capitalized terms used but not otherwise defined
herein have the meanings set forth in the Registration Statement.

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

 Capitalization, page 64

 1.
 Please update your capitalization table to be consistent with the most recent balance sheet included in your filing.

 RESPONSE : In response to the Staff's
comment, we have updated the capitalization table on page 64 of the Registration Statement to be consistent with the most recent balance
sheet included in the Registration Statement.

 Dilution, page 65

 2.
 The company's net tangible benefit is provided as of June 30, 2024, please ensure your dilution disclosures are consistent with the most recent balance sheet included in your filing.

 RESPONSE : In response to the Staff's
comment, we have updated the "Dilution" section on page 65 of the Registration Statement to be consistent with the most recent
balance sheet included in the Registration Statement.

 Index to Unaudited Interim Consolidated Financial Statements, page
F-1

 3.
 Your index for your unaudited interim consolidated financial statements refers to the periods as of, and for the years ended June 30, 2023 and 2024. Please revise accordingly.

 RESPONSE : In response to the Staff's
comment, we have revised the index to correctly reflect that the unaudited interim consolidated financial statements refers to the periods
as of, and for the six months ended December 31, 2023 and 2024.

 4.
 Your audited financial statements are currently older than 12 months and this is an initial public offering. Accordingly, please update your financial statements pursuant to Item 8.A.4 of Form 20-F or provide the appropriate representation in an exhibit. Refer to Instruction 2 to Item 8.A.4 of Form 20-F.

 RESPONSE : We note the Staff's
comment and, in response thereto, respectfully advise the Staff that we have filed the Request for Waiver and Representation under Item
8.A.4 of Form 20-F, as Exhibit 99.8 to the Registration Statement. We respectfully advise the Staff that the Company is currently in the
process of preparing the updated financial information for the year ended June 30, 2025, thus, the updated financial statements and other
financial information in the filing will be submitted once ready.

 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 the Company's securities counsel William S. Rosenstadt, Esq. or Yarona L. Yieh, Esq. of Ortoli Rosenstadt LLP at
wsr@orllp.legal or yly@orllp.legal.

 Very truly yours,

 /s/ Chun Ki Wan

 Name:
 Chun Ki Wan

 Title:
 Chief Executive Officer

<DOCUMENT>
<TYPE>TEXT-EXTRACT
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<FILENAME>filename2.txt
<TEXT>
 July 15, 2025

Chun Ki Wan
Chief Executive Officer
Idea Tech Holding Ltd
Room 721, 7/F Cyberport One
100 Cyberport Road
Pokfulam, Hong Kong

 Re: Idea Tech Holding Ltd
 Amendment No. 2 to Draft Registration Statement on Form F-1
 Submitted July 9, 2025
 CIK No. 0002045440
Dear Chun Ki Wan:

 We have reviewed your amended draft registration statement and have the
following
comment(s).

 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 28, 2025 letter.

Amendment No. 2 to Draft Registration Statement on Form F-1
Capitalization, page 64

1. Please update your capitalization table to be consistent with the most
recent balance
 sheet included in your filing.
Dilution, page 65

2. The company's net tangible benefit is provided as of June 30, 2024,
please ensure your
 dilution disclosures are consistent with the most recent balance sheet
included in your
 filing.
 July 15, 2025
Page 2

Index to Unaudited Interim Consolidated Financial Statements, page F-1

3. Your index for your unaudited interim consolidated financial statements
refers to the
 periods as of, and for the years ended June 30, 2023 and 2024. Please
revise
 accordingly.
4. Your audited financial statements are currently older than 12 months and
this is an
 initial public offering. Accordingly, please update your financial
statements pursuant
 to Item 8.A.4 of Form 20-F or provide the appropriate representation in
an exhibit.
 Refer to Instruction 2 to Item 8.A.4 of Form 20-F.
 Please contact Abe Friedman at 202-551-8298 or Joel Parker at
202-551-3651 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Kate Beukenkamp at 202-551-3861 or Dietrich King at 202-551-8071 with
any other
questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Trade &
Services
cc: Yarona L Yieh
</TEXT>
</DOCUMENT>

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 April 28, 2025

Chun Ki Wan
Chief Executive Officer
Idea Tech Holding Ltd
Room 721, 7/F Cyberport One
100 Cyberport Road
Pokfulam, Hong Kong

 Re: Idea Tech Holding Ltd
 Draft Registration Statement on Form F-1
 Submitted April 1, 2025
 CIK No. 0002045440
Dear Chun Ki Wan:

 We have reviewed your draft registration statement and have the following
comment(s).

 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.

Draft Registration Statement on Form F-1
Prospectus Summary, page 1

1. Please revise your disclosure here and in your Business section to
balance your
 discussion under the subheadings "Our Competitive Strengths" and "Our
Growth
 Strategies" with discussion of the challenges you and your business may
face. We
 note the subsection titled "Our Challenges" beginning on page 86 of your
Business
 section. Additionally, we note the bulleted list and discussion under
your risk
 factor beginning "We have a limited operating history. As such, our
historical results
 of operations..." on page 18 discussing competitive pressures in the
STEM
 educational market.
 April 28, 2025
Page 2

We are exposed to the concentration risk of reliance on our largest
supplier..., page 28

2. For context and clarity, please revise this risk factor to provide a
cross-reference to
 your section titled "Related Party Transactions" on page 107. We note
that Next
 Education Limited is a related party engaged in tutor management
services that
 accounted for 7.88% of revenues and 19.18% of your total cost of
revenues for the
 year ended June 30, 2024.
Risk Factors
Risks Related to our Business and Industry
Our executive officers and directors hold certain management positions..., page
35

3. Please revise your disclosure here to state whether any of the companies
where your
 executive officers and directors are currently serving on the board and
management
 team, for which they may be entitled to substantial compensation, are
reflected in your
 Related Party Transactions disclosure. Revise accordingly, including
stating the
 names of applicable companies and providing a cross-reference this
section. For
 example, we note your table on page 107 reflecting major related parties
and their
 relationships with the company.
Management's Discussion and Analysis...
Business Overview
Continued growth of the market for the STEM educational program..., page 67

4. Please revise your statement here and elsewhere as appropriate that you
have achieved
 "relatively stable" income during the part two fiscal years to more
accurately reflect
 your current financial results, including net income. In this regard, we
note that you
 experienced a 10.65% decrease in revenues and a 23.38% decrease in net
income
 from the years ended June 30, 2023 to 2024. We also note your discussion
at the top
 of page 70 discussing the impact of the COVID-19 pandemic on results for
fiscal year
 2023, including a substantial increase in revenue that you state does
not imply that
 your operating performance for the year ended June 30, 2024, "has ceased
to grow."
Industry, page 78

5. Please revise this section of your prospectus to update certain
statistics and dates as
 applicable to reflect data, including HKD or USD figures and
percentages, reflective
 of 2024. In this regard, we note that the graph on page 79, for example,
reflect
 projected "Total Revenue of Robotics Programming Education Market, Hong
Kong
 2019-2028E" with the total revenue for 2024 as estimated. By way of
further example,
 the figure on page 82 reflects rankings based on sales revenues as of
2023; however, it
 is now the second quarter of 2025. For accuracy and consistency, please
update
 accordingly.
 April 28, 2025
Page 3
Business
Our Growth Strategies
Phase 1 - Nationwide Business Rollout, page 86

6. Please briefly expand your discussion here and elsewhere as appropriate
to explain
 what is entailed in "seeking local cooperation" in executing your
planned growth
 across mainland China.
Our Products and Services
Software and Hardware Products, page 87

7. Please revise your disclosure here and elsewhere throughout your
registration
 statement to briefly expand your discussion of your relationship with
DJI and High
 Great. Specifically, expand your discussion to clarify what is entailed
in by being the
 "exclusive partner" of DJI as well as the nature of your "partnerships"
with each
 entity, respectively. Last, please revise to explain the relationship
with iFlight
 Technology Company Limited and DJI as we note that you state that
iFlight provides
 you with DJI drones but your discussion elsewhere refers to you as the
"partner of
 DJI." We note that your disclosure elsewhere, including in your Risk
Factors section
 reflecting that a portion of your customer base and brand recognition in
Hong Kong
 depends on these partnerships.
Our Suppliers, page 90

8. Please revise your disclosure here and elsewhere as applicable to expand
your
 discussion of your relationships with your key suppliers. Specifically,
discuss whether
 you have entered into written agreements with each of these parties,
respectively, and
 if so, the key terms of any agreements (e.g., duration). We note the
placeholders in
 your Exhibit Index for certain agreements to be file as Exhibits
10.7-10.10.
9. Revise your discussions to make clear whether you employ the mentors
offered by
 Next Education Limited, or whether you engage in contractual
arrangements for the
 supply of these individuals to facilitate your STEM education offerings
to schools.
 Additionally, briefly expand your disclosure here and elsewhere as
appropriate to
 discuss how these mentors enable you to "tailor training courses"
specifically to your
 school clients.
Properties, page 91

10. Please revise your disclosure to provide any updates regarding your
lease agreements.
 We note that the two lease agreements related to a use of "store and
demonstration"
 reflected here have a term that expires May 31, 2025. To the extent
applicable, revise
 your disclosure to reflect the impact to your business operations or
otherwise if you do
 not intend to continue leasing spaces at these locations.
Regulations, page 93

11. Revise to disclose the material effects the various government
regulations discussed
 here have on your business. Refer to Item 4.B.8. of Form 20-F.
 April 28, 2025
Page 4
Financial Statements, page F-1

12. Please provide updated financial statements and related disclosures as
required by
 Item 8.A.5 of Form 20-F.
General

13. Please provide us with supplemental copies of all written
communications, as defined
 in Rule 405 under the Securities Act, that you, or anyone authorized to
do so on your
 behalf, have presented or expect to present to potential investors in
reliance on Section
 5(d) of the Securities Act, whether or not you retained, or intend to
retain, copies of
 those communications.

 Please contact Abe Friedman at 202-551-8298 or Joel Parker at
202-551-3651 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Kate Beukenkamp at 202-551-3861 or Dietrich King at 202-551-8071 with
any other
questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Trade &
Services
cc: Yarona L Yieh
</TEXT>
</DOCUMENT>