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                              November 17, 2022

       Tim Hoi Ching
       Chief Executive Officer
       Raytech Holding Ltd
       Unit 609, 6/F, Nan Fung Commercial Centre
       No. 19 Lam Lok Street
       Kowloon Bay, Hong Kong

                                                        Re: Raytech Holding Ltd
                                                            Draft Registration
Statement on Form F-1
                                                            Submitted October
21, 2022
                                                            CIK No. 0001948443

       Dear Tim Hoi Ching:

              We have reviewed your draft registration statement and have the
following comments. In
       some of our comments, we may ask you to provide us with information so
we may better
       understand your disclosure.

              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 our comments apply 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 these
comments and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments.

       Draft Registration Statement on Form F-1

       Cover Page

   1.                                                   We note your disclosure
that you will be a controlled company after the closing of this
                                                        offering. Please
disclose on the prospectus cover (i) the percent of voting power that your
                                                        Chief Executive Officer
will control after completion of the offering, (ii) that you will be
                                                        considered to be a
controlled company, and (iii) whether you intend to take advantage of
                                                        the controlled company
exemptions under the Nasdaq rules. Please also conform
                                                        disclosure in the
summary that indicates you "may" choose to rely on such exemptions,
                                                        for example on pages 9
and 19.
 Tim Hoi Ching
Raytech Holding Ltd
November 17, 2022
Page 2
Commonly Used Defined Terms, page ii

2.       Please revise the definition of "we" or "us" to refer solely to the
registrant, consistent with
         the definition on the prospectus cover page. Consider defining a
different term, such as
         "Raytech," to refer to the consolidated company where appropriate.
Prospectus Summary, page 1

3.       We note that your disclosure regarding regulatory approvals is limited
to governmental
         authorities in mainland China, for example on pages 14 and 17. Please
revise to disclose
         each permission or approval that you or your subsidiary is required to
obtain from Chinese
         authorities (including Hong Kong) to operate your respective business
and to offer the
         securities being registered to foreign investors. State whether you or
your subsidiary
         is covered by permissions requirements from the China Securities
Regulatory
         Commission (CSRC), Cyberspace Administration of China (CAC) or any
other
         governmental agency that is required to approve your or your
subsidiary   s operations, and
         state affirmatively whether you and your subsidiary have received all
requisite
         permissions or approvals and whether any permissions or approvals have
been denied.
         Please also describe the consequences to you and your investors if you
or your subsidiary:
         (i) do not receive or maintain such permissions or approvals, (ii)
inadvertently conclude
         that such permissions or approvals are not required, or (iii)
applicable laws, regulations, or
         interpretations change and you are required to obtain such permissions
or approvals in the
         future.
4.       Please revise disclosure that indicates no permissions or approvals
are required from
         Chinese authorities, including CAC review, to disclose how you
determined this. If you
         relied on counsel, identify counsel and file an exhibit. If you did
not consult counsel,
         provide an explanation as to why you did not consult counsel. Please
expand or revise
         related risk factors as appropriate.
5.       Please revise your disclosure regarding the legal and operational
risks associated with
         being based in or having the majority of the company   s operations in
China to additionally
         include the risks related to your primary manufacturer, Zhongshan
Raytech, and to assess
         the potential consequences of such risks to you and your investors.
Risk Factors, page 23

6.     Please tailor your risk factors to more closely reflect your business
and the risks to which
       you are subject. In this regard, we note references to "segments" and
"service, practice or
       industry offerings," as well as related terms, which do not appear to
reflect your actual
FirstName LastNameTim Hoi Ching
       business. In addition, please reconcile references to "historical rate
of growth" and
Comapany   NameRaytech
       "limited            Holdingon
                operating history"   Ltdpage 26, and revise the reference to
"financial consultancy
       industries"
November   17, 2022onPage
                      page252.
FirstName LastName
 Tim Hoi Ching
FirstName LastNameTim   Hoi Ching
Raytech Holding Ltd
Comapany 17,
November  NameRaytech
              2022      Holding Ltd
November
Page 3    17, 2022 Page 3
FirstName LastName
Although our business operations so far have not been materially and adversely
affected by the
outbreak of the coronavirus . . . . , page 28

7.       We note your disclosure that the closure of the border between Hong
Kong and mainland
         China impeded Pure Beauty   s "ability to contact with" its two
manufacturers. Please
         revise to clarify whether and how this impacted your operations. We
further note
         disclosure that describes risks hypothetically; for instance, and
without limitation, the
         "pandemic may adversely affect the manufacturing, logistic and
delivery of our products"
         and "our manufacturers may not timely receive their raw materials,
parts and
         components." Please revise to describe the actual impacts you have
experienced and to
         assess the effect on your business, financial condition, and results
of operations.
Our Business, page 78

8.       We note your disclosure that a single customer, identified as K***,
accounted for 97-98%
         of your revenues in the past two fiscal years. In addition, your
disclosure includes various
         statements regarding the market position and business of K***. In
light of your
         dependency on this customer and the statements being made about it,
please disclose the
         identity of K*** or advise.
9.       We note your description of product sourcing on page 80. Please
disclose additional
         information regarding payment terms and risk allocation, to clarify
who bears the costs
         and risks of loss at various stages of this process. For example, and
without limitation,
         clarify which party pays for the production of prototypes and bears
the risk of shipping
         delay or loss.
Management, page 92

10.      Please revise your biographical disclosure to clarify whether Mr.
Ching, as well as your
         director nominees, hold other directorships. Refer to Item 4 of Form
F-1 and Item 6.A. of
         Form 20-F.
Related Party Transactions, page 98

11.      Please revise disclosure under the caption "Due to related party" to
reconcile the apparent
         inconsistency with Note 9 to the financial statements, "Amount due
from a director."
12.      Please revise your disclosure to describe the lease with Raytech
Holdings Company
         Limited. Please also file the lease as an exhibit to your registration
statement pursuant to
         Item 601(b)(10) of Regulation S-K, or advise.
 Tim Hoi Ching
FirstName LastNameTim   Hoi Ching
Raytech Holding Ltd
Comapany 17,
November  NameRaytech
              2022      Holding Ltd
November
Page 4    17, 2022 Page 4
FirstName LastName
Financial Statements
Notes to Consolidated Financial Statements
Note 2 - Summary of Significant Accounting Policies and Practices
Revenue Recognition, page F-11

13.      You disclosure indicates that you generate revenue through sourcing
and wholesaling of
         beauty products and revenue is recognized when product is loaded on
ships. However, we
         note from the prospectus summary that you also provide two different
types of
         services   product sourcing and product co-development. Please revise
your disclosure to
         include your policy for recognizing revenue for each type of service.
Signatures, page II-4

14.      Tell us where Form F-1 requires that the document be signed by the
"Chief Financial
         Officer Nominee." If that signature is not required, please revise to
indicate who will be
         signing in the capacity of Principal Financial Officer and Principal
Accounting
         Officer/Controller.
General

15.      Please revise the paragraph following the table on contents on page i
to remove references
         to reports filed with the Securities and Exchange Commission and
documents
         incorporated by reference.
16.      Reconcile your disclosure throughout regarding whether you will rely
on "home country"
         or "controlled company" exemptions cited in your disclosure. As one
example, on page
         49, you state you will rely on home country exemptions, and will not
have a majority of
         independent directors. However, on pages 19-20, you say you will not
rely on controlled
         company exemptions, and will have a majority of independent directors.
       You may contact Heather Clark at 202-551-3624 or Hugh West at
202-551-3872 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Jennifer Angelini at 202-551-3047 or Geoffrey Kruczek at 202-551-3641
with any other
questions.



                                                               Sincerely,

                                                               Division of
Corporation Finance
                                                               Office of
Manufacturing
cc:      Arila Zhou