July 12, 2024

Sze Ho Chan
Chief Executive Officer
Garden Stage Limited
30th Floor, China Insurance Group Building
141 Des Voeux Road Central
Central, Hong Kong

       Re: Garden Stage Limited
           Drafted Registration Statement on Form F-1
           Submitted June 20, 2024
           CIK 0001954269
Dear Sze Ho Chan:

       We have conducted a limited review of your draft registration statement
and have the
following comment(s).

        Please respond to this letter by providing any requested information
and by publicly filing
your registration statement and non-public draft submission 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 filed
registration statement, we may have additional comments.

Draft Registration Statement on Form F-1 submitted June 20, 2024
Cover Page

1.     Please disclose on the cover page how any regulatory actions related to
data security or
       anti-monopoly concerns in Hong Kong have or may impact your ability to
conduct your
       business, accept foreign investments, or list on a U.S. or foreign
exchange.
2.     Provide a description on the cover page of how cash is transferred
through your
       organization and disclose your intentions to distribute earnings or
settle amounts owed
       under any agreements. State whether any transfers, dividends, or
distributions have been
       made to date between the holding company, its subsidiaries, or to
investors, and quantify
       the amounts where applicable. Provide cross-references to the condensed
consolidating
       schedule and the consolidated financial statements.
 July 12, 2024
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.

        We also remind you that your registration statement must be on file no
later than 48 hours
prior to the requested effective date and time. 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 John Stickel at 202-551-3324 or Susan Block at
202-551-3210 with any
other questions.



                                                            Sincerely,

                                                            Division of
Corporation Finance
                                                            Office of Finance