July 26, 2024

Chee Hoong Lew
Chief Executive Officer
WF Holding Limited
Lot 3893, Jalan 4D
Kg. Baru Subang
Seksyen U6, 40150 Shah Alam, Selangor, Malaysia

       Re: WF Holding Limited
           Amendment No. 1 to Draft Registration Statement on Form F-1
           Submitted July 10, 2024
           CIK No. 0001980210
Dear Chee Hoong Lew:

     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
February 20, 2024 letter.

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

1.     We note your response to prior comment 1 and reissue it. Please note
that you must
       identify the number of shares being offered pursuant to Item 501(b)(2)
of Regulation S-K.
       Your disclosure appears to make the offering size dependent upon the
offering price; for
       instance, and without limitation,    The actual number of shares we will
offer will be
       determined based on the actual initial public offering price.    Refer
to Rule 430A, Rule
       424(b), and Questions 227.02 and 227.03 of the Securities Act Rules
Compliance and
       Disclosure Interpretations for additional guidance.
 July 26, 2024
Page 2

Use of Proceeds, page 27

2.     We note your disclosures on pages 4 and 45 that you plan to use a
portion of    the net
       proceeds from this offering to finance the acquisition of an FRP
extruder company and
       other businesses or companies that complement our product offering.
Please revise your
       disclosure in this section to provide the information required by Item
3.C of Form 20-F.
Capitalization, page 29

3.     Please update the capitalization table as of a date no earlier than 60
days prior to the date
       of the document. Refer to Item 3.B of Form 20-F.
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Liquidity and Capital Resources, page 33

4.     Please revise to discuss your material cash requirements in the
short-term and separately
       in the long-term, including your leases and your term loans as disclosed
on pages F-17
       and 34, respectively. Refer to Item 5.B.3 of Form 20-F.
Business
Customers, Sales and Marketing, page 44

5.     We note your revisions in response to prior comment 13 and reissue in
part. Please
       address the part of that comment requesting disclosure as to your
expected timing,
       milestones, and material obstacles to overcome in expanding your
operations in Malaysia
       and Australia. Further, we note your disclosure that for the year ended
December 31,
       2023, approximately 43% of your revenues were generated from sales in
Malaysia,
       whereas in the prior year approximately 70% of your revenues were
generated from sales
       in Malaysia. This disclosure appears inconsistent with your response
that you intend to
       expand your operations in Malaysia. Please revise to clarify. Finally,
please revise your
       MD&A to identify any related trend information that is reasonably likely
to have a
       material effect on your results of operations or financial condition.
Related Party Transactions, page 58

6.     We note your revisions in response to prior comment 15. Please update
this section to also
       provide the information as of the date of the document. Refer to Item
7.B of Form 20-F.
General

7.     We note your response to prior comment 10. Please further revise your
disclosure and/or
       exhibit index to clarify whether the two term loan agreements and their
respective
       ancillary agreements are filed as exhibits.
8.     We note your response to prior comment 17. Please further address the
following:
           Revise the cover page and summary of each prospectus to disclose the
number of
          shares being offered in the other offering.
           Identify the number of shares being offered in the resale offering
on page 8.
           Disclose whether the resale offering is conditioned upon the initial
public offering
          and/or Nasdaq listing.
           Disclosure on page 57 indicates none of the shareholders listed in
the beneficial
 July 26, 2024
Page 3

           ownership table are participating in the resale offering, yet these
shareholders own
           100% of your outstanding shares; revise as appropriate to reconcile
this apparent
           inconsistency.
9.     We note that six shareholders are listed in the table of beneficial
ownership on page 57,
       with disclosure indicating that none are participating in the resale
offering, yet disclosure
       on page 59 indicates that you have six shareholders of record. Please
revise to reconcile
       this apparent inconsistency, or otherwise explain in your tables of
beneficial ownership
       and selling shareholders how the resale shares are held.
10.    Many of the comments contained in this letter have numerous components.
To facilitate
       the staff's analysis of your disclosure, your response letter should
separate each comment
       and component and reproduce the disclosure and the specific location in
your filing where
       you believe the SEC's concern is addressed, including page number
references.
       Please contact Charles Eastman at 202-551-3794 or Hugh West at
202-551-3872 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Jenny O'Shanick at 202-551-8005 or Jennifer Angelini at 202-551-3047
with any other
questions.



                                                             Sincerely,

                                                             Division of
Corporation Finance
                                                             Office of
Manufacturing
cc:   Kevin (Qixiang) Sun