December 3, 2024

Lap Sun Wong
Chief Executive Officer and Chairman of the Board
Hong Kong Pharma Digital Technology Holdings Ltd
Room B1, 5/F., Well Town Industrial Building
13 Ko Fai Road, Yau Tong, Kowloon
Hong Kong

       Re: Hong Kong Pharma Digital Technology Holdings Ltd
           Amendment No. 1 to Registration Statement on Form F-1
           Filed November 21, 2024
           File No. 333-282876
Dear Lap Sun Wong:

     We have reviewed your amended 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. Unless
we note
otherwise, any references to prior comments are to comments in our November 8,
2024 letter.

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

1.     We note your disclosure that your CEO, Mr. Lap Sun Wong, will be your
controlling
       stockholder. Please revise to state, if true, that the controlling
stockholder will have
       the ability to determine certain matters requiring approval by
stockholders, including
       the election of directors, amendment of organizational documents, and
approval of
       major corporate transactions, such as a change in control, merger,
consolidation, or
       sale of assets. Please make conforming revisions wherever you discuss
your
       controlling stockholder.
 December 3, 2024
Page 2
General

2.    We note that slide 13 of your Free Writing Prospectus, filed November 22,
2024,
      states that since mid-September, you have added over 20% of your
warehouse footage
      since by leasing a new facility. To the extent that this development has
materially
      affected your business, please revise your registration statement to
clearly state as
      much. Additionally, please revise to identify the material terms of any
agreements
      associated with the new lease and file any such agreements as exhibits to
the
      registration statement or tell us why you believe you are not required to
do so. Refer
      to Item 601(b)(10) of Regulation S-K.

       Please contact Nasreen Mohammed at 202-551-3773 or Suying Li at
202-551-3335 if
you have questions regarding comments on the financial statements and related
matters. Please contact Rucha Pandit at 202-551-6022 or Mara Ransom at
202-551-3264 with
any other questions.



                                                          Sincerely,

                                                          Division of
Corporation Finance
                                                          Office of Trade &
Services
cc:   Kevin Sun