| 26th Floor, Two ifc | ||||
| 8 Century Boulevard | ||||
| Shanghai 200120 | ||||
| People’s Republic of China | ||||
| Tel: +86.21.6101.6000 Fax: +86.21.6101.6001 | ||||
| www.lw.com | |||
FIRM / AFFILIATE OFFICES | ||||
| Abu Dhabi | Milan | |||
| Barcelona | Moscow | |||
| Beijing | Munich | |||
| May 8, 2015 | Boston | New Jersey | ||
| Brussels | New York | |||
| Century City | Orange County | |||
| Chicago | Paris | |||
| VIA EDGAR | Doha | Riyadh | ||
| Dubai | Rome | |||
| CONFIDENTIAL | Düsseldorf | San Diego | ||
| Frankfurt | San Francisco | |||
| Hamburg | Shanghai | |||
| Mara L. Ransom, Assistant Director | Hong Kong | Silicon Valley | ||
| Jennifer López, Staff Attorney | Houston | Singapore | ||
| Jennifer Thompson, Accounting Branch Chief | London | Tokyo | ||
| Lisa Sellars, Staff Accountant | Los Angeles | Washington, D.C. | ||
| Madrid | ||||
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-3628
| Re: | Baozun Inc. |
Amendment No. 2 to Registration Statement on Form F-1
File No. 333-203477
Dear Ms. Ransom, Ms. López, Ms. Thompson and Ms. Sellars:
On behalf of our client, Baozun Inc., a company organized under the laws of the Cayman Islands (the “Company”), we enclose herewith for filing via EDGAR with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended, Amendment No. 2 (“Amendment No. 2”) to the Company’s Registration Statement on FormF-1 (the “Registration Statement”).
To facilitate the Staff’s review, the Company has separately delivered to the Staff today (a) four courtesy copies of Amendment No. 2, marked to show changes to Amendment No. 1 to the Registration Statement filed with the Commission on May 5, 2015 (the “May 5 Filing”) and (b) four courtesy copies of Amendment No. 2, marked to show changes to the Registration Statement filed with the Commission on April 17, 2015.
The Company has revised the May 5 Filing to include other information and data to reflect new developments since the May 5 Filing as well as generally to update the Registration Statement. The Company notes that it has included the estimated range of the offering price for its initial public offering and related disclosure in the preliminary prospectus which forms part of Amendment No. 2.
May 8, 2015
Page 2
If you have any questions regarding this letter or Amendment No. 2, please contact the undersigned by phone at +86 21 6101 6018 or via email at karen.yan@lw.com. Questions relating to accounting and auditing matters of the Company may also be directed to Alan Hu of Deloitte Touche Tohmatsu Certified Public Accountants LLP via email at alhu@deloitte.com.cn.
| Respectfully submitted, |
| /s/ Karen M. Yan |
Karen M. Yan of LATHAM & WATKINS LLP |
Enclosures
| cc: | Vincent Wenbin Qiu, Chief Executive Officer, Baozun Inc. |
Beck Chen, Chief Financial Officer, Baozun Inc.
Karen M. Yan, Esq., Latham & Watkins LLP
Leiming Chen, Esq., Simpson Thacher & Bartlett LLP
Alan Hu, Deloitte Touche Tohmatsu Certified Public Accountants LLP