TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo July 16, 2021 Scott Wolf Chief Executive Officer Digital Health Acquisition Corp. 980 N Federal Hwy #304 Boca Raton, FL 33432 Re: Digital Health Acquisition Corp. DRS Registration Statement on Form S-1 Filed June 30, 2021 File No. 377-05074 Dear Mr. Wolf: We have conducted a limited review of your draft registration statement. In our comment, 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 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 comment and your filed registration statement, we may have additional comments. DRS/A filed on June 30, 2021 Capitalization, page 52 1. We note that you are offering 15,000,000 shares of common stock as part of your initial public offering of units, but only show 14,073,499 shares subject to possible redemption in your Capitalization table. Please tell us how you considered the guidance in ASC 480- 10-S99-3A, which requires securities that are redeemable for cash or other assets to be classified outside of permanent equity if they are redeemable (1) at a fixed or determinable price on a fixed or determinable date, (2) at the option of the holder, or (3) upon the occurrence of an event that is not solely within the control of the holder, in concluding that all 15,000,000 shares were not required to be presented outside of permanent equity and part of shares subject to possible redemption. Scott Wolf Digital Health Acquisition Corp. July 16, 2021 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 15 days 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 filing or amendment prior to the requested effective date of the registration statement. You may contact Ameen Hamady at 202-551-3891 or Kristina Marrone at 202-551- 3429 if you have questions regarding comments on the financial statements and related matters. Please contact Michael Davis at 202-551-4385 or Pam Long at 202-551-3765 with any other questions. Sincerely, FirstName LastNameScott Wolf Division of Corporation Finance Comapany NameDigital Health Acquisition Corp. Office of Real Estate & Construction July 16, 2021 Page 2 cc: Thomas Poletti FirstName LastName