UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2025

Commission File Number: 001-39547

Boqii Holding Limited

Building 9, No. 388, Shengrong Road
Pudong New District, Shanghai 201210

The People’sRepublic of China

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annualreports under cover of Form 20-F or Form 40-F.

Form 20-F ☒      Form 40-F ☐

INFORMATION CONTAINED IN THIS REPORT ON FORM6-K

On August 19, 2025, the boardof directors (the “Board”) of Boqii Holding Limited (the “Company”), in accordance with the FourteenthAmended and Restated Memorandum and Articles of Association of the Company, approved the re-designation of 1,000,000 authorized but unissuedshares, par value US$0.16 each, as 1,000,000 authorized but unissued Class C ordinary shares, par value US$0.16 each (the “ClassC Ordinary Shares”) (the “Re-designation”). The Class C Ordinary Shares carry certain special rights andrestrictions as set forth in the certificate of designation, including: (i) one hundred (100) votes per share, (ii) no conversion intoClass A or Class B ordinary shares of the Company under any circumstances, (iii) no entitlement to receive dividends, and (iv) non-transferabilityunder any circumstances. The Re-designation became effective on the date of the Board’s approval ,and is anticipated to be filed with the Registrar of Companies in the Cayman Islands within 30 days.

On August 19, 2025, as approvedby the audit committee of the Board and the Board, the Company entered into a Securities Subscription Agreement (the “SecuritiesSubscription Agreement”) with Green Mountain Management Limited (the “Subscriber”), a British Virgin Islandsbusiness company. Yingzhi (Lisa) Tang, a director, co-Chief Executive Officer, and Chief Financial Officer of the Company, and Hao (Louis)Liang, Chairman of the Board and Chief Executive Officer of the Company, each owns 50% of the Subscriber. Pursuant to the Securities SubscriptionAgreement, the Company issued and sold to the Subscriber 500,000 Class C Ordinary Shares for a total consideration of $80,000. The issuancewas intended to (i) enhance the Company’s ability to execute long-term business strategies and (ii) enable the Company to raisenew equity capital while maintaining a stable corporate structure and senior management team. Immediately following the issuance, Ms.Tang and Mr. Liang collectively own an aggregate of approximately 17.4% of the Company’s issued and outstanding ordinary sharesand approximately 94.8% of the Company’s total voting power.  The issuance of the Class C Ordinary Shares was pursuant to RegulationS promulgated under the Securities Act of 1933, as amended.

The foregoing description of theSecurities Subscription Agreement and rights attached to Class C Ordinary Shares does not purport to be complete and is qualified in itsentirety by reference to the full text of the Certificate of Designation for Class C Ordinary Shares and the Securities Subscription Agreement,copies of which are filed as Exhibit 3.1 and Exhibit 99.1 hereto, respectively, and incorporated by reference.

INCORPORATION BY REFERENCE

This report on Form 6-K andthe exhibits thereto, including any amendment and report filed for the purpose of updating such documents, shall be incorporated by referenceinto the registration statement on Form F-3, as amended (File No. 333-267919), of the Company, and to be a part thereof from the dateon which this report on Form 6-K is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.

EXHIBIT INDEX

SIGNATURES

Pursuant to the requirements of the SecuritiesExchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: August 19, 2025

2

Exhibit 3.1

Certificate of Designation

Rights and Restrictions of Class C OrdinaryShares

Holders of Class C Ordinary Shares shallat all times vote together with holders of Class A Ordinary Shares and Class B Ordinary Shares as one class all matters submitted to avote by the Members. Each Class C Ordinary Share shall be entitled to one hundred (100) votes on all matters subject to vote at generalmeetings of the Company.

Under no circumstances shall any ClassC Ordinary Shares be converted into Class A Ordinary Shares or Class B Ordinary Shares.

The Class C Ordinary Shares shall notentitle the holders thereof to any right to receive dividends. No dividend shall be declared or paid in respect of the Class C OrdinaryShares, whether in cash, shares, or otherwise, at any time or under any circumstances.

Class C Ordinary Shares may not be sold,transferred, assigned, conveyed, exchanged, gifted, pledged, mortgaged, charged, encumbered, granted any option over, placed in trust,alienated or otherwise disposed of (each, a “Transfer”), whether voluntarily, involuntarily, by operation of law, pursuantto a court order or otherwise. Any purported Transfer in breach of this section shall be null and void ab initio and of no effectwhatsoever as between the purported transferor and transferee and as against the Company.

The Company shall not, and the Directorsshall have no discretion to, register or otherwise record in the Register of Members, any Transfer of a Class C Ordinary Share effectedor purported to be effected in contravention of this section. The Company shall not recognize any such purported transferee (or any personclaiming through or under such transferee) as a member of the Company for any purpose.

If any person purports to acquire orhold any interest in any Class C Ordinary Share in violation of this section, the Company may, without limiting any other right or remedyavailable to it under this section or applicable law, compel the disposition of such interest, redeem or repurchase the relevant ClassC Ordinary Shares at par or such other consideration as may be permissible under the Articles and applicable law, or take such other actionas the Directors deem appropriate to protect the Company and the interests of the members.

Exhibit 10.1

Boqii Holding Limited

Building 9, No. 388, Shengrong Road, Pudong NewDistrict

Shanghai, China 201210

[    ], 2025

Green Mountain Management Limited

Ladies and Gentlemen:

Boqii Holding Limited, a CaymanIslands exempted company (the “Company”), is pleased to accept the offer Green Mountain Management Limited, a BritishVirgin Islands business company(the “Subscriber” or “you”), has made to subscribe for [500,000]Class C ordinary shares of the Company, US$0.16 par value per share (the “Class C Shares”). For the purposes of thisAgreement, references to “Shares” are to, collectively, the Class C Shares and the Company’s Class A ordinaryshares, US$0.16 par value per share and Class B ordinary shares, US$0.16 par value per share. The terms (this “Agreement”)on which the Company is willing to issue the Class C Shares to the Subscriber, and the Company and the Subscriber’s agreements regardingsuch Class C Shares, are as follows:

1. Subscription for Class C Shares.

For the sum of US$[80,000],which the Company acknowledges receiving in cash, the Company hereby agrees to issue the Class C Shares to the Subscriber, and the Subscriberhereby subscribes for the Class C Shares from the Company on the terms and subject to the conditions set forth in this Agreement. Concurrentlywith the Subscriber’s execution of this Agreement, the Company shall update its register of members accordingly.

2. Representations, Warranties and Agreements.

2.1 Subscriber’sRepresentations, Warranties and Agreements. To induce the Company to issue the Class C Shares to the Subscriber, the Subscriber herebyrepresents and warrants to the Company and agrees with the Company as follows:

2.1.1 No Government Recommendationor Approval. The Subscriber understands that no government agency has passed upon or made any recommendation or endorsement of theoffering of the Class C Shares.

2.1.2 No Conflicts.The execution, delivery and performance of this Agreement and the consummation by the Subscriber of the transactions contemplated herebydo not violate, conflict with or constitute a default under (i) the organizational documents of the Subscriber, (ii) any agreement, indentureor instrument to which the Subscriber is a party or (iii) any law, statute, rule or regulation to which the Subscriber is subject, orany agreement, order, judgment or decree to which the Subscriber is subject.

2.1.3 Formation and Authority.The Subscriber is a British Virgin Islands business company, formed and registered and validly existing and in good standing under thelaws of British Virgin Islands and possesses all requisite power and authority necessary to carry out the transactions contemplated bythis Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of the Subscriber, enforceableagainst the Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency,fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principlesof equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

2.1.4 Experience, FinancialCapability and Suitability. The Subscriber is: (i) sophisticated in financial matters and is able to evaluate the risks and benefitsof the investment in the Class C Shares and (ii) able to bear the economic risk of its investment in the Class C Shares for an indefiniteperiod of time because the Class C Shares have not been registered under the Securities Act of 1933, as amended (the “SecuritiesAct”), and therefore cannot be sold unless subsequently registered under the Securities Act or an exemption from such registrationis available. The Subscriber is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protectits own interests. The Subscriber must bear the economic risk of this investment until the Class C Shares are sold pursuant to: (i) aneffective registration statement under the Securities Act or (ii) an exemption from registration available with respect to such sale.The Subscriber is able to bear the economic risks of an investment in the Class C Shares and to afford a complete loss of the Subscriber’sinvestment in the Class C Shares.

2.1.5 Access to Information;Independent Investigation. Prior to the execution of this Agreement, the Subscriber has had the opportunity to ask questions of andreceive answers from representatives of the Company concerning an investment in the Company, as well as the finances, operations, businessand prospects of the Company, and the opportunity to obtain additional information to verify the accuracy of all information so obtained.In determining whether to make this investment, the Subscriber has relied solely on the Subscriber’s own knowledge and understandingof the Company and its business based upon the Subscriber’s own due diligence investigation and the information furnished pursuantto this paragraph. The Subscriber understands that no person has been authorized to give any information or to make any representationswhich were not furnished pursuant to this Section 2 and the Subscriber has not relied on any other representations or information in makingits investment decision, whether written or oral, relating to the Company, its operations and/or its prospects.

2.1.6 Regulation S Offering.The Subscriber understands that the Class C Shares are being offered and sold to him, her or it in reliance on an exemption from the registrationrequirements of United States federal and state securities laws under Regulation S promulgated under the Securities Act and that the Companyis relying upon the truth and accuracy of the representations, warranties, agreements, acknowledgments and understandings of the Subscriberset forth herein in order to determine the applicability of such exemptions and the suitability of the Subscriber to acquire the ClassC Shares.  In this regard, the Subscriber represents, warrants and agrees that:

i. TheSubscriber is not a U.S. Person and is not an Affiliate of the Company and is not acquiring the Class C Shares for the account or benefitof a U.S. Person.  A “U.S. Person” means any one of the following:

(1) organizedor incorporated under the laws of any foreign jurisdiction; and

(2) formedby a U.S. person principally for the purpose of investing in securities not registered under the Securities Act, unless it is organizedor incorporated, and owned, by accredited investors (as defined in Rule 501(a) under the Securities Act) who are not naturalpersons, estates or trusts.

ii. Atthe time of the origination of contact concerning this Agreement and the date of the execution and delivery of this Agreement, the Subscriberwas outside of the United States.

iii. TheSubscriber is not acquiring the Class C Shares as a result of, and will not itself engage in, any “directed selling efforts”(as defined in Rule 902(c) of the U.S. Securities and Exchange Commission (the “SEC”) under the Securities Act) inthe United States in respect of the Class C Shares which would include any activities undertaken for the purpose of, or that could reasonablybe expected to have the effect of, conditioning the market in the United States for the resale of the Class C Shares; provided, however,that the Subscriber may sell or otherwise dispose of the Class C Shares under an exemption from the registration requirements of the SecuritiesAct. “Directed selling efforts” means any activity undertaken for the purpose of, or that could reasonably be expectedto have the effect of, conditioning the market in the United States for any of the Class C Shares being offered in reliance on this RegulationS. Such activity includes placing an advertisement in a publication “with a general circulation in the United States” thatrefers to the offering of securities being made in reliance upon this Regulation S.

iv. TheSubscriber will not, during the period commencing on the date of issuance of the Class C Shares and ending on the 40^th dayof such date, or such shorter period as may be permitted by Regulation S or other applicable securities law (the “RestrictedPeriod”), offer, sell, pledge or otherwise transfer the Class C Shares in the United States, or to a U.S. Person for the accountor for the benefit of a U.S. Person, or otherwise in a manner that is not in compliance with Regulation S.

v. TheSubscriber will, after expiration of the Restricted Period, offer, sell, pledge or otherwise transfer the Class C Shares only pursuantto registration under the Securities Act or an available exemption therefrom and in accordance with all applicable state and foreign securitieslaws.

vi. TheSubscriber was not in the United States engaged in, and prior to the expiration of the Restricted Period will not engage in, any shortselling of or any hedging transaction with respect to the Class C Shares, including without limitation, any put, call or other optiontransaction, option writing or equity swap.

vii. Neitherthe Subscriber nor any person acting on his, her or its behalf has engaged, nor will engage, in any directed selling efforts to a U.S.Person with respect to the Class C Shares and the Subscriber and any person acting on his, her or its behalf has complied and will complywith the “offering restrictions” requirements of Regulation S under the Securities Act.

viii. Thetransactions contemplated by this Agreement have not been pre-arranged with a buyer located in the United States or with a U.S. Person,and are not part of a plan or scheme to evade the registration requirements of the Securities Act.

ix. Neitherthe Subscriber nor any person acting on his, her or its behalf has undertaken or carried out any activity for the purpose of, or thatcould reasonably be expected to have the effect of, conditioning the market in the United States, its territories or possessions, forany of the Class C Shares.  The Subscriber agrees not to cause any advertisement of the Class C Shares to be published in anynewspaper or periodical or posted in any public place and not to issue any circular relating to the Class C Shares, except such advertisementsthat include the statements required by Regulation S under the Securities Act, and only offshore and not in the U.S. or its territories,and only in compliance with any local applicable securities laws.

x. TheSubscriber has carefully reviewed and completed the Investor Suitability Questionnaire annexed hereto as Exhibit A. 

2.1.7 Investment Purposes.The Subscriber is purchasing the Class C Shares solely for investment purposes, for the Subscriber’s own account and not for theaccount or benefit of any other person, and not with a view towards the distribution or dissemination thereof. The Subscriber did notdecide to enter into this Agreement as a result of any general solicitation or general advertising within the meaning of Rule 502 underthe Securities Act.

2.1.8 Restrictions on Transfer.The Subscriber understands the Class C Shares are being offered in a transaction not involving a public offering within the meaning ofthe Securities Act. The Subscriber understands the Class C Shares will be “restricted securities” within the meaning of Rule144(a)(3) under the Securities Act and the Subscriber understands that the certificates or book-entries representing the Class C Shareswill contain a legend in respect of such restrictions. If in the future the Subscriber decides to offer, resell, pledge or otherwise transferthe Class C Shares, such Shares may be offered, resold, pledged or otherwise transferred only pursuant to: (i) registration under theSecurities Act, or (ii) an available exemption from registration. The Subscriber agrees that if any transfer of its Class C Shares orany interest therein is proposed to be made, as a condition precedent to any such transfer, the Subscriber may be required to deliverto the Company an opinion of counsel satisfactory to the Company, subject to the terms and conditions of the Company’s fourteenthamended and restated memorandum and articles of association (as may be amended or restated from time to time, the “Articles”).Absent registration or an exemption, the Subscriber agrees not to resell the Class C Shares.

2.1.9 No Governmental Consents.No governmental, administrative or other third-party consents or approvals are required, necessary or appropriate on the part of the Subscriberin connection with the transactions contemplated by this Agreement.

2.2 Company’s Representations,Warranties and Agreements. To induce the Subscriber to purchase the Class C Shares, the Company hereby represents and warrants tothe Subscriber and agrees with the Subscriber as follows:

2.2.1 Incorporation andCorporate Power. The Company is a Cayman Islands exempted company and is qualified to do business in every jurisdiction in which thefailure to so qualify would reasonably be expected to have a material adverse effect on the financial condition, operating results orassets of the Company. The Company possesses all requisite corporate power and authority necessary to carry out the transactions contemplatedby this Agreement.

2.2.2 No Conflicts.The execution, delivery and performance of this Agreement and the consummation by the Company of the transactions contemplated herebydo not violate, conflict with or constitute a default under (i) the Articles, (ii) any agreement, indenture or instrument to which theCompany is a party or (iii) any law, statute, rule or regulation to which the Company is subject, or any agreement, order, judgment ordecree to which the Company is subject.

2.2.3 Title to Shares.Upon issuance in accordance with, and payment pursuant to, the terms hereof and the Articles, and registration in the register of membersof the Company, the Class C Shares will be duly and validly issued as fully paid and nonassessable. Upon issuance in accordance with,and payment pursuant to, the terms hereof and the Articles, the Subscriber will have or receive good title to the Class C Shares, freeand clear of all liens, claims and encumbrances of any kind, other than (a) transfer restrictions hereunder under the Articles and underthe other agreements to which the Class C Shares may be subject, (b) transfer restrictions under federal and state securities laws, and(c) liens, claims or encumbrances imposed due to the actions of the Subscriber.

2.2.4 No Adverse Actions.There are no actions, suits, investigations or proceedings pending, threatened against or affecting the Company which: (i) seek to restrain,enjoin, prevent the consummation of or otherwise affect the transactions contemplated by this Agreement or (ii) question the validityor legality of any transactions or seeks to recover damages or to obtain other relief in connection with any transactions.

3. Restrictions on Transfer.

3.1 Securities Law Restrictions.The Subscriber agrees not to sell, transfer, pledge, hypothecate or otherwise dispose of all or any part of the Class C Shares unless,prior thereto (a) a registration statement on the appropriate form under the Securities Act and applicable state securities laws withrespect to the Class C Shares proposed to be transferred shall then be effective or (b) the Company has received an opinion from counselreasonably satisfactory to the Company, subject to the terms and conditions of the Articles, that such registration is not required becausesuch transaction is exempt from registration under the Securities Act and the rules promulgated by the SEC thereunder and with all applicablestate securities laws.

3.2 Restrictive Legends.All certificates representing the Class C Shares shall have endorsed thereon legends substantially as follows:

“THE SECURITIES REPRESENTED HEREBY HAVENOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIESNOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATIONSTATEMENT UNDER SUCH ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL,IS AVAILABLE.

THE SECURITIES REPRESENTED BY THIS CERTIFICATEARE SUBJECT TO THE TRANSFER RESTRICTIONS SET FORTH IN THE COMPANY’S FOURTEENTH AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION,AS AMENDED OR RESTATED.”

4. Other Agreements.

4.1 Further Assurances.The Subscriber agrees to execute such further instruments and to take such further action as may reasonably be necessary to carry outthe intent of this Agreement.

4.2 Notices. All notices,statements or other documents which are required or contemplated by this Agreement shall be: (i) in writing and delivered personally orsent by first class registered or certified mail, overnight courier service or facsimile or electronic transmission to the address designatedin writing, (ii) by facsimile to the number most recently provided to such party or such other address or fax number as may be designatedin writing by such party and (iii) by electronic mail, to the electronic mail address most recently provided to such party or such otherelectronic mail address as may be designated in writing by such party. Any notice or other communication so transmitted shall be deemedto have been given on the day of delivery, if delivered personally, on the business day following receipt of written confirmation, ifsent by facsimile or electronic transmission, one (1) business day after delivery to an overnight courier service or five (5) days aftermailing if sent by mail.

4.3 Entire Agreement.This Agreement embodies the entire agreement and understanding between the Subscriber and the Company with respect to the subject matterhereof and supersedes all prior oral or written agreements and understandings relating to the subject matter hereof.

4.4 Modifications and Amendments.The terms and provisions of this Agreement may be modified or amended only by written agreement executed by all parties hereto.

4.5 Waivers and Consents.The terms and provisions of this Agreement may be waived, or consent for the departure therefrom granted, only by written document executedby the party entitled to the benefits of such terms or provisions. No such waiver or consent shall be deemed to be or shall constitutea waiver or consent with respect to any other terms or provisions of this Agreement, whether or not similar. Each such waiver or consentshall be effective only in the specific instance and for the purpose for which it was given, and shall not constitute a continuing waiveror consent.

4.6 Assignment. Therights and obligations under this Agreement may not be assigned by either party hereto without the prior written consent of the otherparty.

4.7 Benefit. All statements,representations, warranties, covenants and agreements in this Agreement shall be binding on the parties hereto and shall inure to thebenefit of the respective successors and permitted assigns of each party hereto. Nothing in this Agreement shall be construed to createany rights or obligations except among the parties hereto, and no person or entity shall be regarded as a third-party beneficiary of thisAgreement.

4.8 Governing Law.This Agreement and the rights and obligations of the parties hereunder shall be construed in accordance with and governed by the lawsof New York applicable to contracts wholly performed within the borders of such state, without giving effect to the conflict of law principlesthereof.

4.9 Severability. Inthe event that any court of competent jurisdiction shall determine that any provision, or any portion thereof, contained in this Agreementshall be unreasonable or unenforceable in any respect, then such provision shall be deemed limited to the extent that such court deemsit reasonable and enforceable, and as so limited shall remain in full force and effect. In the event that such court shall deem any suchprovision, or portion thereof, wholly unenforceable, the remaining provisions of this Agreement shall nevertheless remain in full forceand effect.

4.10 No Waiver of Rights,Powers and Remedies. No failure or delay by a party hereto in exercising any right, power or remedy under this Agreement, and no courseof dealing between the parties hereto, shall operate as a waiver of any such right, power or remedy of such party. No single or partialexercise of any right, power or remedy under this Agreement by a party hereto, nor any abandonment or discontinuance of steps to enforceany such right, power or remedy, shall preclude such party from any other or further exercise thereof or the exercise of any other right,power or remedy hereunder. The election of any remedy by a party hereto shall not constitute a waiver of the right of such party to pursueother available remedies. No notice to or demand on a party not expressly required under this Agreement shall entitle the party receivingsuch notice or demand to any other or further notice or demand in similar or other circumstances or constitute a waiver of the rightsof the party giving such notice or demand to any other or further action in any circumstances without such notice or demand.

4.11 Survival of Representationsand Warranties. All representations and warranties made by the parties hereto in this Agreement or in any other agreement, certificateor instrument provided for or contemplated hereby, shall survive the execution and delivery hereof and any investigations made by or onbehalf of the parties.

4.12 No Broker or Finder.Each of the parties hereto represents and warrants to the other that no broker, finder or other financial consultant has acted on itsbehalf in connection with this Agreement or the transactions contemplated hereby in such a way as to create any liability on the other.Each of the parties hereto agrees to indemnify and save the other harmless from any claim or demand for commission or other compensationby any broker, finder, financial consultant or similar agent claiming to have been employed by or on behalf of such party and to bearthe cost of legal expenses incurred in defending against any such claim.

4.13 Headings and Captions.The headings and captions of the various subdivisions of this Agreement are for convenience of reference only and shall in no way modifyor affect the meaning or construction of any of the terms or provisions hereof.

4.14 Counterparts.This Agreement may be executed in one or more counterparts, all of which when taken together shall be considered one and the same agreementand shall become effective when counterparts have been signed by each party and delivered to the other party, it being understood thatboth parties need not sign the same counterpart. In the event that any signature is delivered by facsimile transmission or any other formof electronic delivery, such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signatureis executed) with the same force and effect as if such signature page were an original thereof.

4.15 Construction.The parties hereto have participated jointly in the negotiation and drafting of this Agreement. If an ambiguity or question of intentor interpretation arises, this Agreement will be construed as if drafted jointly by the parties hereto and no presumption or burden ofproof will arise favoring or disfavoring any party hereto because of the authorship of any provision of this Agreement. The words “include,”“includes,” and “including” will be deemed to be followed by “without limitation.”Pronouns in masculine, feminine, and neuter genders will be construed to include any other gender, and words in the singular form willbe construed to include the plural and vice versa, unless the context otherwise requires. The words “this Agreement,”“herein,” “hereof,” “hereby,” “hereunder,” and words of similarimport refer to this Agreement as a whole and not to any particular subdivision unless expressly so limited. The parties hereto intendthat each representation, warranty, and covenant contained herein will have independent significance. If any party hereto has breachedany representation, warranty, or covenant contained herein in any respect, the fact that there exists another representation, warrantyor covenant relating to the same subject matter (regardless of the relative levels of specificity) which such party hereto has not breachedwill not detract from or mitigate the fact that such party hereto is in breach of the first representation, warranty, or covenant.

4.16 Mutual Drafting.This Agreement is the joint product of the Subscriber and the Company and each provision hereof has been subject to the mutual consultation,negotiation and agreement of such parties and shall not be construed for or against any party hereto.

5. Indemnification.

Each party shall indemnifythe other against any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’sbreach of any representation, warranty, covenant or agreement in this Agreement.

[Signature Page Follows]

If the foregoing accuratelysets forth our understanding and agreement, please sign the enclosed copy of the Agreement and return it to us.

[Signature Page to ClassB Share Subscription Agreement]

Exhibit A

INVESTOR SUITABILITY QUESTIONNAIRE

FOR NON-U.S. INVESTORS AS DEFINED IN RULE 902OF REGULATION S

CONFIDENTIAL

Boqii Holding Limited (the “Company”)will use the responses to this questionnaire to qualify prospective investors for purposes of United States federal and state securitieslaws. Please complete, sign, date and return one copy of this questionnaire to the Company as soonas possible, via mail or facsimile, to:

Boqii Holding Limited

Building 9, No. 388, Shengrong Road, Pudong NewDistrict

Shanghai, China 201210

Name: Green Mountain Management Limited

(EXACT NAME AS IT SHOULD APPEAR ON SECURITIES)

I. INDIVIDUAL INVESTORS:

(Investors other than individuals should turn toPart II)

INITIAL EACH BOX TRUE OR FALSE OR COMPLETE,AS APPROPRIATE

Disclosure of Foreign Citizenship.

Verification of Status as a Non-“U.S. Person” underRegulation S.

PLEASE PROVIDE COPIES OF THE IDENFICATION DOCUMENTS ISSUED BY THECOUNTRY OF WHICH YOU ARE A CITIZEN.

PLEASE TURN TO PART III AND SIGN AND DATE THISQUESTIONNAIRE

II. NON-INDIVIDUALINVESTORS:*

(Please answer Part II only if the purchase isproposed to be undertaken by a corporation, partnership, trust or other entity)

INITIAL EACH BOX TRUE OR FALSE

Disclosure of Foreign Ownership.

Verification of Status as a Non-“U.S. Person”under Regulation S.

III. SIGNATURE

You agree that the Company may disclose this questionnaireto such parties as the Company deems appropriate to establish the availability of exemptions from registration under federal and statesecurities laws.  You represent that the information furnished in this questionnaire is true, complete and correct and you acknowledgethat the Company and its counsel are relying on the truth and accuracy of such information to comply with federal and state securitieslaws. You agree to notify the Company promptly of any changes in the foregoing information that may occur prior to the investment.

Date:

FOR INDIVIDUALS:

FOR ENTITIES: