SecProbe.io

Mail Stop 3030
September 21 , 2018

Harry Simeonidis
President
Glucose Biosensor Systems (Greater China) Holdings, Inc.
733 Third Avenue, Floor 15
New York, New York 10017

Re: Glucose Biosensor Systems (Greater China) Holdings, Inc.
Amendment No. 3 to Draft Offering Statement on Form 1 -A
Submitted September 11, 2018
  CIK No. 0001725430

Dear Mr. Simeonidis:

We have reviewed your amended draft offering statement and have the following
comments.  In some of our comments, 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 offering statement or publicly filing your offering statement on EDGAR.   If
you do not believe our comments apply 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 draft offering statement or filed offering statement and the information you provide in
response to these comments, we may have additional comments.

Offering Circular

1. Please reconcile the minimum offering disclosed in your offering circular with the
revised mi nimum in section 3 of E xhibit 1.1. Also reconcile the lock -up period
mentio ned on page 95 with page 14 of E xhibit 1.1.

2. Please address in your O ffering Circular the Terms of Use mentioned in Section 3.10 of
Exhibit 6.10.  We note for example the arbitrat ion, release, indemnification, jurisdiction
and attorneys fees pro visions.  If the provisions of E xhibit 6.10 or the Terms of Use apply
to claims under the federal securities laws or if investors will be bound by the provisions,
please say so clearly in yo ur offering circular.  If any the provisions apply to claims under
the federal securities laws and the rules and regulations thereunder, revise to
affirmatively state (in both your offering circular and the appropriate exhibit) that, by
agreeing to these p rovisions, investors will not be deemed to have waived their rights
under the federal securities laws and the rules and regulations thereunder.  In addition: (1)
address any question under applicable law as to the enforceability of any of the

Harry Simeonidis
Glucose Biosensor Systems (Greater China) Holdings, Inc.
September 21 , 2018
Page 2

 provisions an d whether these provisions would apply to transferees, and (2) provide us
your analysis of whether the Terms of Use must be filed per Form  1-A Item 17(3) or
otherwise.

Principal Place of Business, page 79

3. We note your response to prior comment 3.  Expa nd the disclosure under the section
“Principal Place of Business,” on page 79 to clarify, if true, that the company’s “current”
principal   place of business is in the United States, that currently the company’s officers
or managers primarily direct, contro l and coordinate the company’s activities from the
United States and that the company expects its officers or managers primarily to direct,
control and coordinate the company’s activities from the Unites States  for the foreseeable
future.   Include in this disclosure an explanation of why the company believes that its
officers or managers currently primarily direct, control and coordinate the company’s
activities from the United States, as opposed to from Australia, particularly since it
appears that Dr. Bec ker is not currently engaged full time, but instead has for now
established an hourly arrangement.   Also explain that having a princ ipal place of business
in the United States  or Canada is a condition to the availability of the Regulation A
exemption for t he offering pursuant to Rule 251(b)(1) of Regulation A.

Security Ownership . . ., page 88

4. We note your revisions in response to prior comment 4.  Please clarify how Dr. Syrmalis
has sole voting and dispositive power over the shares held by L ife Science  Biosensor
Diagnostics , given the percentage ownership disclosure you added in the note after the
table.

Description of Our Securities, page 90

5. We note y our response to prior comment 5, your deletion of the phrase “wholly owned”
from page 7 , and your r evision on pages 74 and 75 identifying GBS Pty Ltd as your
parent and subsidiary.   Please tell us the portion of your subsidiaries that you do not own,
and the nature of the activities conducted by those subsidiaries.  Also tell us how the
options mentione d on page F -31 are reflected on page 15; it appears that the securities in
the first bullet point reflect only the warrants mentioned on page 43.

Unaudited Consolidated Financial Statements

6. We note that you present ordinary shares of your consolidated subsidiary, Glucose
Biosensor Systems (Greater China) Pty Ltd, on the face of the consolidated statement of
stockholders’ equity.   Based on your description of these shares, they appear to repre sent
non-controlling interests in your subsidiary.   Please appropriately revise the financial
statements to present non -controlling interests or explain to us how inclusion of those

Harry Simeonidis
Glucose Biosensor Systems (Greater China) Holdings, Inc.
September 21 , 2018
Page 3

 shares in the parent’s equity conforms to GAAP.   Refer to ASC 810 -10-45-15 through
45-24 and ASC 810 -10-50-1A.

Exhibits

7. Please reconcile your response to prior comment 1 with exhibit 6.6.  Also, tell us the
authority on which you rely to not  file a c omplete version of Exhibit 6.10; t he version
you filed appears to omit Exhi bit B.

8. We note the last sentence of your response to prior comment 3.  Please provide us your
analysis of whether information made available through the “Why Invest” page of the
iqbiosensor website must be filed per Form 1 -A Item 17(13).

9. Please addre ss prior comment 8 as it applies to the provisions mentioned in that comment
that remain in Exhibit 4.1.

You may contact Michael Fay at (202) 551 -3812 or Gary Todd, Senior Accountant, at
(202) 551 -3605 if you have questions regarding comments on the fina ncial statements and
related matters.  Please contact Geoff Kruczek at (202) 551 -3641 or me at (202) 551 -3617 with
any other questions.

Sincerely,

 /s/ Russell Mancuso

Russell Mancuso
Branch Chief
        Office of Electronics and Machinery

cc:  Gary J. Simon —Hughes Hubbard & Reed LLP