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Correspondence 0001493152-25-006709 from JE Cleantech Holdings Ltd (JCSE) (CIK 0001905511) (JCSE)

JE Cleantech Holdings Ltd (JCSE) (CIK 0001905511)
Date: Feb. 14, 2025 · CIK: 0001905511 · Accession: 0001493152-25-006709

AI Filing Summary & Sentiment

File numbers found in text: 333-284442

Referenced dates: February 4, 2025

Date
Feb. 14, 2025
Author
Henry F. Schlueter
Form
CORRESP
Company
JE Cleantech Holdings Ltd (JCSE) (CIK 0001905511)

Letter

Division of Corporate Finance Office of Manufacturing Re: JE Cleantech Holdings Ltd. Registration Statement on Form F-1 Filed January 23, 2025 File No. 333-284442

Dear Ms. Baldwin:

We represent JE Cleantech Holdings Ltd. (“Registrant” and “Company”) as U.S. counsel. We are submitting herewith an amended Registration Statement on Form F-1 (“Amendment No. 1”) relating to the resale of ordinary shares of the Company by a reselling shareholder.

The purpose of this letter is to respond to the comment letter dated February 4, 2025 from the Division of Corporation Finance, Office of Manufacturing (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission” or “SEC”) relating to the Registrant’s Registration Statement (the “Registration Statement”). For your convenience, the comments have been reproduced below, followed by the Registrant’s response. The Registrant is concurrently submitting Amendment 1 to its Registration Statement.

Registration Statement on Form F-1

General

1. We note that you incorporate information by reference into your registration statement. However, since you have not filed your Form 20-F for the fiscal year ended December 31, 2024, you are not eligible to incorporate by reference. See General Instruction VI.C of Form F-1. Please amend the registration statement to either remove references to incorporation by reference or file your Form 20-F for the fiscal year ended December 31, 2024.

U.S. Securities and Exchange Commission

February 14, 2025

Page

Response:

In response to this comment, the Registrant has removed all references to incorporation by reference from the registration statement. The audited consolidated financial statements as of December 31, 2022 and 2023 and for the fiscal years ended December 31, 2021, 2022 and 2023 and the unaudited consolidated financial statements as of June 30, 2024 and for the six-month periods ended June 30, 2023 and 2024 have been included in the prospectus.

2. Please update your compensation disclosure to reflect the fiscal year ended December 31, 2024.

Response:

In response to this comment, the Registrant has revised the disclosure on page 120 under “Management – Compensation” to reflect the aggregate amount of compensation paid to the Company’s officers and directors during the fiscal year ended December 31, 2024.

If you have any questions relating to Amendment No. 1 to the Registration Statement, please contact Long Jia Kwang , the Registrant’s Chief Financial Officer, at his email address of jason.long@jcs-echigo.com.sg.

Please copy any correspondence or requests for information to the undersigned and Celia Velletri. The undersigned’s email is set forth above and Ms. Velletri’s email is cv@schlueterintl.com. If you wish to speak with us, please feel free to call me at 303-868-3382 or Celia Velletri at 303-907-4842.

Very
truly yours,
/s/
Henry F. Schlueter

Show Raw Text
CORRESP
1
filename1.htm

SCHLUETER
& ASSOCIATES, P.C.

5655
SOUTH YOSEMITE STREET, SUITE 350

GREENWOOD
VILLAGE, CO 80111

TELEPHONE:
+1-303-292-3883

FACSIMILE:
+1-303-648-5663

Email:
hfs@schlueterintl.com

February
14, 2025

U.S.
Securities and Exchange Commission

Division
of Corporate Finance

Office
of Manufacturing

100
F Street, N.E.

Washington,
D.C. 20549

Attn:
Kristin Baldwin

    Re:
    JE
    Cleantech Holdings Ltd.

    Registration
    Statement on Form F-1

    Filed
    January 23, 2025

    File
    No. 333-284442

Dear
Ms. Baldwin:

We
represent JE Cleantech Holdings Ltd. (“Registrant” and “Company”) as U.S. counsel. We are submitting herewith
an amended Registration Statement on Form F-1 (“Amendment No. 1”) relating to the resale of ordinary shares of the Company
by a reselling shareholder.

The
purpose of this letter is to respond to the comment letter dated February 4, 2025 from the Division of Corporation Finance, Office of
Manufacturing (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission” or “SEC”)
relating to the Registrant’s Registration Statement (the “Registration Statement”). For your convenience, the comments
have been reproduced below, followed by the Registrant’s response. The Registrant is concurrently submitting Amendment 1 to its
Registration Statement.

Registration
Statement on Form F-1

General

1.
We note that you incorporate information by reference into your registration statement. However, since you have not filed your Form 20-F
for the fiscal year ended December 31, 2024, you are not eligible to incorporate by reference. See General Instruction VI.C of Form F-1.
Please amend the registration statement to either remove references to incorporation by reference or file your Form 20-F for the fiscal
year ended December 31, 2024.

U.S.
Securities and Exchange Commission

February
14, 2025

Page
2

Response:

In
response to this comment, the Registrant has removed all references to incorporation by reference from the registration statement. The
audited consolidated financial statements as of December 31, 2022 and 2023 and for the fiscal years ended December 31, 2021, 2022 and
2023 and the unaudited consolidated financial statements as of June 30, 2024 and for the six-month periods ended June 30, 2023 and 2024
have been included in the prospectus.

2.
Please update your compensation disclosure to reflect the fiscal year ended December 31, 2024.

Response:

In
response to this comment, the Registrant has revised the disclosure on page 120 under “Management – Compensation” to
reflect the aggregate amount of compensation paid to the Company’s officers and directors during the fiscal year ended December
31, 2024.

If
you have any questions relating to Amendment No. 1 to the Registration Statement, please contact Long Jia Kwang , the Registrant’s
Chief Financial Officer, at his email address of jason.long@jcs-echigo.com.sg.

Please
copy any correspondence or requests for information to the undersigned and Celia Velletri. The undersigned’s email is set forth
above and Ms. Velletri’s email is cv@schlueterintl.com. If you wish to speak with us, please feel free to call me at 303-868-3382
or Celia Velletri at 303-907-4842.

Very
                                            truly yours,

    /s/
                                            Henry F. Schlueter

    Henry
    F. Schlueter

  C:
  JE Cleantech Holdings Ltd.