SecProbe.io

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 May 30, 2025

Ziyang Long
Chief Executive Officer
Republic Power Group Limited
#04-09 Techplace II
5008 Ang Mo Kio Ave 5
Singapore 569874

 Re: Republic Power Group Limited
 Amendment No. 1 to Draft Registration Statement on Form F-1
 Submitted May 9, 2025
 CIK No. 0001912884
Dear Ziyang Long:

 We have reviewed your draft registration statement and have the
following comments.

 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 a 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 letter
and your
amended draft registration statement or filed registration statement, we may
have additional
comments.

Amendment No. 1 to Draft Registration Statement submitted May 9, 2025
Risk Factors
If we fail to implement and maintain and effective system of internal
controls..., page 22

1. We note your discussion of various measures you intend to undertake to
improve your
 internal controls over financial reporting. Please revise to describe
what plans, if any,
 have been implemented and clarify what remains to be completed in your
remediation
 efforts. Also, revise to disclose how long you estimate it will take to
complete your
 plan and disclose any associated material costs that you have incurred
or expect to
 incur.
 May 30, 2025
Page 2
Results of Operations
Six Months Ended December 31, 2024 Compared to Six Months Ended December 31,
2023
Gross Profit, page 38

2. We note your disclosure that the decline in gross margin was, in part,
due to
 a strategic shift in your business model. Your disclosure currently does
not reflect that
 you engaged in a strategic shift in your business. Please revise to
describe your
 strategy in shifting your business model, including steps taken and
planned, and the
 anticipated timeline for the shift.
Liquidity and Capital Resources, page 46

3. Please revise to provide further disclosure regarding the commitment by
True Sage
 International Limited to support you financially. Disclose the material
terms of any
 agreement between you and True Sage.
Quantitative and Qualitative Disclosure about Market Risk, page 54

4. Please revise to disclose the material terms of your agreements with
your major
 vendors and tell us what consideration you gave to filing these
agreements as exhibits.
 Refer to Item 610(b)(10) of Regulation S-K.
Management
Executive Compensation, page 70

5. Your disclosure that the aggregate cash compensation for executive
officers for the
 year ended June 30, 2024 was nil does not appear to be consistent with
your
 disclosure that Mr. Ziyang Long receives a monthly salary of SGD 1,400.
Please
 revise or advise.
Selling Shareholders, page 74

6. Please revise to disclose the address of each person or entity offering
to sell shares
 and the nature of any position, office, or other material relationship
that the selling
 shareholder has had within the past three years with you or any of your
predecessors
 or affiliates. Refer to Item 9.D of Form 20-F.
General

7. Please supplementally provide us with copies of all written
communications, as
 defined in Rule 405 under the Securities Act, that you, or anyone
authorized to do so
 on your behalf, present to potential investors in reliance on Section
5(d) of the
 Securities Act, whether or not they retain copies of the communications.
 May 30, 2025
Page 3

 Please contact Megan Masterson at 202-551-3407 or Chris Dietz at
202-551-3408 if
you have questions regarding comments on the financial statements and related
matters. Please contact Lauren Pierce at 202-551-3887 or Larry Spirgel at
202-551-3815 with
any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Technology
cc: Joan Wu
</TEXT>
</DOCUMENT>