Correspondence 0001493152-23-007964 from FBS Global Ltd (FBGL) (CIK 0001938534) (FBGL)
FBS Global Ltd (FBGL) (CIK 0001938534)
Date: March 16, 2023 · CIK: 0001938534 · Accession: 0001493152-23-007964
AI Filing Summary & Sentiment
File numbers found in text: 333-269469
Referenced dates: March 9, 2023
Letter
FBS Global Limited
Tagore Lane, #02-00
Sindo Industrial Estate
Singapore
March 16, 2023
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
Washington, D.C. 20549
Attention: Thomas Jones
Re: FBS Global Limited
Amendment No. 2 to Registration Statement on Form F-1
Submitted March 1, 2023
File No. 333-269469
Ladies and Gentlemen:
By letter dated March 9, 2023, the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) provided FBS Global Limited (the “Company”) with comments on the Company’s Amendment No. 2 to Registration Statement on Form F-1, described above.
This letter contains the Company’s responses to the Staff’s comments. The numbered responses and the headings set forth below correspond to the numbered comments and headings in the Staff’s letter to the Offering Statement.
Concurrently herewith, the Company is filing Amendment No. 3 to the Registration Statement on Form F-1.
Amendment No. 1 to Registration Statement submitted February 17, 2023
Risk Factors
1. We note your response to comment 1. Please revise the second sentence of this risk factoryou’re your articles of association to state clearly whether the provision applies to claims arising under the Securities Act and the Exchange Act.
We have revised the disclosure on page 27, as requested, and are updating the Company’s Amended and Restated Articles of Association to confirm that claims arising under the Securities Act and Exchange Act are exempt from this waiver. Article 166(2) will be revised as follows (with amended language noted in bold):
“(2) Each Member agrees to waive any claim or right of action he might have, whether individually or by or in the right of the Company, against any Director on account of any action taken by such Director, or the failure of such Director to take any action in the performance of his duties with or for the Company; PROVIDED THAT such waiver shall not extend to any matter in respect of any fraud, willful default or dishonesty which may attach to such Director and such waiver shall not apply to claims arising under the Securities Act and the Exchange Act”.
General
2. Please relocate Part II of your registration statement to the end of the document as requested in prior comment 3. In this regard, we note that Part II appears after page 122 instead of after page Alt-3.
We have revised the disclosure, as requested.
If you have any questions regarding this response, please direct them to our counsel David Ficksman at 310-789-1290 or dficksman@troygould.com or Joilene Wood at 415-305-4651 or jwood@troygould.com.
Sincerely,
FBS
Global Limited
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filename1.htm
FBS
Global Limited
74
Tagore Lane, #02-00
Sindo
Industrial Estate
Singapore
787498
March
16, 2023
VIA
EDGAR
Securities
and Exchange Commission
Division
of Corporation Finance
Washington,
D.C. 20549
Attention:
Thomas Jones
Re:
FBS
Global Limited
Amendment
No. 2 to Registration Statement on Form F-1
Submitted
March 1, 2023
File
No. 333-269469
Ladies
and Gentlemen:
By
letter dated March 9, 2023, the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”)
provided FBS Global Limited (the “Company”) with comments on the Company’s Amendment No. 2 to Registration Statement
on Form F-1, described above.
This
letter contains the Company’s responses to the Staff’s comments. The numbered responses and the headings set forth below
correspond to the numbered comments and headings in the Staff’s letter to the Offering Statement.
Concurrently
herewith, the Company is filing Amendment No. 3 to the Registration Statement on Form F-1.
Amendment
No. 1 to Registration Statement submitted February 17, 2023
Risk
Factors
1.
We
note your response to comment 1. Please revise the second sentence of this risk factoryou’re your articles of association to
state clearly whether the provision applies to claims arising under the Securities Act and the Exchange Act.
We
have revised the disclosure on page 27, as requested, and are updating the Company’s Amended and Restated Articles of Association
to confirm that claims arising under the Securities Act and Exchange Act are exempt from this waiver. Article 166(2) will be
revised as follows (with amended language noted in bold):
“(2)
Each Member agrees to waive any claim or right of action he might have, whether individually or by or in the right of the Company, against
any Director on account of any action taken by such Director, or the failure of such Director to take any action in the performance of
his duties with or for the Company; PROVIDED THAT such waiver shall not extend to any matter in respect of any fraud, willful default
or dishonesty which may attach to such Director and such waiver shall not apply to claims arising under the Securities Act and the
Exchange Act”.
General
2.
Please
relocate Part II of your registration statement to the end of the document as requested in prior comment 3. In this regard, we note
that Part II appears after page 122 instead of after page Alt-3.
We
have revised the disclosure, as requested.
If
you have any questions regarding this response, please direct them to our counsel David Ficksman at 310-789-1290 or dficksman@troygould.com
or Joilene Wood at 415-305-4651 or jwood@troygould.com.
Sincerely,
FBS
Global Limited
/s/ Kelvin
Ang
By:
Kelvin
Ang
Chief
Executive Officer
cc:
David
L. Ficksman
R.
Joilene Wood