Correspondence 0001493152-23-025719 from FBS Global Ltd (FBGL) (CIK 0001938534) (FBGL)
FBS Global Ltd (FBGL) (CIK 0001938534)
Date: July 27, 2023 · CIK: 0001938534 · Accession: 0001493152-23-025719
AI Filing Summary & Sentiment
File numbers found in text: 333-269469
Referenced dates: July 20, 2023
Letter
FBS Global Limited
Tagore Lane, #02-00
Sindo Industrial Estate
Singapore
July 27, 2023
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
Washington, D.C. 20549
Attention: Thomas Jones
Re: FBS Global Limited
Amendment No. 4 to Registration Statement on Form F-1
Submitted June 27, 2023
File No. 333-269469
Ladies and Gentlemen:
By letter dated July 20, 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. 4 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. 5 to the Registration Statement on Form F-1.
Amendment No. 4 to Registration Statement submitted July 20, 2023
General
1. Paragraph 1(a) of Exhibit 1.1 appears to describe only an offering by the registrant, whereas your registration statement describes an offering by the registrant and a resale offering. Please reconcile.
We note that the Selling Shareholder is selling his shares pursuant to the Resale Prospectus as such shares are not underwritten. Both prospectuses have been revised to reflect this change.
2. Paragraph 2.4 of Exhibit 5.1 appears to include an inappropriate assumption by counsel. Please file a revised opinion.
We have filed an updated opinion that has revised the assumption and respectfully note that Cayman Island counsel has provided that this assumption is necessary as the documents were not signed in presence of said counsel. Further, the assumption is made that the Resolutions remain in full force and effect as Cayman Island counsel cannot verify if there is any subsequent amendment to the Resolutions.
3. Page Alt-1 refers to the resale of 2,084,337 shares, which is a different number than is included in the table on page Alt-2. Please reconcile. Also revise Exhibit 5.1 as appropriate.
We have corrected the disclosure on page Alt-2 and revised Exhibit 5.1.
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
Show Raw Text
CORRESP
1
filename1.htm
FBS
Global Limited
74
Tagore Lane, #02-00
Sindo
Industrial Estate
Singapore
787498
July
27, 2023
VIA
EDGAR
Securities
and Exchange Commission
Division
of Corporation Finance
Washington,
D.C. 20549
Attention:
Thomas Jones
Re:
FBS
Global Limited
Amendment
No. 4 to Registration Statement on Form F-1
Submitted
June 27, 2023
File
No. 333-269469
Ladies
and Gentlemen:
By
letter dated July 20, 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. 4 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. 5 to the Registration Statement on Form F-1.
Amendment
No. 4 to Registration Statement submitted July 20, 2023
General
1. Paragraph
1(a) of Exhibit 1.1 appears to describe only an offering by the registrant, whereas your
registration statement describes an offering by the registrant and a resale offering. Please
reconcile.
We
note that the Selling Shareholder is selling his shares pursuant to the Resale Prospectus as such shares are not underwritten. Both prospectuses
have been revised to reflect this change.
2. Paragraph
2.4 of Exhibit 5.1 appears to include an inappropriate assumption by counsel. Please file
a revised opinion.
We
have filed an updated opinion that has revised the assumption and respectfully note that Cayman Island counsel has provided that this
assumption is necessary as the documents were not signed in presence of said counsel. Further, the assumption is made that the Resolutions
remain in full force and effect as Cayman Island counsel cannot verify if there is any subsequent amendment to the Resolutions.
3. Page
Alt-1 refers to the resale of 2,084,337 shares, which is a different number than is included
in the table on page Alt-2. Please reconcile. Also revise Exhibit 5.1 as appropriate.
We
have corrected the disclosure on page Alt-2 and revised Exhibit 5.1.
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