Correspondence 0001493152-24-050722 from FBS Global Ltd (FBGL) (CIK 0001938534) (FBGL)
FBS Global Ltd (FBGL) (CIK 0001938534)
Date: Dec. 19, 2024 · CIK: 0001938534 · Accession: 0001493152-24-050722
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File numbers found in text: 333-283619
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CORRESP
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filename1.htm
FBS
Global Limited
74
Tagore Lane, #02-00
Sindo
Industrial Estate
Singapore
787498
December
18, 2024
VIA
EDGAR
Securities
and Exchange Commission
Division
of Corporation Finance
Washington,
D.C. 20549
Attention:
Thomas Jones
Re:
FBS
Global Limited
Registration
Statement on Form F-1 (the “Registration Statement”)
File
No. 333-283619
Ladies
and Gentlemen:
We
have received your comments to our Registration Statement on Form F-1 filed on December 5, 2024. We are filing Amendment No. 1
to the Registration Statement simultaneously with this correspondence to address your comments.
Registration
Statement on Form F-1 filed December 5, 2024
Report
of Independent Registered Accounting Firm, page F-28
1. Please
amend your registration statement to have your auditor remove the language in the fourth
paragraph which states “and in accordance with auditing standards generally accepted
in the United States of America.” Please refer to PCAOB Auditing Standard 3101.
We
have amended page F-28, as requested.
Report
of Independent Registered Accounting Firm, page F-29
2. Please
remove the reference to the Independent Auditor’s report on page F-29 or explain why
you have this placeholder. Please also remove the reference in your index to the financial
statements on page F-1 if appropriate.
We
have removed the references noted, as requested.
Exhibits
3. Please
file as exhibits dated consents of the director nominees.
We
have filed the dated consents of the director nominees, as requested.
General
4. We
note your disclosure on page Alt-2 that the Resale Prospectus Shareholders may sell their
securities by means of “purchases by a broker-dealer as principal and resale by the
broker-dealer for its account.” Please confirm your understanding that the sale by
a Resale Prospectus Shareholder by such means would constitute a material change to your
plan of distribution requiring a post-effective amendment. Refer to your undertaking provided
pursuant to Item 512(a)(1)(iii) of Regulation S-K.
We
confirm our understanding that the sale by a Resale Prospectus Shareholder by purchases of a broker-dealer as principal and resale
by such broker-dealer for such Resale Shareholder’s account would constitute a material change to our plan of distribution
and such sale would require a post-effective amendment in accordance with Item 512(a)(1)(iii) of Regulation S-K.
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