Correspondence 0001493152-23-037462 from Fenbo Holdings Ltd (FEBO)
Fenbo Holdings Ltd
Date: Oct. 17, 2023 · CIK: 0001957001 · Accession: 0001493152-23-037462
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-274448
Referenced dates: October 6, 2023
Letter
Re: Fenbo Holdings Limited Amendment No.1 to Registration Statement on Form F-1 Filed September 29, 2023 File No. 333-274448
Dear Ms. Clark:
We represent Fenbo Holdings Limited (“Registrant” and “Company”) as U.S. counsel. We are submitting herewith Amendment No. 2 to the Registration Statement on Form F-1 (the “Registration Statement”) which is being filed via EDGAR simultaneously with this transmittal letter.
The purpose of this letter is to respond to the comment letter dated October 6, 2023, from the Division of Corporation Finance, Office of Energy & Transportation (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission” or “SEC”) relating to the above-referenced Registration Statement. For your convenience, the comment has been reproduced below, followed by the Registrant’s response.
Amendment No. 1 to Registration Statement on Form F-1
Management’s Discussion and Analysis of Financial Condition and Results of Operations Six months ended June 20, 2023 compared to six months ended June 30, 2022 Results of Operations, page 58.
1. We note that you discuss the change in income (loss) before tax expense. In order to provide a balanced discussion, please revise to include a discussion of your changes in tax expense and net income (loss). Your December 31, 2022 results of operations should be similarly revised.
Response:
The disclosure has been revised to include a discussion of our changes in tax expense and net income (loss).
See pages 60 and 62.
On behalf of the Company, we appreciate your attention to this matter. If you have any questions or wish to discuss any matters with respect to the confidential submission, please do not hesitate to contact me at (303) 292-3883 (email: hfs@schlueterintl.com) or my colleague Celia Velletri at (303) 292-3883 (email: cv@schlueterintl.com). Regarding accounting matters, you may contact Simon Lam of Centurion ZD CPA & Co. at +852 2126 2349 (email: simon@czdcpa.com) in respect of any accounting issues.
Thanks in advance for your cooperation in connection with this matter.
Sincerely,
/s/
Henry F. Schlueter
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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
October
17, 2023
U.S.
Securities and Exchange Commission
100
F Street, N.E.
Washington,
D.C. 20549
Attn:
Heather Clark
Re:
Fenbo
Holdings Limited
Amendment
No.1 to Registration Statement on Form F-1
Filed
September 29, 2023
File
No. 333-274448
Dear
Ms. Clark:
We
represent Fenbo Holdings Limited (“Registrant” and “Company”) as U.S. counsel. We are submitting herewith Amendment
No. 2 to the Registration Statement on Form F-1 (the “Registration Statement”) which is being filed via EDGAR simultaneously
with this transmittal letter.
The
purpose of this letter is to respond to the comment letter dated October 6, 2023, from the Division of Corporation Finance, Office of
Energy & Transportation (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission” or
“SEC”) relating to the above-referenced Registration Statement. For your convenience, the comment has been reproduced below,
followed by the Registrant’s response.
Amendment
No. 1 to Registration Statement on Form F-1
Management’s
Discussion and Analysis of Financial Condition and Results of Operations Six months ended June 20, 2023 compared to six months ended
June 30, 2022 Results of Operations, page 58.
1.
We note that you discuss the change in income (loss) before tax expense. In order to provide a balanced discussion, please revise to
include a discussion of your changes in tax expense and net income (loss). Your December 31, 2022 results of operations should be similarly
revised.
Response:
The
disclosure has been revised to include a discussion of our changes in tax expense and net income (loss).
See
pages 60 and 62.
On
behalf of the Company, we appreciate your attention to this matter. If you have any questions or wish to discuss any matters with respect
to the confidential submission, please do not hesitate to contact me at (303) 292-3883 (email: hfs@schlueterintl.com) or my colleague
Celia Velletri at (303) 292-3883 (email: cv@schlueterintl.com). Regarding accounting matters, you may contact Simon Lam of Centurion
ZD CPA & Co. at +852 2126 2349 (email: simon@czdcpa.com) in respect of any accounting issues.
Thanks
in advance for your cooperation in connection with this matter.
Sincerely,
/s/
Henry F. Schlueter
c:
Fenbo
Holdings Limited
EF
Hutton, division of Benchmark Investments, LLC
Sichenzia
Ross Ference Carmel LLP
Centurion
ZD CPA & Co.