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SEC Comment Letter 0000000000-24-001374 to Ryde Group Ltd (RYDE)

Ryde Group Ltd
Date: Feb. 5, 2024 · CIK: 0001971115 · Accession: 0000000000-24-001374

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File numbers found in text: 333-274283

Date
February 5, 2024
Author
Zou Junming Terence
Form
UPLOAD
Company
Ryde Group Ltd

Letter

United States securities and exchange commission logo February 5, 2024 Zou Junming Terence Chief Executive Officer Ryde Group Ltd Duo Tower, 3 Fraser Street, #08-21 Singapore 189352 Re:Ryde Group Ltd Amendment No. 3 to Registration Statement on Form F-1 Filed January 18, 2024 File No. 333-274283 Dear Zou Junming Terence: We have reviewed your amended registration statement and have the following comment(s). Please respond to this letter by amending your registration statement and providing the requested information. 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 any amendment to your registration statement and the information you provide in response to this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our October 5, 2023 letter. Amendment No. 3 to Registration Statement on Form F-1 filed January 18, 2024 Dilution, page 45 1.Please clarify how you arrived at the 4,411,878 Class A Ordinary Shares issued in September 2023 in the last table on page 45. Based on your disclosures on page F-39, it appears the shares issued in September 2023 related to 38,251 shares issued to Meili Noteholders and 1,155,350 shares issued to a third party for a convertible loan. Please clarify or revise. Compensation of Directors and Executive Officers, page 89 2.Revise to update this discussion for the fiscal year ended December 31, 2023, consistent with Item 6.B. of Form 20-F. This comment also applies to your related party transaction disclosure on page 91. Refer to Item 7.B. of Form 20-F.

FirstName LastNameZou Junming Terence Comapany NameRyde Group Ltd February 5, 2024 Page 2 FirstName LastName Zou Junming Terence Ryde Group Ltd February 5, 2024 Page 2 Please contact Tony Watson at 202-551-3318 or Rufus Decker at 202-551-3769 if you have questions regarding comments on the financial statements and related matters. Please contact Kate Beukenkamp at 202-551-3861 or Mara Ransom at 202-551-3264 with any other questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Meng Ding

Show Raw Text
United States securities and exchange commission logo
February 5, 2024
Zou Junming Terence
Chief Executive Officer
Ryde Group Ltd
Duo Tower, 3 Fraser Street, #08-21
Singapore 189352
Re:Ryde Group Ltd
Amendment No. 3 to Registration Statement on Form F-1
Filed January 18, 2024
File No. 333-274283
Dear Zou Junming Terence:
            We have reviewed your amended registration statement and have the following
comment(s).
            Please respond to this letter by amending your registration statement and providing the
requested information. 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 any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our October 5, 2023 letter.
Amendment No. 3 to Registration Statement on Form F-1 filed January 18, 2024
Dilution, page 45
1.Please clarify how you arrived at the 4,411,878 Class A Ordinary Shares issued in
September 2023 in the last table on page 45. Based on your disclosures on page F-39, it
appears the shares issued in September 2023 related to 38,251 shares issued to Meili
Noteholders and 1,155,350 shares issued to a third party for a convertible loan. Please
clarify or revise.
Compensation of Directors and Executive Officers, page 89
2.Revise to update this discussion for the fiscal year ended December 31, 2023, consistent
with Item 6.B. of Form 20-F. This comment also applies to your related party transaction
disclosure on page 91. Refer to Item 7.B. of Form 20-F.

 FirstName LastNameZou Junming Terence
 Comapany NameRyde Group Ltd
 February 5, 2024 Page 2
 FirstName LastName
Zou Junming Terence
Ryde Group Ltd
February 5, 2024
Page 2
            Please contact Tony Watson at 202-551-3318 or Rufus Decker at 202-551-3769 if you
have questions regarding comments on the financial statements and related matters. Please
contact Kate Beukenkamp at 202-551-3861 or Mara Ransom at 202-551-3264 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Meng Ding