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The
Law Firm of

Christen Lambert

2920
Forestville Rd., Ste 100 PMB 1155 — Raleigh, North Carolina 27616 — Phone: 919-473-9130

E-Mail: christen@christenlambertlaw.com Web: christenlambertlaw.com

January 25,
2024

U.S. Securities
and Exchange Commission

Division of
Corporation Finance

Office of Technology

100 F. Street,
N.E.

Washington,
D.C. 20549

Attention: Aliya
Ishmukhamedova

    Re:
    YouneeqAI Technical Services, Inc.

    Amendment No. 2 to Registration Statement on Form S-1

    Filed December 22, 2023

    File No. 333-271798

Dear
Ms. Ishmukhamedova:

This
letter is submitted by legal counsel to YouneeqAI Technical Services, Inc. (the “Company”) in response
to comments from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”)
contained in the letter dated January 11, 2024 relating to the Registration Statement on Form S-1/A submitted to the Commission
on December 22, 2023 (the “Registration Statement”). The text of the Staff’s comments has been
included in this letter in bold for your convenience, and we have numbered the paragraphs below to correspond to the numbers in
the Staff’s letter. For your convenience, we have also set forth the Company’s response to each of the numbered comments
immediately below each numbered comment.

In
addition, the Company is also filing Amendment No. 3 (“Amendment No. 3”) to the Registration Statement.
Capitalized terms used but not otherwise defined herein have the meanings ascribed thereto in Amendment No. 3.

Amendment
2 to Form S-1 filed December 22, 2023

Item
11. Information with Respect to the Registrant Share Purchase Agreement, page 41

 1. Please
                                         revise both here and on page 65 to clarify, as stated in Exhibit 10.7, that if the Purchaser
                                         does not perform the initial purchase of 3.0 million shares on or before February 13,
                                         2024, the agreement will expire without notice. Also, clarify that for the balance of
                                         3.0 million shares, the first increment must be purchased on or before February 13, 2024
                                         or the agreement shall expire without notice. In addition, explain further FNB Enterprise's
                                         obligation to purchase shares in the second 3.0 million tranche by February 13, 2024
                                         when according to your disclosures on page 41, RC365 Holdings PLC (RC365) is not obligated
                                         to deliver such shares until February 29, 2024.

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ANSWER:
We have added additional language to pages 41 and 66 with regards to this comment.

Licenses,
page 45

 2. We
                                         note your revised disclosure and newly filed Exhibit 10.6 in response to prior comment
                                         4. Please revise here and in Note 8 on page F-13 to discuss the changes made in Amendment
                                         2 to the License Agreement. In this regard, specifically address the fact that the License
                                         Agreement allows the company to sublicense Digital Cavalier Services technology in other
                                         jurisdictions. Also, disclose that the Agreement is extended for the entire term of the
                                         RC365 Rights Agreement and that License Fee payments will be abated until after this
                                         registration statement is effective. In addition, revise your discussion of the Exclusive
                                         Rights Agreement to clarify that you are sublicensing Digital Cavalier’s intellectual
                                         property and not your own.

ANSWER:
We have added additional text to pages 45 and Note 8 on page F-14.

Management's
Discussion and Analysis of Financial Condition and Results of Operations Plan of Operations, page 48

 3. We
                                         note from your revised disclosure in response to prior comment 4 that the $2.5 million
                                         you plan to seek in private placements is based upon a proposed budget for expanded operations.
                                         Please reconcile this with the budgeted amounts on page 50 totaling approximately $1.1
                                         million. In addition, where you state on page 49 that the company intends to secure financing
                                         for its operations by the third quarter of 2024 and to implement its plans, revise to
                                         clarify that you have not yet secured any commitments and there is no guarantee that
                                         you will be able to secure such commitments or proceed with your operations as planned.
                                         Alternatively, revise to remove this statement.

ANSWER:
Please see added language to page 49 and the updated table on page 50 to address this comment.

Liquidity
and Capital Resources, page 50

 4. We
                                         note your revised disclosure in response to prior comment 8. Please revise to address
                                         the following:

 • Disclose
                                         your current cash balance and quantify the amount of time current cash can fund operations.

 • Regarding
                                         the sale of RC365 common stock to FNB Enterprises that you expect to close for $348,000
                                         by February 13, 2024, discuss the uncertainty of receiving such funds in light of your
                                         conclusion that collectability for the $731,964 receivable from FNB Enterprises at September
                                         30, 2023 was not reasonably possible.

 • Revise
                                         your risk factor on page 13 to provide a more complete discussion of your current financial
                                         resources.

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 • Quantify
                                         the total outstanding payable to Digital Cavalier as of September 30, 2023 and at the
                                         time of the registration statement filing, in addition to the $480,000 license payable
                                         for the next 12 months.

 • Regarding
                                         abatements of the license fee payable, revise to clarify, here and in Note 7 on page
                                         F-13, the extent to which abatements will reduce the amounts ultimately payable. If abatements
                                         act only as a payment deferral mechanism, ensure that this is clear in your disclosure
                                         throughout the filing. In this regard, we note that provision 4 of the second amendment
                                         of the License Agreement filed as Exhibit 10.6 appears to YouneeqAI Technical Services,
                                         Inc. indicate that outstanding amounts subject to abatement will continue to accrue until
                                         the company has adequate funding.

ANSWER:
We have addressed these comments on page 50-52 and F-14.

Consolidated
Financial Statements for the Nine Months Ended September 30, 2023 and 2022 Note 5. FNB Enterprise Receivable, page F-11

 5. We
                                         note your revised disclosure in response to prior comment 10. Please revise to address
                                         the following with regard to the Share Purchase Agreement:

 • Clarify
                                         whether there are any related party interests between FNB Enterprises and the company,
                                         or between FNB Enterprises and RC365.

 • Clarify
                                         that the agreement is a legally binding obligation of the company to sell the RC365 shares
                                         at a fixed price as you disclose on page 41.

 • Disclose
                                         the date you delivered the initial 3,000,000 shares of RC365 common stock to FNB Enterprises.

 • If
                                         such shares were not transferred to FNB Enterprises as of September 30, 2023,
                                         revise to reflect the RC365 shares on your balance sheet as an investment measured at
                                         fair value as of September 30, 2023. Also, revise throughout the filing to clarify whether
                                         these are the 3,000,000 shares you expect to be purchased and paid for by February 13,
                                         2024.

 • If
                                         you transferred the shares to FNB Enterprises as of September 30, 2023, explain why payment
                                         was not received at the time of closing. In this regard we note that pursuant to provisions
                                         4 and 5 of the Share Purchase Agreement filed as Exhibit 10.5, the shares will be delivered
                                         and FNB Enterprises will pay the purchase price for such shares upon closing.

 • To
                                         the extent that shares were transferred or payment was received after September 30, 2023
                                         disclose this in your subsequent event footnote as well as in your Liquidity discussion
                                         on page 51.

 • Explain
                                         your disclosures on page F-10 where you indicate that at September 30, 2023 you recorded
                                         a $731,964 receivable for the purchase price under the Share Purchase Agreement. Clarify
                                         what this receivable represents. Also, explain how the subsequent write off of this "receivable"
                                         impacts the enforceability, validity and delivery under the Share Purchase Agreement.

 ▪ Revise
                                         here and throughout the filing to clarify how you determined the $348,000 purchase price
                                         for the 3,000,000 RC365 shares expected to close by February 13, 2024. In this regard,
                                         you disclose a fixed purchase price of 10 pence (approximately S$0.14) per share, which
                                         would imply a purchase price of approximately $420,000.

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FirstName
LastName

ANSWER:
We have made edits in the filing with regards the Share Purchase Agreement text throughout the document.

Regarding
the following:

 ▪ Revise
                                         here and throughout the filing to clarify how you determined the $348,000 purchase price
                                         for the 3,000,000 RC365 shares expected to close by February 13, 2024. In this regard,
                                         you disclose a fixed purchase price of 10 pence (approximately S$0.14) per share, which
                                         would imply a purchase price of approximately $420,000.

The
$0.14 was a typo and has been corrected throughout the document.

Consolidated
Financial Statements for the year ended December 31, 2022 and 2021

Note
2. Basis of Presentation and Summary of Significant Policies Restatement, page F-24

 6. We
                                         note you revised the December 31, 2022 financial statements in response to prior comment
                                         10. Please revise here to include footnote disclosure describing and quantifying the
                                         error correction. Refer to ASC 250-10-50-7.

ANSWER:
We have included a footnote disclosure for the reclassification of a portion of the license royalty liability to a current liability
on page F-25.

Item
16. Exhibits and Financial Statement schedules, page II-6

 7. We
                                         note your response to prior comment 13. However, Exhibits 2.1, 2.2, 3(i)1-5, and 4.1
                                         have still been uploaded as images rather than text searchable documents. Please amend
                                         your filing to make sure all exhibits are submitted in a text searchable format.

ANSWER:
The newly processed exhibits have been submitted with this filing.

******

We
hope that the foregoing has been responsive to the Staff’s comments. If any additional information is required by the Staff
or if you have any questions regarding the foregoing, please contact Christen Lambert, counsel to the Company, at (919) 473-9130.

Sincerely,

/s/
Christen Lambert

Christen
Lambert

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