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Ross Law
Group, pllc

1430 Broadway, Suite 1804

New York, NY 10018

United States

+1 212 884 9333

www.RossLawGroup.co

September 19, 2024

Ms. Jenny O’Shanick

Division of Corporation Finance

Office of Manufacturing

Securities and Exchange Commission

100 F Street, N.E.

Washington, DC 20549

    Re:
    FST Corp.

    Amendment No. 1 to Registration Statement on Form F-4

    Filed August 6, 2024

    File No. 333-280879

Dear Ms. Jenny O’Shanick:

The undersigned, on behalf
of FST Corp. (the “Company”), respectfully submits this correspondence to the staff (the “Staff”) of the Securities
and Exchange Commission in response to its letter dated August 23, 2024, relating to the Company’s Registration Statement on Form
F-4 filed on August 6, 2024 (the “Registration Statement”). On behalf of the Company, we are concurrently filing an Amendment
No. 2 to the Registration Statement (“Amendment No. 2”), which reflects the Company’s responses to the comments received
by the Staff and certain updated information. Capitalized terms used herein but not defined herein have the definitions assigned to them
in Amendment No. 2.

To facilitate the Staff’s
review, we have included in this letter the caption and comment from the Staff’s comment letter in bold text and have provided the
Company’s response immediately following each comment including, where applicable, a cross-reference to the location in Amendment
No. 2 of changes made in response to the Staff’s comment.

Amendment No. 1 to Registration Statement on
Form F-4

Cover Page

 1. Please revise your registration statement cover page to state the address, including zip code, and
telephone number, including area code, of FST Corp.’s principal executive office.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on cover page of Amendment No. 2.

 2. Please revise your prospectus cover page to state whether the Chenghe Board or the New SPAC Sponsor
received a report, opinion, or appraisal referred to in Item 1607(a) of Regulation S-K. Refer to Item 1604(a)(1) of Regulation S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on cover page of Amendment No. 2.

FST Corp.

September 19, 2024

 Page 2 of 8

 3. We note your disclosures about the amount of securities issued to the New SPAC Sponsor. Please revise
to state the amount of compensation received or to be received by the New SPAC Sponsor, its affiliates, and promoters in connection with
the Business Combination. Revise to state whether this compensation may result in a material dilution of the equity interests of non-redeeming
shareholders who hold the securities until the consummation of the Business Combination. Finally, provide a cross-reference, highlighted
by prominent type or in another manner, to the locations of related disclosures in the prospectus. Refer to Item 1604(a)(3) of Regulation
S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on cover page of Amendment No. 2.

 4. We note your disclosures under “Conflicts of Interest.” Please state whether there may
be any actual or potential material conflict of interest arising from the manner in which Chenghe compensates the New SPAC Sponsor or
the manner in which the New SPAC Sponsor compensates its officers and directors. Further, state whether there may be any actual or potential
material conflict of interest between, on the one hand, the target company officers or directors and, on the other hand, Chenghe’s
unaffiliated shareholders. Further, we note your disclosure that “the Sponsors, Chenghe’s directors and officers have interests
in the Business Combination that are different from, or in addition to, the interests of the shareholders.” Please revise to clarify
if this refers to unaffiliated SPAC shareholders. Finally, please provide a cross-reference, highlighted by prominent type or in another
manner, to the locations of related disclosures in the prospectus. Refer to Item 1604(a)(4) of Regulation S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on cover page of Amendment No. 2.

Questions and Answers about the Business Combination
and the Extraordinary General Meeting

What shareholder vote thresholds are required
for the approval of each proposal brought before

the Extraordinary General Meeting?, page 33

 5. Revise your disclosure to state whether or not the Business Combination is structured so that approval
of at least a majority of SPAC’s unaffiliated security holders is required. Refer to Item 1606(c) of Regulation S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on page 34 of Amendment No. 2.

Summary of Registration Statement/Proxy Statement,
page 36

 6. Please include a brief description of the background of the Business Combination. Refer to Item 1604(b)(1)
of Regulation S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on pages 39-41 of Amendment No. 2.

FST Corp.

September 19, 2024

 Page 3 of 8

 7. In a tabular format, please provide the terms and amount of the compensation received or to be received
by the New SPAC Sponsor, its affiliates, and promoters in connection with the Business Combination or any related financing transaction,
the amount of securities issued or to be issued by Chenghe to the New SPAC Sponsor, its affiliates, and promoters and the price paid or
to be paid for such securities in connection with the Business Combination or any related financing transaction. Outside of the table,
please provide the extent to which that compensation and securities issuance has resulted or may result in a material dilution of the
equity interests of Chenghe’s non-redeeming shareholders. Refer to Item 1604(b)(4) of Regulation S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on page 59 of Amendment No. 2.

The Business Combination

Sources and Uses of Funds for the Business
Combination, page 38

 8. Please revise to disclose the anticipated liquidity position of CayCo following the Business Combination,
including the amount of cash on hand CayCo expects to have following potential shareholder redemptions and the payment of expenses related
to the Business Combination.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on page 42 of Amendment No. 2.

Redemption Rights, page 47

 9. We note your disclosure on page 188 that Chenghe may extend the time period to complete the Business
Combination until October 27, 2024, subject to additional extension deposits each month. Please revise to disclose whether Chenghe’s
shareholders may redeem their shares in connection with any proposal to extend the time period.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on page 192 of and throughout Amendment No. 2 where appropriate to disclose that Chenghe
may extend the time period to complete the Business Combination beyond October 27, 2024, in connection to which Chenghe’s public
shareholders may redeem their shares.

Interests of Certain Persons in the Business Combination, page 49

 10. Please revise to provide a brief description of any actual or potential material conflict of interest
between the target company officers or directors and Chenghe’s unaffiliated shareholders. Further, we note your disclosure that
“the Sponsors, SPAC’s directors and officers have interests in the Business Combination that are different from, or in addition
to, those of other SPAC Shareholders.” Please revise to clarify if this refers to unaffiliated SPAC shareholders. Refer to Item
1604(b)(3) of Regulation S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on page 57 of Amendment No. 2.

Recommendations of SPAC’s Board of Directors
to SPAC Shareholders

Reasons for the Approval of the Business Combination
and Recommendations, page 49

 11. We note your cross-reference to the section entitled “SPAC Shareholder Proposal No. 1 —
The Business Combination Proposal — SPAC Board’s Reasons for the Approval of the Business Combination and Recommendations”
for the material factors that Chenghe Board considered. Please revise this section to briefly describe the material factors that the Chenghe
Board considered in making this determination. Refer to Item 1604(b)(2) of Regulation S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on pages 54-57 of Amendment No. 2.

FST Corp.

September 19, 2024

 Page 4 of 8

Extraordinary General Meeting of SPAC Shareholders

Recommendation to Shareholders, page 96

 12. Please revise here and on pages 29 and 70 to describe any actual or potential material conflict of
interest arising from the manner in which Chenghe compensates the New SPAC Sponsor or the manner in which the New SPAC Sponsor compensates
its officers and directors. Further, please revise to describe any actual or potential material conflict of interest between the target
company officers or directors and Chenghe’s unaffiliated shareholders. Finally, we note your disclosure that “the Sponsors,
SPAC’s directors and officers have interests in the Business Combination that are different from, or in addition to, those of other
SPAC Shareholders.” Please revise to clarify if this refers to unaffiliated SPAC shareholders. Refer to Item 1603(b) of Regulation
S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on cover page, pages 32 and 79 of and throughout the Amendment No.2 where applicable.

Background of the Business Combination, page 103

 13. Please revise to provide a reasonably detailed discussion of the reasons of the target company for
engaging in the Business Combination. Refer to Item 1605(b)(3) of Regulation S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on pages 60 and 133 of Amendment No. 2.

SPAC Shareholder Proposal No. 1 - The Business Combination Proposal,
page 103

 14. Please revise your disclosure here or elsewhere as appropriate to discuss both the benefits and detriments
of the Business Combination transaction and any related financing transactions on Chenghe, its affiliates and unaffiliated shareholders,
the New SPAC Sponsor and its affiliates, and the target company and its affiliates. The benefits and detriments of the Business Combination
must be quantified to the extent practicable. Refer to Item 1605(c) of Regulation S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on pages 132-133 of Amendment No. 2.

SPAC Board’s Reasons for the Approval of the
Business Combination and Recommendations, page 110

 15. State whether or not a majority of the directors (or members of similar governing body) who are not
employees of Chenghe has retained an unaffiliated representative to act solely on behalf of unaffiliated security holders for purposes
of negotiating the terms of the Business Combination and/or preparing a report concerning the approval of the Business Combination. Refer
to Item 1606(d) of Regulation S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on page 121 of Amendment No. 2.

Summary of Financial and Valuation Analyses
of FST, page 115

 16. We note your financial statements were prepared in accordance with U.S. GAAP. We also note your disclosure
the historical financial information of FST used by FST as the base for the projection was prepared using International Financing Reporting
Standards. Please revise or disclose the impact of using two different accounting standards.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on page 127 of Amendment No. 2.

FST Corp.

September 19, 2024

 Page 5 of 8

 17. We note your revisions in response to prior comment 1 and reissue in part. We note that you deleted
the reference to plant capacity utilization rate improving under “Estimation of Operating Expenses” on page 117. However,
your other disclosures still discuss that your plant capacity utilization rate will improve under “Estimation of Costs of Goods
Manufactured” and “Estimation of Capital Expenditures.” Please revise to address the part of that comment requesting
disclosure if this relates to the land and buildings you recently purchased in Minxiong Township of Chiayi County, Taiwan, as disclosed
on page 208, or advise.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on page 129 of Amendment No. 2.

Interests of Certain Persons in the Business
Combination, page 120

 18. Please revise to disclose any material interests in the Business Combination held by the target company’s
officers or directors that consist of any interest in, or affiliation with, the New SPAC Sponsor or Chenghe. Refer to Item 1605(d) of
Regulation S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on cover page, pages 32, 59, 81, 109 and 136 of Amendment No. 2.

Material U.S. Federal Income Tax Considerations,
page 147

 19. Please revise to expand this section to address the federal income tax consequences of the Business
Combination to the target company and its security holders. In this regard, we note the current tax discussion is focused on Chenghe and
its security holders. Additionally, please revise the prospectus throughout accordingly. Refer to Item 1605(b)(6) of Regulation S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on pages 176-177 of Amendment No. 2.

Business of SPAC and Certain Information About
SPAC

Sponsor Sale and the New SPAC Sponsor

Conflicts of Interest, page 176

 20. Please revise to disclose whether Chenghe Acquisition II Co. is still searching for a target. Further,
we note your disclosure here and throughout the filing that Richard Qi Li currently serves as director and chief executive officer of
HH&L Acquisition Co. but that NYSE delisted HH&L’s securities for failing to timely consummate a business combination. Please
revise the filing to clarify if HH&L has been liquidated and Richard Qi Li’s current role at HH&L. Finally, please address,
as applicable, any extensions of Chenghe Acquisition II Co., Chenghe Acquisition Co., and HH&L and redemption levels experienced by
those companies in connection with any extension request and/or business combination.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on pages 192-194 of Amendment No. 2.

 21. Please revise to disclose the material roles and responsibilities of the New SPAC Sponsor in directing
and managing Chenghe’s activities. Refer to Item 1603(a)(4) of Regulation S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on page 193 of Amendment No. 2.

 22. Please revise to disclose the nature (e.g., cash, shares of stock, warrants and rights) and amounts
of all compensation that has been or will be awarded to, earned by, or paid to the New SPAC Sponsor, its affiliates, and any promoters
for all services rendered or to be rendered in all capacities to Chenghe and its affiliates. Disclose any circumstances or arrangements
under which the New SPAC Sponsor, its affiliates, and promoters, directly or indirectly, could transfer ownership of Chenghe’s securities,
or that could result in the surrender or cancellation of such securities. In addition, disclose the amounts of any reimbursements to be
paid to the New SPAC Sponsor, its affiliates, and any promoters upon the completion of the Business Combination. Refer to Item 1603(a)(6)
of Regulation S-K.

Response: In response to the Staff’s
comments, the Company has revised the disclosure on pages 194-196 of Amendment No. 2.

FST Corp.

September 19, 2024

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 23.