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CORRESP Filing

Fitness Champs Holdings Ltd
Date: Aug. 29, 2025 · CIK: 0002023796 · Accession: 0001641172-25-025967

Offering / Registration Process Regulatory Compliance Business Model Clarity

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File numbers found in text: 333-287405

Date
Aug. 29, 2025
Author
Bancroft Capital, LLC
Form
CORRESP
Company
Fitness Champs Holdings Ltd

Letter

August 29, 2025

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

F Street, N.E.

Washington, D.C. 20549

Attention:

Alyssa Wall

Taylor Beech

Division of Corporate Finance

Re:

Fitness Champs Holdings Limited

Registration Statement on Form F-1, as amended (File No. 333-287405)

Request for Acceleration of Effectiveness

Ladies and Gentlemen:

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended (the "Securities Act"), we, the underwriter (the "Underwriter"), hereby join in the request of Fitness Champs Holdings Limited (the "Registrant"), for the acceleration of the effective date of the Registrant's Registration Statement on Form F-1 (File No. 333-287405) (as amended, the "Registration Statement"), relating to a public offering of ordinary shares of the Registrant, US$0.000005 par value, so that the Registration Statement may be declared effective on September 3, 2025, at 4:00 p.m. Eastern Time, or as soon thereafter as practicable. The undersigned, as the Underwriter, confirms that it is aware of its obligations under the Securities Act.

Pursuant to Rule 460 under the Securities Act, please be advised that there will be distributed to each underwriter, who is reasonably anticipated to be invited to participate in the distribution of the security, as many copies of the proposed form of preliminary prospectus as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

The undersigned confirms that it has complied with and will continue to comply with, and it has been informed or will be informed by participating dealers that they have complied with or will comply with, Rule 15c2-8 promulgated under the Securities Exchange Act of 1934, as amended, in connection with the above-referenced issue.

Very truly yours,
Bancroft Capital, LLC

Show Raw Text
CORRESP
 1
 filename1.htm

 August
29, 2025

 VIA
EDGAR

 U.S.
Securities and Exchange Commission

 Division
of Corporation Finance

 100
F Street, N.E.

 Washington,
D.C. 20549

 Attention:

 Alyssa
 Wall

 Taylor
 Beech

 Division
 of Corporate Finance

 Re:

 Fitness
 Champs Holdings Limited

 Registration
 Statement on Form F-1, as amended (File No. 333-287405)

 Request
 for Acceleration of Effectiveness

 Ladies
and Gentlemen:

 Pursuant
to Rule 461 promulgated under the Securities Act of 1933, as amended (the "Securities Act"), we, the underwriter (the
"Underwriter"), hereby join in the request of Fitness Champs Holdings Limited (the "Registrant"), for the
acceleration of the effective date of the Registrant's Registration Statement on Form F-1 (File No. 333-287405) (as amended,
the "Registration Statement"), relating to a public offering of ordinary shares of the Registrant, US$0.000005 par
value, so that the Registration Statement may be declared effective on September 3, 2025, at 4:00 p.m. Eastern Time, or as soon
thereafter as practicable. The undersigned, as the Underwriter, confirms that it is aware of its obligations under the Securities
Act.

 Pursuant
to Rule 460 under the Securities Act, please be advised that there will be distributed to each underwriter, who is reasonably anticipated
to be invited to participate in the distribution of the security, as many copies of the proposed form of preliminary prospectus as appears
to be reasonable to secure adequate distribution of the preliminary prospectus.

 The
undersigned confirms that it has complied with and will continue to comply with, and it has been informed or will be informed by participating
dealers that they have complied with or will comply with, Rule 15c2-8 promulgated under the Securities Exchange Act of 1934, as amended,
in connection with the above-referenced issue.

 Very truly yours,

 Bancroft Capital, LLC

 /s/Robert
 L. Malin

 Name:
 Robert
 L. Malin

 Title:
 Managing
 Director, Investment Banking