SecProbe.io

CORRESP
1
filename1.htm

U.S.
Securities and Exchange Commission

December
10, 2024

Page
1

    Austin
    Legal Group, APC

    Lawyers

    3990
    Old Town Ave, Ste A-101

    San
    Diego, CA 92110

    Telephone

    (619)
    924-9600

    Facsimile
    Writer’s
    Email:

    (619)
    881-0045
    gaustin@austinlegalgroup.com

December
10, 2024

U.S.
Securities and Exchange Commission

Division
of Corporate Finance

Office
of Real Estate & Construction

100
F Street, NE

Washington,
D.C. 20549

Attn:
Dorrie Yale and Catherine De Lorenzo

    Re:

    JFB
    Construction Holdings

    Registration
    Statement on Form S-1/A Submitted December 10, 2024

    CIK
    No.: 0002024306

Dear
Ms. Yale and De Lorenzo:

Please
see below for responses to the Division’s letter dated November 26, 2024 regarding the above captioned matter. All comments have
been addressed in the Registration Statement on Form S-1, filed December 10, 2024 (“Amendment”) and/or as further herein
detailed.

Registration
Statement on Form S-1

Report
of Independent Registered Public Accounting Firm, page F-2

 1. We
                                            note changes to the audited financial statements and your notes to the audited financial
                                            statements subsequent to the date of the audit report. Please tell us how your auditor determined
                                            it was unnecessary to provide an updated audit report. Alternatively, please amend your filing
                                            to include an updated audit report from your auditor. Refer to PCAOB AS 3110.

    Response:
    The
    Company acknowledges the Staff’s comment and has provided an updated audit report with a current date.

U.S.
Securities and Exchange Commission

December
10, 2024

Page
2

Note
4 - Business Segment Information, page F-11

2. We
                                            note your response to prior comment 7 and your expanded segment disclosure. Please address
                                            the following:

•
Please tell us how your segment disclosure complies with the disclosure requirements pursuant to ASC 280-10-50-22 through 50-26;

•
Please tell us your consideration for providing disclosures required by ASC 280- 10-50-29, including an explanation of the measurements
of segment profit or loss and segment assets for each reportable segment; and

•
Please provide reconciliations of total reportable segments’ measure of profit or loss to your consolidated net income before taxes
and of total reportable segments’ assets to your consolidated assets. Refer to ASC 280-10-50-30(b) and (c).

    Response:
    The
    Company acknowledges the Staff’s comments and has revised its financial statement footnotes to include segment disclosure required
    by ASC 280-10-50-22 through ASC 280-10-50-30. We have also expanded our financial reporting to provide all measures of profit and
    loss to our consolidated net income before taxes and total reportable segments.

If
you have any questions relating to any of the foregoing, please contact Gina Austin, Esq. of Austin Legal Group, APC at (619) 924-9600.

    Sincerely,

    AUSTIN
    LEGAL GROUP, APC

    /s/
    Gina Austin, Esq.

    Gina
    Austin, Esq.