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Correspondence 0001493152-24-036391 from Fast Track Group (FTRK) (CIK 0002027262) (FTRK)

Fast Track Group (FTRK) (CIK 0002027262)
Date: Sept. 16, 2024 · CIK: 0002027262 · Accession: 0001493152-24-036391

AI Filing Summary & Sentiment

File numbers found in text: 333-281969

Referenced dates: September 13, 2024

Date
September 6, 2024
Author
/s/
Form
CORRESP
Company
Fast Track Group (FTRK) (CIK 0002027262)

Letter

Via Edgar Transmission Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services Registration Statement on Form F-1 Filed September 6, 2024 File No. 333-281969

Re: Fast Track Group

Dear Mr. Anderegg /Mr. Field:

As counsel for the Company and on its behalf, this letter is being submitted in response to the letter dated September 13, 2024 from the Securities and Exchange Commission (the “Commission”) in which the staff of the Commission (the “Staff”) commented on the above-referenced Registration Statement on Form F-1 (the “Form F-1”).

For the Staff’s convenience, the Staff’s comment has been stated below in its entirety, with the Company’s response set out immediately underneath such comment.

Registration Statement on Form F-1

Notes to Consolidated Financial Statements

Note 2.1 Restatement of Consolidated Financial Statements, page F-13

1. We note that you have restated your financial statements and footnote for the correction of an error, but do not explain the original accounting for the transaction for the waiver of debt from a related party. Please revise your disclosure to reflect a description of the nature of the error that resulted in the restatement of capital contributions from a director.

Refer to ASC 250-10-50-7.

Response: The Company respectfully advises the Staff that the above has been updated on page F-13.

2. We note that your financial statements are presented in Singapore Dollars (“S$”), which is the reporting currency of the Company. Please revise the tabular reconciliation of previously reported to restated amounts to present amounts in your reporting currency rather than in US Dollars consistent with your other footnotes.

Response: The Company respectfully advises the Staff that the previously reported amounts have been revised to address the above on page F-13.

Exhibit 5.1

Legal Opinion, page II-4

3. We note that you have not identified the number of shares to be registered. Please file a revised opinion identifying the number of shares covered by the opinion. Additionally, please file a revised opinion which provides the appropriate opinions for the offering of the underwriter warrants and underlying shares. In this regard, we note that opinion paragraph 3 only covers the shares to be offered in the initial public offering and does not cover the securities being offered to the underwriter as compensation.

Response: The Company respectfully advises the Staff that the above has been revised and has been included in the exhibits index.

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm, page II-4

4. Please arrange to have your auditors revise their consent to properly refence to the dual dated auditors report on July 8, 2024 except Note 2.1 for the Restatement of Consolidated Financial Statements as to which the date is September 6, 2024.

Response: The Company respectfully advise the Staff that the relevant consent has been included in the exhibits index.

* * *

Please contact the undersigned at (852) 3923-1188 if you have any questions with respect to the responses contained in this letter.

Sincerely,
/s/
Lawrence S. Venick

Show Raw Text
CORRESP
1
filename1.htm

September
16, 2024

Via
Edgar Transmission

Mr.
Scott Anderegg / Mr. Donald Field

Securities
and Exchange Commission

Division
of Corporation Finance

Office
of Trade & Services

Washington,
D.C. 20549

    Re:
    Fast
    Track Group

    Registration
    Statement on Form F-1

    Filed
    September 6, 2024

    File
    No. 333-281969

Dear
Mr. Anderegg /Mr. Field:

As
counsel for the Company and on its behalf, this letter is being submitted in response to the letter dated September 13, 2024 from the
Securities and Exchange Commission (the “Commission”) in which the staff of the Commission (the “Staff”)
commented on the above-referenced Registration Statement on Form F-1 (the “Form F-1”).

For
the Staff’s convenience, the Staff’s comment has been stated below in its entirety, with the Company’s response set
out immediately underneath such comment.

Registration
Statement on Form F-1

Notes
to Consolidated Financial Statements

Note
2.1 Restatement of Consolidated Financial Statements, page F-13

1. We
                                            note that you have restated your financial statements and footnote for the correction of
                                            an error, but do not explain the original accounting for the transaction for the waiver of
                                            debt from a related party. Please revise your disclosure to reflect a description of the
                                            nature of the error that resulted in the restatement of capital contributions from a director.

Refer
to ASC 250-10-50-7.

Response:
The Company respectfully advises the Staff that the above has been updated on page F-13.

2. We
                                            note that your financial statements are presented in Singapore Dollars (“S$”),
                                            which is the reporting currency of the Company. Please revise the tabular reconciliation
                                            of previously reported to restated amounts to present amounts in your reporting currency
                                            rather than in US Dollars consistent with your other footnotes.

Response:
The Company respectfully advises the Staff that the previously reported amounts have been revised to address the above on page F-13.

Exhibit
5.1

Legal
Opinion, page II-4

3. We
                                            note that you have not identified the number of shares to be registered. Please file a revised
                                            opinion identifying the number of shares covered by the opinion. Additionally, please file
                                            a revised opinion which provides the appropriate opinions for the offering of the underwriter
                                            warrants and underlying shares. In this regard, we note that opinion paragraph 3 only covers
                                            the shares to be offered in the initial public offering and does not cover the securities
                                            being offered to the underwriter as compensation.

Response:
The Company respectfully advises the Staff that the above has been revised and has been included in the exhibits index.

Exhibit
23.1

Consent
of Independent Registered Public Accounting Firm, page II-4

4. Please
                                            arrange to have your auditors revise their consent to properly refence to the dual dated
                                            auditors report on July 8, 2024 except Note 2.1 for the Restatement of Consolidated Financial
                                            Statements as to which the date is September 6, 2024.

Response:
The Company respectfully advise the Staff that the relevant consent has been included in the exhibits index.

*
* *

Please
contact the undersigned at (852) 3923-1188 if you have any questions with respect to the responses contained in this letter.

Sincerely,

    /s/
    Lawrence S. Venick

    Lawrence
    S. Venick

    Direct
    Dial: +852.3923.1188

    Email:
    lvenick@loeb.com