SecProbe.io

CORRESP
 1
 filename1.htm

 March
27, 2025

 VIA
EDGAR

 U.S.
Securities and Exchange Commission

 100
F Street, NE

 Washington,
D.C., 20549

 Attn:
Nicholas Nalbantian

 Re:
 Ten-League
 International Holdings Limited

 Registration
 Statement on Form F-1, as amended (File No. 333-275240)
 Request
 for Acceleration of Effectiveness

 Dear
Mr. Nalbantian:

 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 Ten-League International Holdings Limited (the "Registrant"), for the acceleration of the effective
date of the Registrant's Registration Statement on Form F-1 (File No. 333-275240) (as amended, the "Registration Statement"),
relating to a public offering of shares of the Registrant's ordinary shares, US$0.000025 par value, so that the Registration Statement
may be declared effective on March 28, 2025, at 3:00 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/
 Jason Diamond

 Name:

 Jason
 Diamond

 Title:
 Head
 of Investment Banking

CORRESP
 1
 filename1.htm

 March
27, 2025

 VIA
EDGAR

 Ms.
Nasreen Mohammed

 Ms.
Lyn Shenk

 Mr.
Nicholas Nalbantian

 Ms.
Erin Jaskot

 Division
of Corporation Finance

 Office
of Trade & Services

 U.S.
Securities and Exchange Commission

 100
F Street, N.E.

 Washington,
DC 20549

 Re:
 Ten-League
 International Holdings Limited (CIK No. 0001982012)
 Registration
 Statement on Form F-1, as amended (File No. 333-275240)

 Ladies
and Gentlemen:

 Pursuant
to Rule 461 of the General Rules and Regulations (" Rule 461 ") under the Securities Act of 1933, as amended, Ten-League
International Holdings Limited (the " Company ") hereby requests that the Securities and Exchange Commission (the " Commission ")
take appropriate action to cause the above-referenced Registration Statement on Form F-1, as amended (the " F-1 Registration
Statement ") to become effective at March 28, 2025, at 3:00 p.m. Eastern Time, or as soon thereafter as practicable.

 If
there is any change in the acceleration request set forth above, the Company will promptly notify you of the change, in which case the
Company may be making an oral request of acceleration of the effectiveness of the Registration Statements in accordance with Rule 461.
Such request may be made by an executive officer of the Company or by any attorney from the Company's U.S. counsel, Morgan, Lewis
& Bockius.

 The
Company understands that the representative of the underwriters, on behalf of the prospective underwriters of the offering, has joined
in this request in a separate letter filed with the Commission today.

 Please
contact Ms. Louise Liu of Morgan, Lewis & Bockius at +852.3551.8688 or via e-mail at louise.liu@morganlewis.com with any questions
you may have concerning this request. In addition, please notify Ms. Liu when this request for acceleration has been granted.

 (Signature
page follows)

 Very
 truly yours,

 Ten-League
 International Holdings Limited

 /s/
 Jison Lim

 Name:

 Jison
 Lim

 Title:
 Director
 and Chairman

 (Signature
Page to Issuer Acceleration Request)

CORRESP
 1
 filename1.htm

 Morgan,
Lewis & Bockius

 c/o
19th Floor,

 Edinburgh
Tower, The Landmark

 15
Queen's Road Central, Hong Kong

 Direct:
+852.3551.8500

 Fax:
+852.3006.4346

 www.morganlewis.com

 WRITER'S
DIRECT LINE

 +852.3551.8688

 WRITER'S
EMAIL

 louise.liu@morganlewis.com

 March
27, 2025

 Confidential

 Ms.
Nasreen Mohammed

 Ms.
Lyn Shenk

 Mr.
Nicholas Nalbantian

 Ms.
Erin Jaskot

 Division
of Corporation Finance

 Office
of Trade & Services

 U.S.
Securities and Exchange Commission

 100
F Street, N.E.

 Washington,
DC 20549

 Re:
 Ten-League
 International Holdings Limited

 Response
 to the Staff's Comments on
 Amendment
 No. 10 to Registration Statement on Form F-1
 Filed
 on March 17, 2025
 File
 No. 333-275240

 Dear
Ms. Mohammed, Ms. Shenk, Mr. Nalbantian, Ms. Jaskot:

 On
behalf of our client, Ten-League International Holdings Limited, a foreign private issuer organized under the laws of the Cayman Islands
(the " Company "), we are filing herewith the Company's registration statement on Form F-1 (the " Registration
Statement ") and certain exhibits via EDGAR to the Securities and Exchange Commission (the " Commission ").

 Concurrently
with the filing of the Registration Statement, the Company is hereby in this letter setting forth the Company's responses to the
comments contained in the letter from the staff of the Commission (the " Staff ") dated March 26, 2025 on the Company's
Registration Statement filed on March 17, 2025.

 The
Staff's comments are repeated below in bold and are followed by the Company's responses. We have included page references
in the Registration Statement where the language addressing a particular comment appears. Capitalized terms used but not otherwise defined
herein have the meanings set forth in the Registration Statement.

 Partners:
 Edwin Luk, June Chan, Connie Cheung, Keith Cheung*#,
 William
 Ho, David Liao, Charles Mo, Billy Wong and Yan Zeng

 Registered
 Foreign Lawyers:
 Eli
 Gao (New York), Maurice Hoo (California),
 Alice
 Huang (California), Mathew Lewis (New York),
 Louise
 Liu (New York), Vivien Yu (New South Wales),
 and
 Ning Zhang (New York)

 *China-Appointed
 Attesting Officer
 #Notary Public of Hong Kong

 19th
 Floor
 Edinburgh Tower, The Landmark
 15 Queen's Road Central
 Hong Kong

 +852.3551.8500
 +852.3006.4346

 Amendment
No. 10 to Registration Statement on Form F-1, Filed March 17, 2025

 Business

 Our
Business Strategies

 We
intend to expand our engineering, procurement, construction and commissioning, or

 EPCC,
service for deploying..., page 75

 1.
 We
 note the removal of disclosure stating that you are undergoing the application for a "Certificate of Statutory Completion,"
 but have not replaced that language. Please confirm, if true, that you have now been granted your "Certificate of Statutory
 Completion."

 In
response to the Staff's comment, the Company has revised the disclosure on page 75 of the Registration Statement.

 2.
 Revise
 to update your discussion for the most recent fiscal year up to the date of the registration statement. Refer to Item 7.B. of Form
 20-F.

 In
response to the Staff's comment, the Company has revised the disclosure on pages 111,112 and 113 of the Registration Statement.

 If
you have any questions regarding the Registration Statement, please contact the undersigned by phone at +852.3551.8688 or via email at
louise.liu@morganlewis.com.

 Very
 truly yours

 By:
 /s/
 Louise Liu

 Louise
 Liu

 Partner

 cc:
 Jison
 Lim, Director and Chairman, Ten-League International Holdings Limited
 Lim
 Boon Ping, Chief Financial Officer, Ten-League International Holdings Limited
 Henry
 F. Schlueter, Esq., Schlueter & Associates, P.C.

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 March 26, 2025

Jison Lim
Director and Chairman
Ten-League International Holdings Ltd
7 Tuas Avenue 2
Singapore 639447

 Re: Ten-League International Holdings Ltd
 Amendment No. 10 to Registration Statement on Form F-1
 Filed March 17, 2025
 File No. 333-275240
Dear Jison Lim:

 We have reviewed your amended registration statement and have the
following
comment(s).

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our October 18,
2024 letter.

Amendment No. 10 to Registration Statement on Form F-1, Filed March 17, 2025
Business
Our Business Strategies
We intend to expand our engineering, procurement, construction and
commissioning, or
EPCC, service for deploying..., page 75

1. We note the removal of disclosure stating that you are undergoing the
application for
 a "Certificate of Statutory Completion," but have not replaced that
language. Please
 confirm, if true, that you have now been granted your "Certificate of
Statutory
 Completion."
 March 26, 2025
Page 2
Related Party Transactions, page 111

2. Revise to update your discussion for the most recent fiscal year up to
the date of the
 registration statement. Refer to Item 7.B. of Form 20-F.

 Please contact Nasreen Mohammed at 202-551-3773 or Lyn Shenk at
202-551-3380
if you have questions regarding comments on the financial statements and
related
matters. Please contact Nicholas Nalbantian at 202-551-7470 or Mara Ransom at
202-551-
3264 with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Trade &
Services
cc: Louise L. Liu
</TEXT>
</DOCUMENT>

CORRESP
1
filename1.htm

Morgan,
Lewis & Bockius

c/o
19th Floor,

Edinburgh
Tower, The Landmark

15
Queen’s Road Central, Hong Kong

Direct:
+852.3551.8500

Fax:
+852.3006.4346

www.morganlewis.com

WRITER’S
DIRECT LINE

+852.3551.8688

WRITER’S
EMAIL

louise.liu@morganlewis.com

November
7, 2024

Confidential

Ms.
Nasreen Mohammed

Ms.
Lyn Shenk

Mr.
Nicholas Nalbantian

Ms.
Erin Jaskot

Division
of Corporation Finance

Office
of Trade & Services

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Washington,
DC 20549

    Re:
    Ten-League
    International Holdings Limited

    Response
    to the Staff’s Comments on

    Amendment
    No. 8 to Registration Statement on Form F-1

    Filed
    on October 25, 2024

    File
    No. 333-275240

Dear
Ms. Mohammed, Ms. Shenk, Mr. Nalbantian, Ms. Jaskot:

On
behalf of our client, Ten-League International Holdings Limited, a foreign private issuer organized under the laws of the Cayman Islands
(the “Company”), we are filing herewith the Company’s registration statement on Form F-1 (the “Registration
Statement”) and certain exhibits via EDGAR to the Securities and Exchange Commission (the “Commission”).

Concurrently
with the filing of the Registration Statement, the Company is hereby in this letter setting forth the Company’s responses to the
comments contained in the letter from the staff of the Commission (the “Staff”) dated October 28, 2024 on the Company’s
Registration Statement filed on October 25, 2024.

The
Company respectfully advises the Staff that, subject to market conditions, it plans to launch the road show for the proposed offering
as soon as possible. The Company would appreciate the Staff’s timely assistance and support to the Company in meeting the proposed
timetable for the offering.

The
Staff’s comments are repeated below in bold and are followed by the Company’s responses. We have included page references
in the Registration Statement where the language addressing a particular comment appears. Capitalized terms used but not otherwise defined
herein have the meanings set forth in the Registration Statement.

    Partners:

    Edwin Luk, June Chan, Connie Cheung, Keith Cheung*#,

    William
    Ho, David Liao, Charles Mo, Billy Wong and Yan Zeng

    Registered
    Foreign Lawyers:

    Eli
    Gao (New York), Maurice Hoo (California),

    Alice
    Huang (California), Mathew Lewis (New York),

    Louise
    Liu (New York), Vivien Yu (New South Wales),

    and
    Ning Zhang (New York)

    *China-Appointed
    Attesting Officer

    #Notary Public of Hong Kong

    19th
    Floor

    Edinburgh Tower, The Landmark

    15 Queen’s Road Central

    Hong Kong
    +852.3551.8500

    +852.3006.4346

Amendment
No. 8 to Registration Statement on Form F-1, Filed October 25, 2024

Exhibits

    1.
    We
    note counsel’s opinion that the statements under the caption “Material Tax Considerations” in the prospectus forming
    part of the Registration Statement, to the extent that they constitute statements of Cayman Islands law, are accurate in all material
    respects. This statement fails to identify the specific tax issue on which counsel is opining. Please have counsel revise to opine
    on the tax consequences of the offering, not the manner in which they are described in the prospectus. Refer to Section III.C.2.
    of Staff Legal Bulletin No. 19 (CF) located at our web-site.

In
response to the Staff’s comment, counsel’s opinion letter in Exhibit 5.1 has been revised accordingly.

If
you have any questions regarding the Registration Statement, please contact the undersigned by phone at +852.3551.8688 or via email at
louise.liu@morganlewis.com.

    Very
    truly yours

    By:
    /s/
    Louise Liu

    Louise
    Liu

    Partner

    cc:
    Jison
    Lim, Director and Chairman, Ten-League International Holdings Limited

    Lim
    Boon Ping, Chief Financial Officer, Ten-League International Holdings Limited

    Henry
    F. Schlueter, Esq., Schlueter & Associates, P.C.

October 28, 2024
Jison Lim
Director and Chairman
Ten-League International Holdings Ltd
7 Tuas Avenue 2
Singapore 639447
Re:Ten-League International Holdings Ltd
Amendment No. 8 to Registration Statement on Form F-1
Filed October 25, 2024
File No. 333-275240
Dear Jison Lim:
            We have reviewed your amended registration statement and have the following
comment(s).
            Please respond to this letter by amending your registration statement and providing
the requested information. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information
you provide in response to this letter, we may have additional comments. Unless we note
otherwise, any references to prior comments are to comments in our October 24, 2024 letter.
Amendment No. 8 to Registration Statement on Form F-1, Filed October 25, 2024
Exhibits
1.We note counsel's opinion that the statements under the caption “Material Tax
Considerations” in the prospectus forming part of the Registration Statement, to the
extent that they constitute statements of Cayman Islands law, are accurate in all
material respects. This statement fails to identify the specific tax issue on which
counsel is opining. Please have counsel revise to opine on the tax consequences of the
offering, not the manner in which they are described in the prospectus. Refer to
Section III.C.2. of Staff Legal Bulletin No. 19 (CF) located at our web-site.

October 28, 2024
Page 2
            Please contact Nasreen Mohammed at 202-551-3773 or Lyn Shenk at 202-551-3380
if you have questions regarding comments on the financial statements and related
matters. Please contact Nicholas Nalbantian at 202-551-7470 or Mara Ransom at 202-551-
3264 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:Louise L. Liu

CORRESP
1
filename1.htm

Morgan, Lewis & Bockius

c/o 19th Floor,

Edinburgh
Tower, The Landmark

15
Queen’s Road Central, Hong Kong

Direct:
+852.3551.8500

Fax:
+852.3006.4346

www.morganlewis.com

WRITER’S
DIRECT LINE

+852.3551.8688

WRITER’S
EMAIL

louise.liu@morganlewis.com

October
25, 2024

Confidential

Ms.
Nasreen Mohammed

Ms.
Lyn Shenk

Mr.
Nicholas Nalbantian

Ms.
Erin Jaskot

Division
of Corporation Finance

Office
of Trade & Services

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Washington,
DC 20549

    Re:
    Ten-League
    International Holdings Limited (CIK No. 0001982012)

    Registration
    Statement on Form F-1 (File No. 333-275240)

Dear
Ms. Mohammed, Ms. Shenk, Mr. Nalbantian, Ms. Jaskot:

On
behalf of our client, Ten-League International Holdings Limited, a foreign private issuer organized under the laws of the Cayman Islands
(the “Company”), we submit to the staff (the “Staff”) of the Securities and Exchange Commission
(the “Commission”) this letter setting forth the Company’s responses to the comments contained in the Staff’s
letter dated October 24, 2024 on the Company’s amendment No. 7 to the Company’s registration statement on Form F-1 filed
on October 18, 2024 (the “Registration Statement”).

Concurrently
with the submission of this letter, the Company is filing herewith amendment No. 8 (“Amendment No. 8”) to the Registration
Statement via EDGAR to the Commission.

The
Staff’s comments are repeated below in bold and are followed by the Company’s responses. We have included page references
in the Amendment No. 8 where the language addressing a particular comment appears. Capitalized terms used but not otherwise defined herein
have the meanings set forth in the Amendment No. 8.

    Partners:

    Edwin
    Luk, June Chan, Connie Cheung, Keith Cheung*#, William Ho, David Liao, Charles Mo, Billy Wong and Yan Zeng

    Registered
    Foreign Lawyers:

    Eli
                                            Gao (New York), Maurice Hoo (California), Alice Huang (California), Mathew Lewis (New York),
                                            Louise Liu (New York), Vivien Yu (New South Wales), and Ning Zhang (New York)

*China-Appointed
Attesting Officer

#Notary
Public of Hong Kong

    19th
    Floor

    Edinburgh
    Tower, The Landmark 15 Queen’s Road Central

    Hong
    Kong

    ☐ +852.3551.8500

    ☐ +852.3006.4346

Management's
Discussion and Analysis of Financial Condition and Results of Operations Six Months Comparison of Our Results of Operations, page 48

    1.
    We
                                            note you deleted the Year-on-Year Comparison of your Results of Operations for the year ended
                                            December 31, 2023, and 2022 when you updated for the six months ended June 30, 2024. Please
                                            expand your discussion to also include the results of operations comparison for the year
                                            ended December 31, 2023 and 2022. Refer to Item 5 of Form 20-F.

In
response to the Staff’s comment, the Company has revised pages 49, 50 and 53 of the Registration Statement.

If
you have any questions regarding the Registration Statement, please contact the undersigned by phone at +852.3551.8688 or via e-mail
at louise.liu@morganlewis.com.

    Very
    truly yours

    By:
    /s/
    Louise L. Liu

    Louise
    L. Liu

    Partner

    cc:
    Jison
    Lim, Director and Chairman, Ten-League International Holdings Limited

    Lim
    Boon Ping, Chief Financial Officer, Ten-League International Holdings Limited

    Henry
    F. Schlueter, Esq., Schlueter & Associates, P.C.

October 24, 2024
Jison Lim
Director and Chairman
Ten-League International Holdings Ltd
7 Tuas Avenue 2
Singapore 639447
Re:Ten-League International Holdings Ltd
Amendment No. 7 to Registration Statement on Form F-1
Filed October 18, 2024
File No. 333-275240
Dear Jison Lim:
            We have reviewed your amended registration statement and have the following
comment(s).
            Please respond to this letter by amending your registration statement and providing
the requested information. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information
you provide in response to this letter, we may have additional comments. Unless we note
otherwise, any references to prior comments are to comments in our June 17, 2024 letter.
Amendment No. 7 to Registration Statement on Form F-1, Filed October 18, 2024
Management's Discussion and Analysis of Financial Condition and Results of Operations
Six Months Comparison of Our Results of Operations, page 48
1.We note you deleted the Year-on-Year Comparison of your Results of Operations for
the year ended December 31, 2023, and 2022 when you updated for the six
months ended June 30, 2024. Please expand your discussion to also include the results
of operations comparison for the year ended December 31, 2023 and 2022. Refer to
Item 5 of Form 20-F.

October 24, 2024
Page 2
            Please contact Nasreen Mohammed at 202-551-3773 or Lyn Shenk at 202-551-3380
if you have questions regarding comments on the financial statements and related
matters. Please contact Nicholas Nalbantian at 202-551-7470 or Mara Ransom at 202-551-
3264 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:Louise L. Liu

CORRESP
1
filename1.htm

Morgan,
Lewis & Bockius

c/o
19th Floor,

Edinburgh
Tower, The Landmark

15
Queen’s Road Central, Hong Kong

Direct:
+852.3551.8500

Fax:
+852.3006.4346

www.morganlewis.com

WRITER’S
DIRECT LINE

+852.3551.8688

WRITER’S
EMAIL

louise.liu@morganlewis.com

July
15, 2024

Confidential

Ms.
Nasreen Mohammed

Ms.
Lyn Shenk

Mr.
Nicholas Nalbantian

Ms.
Erin Jaskot

Division
of Corporation Finance

Office
of Trade & Services

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Washington,
DC 20549

    Re:
    Ten-League
    International Holdings Limited

    Response
    to the Staff’s Comments on

    Amendment
    No. 5 to Registration Statement on Form F-1

    Filed
    on June 4, 2024

    File
    No. 333-275240

Dear
Ms. Mohammed, Ms. Shenk, Mr. Nalbantian, Ms. Jaskot:

On
behalf of our client, Ten-League International Holdings Limited, a foreign private issuer organized under the laws of the Cayman Islands
(the “Company”), we are filing herewith the Company’s registration statement on Form F-1 (the “Registration
Statement”) and certain exhibits via EDGAR to the Securities and Exchange Commission (the “Commission”).

Concurrently
with the filing of the Registration Statement, the Company is hereby in this letter setting forth the Company’s responses to the
comments contained in the letter from the staff of the Commission (the “Staff”) dated June 17, 2024 on the Company’s
Registration Statement filed on June 4, 2024.

The
Company respectfully advises the Staff that, subject to market conditions, it plans to launch the road show for the proposed offering
as soon as possible. The Company would appreciate the Staff’s timely assistance and support to the Company in meeting the proposed
timetable for the offering.

The
Staff’s comments are repeated below in bold and are followed by the Company’s responses. We have included page references
in the Registration Statement where the language addressing a particular comment appears. Capitalized terms used but not otherwise defined
herein have the meanings set forth in the Registration Statement.

    Partners:

    Edwin Luk, June Chan, Connie Cheung, Keith Cheung*#,

    William
    Ho, David Liao, Charles Mo, Billy Wong and Yan Zeng

    Registered
    Foreign Lawyers:

    Eli
    Gao (New York), Maurice Hoo (California),

    Alice
    Huang (California), Mathew Lewis (New York),

    Louise
    Liu (New York), Vivien Yu (New South Wales),

    and
    Ning Zhang (New York)

    *China-Appointed
    Attesting Officer

    #Notary Public of Hong Kong

    19th
    Floor

    Edinburgh Tower, The Landmark

    15 Queen’s Road Central

    Hong Kong
    +852.3551.8500

    +852.3006.4346

Amendment
No. 5 to Registration Statement on Form F-1, Filed June 4, 2024

Capitalization,
page 36

    1.
    The
    column heading shows the capitalization table is presented in US dollars. However, the “Actual” balances appear to be
    in Singapore $ as of December 31, 2023. Please revise or advise.

In
response to the Staff’s comment, the Company has revised the disclosure on page 36 of the Registration Statement.

    2.
    We
    note the “As adjusted” column in your capitalization table. Please explain how you computed “As adjusted”
    additional paid-in capital balance of $10,096,000 considering $7 million offering proceeds after deducting expenses on page 35. Please
    revise or advise.

In
response to the Staff’s comment, the Company has revised the disclosure on page 36 of the Registration Statement.

Liquidity
and Capital Resources, page 50

    3.
    We
    note gross accounts receivables increased approximately S$8.3 million or 49% but the allowance for doubtful accounts decreased S$0.6
    million or 14% for the year ended December 31, 2023. We also note the aging of accounts receivables specifically over 120 days increased
    S$2.5 million or 54%. Given the significance of accounts receivables over 120 days, please consider expanding your schedule (such
    as past due 180, 360 and over 360 days, as applicable). Also in your working capital discussion, please discuss the underlying reasons
    for the increase in the days accounts receivables remain outstanding.

In
response to the Staff’s comment, the Company has revised the disclosure on page 52 of the Registration Statement.

Principal
and Selling Shareholders, page 112

    4.
    Please
                                                         include an address for each person listed. We note that you previously included an address at 16 Gul Drive, but this section is now
                                                         blank.

In
response to the Staff’s comment, the Company has revised the disclosure on page 112 of the Registration Statement.

If
you have any questions regarding the Registration Statement, please contact the undersigned by phone at +852.3551.8688 or via email at
louise.liu@morganlewis.com.

    Very
    truly yours

    By:
    /s/
    Louise Liu

    Louise
    Liu

    Partner

    cc:
    Jison
Lim, Director and Chairman, Ten-League International Holdings Limited Lim Boon Ping, Chief Financial Officer, Ten-League International
Holdings Limited Henry F. Schlueter, Esq., Schlueter & Associates, P.C.

United States securities and exchange commission logo
June 17, 2024
Jison Lim
Director and Chairman
Ten-League International Holdings Ltd
7 Tuas Avenue 2
Singapore 639447
Re:Ten-League International Holdings Ltd
Amendment No. 5 to Registration Statement on Form F-1
Filed June 4, 2024
File No. 333-275240
Dear Jison Lim:
            We have reviewed your amended registration statement and have the following
comment(s).
            Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a comment applies to your facts and circumstances
or do not believe an amendment is appropriate, please tell us why in your response.
            After reviewing any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our March 4, 2024 letter.
Amendment No. 5 to Registration Statement on Form F-1, Filed June 4, 2024
Capitalization, page 36
1.The column heading shows the capitalization table is presented in US dollars. However,
the “Actual” balances appear to be in Singapore $ as of December 31, 2023. Please revise
or advise.
2.We note the “As adjusted” column in your capitalization table. Please explain how you
computed “As adjusted” additional paid-in capital balance of $10,096,000 considering $7
million offering proceeds after deducting expenses on page 35. Please revise or advise.
Liquidity and Capital Resources, page 50
3.We note gross accounts receivables increased approximately S$8.3 million or 49% but the
allowance for doubtful accounts decreased S$0.6 million or 14% for the year ended

 FirstName LastNameJison Lim
 Comapany NameTen-League International Holdings Ltd
 June 17, 2024 Page 2
 FirstName LastName
Jison Lim
Ten-League International Holdings Ltd
June 17, 2024
Page 2
December 31, 2023. We also note the aging of accounts receivables specifically over 120
days increased S$2.5 million or 54%. Given the significance of accounts receivables
over 120 days, please consider expanding your schedule (such as past due 180, 360 and
over 360 days, as applicable). Also in your working capital discussion, please discuss the
underlying reasons for the increase in the days accounts receivables remain outstanding.
Principal and Selling Shareholders, page 112
4.Please include an address for each person listed. We note that you previously included an
address at 16 Gul Drive, but this section is now blank.
            Please contact Nasreen Mohammed at 202-551-3773 or Lyn Shenk at 202-551-3380 if
you have questions regarding comments on the financial statements and related matters. Please
contact Nicholas Nalbantian at 202-551-7470 or Erin Jaskot at 202-551-3442 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Louise L. Liu

CORRESP
1
filename1.htm

Morgan,
Lewis & Bockius

c/o
19th Floor,

Edinburgh
Tower, The Landmark

15
Queen’s Road Central, Hong Kong

Direct:
+852.3551.8500

Fax:
+852.3006.4346

www.morganlewis.com

WRITER’S
DIRECT LINE

+852.3551.8688

WRITER’S
EMAIL

louise.liu@morganlewis.com

March
6, 2024

Confidential

Ms.
Nasreen Mohammed

Ms.
Lyn Shenk

Mr.
Nicholas Nalbantian

Ms.
Erin Jaskot

Division
of Corporation Finance

Office
of Trade & Services

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Washington,
DC 20549

    Re:
    Ten-League
                                            International Holdings Limited (CIK No. 0001982012)

    Registration
    Statement on Form F-1 (File No. 333-275240)

Dear
Ms. Mohammed, Ms. Shenk, Mr. Nalbantian, Ms. Jaskot:

On
behalf of our client, Ten-League International Holdings Limited, a foreign private issuer organized under the laws of the Cayman Islands
(the “Company”), we submit to the staff (the “Staff”) of the Securities and Exchange Commission
(the “Commission”) this letter setting forth the Company’s responses to the comments contained in the Staff’s
letter dated March 4, 2024 on the Company’s amendment No. 3 to the Company’s registration statement on Form F-1 filed on
February 23, 2024 (the “Registration Statement”).

Concurrently
with the submission of this letter, the Company is filing herewith amendment No. 4 (“Amendment No. 4”) to the Registration
Statement via EDGAR to the Commission.

The
Staff’s comments are repeated below in bold and are followed by the Company’s responses. We have included page references
in the Amendment No. 4 where the language addressing a particular comment appears. Capitalized terms used but not otherwise defined herein
have the meanings set forth in the Amendment No. 4.

    Partners:

    Edwin
    Luk, June Chan, Connie Cheung, Keith Cheung*#, William Ho, David Liao, Charles Mo, Billy Wong and Yan Zeng

    Registered
    Foreign Lawyers:

    Eli
    Gao (New York), Maurice Hoo (California), Alice Huang (California), Mathew Lewis (New York), Louise Liu (New York), Vivien Yu (New
    South Wales), and Ning Zhang (New York)

    *China-Appointed
    Attesting Officer

    #Notary
    Public of Hong Kong

    19th
                                            Floor

    Edinburgh
    Tower, The Landmark

    15
    Queen’s Road Central

    Hong
    Kong

    ☐ +852.3551.8500

    ☐
    +852.3006.4346

Consolidated
Statements of Changes in Shareholders’ Equity, page F-5

    1.
    We
    note your disclosure here and elsewhere in your filing that 27,796,502 shares are outstanding from January 1, 2021 to prior to the
    offering. We also noted you retrospectively adjusted for the February 16, 2024 stock split and share surrender transaction. Please
    provide your calculation of how you computed the revised outstanding shares and the guidance you relied upon to support your accounting.

The Company respectfully submits that
the calculation and computation of the revised outstanding shares of the Company in Amendment No. 4 was based on:

 1. The Company’s 1,000 shares issued
                                            at its incorporation on March 17, 2023.

 2. An additional share issuance of 999,000
                                            shares to the then existing shareholders of the Company pro rata to their then shareholdings
                                            in the Company on February 16, 2024. The total number of outstanding shares of the Company
                                            after the additional share issuance was 1,000,000 shares.

 3. A forward split on the basis of 40 shares for every one share of the Company on February 16,
                                                                     2024. The total number of outstanding shares of the Company after the forward split was 40,000,000 shares.

 4. The surrender of 10,409,585 shares by
                                            Ten-League Corp, 597,971 shares by LJSC Holdings, 597,971 shares by Undersea Capital and
                                            597,971 shares by Jules Verne on February 16, 2024. The total number of outstanding shares
                                            of the Company after the surrender is 27,796,502 Shares.

The figure presented in Amendment No.
4 corresponds to the final number of outstanding shares listed as per point 4 above.

The guidance the Company had relied
on is based on the SEC’s Codification of Staff Accounting Bulletins, Topic 4: Equity Accounts, C. Change in Capital Structure,
whereby the interpretive response suggested by the SEC is that changes in the capital structure must be given retroactive effect in the
balance sheet. An appropriately cross-referenced note should disclose the retroactive treatment, explain the change made and state the
date the change became effective. In addition, the Company also relied on ASC 260-10-55-21, which states that in cases where the number
of common shares outstanding increases due to a stock dividend or stock split (as outlined in Subtopic 505-20), or decreases due to a
reverse stock split, the computations of basic and diluted earnings per share (EPS) should be adjusted retroactively for all periods
presented to reflect the change in capital structure. The above paragraphs correspond with SEC suggested responses as the corporate actions
adopted fall within the definition of capital structure changes.

If you have
any questions regarding the Registration Statement, please contact the undersigned by phone at +852.3551.8688 or via e-mail at louise.liu@morganlewis.com.

    Very
    truly yours

    By:
    /s/
    Louise L. Liu

    Louise
    L. Liu

    Partner

    cc:
    Jison
    Lim, Director and Chairman, Ten-League International Holdings Limited

    Lim
    Boon Ping, Chief Financial Officer, Ten-League International Holdings Limited

    Henry
    F. Schlueter, Esq., Schlueter & Associates, P.C.

United States securities and exchange commission logo
March 4, 2024
Jison Lim
Director and Chairman
Ten-League International Holdings Ltd
16 Gul Drive
Singapore 629467
Re:Ten-League International Holdings Ltd
Amendment No. 3 to Registration Statement on Form F-1
Filed February 23, 2024
File No. 333-275240
Dear Jison Lim:
            We have reviewed your amended registration statement and have the following
comment(s).
            Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a comment applies to your facts and circumstances
or do not believe an amendment is appropriate, please tell us why in your response.
            After reviewing any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our November 16, 2023 letter.
Amendment No. 3 to Registration Statement on Form F-1, Filed February 23, 2024
Consolidated Statements of Changes in Shareholders' Equity, page F-5
1.We note your disclosure here and elsewhere in your filing that 27,796,502 shares are
outstanding from January 1, 2021 to prior to the offering. We also noted you
retrospectively adjusted for the February 16, 2024 stock split and share surrender
transaction. Please provide your calculation of how you computed the revised outstanding
shares and the guidance you relied upon to support your accounting.

 FirstName LastNameJison Lim
 Comapany NameTen-League International Holdings Ltd
 March 4, 2024 Page 2
 FirstName LastName
Jison Lim
Ten-League International Holdings Ltd
March 4, 2024
Page 2
            Please contact Nasreen Mohammed at 202-551-3773 or Lyn Shenk at 202-551-3380 if
you have questions regarding comments on the financial statements and related matters. Please
contact Nicholas Nalbantian at 202-551-7470 or Erin Jaskot at 202-551-3442 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Louise L. Liu

CORRESP
1
filename1.htm

Morgan,
Lewis & Bockius

c/o
19th Floor,

Edinburgh
Tower, The Landmark

15
Queen’s Road Central, Hong Kong

Direct:
+852.3551.8500

Fax:
+852.3006.4346

www.morganlewis.com

WRITER’S
DIRECT LINE

+852.3551.8688

WRITER’S
EMAIL

louise.liu@morganlewis.com

November
17, 2023

Confidential

Ms.
Nasreen Mohammed

Ms.
Lyn Shenk

Mr.
Nicholas Nalbantian

Ms.
Erin Jaskot

Division
of Corporation Finance

Office
of Trade & Services

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Washington,
DC 20549

    Re:
    Ten-League
                                            International Holdings Limited (CIK No. 0001982012)

    Registration
    Statement on Form F-1 (File No. 333-275240)

Dear
Ms. Mohammed, Ms. Shenk, Mr. Nalbantian, Ms. Jaskot:

On
behalf of our client, Ten-League International Holdings Limited, a foreign private issuer organized under the laws of the Cayman Islands
(the “Company”), we submit to the staff (the “Staff”) of the Securities and Exchange Commission
(the “Commission”) this letter setting forth the Company’s responses to the comments contained in the Staff’s
letter dated November 16, 2023 on the Company’s registration statement on Form F-1 initially filed on November 1, 2023 (the “Registration
Statement”).

Concurrently
with the submission of this letter, the Company is filing herewith amendment No. 1 (“Amendment No. 1”) to the Registration
Statement via EDGAR to the Commission.

The
Company respectfully advises the staff of the Commission (the “Staff”) that, subject to market conditions, it plans
to launch the road show for the proposed offering as soon as possible. The Company would appreciate the Staff’s timely assistance
and support to the Company in meeting the proposed timetable for the offering.

The
Staff’s comments are repeated below in bold and are followed by the Company’s responses. We have included page references
in the Amendment No. 1 where the language addressing a particular comment appears. Capitalized terms used but not otherwise defined herein
have the meanings set forth in the Amendment No. 1.

    Partners:

    Edwin
    Luk, June Chan, Connie Cheung, Keith Cheung*#, William Ho, David Liao, Charles Mo, Billy Wong and Yan Zeng

    Registered
    Foreign Lawyers:

    Eli
    Gao (New York), Maurice Hoo (California), Alice Huang (California), Mathew Lewis (New York), Louise Liu (New York), Vivien Yu (New
    South Wales), and Ning Zhang (New York)

    *China-Appointed
    Attesting Officer

    #Notary
    Public of Hong Kong

    19th
                                            Floor

    Edinburgh
    Tower, The Landmark

    15
    Queen’s Road Central

    Hong
    Kong

    +852.3551.8500

    +852.3006.4346

Cover
Page

    1.
    We
    note that you have checked the Rule 415 box on the outside cover page, yet disclosures elsewhere indicate that this is a firm commitment,
    underwritten offering. Please advise or revise accordingly.

The
Company respectfully submits that, although the proposed initial public offering is a firm commitment underwritten offering, the
Registration Statement also seeks to register ordinary shares to be sold by certain shareholders from time to time pursuant to a resale
prospectus included in the Registration Statement after the completion of the initial public offering on a delayed or continuous basis
pursuant to Rule 415.

The
Offering, page 9

    2.
    It
    appears that Ten-League and Jules Verne are registering the resale of shares in the underwritten public offering, while LJSC Holdings,
    Undersea Capital and Jules Verne are registering the resale of shares in the resale prospectus. Please revise throughout to clearly
    indicate which shareholders are registering shares in the public offering prospectus versus the resale prospectus. For example, in
    the explanatory note on page ii, you state that the public offering prospectus is for the underwritten public offering by you of
    2,203,500 shares, but you do not indicate that Ten-League and Jules Verne are also selling shares in the underwritten offering. Consider
    using different terms to discuss the shareholders who

In
response to the Staff’s comment, the Company has revised the disclosure on pages ii, iii and alt-3 of the Amendment
No. 1.

    3.
    We
    note your disclosure on page 43 attributing the decrease in revenue derived from sales of heavy equipment to customers postponing
    purchases to minimize interest expenses amid elevated interest rates. In this risk factor, or another you deem more appropriate,
    please update your disclosure characterized as potential if inflationary pressures or related interest rate increases have impacted
    your operations.

In
response to the Staff’s comment, the Company has revised the disclosure on pages 20 of the Amendment No. 1.

If
you have any questions regarding the Registration Statement, please contact the undersigned by phone at +852.3551.8688 or via e-mail
at louise.liu@morganlewis.com.

    Very
    truly yours

    By:
    /s/
    Louise L. Liu

    Louise
    L. Liu

    Partner

    cc:
    Jison
    Lim, Director and Chairman, Ten-League International Holdings Limited

    Lim
    Boon Ping, Chief Financial Officer, Ten-League International Holdings Limited

    Henry
    F. Schlueter, Esq., Schlueter & Associates, P.C.

United States securities and exchange commission logo
November 16, 2023
Jison Lim
Director and Chairman
Ten-League International Holdings Ltd
16 Gul Drive
Singapore 629467
Re:Ten-League International Holdings Ltd
Registration Statement on Form F-1
Filed November 1, 2023
File No. 333-275240
Dear Jison Lim:
            We have reviewed your registration statement and have the following comments.
            Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a comment applies to your facts and circumstances
or do not believe an amendment is appropriate, please tell us why in your response.
            After reviewing any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments.
Registration Statement on Form F-1, Filed November 1, 2023
Cover Page
1.We note that you have checked the Rule 415 box on the outside cover page, yet
disclosures elsewhere indicate that this is a firm commitment, underwritten offering.
Please advise or revise accordingly.
The Offering, page 9
2.It appears that Ten-League and Jules Verne are registering the resale of shares in the
underwritten public offering, while LJSC Holdings, Undersea Capital and Jules Verne are
registering the resale of shares in the resale prospectus. Please revise throughout to clearly
indicate which shareholders are registering shares in the public offering prospectus versus
the resale prospectus. For example, in the explanatory note on page ii, you state that the
public offering prospectus is for the underwritten public offering by you of 2,203,500
shares, but you do not indicate that Ten-League and Jules Verne are also selling shares in
the underwritten offering. Consider using different terms to discuss the shareholders who

 FirstName LastNameJison Lim
 Comapany NameTen-League International Holdings Ltd
 November 16, 2023 Page 2
 FirstName LastName
Jison Lim
Ten-League International Holdings Ltd
November 16, 2023
Page 2
are selling in the underwritten offering versus the shareholders selling in the resale
offering.
Risk Factors
Risks Related to Our Business and Industry
We face risks related to heightened inflation, recession, financial and credit market disruptions
and other economic conditions., page 20
3.We note your disclosure on page 43 attributing the decrease in revenue derived from sales
of heavy equipment to customers postponing purchases to minimize interest expenses
amid elevated interest rates. In this risk factor, or another you deem more appropriate,
please update your disclosure characterized as potential if inflationary pressures or related
interest rate increases have impacted your operations.
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            Please contact Nasreen Mohammed at 202-551-3773 or Lyn Shenk at 202-551-3380 if
you have questions regarding comments on the financial statements and related matters. Please
contact Nicholas Nalbantian at 202-551-7470 or Erin Jaskot at 202-551-3442 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Louise L. Liu

CORRESP
1
filename1.htm

Morgan,
Lewis & Bockius

c/o
19th Floor,

Edinburgh
Tower, The Landmark

15
Queen’s Road Central, Hong Kong

Direct:
+852.3551.8500

Fax:
+852.3006.4346

www.morganlewis.com

WRITER’S
DIRECT LINE

+852.3551.8688

WRITER’S
EMAIL

louise.liu@morganlewis.com

October
31, 2023

Confidential

Ms.
Nasreen Mohammed

Ms.
Lyn Shenk

Mr.
Nicholas Nalbantian

Ms.
Erin Jaskot

Division
of Corporation Finance

Office
of Trade & Services

U.S.
Securities and Exchange Commission

100
F Street, N.E.

Washington,
DC 20549

    Re:
    Ten-League
    International Holdings Limited (CIK No. 0001982012)

Dear
Ms. Mohammed, Ms. Shenk, Mr. Nalbantian, Ms. Jaskot:

On
behalf of our client, Ten-League International Holdings Limited, a foreign private issuer organized under the laws of the Cayman Islands
(the “Company”), we are filing herewith the Company’s registration statement on Form F-1 (the “Registration
Statement”) and certain exhibits via EDGAR to the Securities and Exchange Commission (the “Commission”).

The
Company respectfully advises the staff of the Commission (the “Staff”) that, subject to market conditions, it plans
to launch the road show for the proposed offering as soon as possible but not earlier than 15 days after the day hereof. The Company
would appreciate the Staff’s timely assistance and support to the Company in meeting the proposed timetable for the offering.

    Partners:

    Edwin
    Luk, June Chan, Connie Cheung, Keith Cheung*#, William Ho, David Liao, Charles Mo, Billy Wong and Yan Zeng

    Registered
    Foreign Lawyers:

    Eli
    Gao (New York), Maurice Hoo (California), Alice Huang (California), Mathew Lewis (New York), Louise Liu (New York), Vivien Yu (New
    South Wales), and Ning Zhang (New York)

    *China-Appointed
    Attesting Officer

    #Notary
    Public of Hong Kong

    19th
                                            Floor

    Edinburgh
    Tower, The Landmark

    15
    Queen’s Road Central

    Hong
    Kong

    +852.3551.8500

    +852.3006.4346

If
you have any questions regarding the Registration Statement, please contact the undersigned by phone at +852.3551.8688 or via e-mail
at louise.liu@morganlewis.com.

    Very
    truly yours

    By:
    /s/
    Louise L. Liu

    Louise
    L. Liu

    Partner

    cc:
    Jison
                                            Lim, Director and Chairman, Ten-League International Holdings Limited

    Lim
    Boon Ping, Chief Financial Officer, Ten-League International Holdings Limited

    Henry
    F. Schlueter, Esq., Schlueter & Associates, P.C.

United States securities and exchange commission logo
September 21, 2023
Jison Lim
Director and Chairman
Ten-League International Holdings Ltd
16 Gul Drive
Singapore 629467
Re:Ten-League International Holdings Ltd
Amendment No. 2 to Draft Registration Statement on Form F-1
Submitted September 14, 2023
CIK No. 0001982012
Dear Jison Lim:
            We have reviewed your amended draft registration statement and have the following
comment.  In our comment, we may ask you to provide us with information so we may better
understand your disclosure.
            Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR.  If you do not believe our comment applies to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.
            After reviewing the information you provide in response to this comment and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Amendment No. 2 to Draft Registration Statement on Form F-1, Submitted September 14, 2023
Conventions That Apply to This Prospectus, page 8
1.We note the addition of disclosure on page 4 of SANY as the "Major Supplier."
Considering the materiality of Major Supplier to your business, please clearly identify
SANY as "Major Supplier" under "Conventions that Apply to This Prospectus." Please
also name SANY as the "Major Supplier" in other sections where you discuss your
dependence on SANY, such as the first risk factor on page 10, the related disclosure on
page 66, and the disclosure entitled "Major Suppliers" on page 81.

 FirstName LastNameJison Lim
 Comapany NameTen-League International Holdings Ltd
 September 21, 2023 Page 2
 FirstName LastName
Jison Lim
Ten-League International Holdings Ltd
September 21, 2023
Page 2
            You may contact Nasreen Mohammed at 202-551-3773 or Lyn Shenk at 202-551-3380 if
you have questions regarding comments on the financial statements and related matters.  Please
contact Nicholas Nalbantian at 202-551-7470 or Erin Jaskot at 202-551-3442 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Louise L. Liu

United States securities and exchange commission logo
August 31, 2023
Jison Lim
Director and Chairman
Ten-League International Holdings Ltd
16 Gul Drive
Singapore 629467
Re:Ten-League International Holdings Ltd
Amendment No. 1 to Draft Registration Statement on Form F-1
Submitted August 14, 2023
CIK No. 0001982012
Dear Jison Lim:
            We have reviewed your amended draft registration statement and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
            Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR.  If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.
            After reviewing the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Amendment No. 1 to Draft Registration Statement on Form F-1, Submitted August 14, 2023
If we fail to implement and maintain an effective system of internal controls, we may be unable
to accurately or timely report our..., page 29
1.We note your response to comment 7 and reissue in part. We acknowledge the additional
language that discloses the risks posed by your personnel not having sufficient knowledge
of U.S. GAAP and SEC reporting requirements, but note that you have added mitigating
language suggesting that you will be successful in mitigating this risk.  Please revise to
clearly present the risk to investors and refrain from suggesting that risk is lesser or will
no longer exist based on the mitigation.

 FirstName LastNameJison Lim
 Comapany NameTen-League International Holdings Ltd
 August 31, 2023 Page 2
 FirstName LastName
Jison Lim
Ten-League International Holdings Ltd
August 31, 2023
Page 2
Management's Discussion and Analysis of Financial Condition and Results of Operations
Year on Year Comparison of Our Results of Operations, page 48
2.We note your response to comment 10 and reissue the comment, in part.  When several
factors contributed to material fluctuations in your results, please revise to quantify each
factor cited so that investors may understand the magnitude and relative impact of each
factor.  You provided sales volume metrics which show increased number of units sold.
Please clarify if significant sales were to existing customers or new customers and address
any known or expected trends and uncertainties.  We note page F-26 shows sales to a
major customer went down from 18% in 2021 to 10% in 2022.  Refer to Item 5.D of Form
20-F, including the related Instructions.
Notes to the Consolidated Financial Statements
Note 12 Bank Borrowings, page F-19
3.We note your response to comment 19 and reissue the comment, in part.  Please provide
the significant terms of this financing facility.
Exhibits
4.We note your response to comment 20 that the agreements with Major Supplier were
entered into in the ordinary course of business and do not fall into any of the categories
under Item 601(b)(10)(ii) of Regulation S-K. Please tell us why you believe these
agreements do not fall under Item 601(b)(10)(ii)(B), which requires any contract upon
which you are substantially dependent to be filed as an exhibit. In this regard, we note
your disclosure that "substantially all" of your heavy equipment is purchased from Major
Supplier, and your disclosure that Major Supplier represented 71.3% and 60.4% of your
costs of revenue for the years ended December 31, 2021 and 2022. In the alternative,
please file your agreements with Major Supplier, including the distribution agreement(s),
service-dealer agreement(s), and dealership agreement(s) as exhibits to the registration
statement.
General
5.We note your response and revisions in response to comment 23.  Given your disclosure
that no sales of the resale shares will occur until the ordinary shares sold in the initial
public offering begin trading on Nasdaq, please tell us under what circumstance the resale
shares will be sold at the IPO price.  If the resale shares will not be sold until the shares
are trading on Nasdaq, it seems that the resale shares will only be sold at prevailing
market prices or in privately negotiated prices.  Please clarify and revise as necessary.

 FirstName LastNameJison Lim
 Comapany NameTen-League International Holdings Ltd
 August 31, 2023 Page 3
 FirstName LastName
Jison Lim
Ten-League International Holdings Ltd
August 31, 2023
Page 3
            You may contact Nasreen Mohammed at 202-551-3773 or Lyn Shenk at 202-551-3380 if
you have questions regarding comments on the financial statements and related matters.  Please
contact Nicholas Nalbantian at 202-551-7470 or Erin Jaskot at 202-551-3442 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Louise L. Liu

United States securities and exchange commission logo
August 3, 2023
Jison Lim
Director and Chairman
Ten-League International Holdings Ltd
16 Gul Drive
Singapore 629467
Re:Ten-League International Holdings Ltd
Draft Registration Statement on Form F-1
Submitted July 7, 2023
CIK No. 0001982012
Dear Jison Lim:
            We have reviewed your draft registration statement and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.
            Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR.  If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.
            After reviewing the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Draft Registration Statement on Form F-1 Submitted July 7, 2023
Cover Page
1.We note your disclosure that Ten-League Corp will own a percentage of your outstanding
shares such that you will be a controlled company.  Please revise this disclosure to state
that Mr. Lim controls Ten-League Corp and therefore Mr. Lim will have the ability to
determine all matters requiring approval by stockholders.
Prospectus Summary
Overview, page 4
2.Provide prominent disclosure about the legal and operational risks associated with being
reliant on a majority of the company’s supplies coming from a supplier in China. Your

 FirstName LastNameJison Lim
 Comapany NameTen-League International Holdings Ltd
 August 3, 2023 Page 2
 FirstName LastNameJison Lim
Ten-League International Holdings Ltd
August 3, 2023
Page 2
disclosure should make clear whether these risks could result in a material change in your
operations and/or the value of the securities you are registering for sale.  Please include
similar disclosure in the risk factors and business sections, as appropriate.
3.We note at several points in the registration statement you refer to your "predecessor
companies."  Please clarify what entities you are referring to as "predecessor entities" and
disclose how they form a part of the development of your business. Refer to Item 4.A.4 of
Form 20-F, as incorporated by Item 4.a of Form F-1.
Risk Factors
Risks Related to Our Business and Industry
We are dependent on Major Supplier. There can be no assurance that we will be able to renew
our distribution agreements with..., page 10
4.We note that you rely on Major Supplier for a majority of your purchases.  Please disclose
the risks of this reliance and any supply chain disruptions you have experienced due to
such reliance.
We are dependent on the level of activities in the construction..., page 13
5.You disclose that your business may be negatively impacted by supply chain disruptions.
Please revise to discuss whether you have or expect to suspend the production, purchase,
sale or maintenance of certain items; experience higher costs due to constrained capacity,
or experience surges or declines in consumer demand for which you are unable to
adequately adjust your supply. If so, explain whether you have undertaken efforts to
mitigate the impact.
We face risks related to heightened inflation, recession, financial and credit market disruptions
and other economic conditions., page 20
6.Please update this risk factor if recent inflationary pressures have materially impacted
your operations. In this regard, identify the types of inflationary pressures you are facing
and how your business has been affected.
If we fail to implement and maintain an effective system of internal controls, we may be unable
to accurately or timely report our..., page 29
7.You disclose that your management has not performed an assessment of the effectiveness
of your internal controls.  Either here or in a new risk factor, please also address your
management's team lack of experience complying with U.S. public company ongoing
reporting requirements and the negative impact this could have on your business.
Use of Proceeds, page 35
8.We note your disclosure that approximately 15% of the offering's proceeds will be used to
"expand through strategic acquisitions and investments."  Please give a brief description

 FirstName LastNameJison Lim
 Comapany NameTen-League International Holdings Ltd
 August 3, 2023 Page 3
 FirstName LastNameJison Lim
Ten-League International Holdings Ltd
August 3, 2023
Page 3
of the businesses you are planning to acquire and information on the status of the
acquisitions.  Refer to Item 3.C.3 of Form 20-F, as incorporated by Item 4.a of Form F-1.
Management's Discussion and Analysis of Financial Condition and Results of Operations, page
42
9.We note your disclosure stating that spending levels by customers are a key factor
affecting your results of operations. To the extent that increased interest rates have
impacted customers' spending levels causing a corresponding impact on your sales
volumes, please describe this here and in the risk factors section, as applicable.
Year on Year Comparison of Our Results of Operations, page 48
10.We note your sales of heavy equipment increased by 36.5% for the year ended December
31, 2022.  Please revise to provide quantified analysis of the significant drivers
behind material changes in your revenues, including the extent to which changes in
revenue are attributable to changes in prices or to changes in volume.  Refer to Item 5 of
Form 20-F, including the related Instructions.
11.Please revise to provide an analysis of the significant drivers behind material changes in
your cost of revenue which increased by 28.5% for the year ended December 31, 2022.
For example, elsewhere in the filing you discuss supply chain disruptions, rising costs of
material and labor.  Please quantify the effects of changes in both price and volume on
expenses, where appropriate.  Refer to Item 5 of Form 20-F, including the related
Instructions.
Business, page 70
12.We note your disclosure on page 15 that the prices of your equipment fluctuate during the
"construction season." If your business is impacted by seasonality, please provide a
description. Refer to Item 4.B.3 of Form 20-F, as incorporated by Item 4.a of Form F-1.
13.You reference the dependency ceiling ratio imposed by the Singaporean Ministry of
Manpower.  We also note your disclosure on page 12 that 52.9% of your employees are
foreign workers.  Please disclose in this section, or elsewhere you deem appropriate, how
close you are to meeting the dependency ceiling ratio.  In addition, please disclose if the
foreign manpower regulation has any other material effects on your business.  Refer to
Item 4.B.8 of Form 20-F, incorporated by Item 4.a of Form F-1.
We have a strong long-term relationship with our Major Supplier and a wide customer base
across..., page 72
14.We note that your Major Supplier is a China-based enterprise. Please disclose whether
your business segments, products, lines of service, projects, or operations were materially
impacted by the pandemic related lockdowns in China. In addition, discuss any steps you
are taking, or have taken, to mitigate adverse impacts to your business.

 FirstName LastNameJison Lim
 Comapany NameTen-League International Holdings Ltd
 August 3, 2023 Page 4
 FirstName LastName
Jison Lim
Ten-League International Holdings Ltd
August 3, 2023
Page 4
Executive Officers and Directors, page 104
15.We note that in the biography for Ms. Lin you refer to her joining the "Group" in 1998.
However, the definition of Group on page 1 states that "Group" refers to Ten-League
International Holdings Limited or its subsidiaries.  International Holdings Limited is
disclosed as having been founded in 2023 and its subsidiaries were all founded after 1998.
Please clarify this discrepancy.  Refer to Item 1.A of Form 20-F, as incorporated by Item
4.a of Form F-1.
Consolidated Statements of Operations and Comprehensive Income, page F-4
16.We note you reported zero selling and distribution costs in both years ended December 31,
2022 and 2021.  However your policy states “sales and marketing expenses include
payroll, employee benefits and other headcount-related expenses associated with sales and
marketing personnel, and the costs of advertising, promotions, seminars, and other
programs.  Also, page 92 shows 10% of your full-time employees are categorized as Sales
and Marketing.  Please revise or explain.
Note 2 Summary of Significant Accounting Policies
(f) Accounts Receivable, net, page F-9
17.You disclose "The normal settlement terms of accounts receivable from insurance
companies in the provision of brokerage agency services are within 30 days upon the
execution of the insurance policies."  Please describe for us the nature of these
transactions.
(j) Revenue Recognition, page F-10
18.Please clarify if you are recognizing revenue from the sale of products on a gross basis.
Please revise to disclose whether there are any sales for which you are acting as an agent
and have evaluated for indicators of gross and net revenue reporting in ASC 606-10-55-36
through 55-40.
Notes to consolidated Financial Statements
Note 12 Bank Borrowings, page F-19
19.Please revise to disclose the nature of "Bills payable," including significant terms.
Exhibits
20.Please file your agreements with Major Supplier, including the distribution agreement(s),
service-dealer agreement(s), and dealership agreement(s) as exhibits to the registration
statement.  Refer to Item 8(a) of Form F-1 and Item 601(b)(10) of Regulation S-K.

 FirstName LastNameJison Lim
 Comapany NameTen-League International Holdings Ltd
 August 3, 2023 Page 5
 FirstName LastName
Jison Lim
Ten-League International Holdings Ltd
August 3, 2023
Page 5
General
21.We note the use of the term "Major Supplier" throughout the registration statement.
Instead, please disclose the name of the entity represented by the term "Major Supplier."
22.Please provide us with supplemental copies of all written communications, as defined in
Rule 405 under the Securities Act, that you, or anyone authorized to do so on your behalf,
have presented or expect to present to potential investors in reliance on Section 5(d) of the
Securities Act, whether or not you retained, or intend to retain, copies of those
communications.  Please contact the staff member associated with the review of this filing
to discuss how to submit the materials, if any, to us for our review.
23.We note your placeholder for the initial public offering price range in the IPO Prospectus
cover page, indicating that the initial public offering price will not be fixed at the time of
effectiveness.  However, the Resale Prospectus cover page includes a placeholder for the
fixed initial public offering price.  Please tell us whether the selling shareholders plan to
sell their shares at a fixed price, and if so, please confirm that you will specify prior to
effectiveness the fixed price at which or price range within which selling shareholders will
sell their shares and revise the Resale Prospectus cover page as applicable.  Refer to Item
501(b)(3) of Regulation S-K.  In the alternative, please confirm that the selling
shareholders will not make any sales until the shares are listed on a national securities
exchange, and revise your Resale Prospectus cover page to remove the reference to a fixed
price and clarify that such selling shareholders will sell their shares at market prices once
trading of your common stock begins.
            You may contact Nasreen Mohammed at 202-551-3773 or Lyn Shenk at 202-551-3380 if
you have questions regarding comments on the financial statements and related matters.  Please
contact Nicholas Nalbantian at 202-551-7470 or Erin Jaskot at 202-551-3442 with any other
questions.

Sincerely,
Division of Corporation Finance
Office of Trade & Services