TEXT-EXTRACT
2
filename2.txt

                                                            August 19, 2025

Mr. Ho Hin Shun
Chief Executive Officer
Fitness Fanatics Ltd
Flat 15, Block F, UG/F.
Wah Lok Industrial Centre
31-35 Shan Mei Street
Fo Tan, New Territories
Hong Kong

       Re: Fitness Fanatics Ltd
           Registration Statement on Form F-1
           Filed August 11, 2025
           File No. 333-289484
Dear Mr. Ho Hin Shun:

     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 30,
2025 letter.

Registration Statement on Form F-1
Dilution, page 50

1.     It appears "dilution per class A ordinary Share to new investors
participating in this
       offering" would calculate to $4.30 based on the IPO mid-point price used
to calculate
       proceeds from the offering, as disclosed in the paragraph preceding your
tabular
       disclosure. Please revise or advise.
 August 19, 2025
Page 2
Exhibits

2.     We note the inclusion of Exhibits 99.1 through 99.3, titled in the
registration
       statement as independent director offer letters. However, it would
appear that these
       are in fact the (i) Compensation Recovery Policy, (ii) Insider Trading
Policy, (iii)
       Whistleblower Policy. Please amend the exhibit index to accurately
reflect the
       exhibits filed.
General

3.     We note the removal of "controlled company" disclosure on the basis that
the single
       largest shareholder, Mr. Ho Hing Shun, will have 43.36% of the
shareholding's voting
       power. However, we also note that the second single largest shareholder
and co-
       founder, Mr. Chan Chun Ming, will have 34.81% of the shareholding's
voting power.
       On page 25 you disclose that together, Mr. Ho and Mr. Chan take the lead
on your
       strategic planning and overall business development. Please confirm
whether there is
       any agreement between Messrs. Ho Hing Shun and Chan Chung Ming on how to
vote
       their shares, and if there is, please restore the "controlled company"
disclosure.

       Please contact Abe Friedman at 202-551-8298 or Adam Phippen at
202-551-3336 if
you have questions regarding comments on the financial statements and related
matters. Please contact Nicholas Nalbantian at 202-551-7470 or Taylor Beech at
202-551-
4515 with any other questions.



                                                            Sincerely,

                                                            Division of
Corporation Finance
                                                            Office of Trade &
Services
cc:   Kyle Leung