MORGAN STANLEY & CO. LLC
1585 Broadway
New York, NY 10036
United States
CITIGROUP GLOBAL MARKETS INC.
388 Greenwich Street
New York, NY 10013
United States
UBS SECURITIES LLC
1285 Avenue of the Americas
New York, NY 10019
United States
CHINA INTERNATIONAL CAPITAL CORPORATION HONG KONG SECURITIES LIMITED
29th Floor, One International Finance Center
1 Harbour View Street
Central, Hong Kong
AMTD GLOBAL MARKETS LIMITED
23/F-25/F, Nexxus Building
41 Connaught Road Central
Hong Kong
As representatives of the underwriters
VIA EDGAR
October 31, 2019
Mr. Eric McPhee
Mr. Robert Telewicz
Mr. Jonathan Burr
Ms. Sonia Barros
Division of Corporation Finance
Office of Real Estate and Commodities
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C., 20549
| Re: | Fangdd Network Group Ltd. (the “Company”) |
Registration Statement on Form F-1, as amended (Registration No. 333-234130)
Registration Statement on Form 8-A (Registration No. 001-39109)
Dear Ladies and Gentlemen:
We hereby join the Company’s request for acceleration of the above-referenced Registration Statements, requesting effectiveness at 4:00 p.m., Eastern Time on October 31, 2019, or as soon thereafter as is practicable.
Pursuant to Rule 460 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended, we wish to advise you that between October 24, 2019 and the date hereof, copies of the Company’s preliminary prospectus dated October 23, 2019 were distributed as follows:
More than 1190 copies to prospective underwriters, institutional investors, dealers and others.
The undersigned advise that the underwriters have complied and will continue to comply with Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
Very truly yours,
MORGAN STANLEY & CO. LLC
CITIGROUP GLOBAL MARKETS INC.
UBS SECURITIES LLC
CHINA INTERNATIONAL CAPITAL CORPORATION HONG KONG SECURITIES LIMITED
AMTD GLOBAL MARKETS LIMITED
As representatives of the underwriters
| MORGAN STANLEY & CO. LLC | ||
| By: | /s/ Robert Holley | |
| Name: | Robert Holley | |
| Title: | Vice President | |
[Signature page to Acceleration Request]
| CITIGROUP GLOBAL MARKETS INC. | ||
| By: | /s/ Katherine Fang | |
| Name: | Katherine Fang | |
| Title: | Managing Director | |
[Signature page to Acceleration Request]
| UBS SECURITIES LLC | ||
| By: | /s/ Jake Ettore | |
| Name: | Jake Ettore | |
| Title: | Director | |
| By: | /s/ Daniel Parisi | |
| Name: | Daniel Parisi | |
| Title: | Director | |
[Signature page to Acceleration Request]
| CHINA INTERNATIONAL CAPITAL CORPORATION | ||
| HONG KONG SECURITIES LIMITED | ||
| By: |
/s/ REN YI | |
| Name: |
REN YI | |
| Title: |
Managing Director | |
[Signature page to Acceleration Request]
| AMTD GLOBAL MARKETS LIMITED | ||
| By: |
/s/ MING LIN CHEUNG | |
| Name: |
MING LIN CHEUNG | |
| Title: |
Managing Director | |
[Signature page to Acceleration Request]