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November 30, 2022
Guohua Huang
Chief Executive Officer
EPWK Holdings Ltd.
Building #2, District A, No. 359 Chengyi Rd.
The third phase of Xiamen Software Park
Xiamen City, Fujian Province
The People’s Republic of China, 361021
Re:EPWK Holdings Ltd.
Amendment No. 2 to Draft Registration Statement on Form F-1
Submitted November 14, 2022
CIK No. 0001900720
Dear Guohua Huang:
            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. 2 to Draft Registration Statement on Form F-1 Submitted November 14, 2022
Permission Required from the PRC Authorities to Operate the VIE or Offer Our Class A
Ordinary Shares to Foreign Investors, page 10
1.We note your amended disclosure in response to comment 7 and reissue it in part.  You
state that "we are currently not required to obtain permission from any of the PRC
authorities to issue our Class A Ordinary Shares to foreign investors" and that "except for
the general permissions and approvals required for PRC companies to operate their
businesses, we are not required to obtain additional permissions or approvals from the
PRC authorities, including CSRC or CAC, to operate the VIE through contractual

 FirstName LastNameGuohua Huang
 Comapany NameEPWK Holdings Ltd.
 November 30, 2022 Page 2
 FirstName LastName
Guohua Huang
EPWK Holdings Ltd.
November 30, 2022
Page 2
arrangements."  Please revise to disclose the nature of the "general permissions approvals
required for PRC companies to operate their businesses."  Also disclose each permission
or approval that your subsidiaries and the VIE are required to obtain from Chinese
authorities to operate their business and offer the securities being registered to foreign
investors.  State whether your subsidiaries are covered by permissions requirements from
the CSRC or the CAC, or any other governmental agency that is required to approve your,
your subsidiaries' or the VIE’s operations.  State affirmatively whether you, your
subsidiaries and the VIE have received all requisite permissions or approvals and whether
any permissions or approvals have been denied.
Selected Condensed Consolidating Financial Statements of the Parent, Subsidiaries, VIE and its
Subsidiaries
Selected Condensed Consolidating Statement of Operations, page 23
2.We note you present here two statements of operations for the year ended June 30, 2022.
It appears only one is needed.  Please revise as appropriate or advise.
Management's Discussion and Analysis of Financial Condition and Results of Operations.
Gross Profit, page 82
3.The table you refer to in this section is missing.  Please revise accordingly.
Consolidated Balance Sheets, page F-3
4.We note the significant decrease in both "Right-of-use assets" and the related "Lease
payable-non-current" amounts year over year.  Please explain to us and disclose as
appropriate the reason for the decrease.
Notes to Financial Statements
Note 2. Summary of Significant Accounting Policies
(o) Cost of revenue, page F-18
5.Refer to your response to comment 16.  It appears to contain information meaningful to
investors in discerning how platform costs contribute to your cost of revenue rather than
research and development expenses.  Please consider including it in this note.

 FirstName LastNameGuohua Huang
 Comapany NameEPWK Holdings Ltd.
 November 30, 2022 Page 3
 FirstName LastName
Guohua Huang
EPWK Holdings Ltd.
November 30, 2022
Page 3
            You may contact Aamira Chaudhry at (202) 551-3389 or Doug Jones at (202) 551-
3309 if you have questions regarding comments on the financial statements and related
matters.  Please contact Cara Wirth at (202) 551-7127 or Lilyanna Peyser at (202) 551-3222 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc:       Fang Liu, Esq.