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 September 25, 2025

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.
 Registration Statement on Form F-1
 Filed September 16, 2025
 File No. 333-290300
Dear Guohua Huang:

 We have conducted a limited review of your 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.

Amendment No. 1 to Registration Statement on Form F-1 filed September 16, 2025
Cover Page

1. Please revise and restructure your description of the terms of the
warrants to lead with
 discussion of the zero exercise price exercise mechanism,
explaining why it is
 highly likely to be utilized over both the fixed initial exercise price
and cashless
 exercise provisions. Enhance and clarify your description of how the
number of
 Class A ordinary shares per warrant to be issued will be determined,
explaining that
 the 100,000,000 Class A ordinary shares underlying the warrants will be
issued
 proportionately even if fewer than 20,000,000 units are sold in the
offering. Provide
 September 25, 2025
Page 2

 tabular disclosure or other visual representation demonstrating the
dilutive impacts of
 this structure, assuming varying numbers of units sold in the offering.
Your revised
 disclosure should allow investors to understand that, notwithstanding
other deal terms,
 the units functionally provide each holder with one Class A ordinary
share or pre-
 funded warrant in lieu thereof, plus a pro rata portion of 100,000,000
additional Class
 A ordinary shares underlying warrants, which can be acquired for no
additional
 consideration. Make conforming revisions where the warrants and nature
of the
 offering are described elsewhere in the prospectus, including The
Offering and
 Description of Securities We Are Offering sections.
Risk Factors
Risks Relating to this Offering and Our Ordinary Shares
Shareholders will suffer substantial dilution and the Company will not receive
any
proceeds..., page 65

2. We note your response to prior comment 4 and added disclosure that the
100,000,000
 Class A ordinary shares underlying the warrants represent approximately
493.5% of
 currently outstanding Class A ordinary shares. Please revise to show the
full extent of
 potential dilution from the offering by also taking into consideration
the 20,000,000
 Class A ordinary shares (or pre-funded warrants in lieu thereof)
included as part of the
 units being offered. Additionally, please enhance this risk factor or
provide a
 standalone one to highlight that the zero exercise price provision of
the warrants
 ensures that 100,000,000 Class A ordinary shares underlying the warrants
will be
 issued even if fewer than 20,000,000 units are sold in the offering, and
provide
 additional detail about the dilutive impacts of this structure.
Management
Compensation of Directors and Executive Officers, page 137

3. Please update your compensation disclosure for your fiscal year ended
June 30, 2025.
 Refer to Item 6.B of Form 20-F.
General

4. We note that at various places throughout the prospectus, you refer to
the 100,000,000
 Class A ordinary shares underlying the warrants as a "maximum" amount to
be issued,
 or that holders may receive "up to" 100,000,000 shares in the aggregate.
Please revise
 such language throughout, including in the prospectus cover page
captions, to make it
 clear that, assuming holders use the zero exercise price option of the
warrants, the
 100,000,000 share amount is fixed and will be issuable to holders in
proportion to the
 number of units sold in the offering.
 September 25, 2025
Page 3

 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 Rebekah Reed at 202-551-5332 or Dietrich King at
202-551-8071 with
any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Trade &
Services
cc: Benjamin Yao
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