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Correspondence 0001213900-23-023958 from Top KingWin Ltd (WAI) (CIK 0001938865) (WAI)

Top KingWin Ltd (WAI) (CIK 0001938865)
Date: March 29, 2023 · CIK: 0001938865 · Accession: 0001213900-23-023958

AI Filing Summary & Sentiment

File numbers found in text: 333-269290

Date
March 29, 2023
Author
Not clearly detected
Form
CORRESP
Company
Top KingWin Ltd (WAI) (CIK 0001938865)

Letter

Re: Top KingWin Ltd

TOP KINGWIN LTD

March 29, 2023

VIA EDGAR

U.S. Securities and Exchange Commission

100 F Street, NE

Washington, D.C., 20549

Registration Statement on Form F-1, as amended (File No. 333-269290)

Request For Acceleration of Effectiveness

Ladies and Gentlemen:

In accordance with Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Top KingWin Ltd (the “Company”) hereby requests that the effectiveness of the above-referenced Registration Statement on Form F-1/A (the “F-1 Registration Statement”) be accelerated to and that the F-1 Registration Statement become effective at 4:00 p.m., Eastern Time, on March 29, 2023, or as soon thereafter as practicable.

The Company hereby acknowledges the following:

● should the Securities and Exchange Commission (the “Commission”) or the staff of the Commission (the “Staff”), acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

● the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

● the Company may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

If you have any further questions, please contact the Company’s U.S. securities counsel, Anna J. Wang, Esq., of Robinson & Cole LLP, at (212) 451-2942.

Very truly yours,
Top KingWin Ltd

Show Raw Text
CORRESP
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filename1.htm

TOP KINGWIN LTD

March 29, 2023

VIA EDGAR

U.S. Securities and Exchange Commission

100 F Street, NE

Washington, D.C., 20549

    Re:
    Top KingWin Ltd

    Registration Statement on Form F-1, as amended (File No. 333-269290)

    Request For Acceleration of Effectiveness

Ladies and Gentlemen:

In accordance with Rule 461
of the General Rules and Regulations under the Securities Act of 1933, as amended, Top KingWin Ltd (the “Company”)
hereby requests that the effectiveness of the above-referenced Registration Statement on Form F-1/A (the “F-1 Registration
Statement”) be accelerated to and that the F-1 Registration Statement become effective at 4:00 p.m., Eastern Time, on March
29, 2023, or as soon thereafter as practicable.

The Company hereby acknowledges
the following:

 ● should
the Securities and Exchange Commission (the “Commission”) or the staff of the Commission (the “Staff”),
acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with
respect to the filing;

 ● the
action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the
Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

 ● the
Company may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission
or any person under the federal securities laws of the United States.

If you have any further questions,
please contact the Company’s U.S. securities counsel, Anna J. Wang, Esq., of Robinson & Cole LLP, at (212) 451-2942.

    Very truly yours,

    Top KingWin Ltd

    By:

    /s/ Ruilin Xu

    Name:
    Ruilin Xu

    Title:
    Chief Executive Officer

[Signature Page to the Request for Acceleration
of Effectiveness]