Correspondence 0001213900-23-023960 from Top KingWin Ltd (WAI) (CIK 0001938865) (WAI)
Top KingWin Ltd (WAI) (CIK 0001938865)
Date: March 29, 2023 · CIK: 0001938865 · Accession: 0001213900-23-023960
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File numbers found in text: 333-269290
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CORRESP
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Univest Securities, LLC
75 Rockefeller Plaza
Suite 1838
New York, NY 10019
March 29, 2023
VIA EDGAR
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re:
Top KingWin Ltd (the “Company”)
Registration Statement on Form F-1, as amended (File No. 333-269290)
Request for Acceleration of Effectiveness
Ladies and Gentlemen:
Pursuant to Rule 461 of the
General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities
Act”), Univest Securities, LLC, as the representative of several underwriters of the offering, hereby joins the request of the Company
that the effective date of the above-captioned Registration Statement be accelerated so as to permit it to become effective on March 29,
2023 at 4:00 p.m., Eastern time, or as soon thereafter as practicable.
Pursuant to Rule 460 of the
General Rules and Regulations of the Securities and Exchange Commission under the Securities Act, we, acting on behalf of the several
underwriters, wish to advise you that, through March 29, 2023, we distributed to each underwriter or dealer, who is reasonably anticipated
to be invited to participate in the distribution of the security, as many copies, as well as “E-red” copies of the preliminary
prospectus dated March 22, 2023, as appears to be reasonable to secure adequate distribution of the preliminary prospectus.
We have complied and will continue
to comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
[Signature Page Follows]
Very truly yours,
Univest Securities, LLC
By:
/s/ Edric Guo
Name:
Edric Guo
Title:
Chief Executive Officer
[Signature Page to the Acceleration
Request Letter—Underwriter]