Withdrawal of Registration Statement (rw)
November 18 2022 - 7:26AM
Edgar (US Regulatory)
November
18, 2022
Via
EDGAR
United
States Securities and Exchange Commission
Division
of Corporation Finance
Office
of Manufacturing
100
F Street, N.E. Washington, D.C. 20549
Attn: Taylor Beech
Re: | ATIF
Holdings Limited |
| Request for Withdrawal of Registration Statement on Form F-1 |
| Initially
filed April 27, 2021 |
| File
No. 333-255545 |
Dear
Ms. Beech:
Pursuant
to Rule 477 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), ATIF Holdings Limited (the “Registrant”)
hereby requests that the Securities and Exchange Commission (the “Commission”) consent to the withdrawal, effective as of
the date hereof or at the earliest practicable date hereafter, of the Registrant’s Registration Statement on Form F-1 (File No.
333-255545), initially filed with the Commission on April 27, 2021, as thereafter amended, together with all exhibits thereto (collectively,
the “Registration Statement”).
At
this time, the Registrant has determined not to proceed with its proposed public offering and believes that withdrawal of the Registration
Statement is consistent with the public interest and the protection of investors as contemplated by Rule 477 under the Securities Act.
The
Registration Statement was never declared effective. The Registrant confirms that no securities have been sold pursuant to the Registration
Statement.
The
Registrant requests that, in accordance with Rule 457(p) under the Securities Act, all fees paid to the Commission in connection with
the filing of the Registration Statement be credited for future use.
Please
send copies of the written order granting withdrawal of the Registration Statement to the undersigned at ATIF Holdings Limited, 25391
Commercentre Dr., Ste 200, Lake Forest, CA 92630.
If
you have any further questions regarding this request for withdrawal, or if you require any additional information, please contact Huan
Lou, U.S. counsel of the Registrant, at hlou@SRF.LAW.
|
Sincerely, |
|
|
|
ATIF Holdings Limited |
|
|
|
By: |
/s/
Jun Liu |
|
|
Jun Liu |
|
|
Chief Executive Officer |
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