Form AW - Amendment Withdrawal Request
February 08 2024 - 9:33PM
Edgar (US Regulatory)
Givemepower
Corporation
370
Amapola Ave., # 200A, Torrance, California 90501
February8,
2024
United
States Securities and Exchange Commission
Division
of Corporation Finance
Office
of Real Estate & Construction
100
F. Street, N.E.
Washington,
D.C. 20549
Attention:
Catherine De Lorenzo
|
Re:
|
Givemepower
Corporation |
|
|
Rule
477 Application for Withdrawal |
|
|
Amendment
No. 5 to Registration Statement on Form S-1 |
|
|
Filed
December 27, 2023 |
|
|
File
No. 333-252208 |
Dear
Ms. De Lorenzo:
Pursuant
to Rule 477 under the Securities Act of 1933 (the “Act”), Givemepower Corporation (the “Company”) respectfully
requests the immediate withdrawal of its Post-Effective Amendment No. 1 to Registration Statement on Form S-1 (File No. 333-252208)
initially filed with the Securities and Exchange Commission (the “Commission”) on December 27, 2023, together with all exhibits
thereto (the “Registration Statement”), with such application to be approved effective as of the date hereof or at the earliest
practical date thereafter. The Company has determined to withdraw the Post-Effective Amendment No. 1 to Registration Statement
because the registration, which was declared effective on August 11, 2021, with provision of 180 days for all shares to be sold, has
expired. The undersigned represents that prior to the expiration of the Registration Statement on February 11, 2022, no securities were
sold in connection with the registered offering.
The
Company also acknowledges that no refund will be made for fees paid to the Commission in connection with filing of the Registration Statement.
However, the Company requests, in accordance with Rule 457(p) under the Act that all fees paid to the Commission in connection with the
filing of the Registration Statement be credited to the Company’s account to be offset against the filing fee for any future registration
statement or registration statements.
Please
feel free to contact Udo Ekekeulu of Alpha Advocate Law Group PC at (562) 219-0089 if you have any questions regarding this request for
withdrawal.
Sincerely,
/s/
Frank I Igwealor |
|
Frank
I Igwealor |
|
President
and Chief Executive Officer |
|
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