CIIT / Tianci International, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Tianci International, Inc. Reports Third Quarter 2025 Financial Results

Exhibit 99.1 Tianci International, Inc. Reports Third Quarter 2025 Financial Results HONG KONG/RENO, Nevada, June 7, 2025 /Globe Newswire/– Tianci International, Inc. (the "Company” or “Tianci”), a global logistics service provider specializing in ocean freight forwarding, announced its financial results for the three and nine months ended April 30, 2025. Third Quarter 2025 Highlights: · The Compa

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 7, 2025 TIANCI INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 001-42591 45-5540446 (State or Other Jurisdiction (Commission (I.R.S. Employer of

U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q

Table of Contents U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2025 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-42591 TIANCI INTERNATIONAL, INC. (

Tianci International, Inc. Announces Closing of $7 Million Public Offering

Exhibit 99.2 Tianci International, Inc. Announces Closing of $7 Million Public Offering HONG KONG/RENO, Nevada, April 11, 2025 /Globe Newswire/– Tianci International, Inc. (the "Company” or “Tianci”), a global logistics service provider specializing in ocean freight forwarding, today announced the closing of its public offering (the “Offering”) of an aggregate of 1,750,000 shares of common stock a

Tianci International, Inc. Announces Nasdaq Uplisting and Pricing of $7 Million Public Offering

Exhibit 99.1 Tianci International, Inc. Announces Nasdaq Uplisting and Pricing of $7 Million Public Offering HONG KONG/RENO, Nevada, April 09, 2025 /Globe Newswire/– Tianci International, Inc. (the “Company” or “Tianci”), a global logistics service provider specializing in ocean freight forwarding, today announced the pricing of its public offering (the “Offering”) of an aggregate of 1,750,000 sha

3,260,000 Shares of Common Stock TIANCI INTERNATIONAL, INC.

TIANCI INTERNATIONAL, INC. S-1 RESALE PROSPECTUS Filed pursuant to Rule 424(b)(4) Registration No. 333-280089 3,260,000 Shares of Common Stock TIANCI INTERNATIONAL, INC. This prospectus relates to the resale of 3,260,000 shares of common stock, par value $0.0001 per share, by the selling stockholders (the “Selling Stockholders”) Of Tianci International, Inc. We will not receive any proceeds from t

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 11, 2025 TIANCI INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 333-184061 45-5540446 (State or Other Jurisdiction (Commission (I.R.S. Employer

Underwriting Agreement dated April 9, 2025 between the Company and American Trust Investment Services, Inc.

Exhibit 1.1 TIANCI INTERNATIONAL, INC. UNDERWRITING AGREEMENT April 9, 2025 American Trust Investment Services, Inc. 1244 119th Street Whiting, IN 46394 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Tianci International, Inc., a Nevada company (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters na

1,750,000 shares of common stock TIANCI INTERNATIONAL, INC.

PROSPECTUS Filed pursuant to Rule 424(b)(4) Registration No. 333-280089 1,750,000 shares of common stock TIANCI INTERNATIONAL, INC. We are offering to sell 1,750,000 shares of our common stock, $0.0001 par value per share, in a firm commitment underwritten offering (the “Underwritten Offering”). The public offering price is $4.00 per share. Our common stock was previously quoted on the OTC Pink Ma

Representative’s Warrant

Exhibit 4.1 COMMON STOCK PURCHASE WARRANTS TIANCI INTERNATIONAL, INC. Warrant Shares: 87,500 Initial Exercise Date: October 6, 2025 Issue Date: April 11, 2025 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, American Trust Investment Services, Inc. or its assigns (the “Holder”) are entitled, upon the terms and subject to the limitations on exercise and the con

American Trust Investment Services, Inc. 1244 119th Street Whiting, IN 46394 April 8, 2025

American Trust Investment Services, Inc. 1244 119th Street Whiting, IN 46394 April 8, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Attention: Mr. Matthew Derby Mr. Edwin S. Kim Re: Tianci International, Inc. Registration Statement on Form S-1 File No. 333-280089 (the “Registration Statement”) Dear M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 TIANCI INTERNATIONAL, INC. (Exact Name of Regis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 TIANCI INTERNATIONAL, INC.

Tianci International, Inc.

Tianci International, Inc. April 8, 2025 Via EDGAR Division of Corporation Finance Office of Finance U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C., 20549 Attention: Mr. Matthew Derby Mr. Edwin S. Kim Re: Tianci International, Inc. Registration Statement on Form S-1 Initially Filed on June 10, 2024 File No. 333-280089 Ladies and Gentlemen: In accordance with Rule 461 of

As filed with the Securities and Exchange Commission on March 14, 2025.

Table of Contents As filed with the Securities and Exchange Commission on March 14, 2025.

Opinion of Jiangsu Junjin Law Firm regarding certain PRC law matters

Exhibit 99.5 5F, Building 36, Xutian Tec-Park, Binhu District, Wuxi, Jiangsu, P.R.China. Tel: (0510) 8355 3777 Fax: (0510) 8355 3777 March 14, 2025 To: TIANCI INTERNATIONAL, INC. (the “Company”) Unit B,10/F., Ritz Plaza, No.122 Austin Road, Tsim Sha Tsui, Kowloon, Hong Kong Dear Sirs or Madams, We are lawyers qualified in the People’s Republic of China (the “PRC” or “China”, which, for the purpose

Opinion of Han Kun Law Offices LLP

Exhibit 99.4 TIANCI INTERNATIONAL, INC. Unit B,10/F., Ritz Plaza No.122 Austin Road, Tsim Sha Tsui Kowloon, Hong Kong Date: March 14, 2025 Re: Legal Opinion on Certain Hong Kong Legal Matters Dear Sirs or Madams, We are qualified lawyers of the Hong Kong Special Administrative Region of the People’s Republic of China (“Hong Kong”) and as such are qualified to issue this opinion on the laws and reg

U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q

Table of Contents U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2025 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-184061 TIANCI INTERNATIONAL, INC

Opinion of Han Kun Law Offices LLP

Exhibit 99.4 TIANCI INTERNATIONAL, INC. Unit B,10/F., Ritz Plaza No.122 Austin Road, Tsim Sha Tsui Kowloon, Hong Kong Date: February 19, 2025 Re: Legal Opinion on Certain Hong Kong Legal Matters Dear Sirs or Madams, We are qualified lawyers of the Hong Kong Special Administrative Region of the People’s Republic of China (“Hong Kong”) and as such are qualified to issue this opinion on the laws and

Opinion of Jiangsu Junjin Law Firm regarding certain PRC law matters

Exhibit 99.5 5F, Building 36, Xutian Tec-Park, Binhu District, Wuxi, Jiangsu, P.R.China. Tel: (0510) 8355 3777 Fax: (0510) 8355 3777 February 19, 2025 To: TIANCI INTERNATIONAL, INC. (the “Company”) Unit B,10/F., Ritz Plaza, No.122 Austin Road, Tsim Sha Tsui, Kowloon, Hong Kong Dear Sirs or Madams, We are lawyers qualified in the People’s Republic of China (the “PRC” or “China”, which, for the purp

Form of Underwriting Agreement

Exhibit 1.1 Tianci International, Inc. UNDERWRITING AGREEMENT [•], 2025 American Trust Investment Services, Inc. 501 North El Camino Real, Suite 211 San Clemente, California 92672 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Tianci International, Inc., a Nevada company (the “Company”), hereby confirms its agreement (this “Agreement”) with

As filed with the Securities and Exchange Commission on February 19, 2025.

Table of Contents As filed with the Securities and Exchange Commission on February 19, 2025.

Opinion of Jiangsu Junjin Law Firm regarding certain PRC law matters

Exhibit 99.5 5F, Building 36, Xutian Tec-Park, Binhu District, Wuxi, Jiangsu, P.R.China. Tel: (0510) 8355 3777 Fax: (0510) 8355 3777 December 10, 2024 To: TIANCI INTERNATIONAL, INC. (the “Company”) Unit B,10/F., Ritz Plaza, No.122 Austin Road, Tsim Sha Tsui, Kowloon, Hong Kong Dear Sirs or Madams, We are lawyers qualified in the People’s Republic of China (the “PRC” or “China”, which, for the purp

Form of Underwriting Agreement

Exhibit 1.1 Tianci International, Inc. UNDERWRITING AGREEMENT [•], 2024 Benjamin Securities, Inc. 3 West Garden Street, Suite 407 Pensacola, FL 32502 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Tianci International, Inc., a Nevada company (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters named

As filed with the Securities and Exchange Commission on December 10, 2024.

Table of Contents As filed with the Securities and Exchange Commission on December 10, 2024.

Opinion of Han Kun Law Offices LLP

Exhibit 99.4 TIANCI INTERNATIONAL, INC. Unit B,10/F., Ritz Plaza No.122 Austin Road, Tsim Sha Tsui Kowloon, Hong Kong Date: December 10, 2024 Re: Legal Opinion on Certain Hong Kong Legal Matters Dear Sirs or Madams, We are qualified lawyers of the Hong Kong Special Administrative Region of the People’s Republic of China (“Hong Kong”) and as such are qualified to issue this opinion on the laws and

U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q

Table of Contents U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-184061 TIANCI INTERNATIONAL, INC

Form of Common Stock Certificate

Exhibit 4.1 THIS CERTIFIES THAT IS THE RECORD HOLDER OF Shares of TIANCI INTERNATIONAL INC. Capital Stock transferable on the books of the Corporation by the holder in person or by duly authorized attorney upon surrender of this Certificate properly endorsed. This Certificate is not valid until countersigned by the Transfer Agent and registered by the Registrar. WITNESS the facsimile seal of the C

As filed with the Securities and Exchange Commission on November 1, 2024.

Table of Contents As filed with the Securities and Exchange Commission on November 1, 2024.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. FOR THE FISCAL YEAR ENDED JULY 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-184061 TIANCI INTERNATIONAL, INC. (E

TIANCI INTERNATIONAL, INC. Unit B,10/F., Ritz Plaza, No.122 Austin Road, Tsim Sha Tsui, Kowloon, Hong Kong 999077 September 27, 2024

TIANCI INTERNATIONAL, INC. Unit B,10/F., Ritz Plaza, No.122 Austin Road, Tsim Sha Tsui, Kowloon, Hong Kong 999077 September 27, 2024 Mr. Matthew Derby Office of Technology Division of Corporate Finance U.S. Securities and Exchange Commission Mail Stop 4631 100 F Street, N.E. Washington, D.C. 20549-4631 Re: Tianci International, Inc. Amendment No. 2 to Registration Statement on Form S-1 Filed Septe

As filed with the Securities and Exchange Commission on September 27, 2024.

Table of Contents As filed with the Securities and Exchange Commission on September 27, 2024.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2024 TIANCI INTERNA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2024 TIANCI INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 333-184061 45-5540446 (State or Other Jurisdiction (Commission (I.R.S. Empl

Letter from Michael T. Studer CPA P.C. regarding change in certifying accountant

Exhibit 16 MICHAEL T. STUDER CPA P.C. 111 West Sunrise Highway, Second Floor East Freeport, NY 11520 Phone: (516) 378-1000 September 11, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated September 11, 2024 ofTianci International, Inc. and are in agreement with the statements contained therein relating to M

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-1 Tianci International, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees to be Pai

Form of Private Offering of Common Stock to Non-U.S. Persons Subscription Agreement, dated December 29, 2023

Exhibit 10.8 TIANCI INTERNATIONAL, INC. 401 Ryland Street, Suite 200-A, Reno, NV 89502, USA Reg. S: Private Offering of Common Stock to Non-U.S. Persons SUBSCRIPTION AGREEMENT 1. SUBSCRIPTION. The undersigned subscriber (the “Subscriber”) hereby makes application to purchase the number of shares of common stock specified in Section 5 hereof (the “Shares”) to be issued by Tianci International, Inc.

First Amended Audit Committee Charter

Exhibit 99.1 TIANCI INTERNATIONAL INC. FIRST AMENDED CHARTER\ OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS 1. Purpose The Audit Committee of TIANCI INTERNATIONAL INC. (the “Company”) is appointed by the Board of Directors to assist the Board in fulfilling its oversight responsibilities by monitoring and reviewing: · The integrity of the Company’s financial reports and other financial informati

As filed with the Securities and Exchange Commission on September 5, 2024.

Table of Contents As filed with the Securities and Exchange Commission on September 5, 2024.

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2024 TIANCI INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 333-184061 45-5540446 (State or Other Jurisdiction (Commission (I.R.S. Employer

Amended and Restated Bylaws of Tianci International, Inc., as adopted on August 2, 2024

Exhibit 3.a BYLAWS OF TIANCI INTERNATIONAL INC. (the "Corporation") ARTICLE I: MEETINGS OF SHAREHOLDERS Section 1 - Annual Meetings The annual meeting of the shareholders of the Corporation shall be held at the time fixed, from time to time, by the Board of Directors. Section 2 - Special Meetings Special meetings of the shareholders may be called by the Board of Directors or such person or persons

As filed with the Securities and Exchange Commission on July 16, 2024.

Table of Contents As filed with the Securities and Exchange Commission on July 16, 2024.

TIANCI INTERNATIONAL, INC. Unit B,10/F., Ritz Plaza, No.122 Austin Road, Tsim Sha Tsui, Kowloon, Hong Kong 999077 July 16, 2024

TIANCI INTERNATIONAL, INC. Unit B,10/F., Ritz Plaza, No.122 Austin Road, Tsim Sha Tsui, Kowloon, Hong Kong 999077 July 16, 2024 Mr. Matthew Derby Office of Technology Division of Corporate Finance U.S. Securities and Exchange Commission Mail Stop 4631 100 F Street, N.E. Washington, D.C. 20549-4631 Re: Tianci International, Inc. Registration Statement on Form S-1 Filed June 10, 2024 File No. 333-28

U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q

Table of Contents U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-184061 TIANCI INTERNATIONAL, INC.

Share Purchase Agreement between Tianci and RQS, dated April 23, 2024

Exhibit 10.7 SHARE PURCHASE AGREEMENT Date: April 23, 2024 Parties: "Issuer" Tianci International, Inc., a Nevada corporation "Investor" RQS Capital Limited, a limited company organized in the British Virgin Islands Premises: A. Investor wishes to purchase 80,000 shares of Series B Preferred Stock issued by the Issuer and Issuer wishes to sell 80,000 shares of Series B Preferred Stock on the terms

As filed with the Securities and Exchange Commission on June 10, 2024.

Table of Contents As filed with the Securities and Exchange Commission on June 10, 2024.

Code of Business Conduct and Ethics

Exhibit 14.1 TIANCI INTERNATIONAL INC. CODE OF BUSINESS CONDUCT AND ETHICS This Code of Business Conduct and Ethics covers a wide range of business practices and procedures. It does not cover every issue that may arise, but it sets out basic principles to guide the employees of TIANCI INTERNATIONAL INC. and its subsidiaries (the “Company”). All of our employees must conduct themselves in accordanc

Office Rental Service Agreement

Exhibit 10.9 Office Rental Service Agreement Package D-All-inclusive for all rooms Customer ID: Information of Party B (please indicate it in parentheses) English Company Name: Chinese company Name: Business registration number： Company Registration number： authorized representative： phone number: Website: Address: Other information: 1) Source of funds: China / Hong Kong / Others: 2) Where to know

Audit Committee Charter

Exhibit 99.1 TIANCI INTERNATIONAL INC. CHARTER OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS 1. Purpose The Audit Committee of TIANCI INTERNATIONAL INC. (the “Company”) is appointed by the Board of Directors to assist the Board in fulfilling its oversight responsibilities by monitoring and reviewing: · The integrity of the Company’s financial reports and other financial information provided by

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-1 Tianci International, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees to be Pai

Articles of Incorporation

Exhibit 3.1 Business Entity - Filing Acknowledgement 01/26/2023 Work Order Item Number: Filing Number: Filing Type: Filing Date/Time: Filing Page(s): W2023012501974 - 2656407 20232906103 Amendment After Issuance of Stock 1/25/2023 12:39:00 PM 5 Indexed Entity Information: Entity ID: E0489732016 - 8 Entity Name: TIANCI INTERNATIONAL INC. Expiration Date: None Entity Status: Active Commercial Regist

Tianci 2024 Equity Incentive Plan

Exhibit 10.5 TIANCI INTERNATIONAL, INC. 2024 EQUITY INCENTIVE PLAN (Approved and adopted by the Board of Directors on April 25, 2024) Purpose; Definitions. The purposes of the Tianci International, Inc. 2024 Equity Incentive Plan (the “Plan”) are to enable Tianci International, Inc. (the “Company”) and its affiliated companies to recruit and retain highly qualified personnel, to provide those pers

The Review Policy for Related Party Transaction

Exhibit 14.2 TIANCI INTERNATIONAL INC. OF The Review Policy for Related Party Transactions Purpose The purpose of this policy is to ensure that the transactions of the Group's affiliates are consistent with the principles of fair dealing and to minimize potential conflicts of interest and moral hazard. Definition An affiliated party refers to an individual, entity or organization that directly or

List of Subsidiaries

Exhibit 21.1 SUBSIDIARIES OF TIANCI INTERNATIONAL, INC. The following is a list of subsidiaries of TIANCI INTERNATIONAL, INC. Legal Name Jurisdiction RQS UNITED GROUP LIMITED Seychelles Tianci Group Holding Limited Seychelles ROSHING INTERNATIONAL CO., LIMITED Hong Kong

Compensation Committee Charter

Exhibit 99.3 TIANCI INTERNATIONAL INC. CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS 1. Purpose The Compensation Committee (the “Committee”) of TIANCI INTERNATIONAL INC. , (the “Company”) is appointed by the Board of Directors upon the recommendation of the Corporate Governance Committee to discharge the Board’s responsibilities relating to the compensation of the Company’s direc

Share Exchange Agreement dated March 3, 2023 between Tianci, RQS United and RQS Capital

Exhibit 10.6 SHARE EXCHANGE AGREEMENT Date: March 3, 2023 Parties: “Tianci” Tianci International, Inc., a Nevada corporation “RQS United” RQS United Group Limited, an International Business Company organized in the Republic of Seychelles “RQS Capital” RQS Capital Limited, a limited company organized in the British Virgin Islands Premises: A. Tianci is a Nevada corporation that files reports with t

Nominating and Corporate Governance Committee Charter

Exhibit 99.2 TIANCI INTERNATIONAL INC. CHARTER OF THE NOMINATING/CORPORATE GOVERNANCE COMMITTEE OF THE BOARD OF DIRECTORS 1. Purpose The Nominating/Corporate Governance Committee (the “Committee”) of TIANCI INTERNATIONAL INC. (the “Company”) is appointed by the Board of Directors to: · Assist the Board in identifying individuals qualified to become Board members and recommending to the Board the d

Form of Debt Conversion by Non-U.S. Persons Subscription Agreement

Exhibit 10.8 TIANCI INTERNATIONAL, INC. Unit B,10/F., Ritz Plaza, No.122 Austin Road,Tsim Sha Tsui, Kowloon, Hong Kong 999077 Reg. S: Debt Conversion by Non-U.S. Persons SUBSCRIPTION AGREEMENT 1. SUBSCRIPTION. The undersigned subscriber (the “Subscriber”) hereby makes application to purchase the number of shares of common stock specified in Section 5 hereof (the “Shares”) to be issued by Tianci In

Certificate of Designation of Series B Preferred Stock filed with the Secretary of State of Nevada

Exhibit 10-a Business Entity - Filing Acknowledgement 04/25/2024 Work Order Item Number: Filing Number: Filing Type: Filing Date/Time: Filing Page(s): W2024042402190 - 3635574 20244013523 Certificate of Designation 4/24/2024 1:01:00 PM 3 Indexed Entity Information: Entity ID: E0489732016 - 8 Entity Name: TIANCI INTERNATIONAL INC.

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2024 TIANCI INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 333-184061 45-5540446 (State or Other Jurisdiction (Commission (I.R.S. Employer

U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q

Table of Contents U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-184061 TIANCI INTERNATIONAL, INC

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2024 TIANCI INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 333-184061 45-5540446 (State or Other Jurisdiction (Commission (I.R.S. Employ

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 19, 2024 TIANCI INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 333-184061 45-5540446 (State or Other Jurisdiction (Commission (I.R.S. Employ

U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q

Table of Contents U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-184061 TIANCI INTERNATIONAL, INC

EXHIBIT 21: SUBSIDIARIES OF THE COMPANY

EXHIBIT 21: SUBSIDIARIES OF THE COMPANY Organization Jurisdiction of Organization RQS United Group Limited Republic of Seychelles Roshing International Co., Ltd. Hong Kong

Employment Agreement dated January 23, 2023 between Ying Deng and Tianci International Inc.

Exhibit 10.4 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of Jan 27th, 2023 (the “Effective Date”), by and between Tianci International Inc., a United States of America corporation (the “Company”), and Ying Deng, an individual (the “Executive”). Except with respect to the direct employment of the Executive by the Company, the term “Company” as used herein wi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. FOR THE FISCAL YEAR ENDED JULY 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-184061 TIANCI INTERNATIONAL, INC. (E

U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q

Table of Contents U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-184061 TIANCI INTERNATIONAL, INC.

U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(

Table of Contents U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-184061 TIANCI INTERNATIONAL, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2023 TIANCI INTERNATIONA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2023 TIANCI INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 333-184061 45-5540446 (State or Other Jurisdiction (Commission (I.R.S. Employer

Share Exchange Agreement dated March 3, 2023 among Tianci International, Inc., RQS United Group Limited and RQS Capital Limited.

Exhibit 10-a SHARE EXCHANGE AGREEMENT Date: March 3, 2023 Parties: “Tianci” Tianci International, Inc.

Certificate of Amendment of Articles of Incorporation

Exhibit 10-a FRANCISCO V. AGUILAR Secretary of State 202 North Carson Street Carson City, Nevada 89701 - 4201 (775) 684 - 5708 Website: www.nvsos.gov 1. Entity information: Name of entity as on file with the Nevada Secretary of State: Tianci International, Inc. Entity or Nevada Business Identification Number (NVID): NV20161660254 2. Restated or Amended and Restated Articles: (Select one) (If amend

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2023 TIANCI INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 333-184061 45-5540446 (State or Other Jurisdiction (Commission (I.R.S. Employ

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2022 Or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-18

Director Retainer Agreement, dated August 27, 2021, by and between Weiyu Zhu and Tianci International, Inc.

EXHIBIT 10.6 TIANCI INTERNATIONAL, INC. DIRECTOR RETAINER AGREEMENT THIS DIRECTOR RETAINER AGREEMENT (“Agreement”) is entered into by and between TIANCI INTERNATIONAL, INC., a Nevada corporation (“Corporation”) and Weiyu Zhu(“Director”) as of August 27, 2021. WHEREAS, Director is a duly elected as a director of the Corporation in accordance with the Corporation’s bylaws; and WHEREAS, the Corporati

Power of Attorney

EXHIBIT 24 POWER OF ATTORNEY The undersigned directors and officers of Tianci International, Inc.

Employment Agreement dated August 27, 2021 between Wei Fang and Tianci International, Inc.

EXHIBIT 10.3 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of Aug 27th, 2021 (the “Effective Date”), by and between Tianci International Inc., a United State of America corporation (the “Company”), and Wei Fang, an individual (the “Executive”). Except with respect to the direct employment of the Executive by the Company, the term “Company” as used herein with

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2022 ☐ TRANSITION REPORT PURSUANT T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 333-184061 TIA

Form of common stock certificate

EXHIBIT 4.1

Employment Agreement dated August 27, 2021 between Zhigang Pei and Tianci International, Inc.

EXHIBIT 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of Aug 27th, 2021 (the “Effective Date”), by and between Tianci International Inc., a United State of America corporation (the “Company”), and Zhigang Pei, an individual (the “Executive”). Except with respect to the direct employment of the Executive by the Company, the term “Company” as used herein w

Director Retainer Agreement, dated August 27, 2021, by and between Yee Man Yung and Tianci International, Inc.

EXHIBIT 10.5 TIANCI INTERNATIONAL, INC. DIRECTOR RETAINER AGREEMENT THIS DIRECTOR RETAINER AGREEMENT (“Agreement”) is entered into by and between TIANCI INTERNATIONAL, INC., a Nevada corporation (“Corporation”) and Yee Man Yung(“Director”) as of August 27, 2021. WHEREAS, Director is a duly elected as a director of the Corporation in accordance with the Corporation’s bylaws; and WHEREAS, the Corpor

Employment Agreement dated August 27, 2021 between Shufang Gao and Tianci International, Inc.

EXHIBIT 10.2 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of Aug 27th, 2021 (the “Effective Date”), by and between Tianci International Inc., a United State of America corporation (the “Company”), and Shufang Gao, an individual (the “Executive”). Except with respect to the direct employment of the Executive by the Company, the term “Company” as used herein w

Employment Agreement dated January 23, 2023 between Ying Deng and Tianci International Inc.

EXHIBIT 10.4 TIANCI INTERNATIONAL, INC. DIRECTOR RETAINER AGREEMENT THIS DIRECTOR RETAINER AGREEMENT (“Agreement”) is entered into by and between TIANCI INTERNATIONAL, INC., a Nevada corporation (“Corporation”) and Fan Liu(“Director”) as of August 27, 2021. WHEREAS, Director is a duly elected as a director of the Corporation in accordance with the Corporation’s bylaws; and WHEREAS, the Corporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2022 Or ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-1840

Form of common stock certificate

Exhibit 4.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2022 Or ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-18

Form of Director Retainer Agreement

Exhibit 10.2 TIANCI INTERNATIONAL, INC. DIRECTOR RETAINER AGREEMENT THIS DIRECTOR RETAINER AGREEMENT (?Agreement?) is entered into by and between TIANCI INTERNATIONAL, INC., a Nevada corporation (?Corporation?) and (?Director?) as of August 27, 2021. WHEREAS, Director is a duly elected as a director of the Corporation in accordance with the Corporation?s bylaws; and WHEREAS, the Corporation wishes

Employment Agreement, dated August 27,2021, by and between Zhigang Pei and Tianci International, Inc.

Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the ?Agreement?), is entered into as of Aug 27th, 2021 (the ?Effective Date?), by and between Tianci International Inc., a United State of America corporation (the ?Company?), and Zhigang Pei, an individual (the ?Executive?). Except with respect to the direct employment of the Executive by the Company, the term ?Company? as used herein w

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2021 Or ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 333-18

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2021 ☐ TRANSITION REPORT PURSUANT T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 333-184061 TIA

Power of Attorney

EX-24 2 tianci10k-ex2400.htm POWER OF ATTORNEY EXHIBIT 24 POWER OF ATTORNEY The undersigned directors and officers of Tianci International, Inc., a Nevada corporation (the “Company”), hereby constitute and appoint Zhigang Pei, with full power to act without the other, as the undersigned’s true and lawful attorney-in-fact, with full power of substitution and resubstitution, for the undersigned and

CIIT / Tianci International Inc. / Pei Zhigang - SCHEDULE 13D Activist Investment

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 TIANCI INTERNATIONAL, INC. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 88631G205 (CUSIP Number) Zhigang Pei No. A1111, Huafeng Financial Port, 1003, Xin?an Sixth Road, Bao?an District, Shenzhen, Guangdong Province, P.R.C. Telephone: +86-

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D with respect to the ordinary shares, $0.0001 par value per share, of Tianci International, Inc. and that this Agreement be included as an Exhibit to such joint filing. Th

CIIT / Tianci International Inc. / Chuah Su Mei - SCHEDULE 13D AMENDMENT Activist Investment

SC 13D/A 1 tiancisc13da.htm SCHEDULE 13D AMENDMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment 1) Under the Securities Exchange Act of 1934 TIANCI INTERNATIONAL INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 35645W106 (CUSIP Number) Chuah Su Mei No. 45-2, Jalan USJ 21/10 Subang Jaya 47640 Selangor D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2021 TIANCI INTERNATIO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2021 TIANCI INTERNATIONAL, INC. (Exact name of small business issuer as specified in its charter) Nevada 333-184061 45-5440446 (State or other jurisdiction of incorporation

Financial Statements and Exhibits

8-K 1 tianci8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2021 TIANCI INTERNATIONAL, INC. (Exact name of small business issuer as specified in its charter) Nevada 333-184061 45-5440446 (State or other ju

Stock Purchase Agreement with Tianci, Chuah Su Mei and Silver Glory Group Limited

EX-10.1 2 tianci8k-ex1001.htm STOCK PURCHASE AGREEMENT Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this “Agreement”), effective as of August 6, 2021 (the “Effective Date”) by and among (A) Chuah Su Mei, an individual with an address of No. 45-2, Jalan USJ 21/10, Subang Jaya 47640, Selangor Darul Ehsan, Malaysia (the “Seller”), (B) Silver Glory Group Limited, with an addres

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

10-Q 1 tianci10q-043021.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2021 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period f

Quarterly Report - FORM10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2021 Or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 33

Quarterly Report - FORM 10-Q

10-Q 1 tianci10q-103120.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2020 Or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition pe

Power of Attorney

EX-24 2 tianciex024.htm POWER OF ATTORNEY EXHIBIT 24 POWER OF ATTORNEY The undersigned directors and officers of Tianci International, Inc., a Nevada corporation (the “Company”), hereby constitute and appoint Chuah Su Chen, with full power to act without the other, as the undersigned’s true and lawful attorney-in-fact, with full power of substitution and resubstitution, for the undersigned and in

Annual Report - FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 333-184061

Description of Securities

Exhibit 4.2 DESCRIPTION OF SECURITIES The following is a summary description of the material provisions of our capital stock, as well as other material terms of our Amended Articles of Incorporation and Bylaws. This description is qualified in its entirety by reference to our Amended Articles of Incorporation and Bylaws, copies of which have been filed as exhibits to this report, and to the applic

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2020 Or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from To Commission File Number 333-

CIIT / Tianci International Inc. 10-Q - Quarterly Report - QUARTERLY REPORT

10-Q 1 tianci10q-013120.htm QUARTERLY REPORT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2020 Or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transi

CIIT / Tianci International Inc. 10-Q - Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2019 Or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from To Commission File Number 33

Power of Attorney

EXHIBIT 24 POWER OF ATTORNEY The undersigned directors and officers of Tianci International, Inc.

CIIT / Tianci International Inc. 10-K - Annual Report - FORM 10-K

10-K 1 tianci10k-073119.htm FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fro

Description of Securities

EX-4.2 3 tianci10k-ex0402.htm DESCRIPTION OF SECURITIES EXHIBIT 4.2 DESCRIPTION OF SECURITIES The following is a summary description of the material provisions of our capital stock, as well as other material terms of our Amended Articles of Incorporation and Bylaws. This description is qualified in its entirety by reference to our Amended Articles of Incorporation and Bylaws, copies of which have

CIIT / Tianci International Inc. 10-Q/A - Quarterly Report - FORM 10-Q AMENDMENT

10-Q/A 1 tianci10qa.htm FORM 10-Q AMENDMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED APRIL 30, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 333-184061 TIANCI INTERN

CIIT / Tianci International Inc. 10-Q - Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED APRIL 30, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 333-184061 TIANCI INTERNATIONAL, INC.

CIIT / Tianci International Inc. FORM 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 333-184061 TIANCI INTERNATIONAL, INC.

CIIT / Tianci International Inc. FORM 10-Q (Quarterly Report)

10-Q 1 tianci10q-103118.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 333-184061 T

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2018 TIANCI INTERNATIIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 333-184061 45-5440466 (State or other jurisdiction of incorporation) (Commis

NonBinding Term Sheet, dated October 29, 2018

Exhibit 10.1 NONBINDING TERM SHEET OF TIANCI INTERNATIONAL, INC. This Nonbinding term sheet summarizes the principal terms of a proposed acquisition of Ezytronic Sdn. Bhd. by Tianci International, Inc. This term sheet is for discussion purposes only; except as otherwise provided herein, there is no obligation on the part of any negotiating party until definitive agreements are signed by all partie

begin 644 0001683168-18-002907-xbrl.

begin 644 0001683168-18-002907-xbrl.zip M4$L#!!0 ( (A!0DW2-SV$9$P -=T P 1 8VEI="TR,#$X,#-V/^ UVOO=D=0:MZBNFUOL'7T:,8M:26U9[U?'"!0)#$& M 0X.'?/K7V96 2B ( F0X"75Q&Z;(H&JO"HK*S,K\Z?_?I[8VB/S?,MU?G[7 M.*Z_TYACN*;EC'Y^]_W^J']_=G7U3OOO7_[]WS3XWT_[^A(N[28;7[2SEWC MZ,H9NI^U:WW"/FE?F<,\/7"]S]IONAWB-^ZE93-/.W,G4YL%#'[@,WW2VL?- MUD [.BHP[F_,,5WO^]U5/.XX"*:?/GY\>GHZ=MQ'_P_FC4_RQ>=ZL-WKUDU;C^'D(6)SK 3R W\%/C3K

begin 644 Financial_Report.xlsx M4$L#!!0 ( (A!0DT?(\\#P !," + 7W)E;',O+G)E;'.MDD^+ MPD ,Q;]*F?L:5\'#8CUYZ6U9_ )Q)OU#.Y,A$[%^>X>];+=44/ 87O+>CT?V M/S2@

begin 644 Financial_Report.xlsx M4$L#!!0 ( (A!0DT?(\\#P !," + 7W)E;',O+G)E;'.MDD^+ MPD ,Q;]*F?L:5\'#8CUYZ6U9_ )Q)OU#.Y,A$[%^>X>];+=44/ 87O+>CT?V M/S2@=AQ2V\54C'X(J32M:OP"2+8ECVG%D4)6:A:/FD=I(*+ML2'8K-<[D*F' M.>RGGD7E2B.5^S3%":4A+,*P).B0\5?UX^8 TBTH_0(:+L A#&^NQT:E8(C M-R."?S]PN -02P,$% @ B$%"32?HAPZ" L0 ! !D;V-0&UL38Y-"\(P$$3_2NG=;BGH06) L$?!D_>0;FP@R8;-"OGYIH(? MMWF\81AU8\K(XK%T-8943OTJDH\ Q:X831

Power of Attorney

EXHIBIT 24 POWER OF ATTORNEY The undersigned directors and officers of Tianci International, Inc.

CIIT / Tianci International Inc. IDEA: XBRL DOCUMENT

/* Updated 2009-11-04 */ /* v2.2.0.24 */ /* DefRef Styles */ ..report table.authRefData{ background-color: #def; border: 2px solid #2F4497; font-size: 1em; position: absolute; } ..report table.authRefData a { display: block; font-weight: bold; } ..report table.authRefData p { margin-top: 0px; } ..report table.authRefData .hide { background-color: #2F4497; padding: 1px 3px 0px 0px; text-align: righ

CIIT / Tianci International Inc. IDEA: XBRL DOCUMENT

// Edgar(tm) Renderer was created by staff of the U.S. Securities and Exchange Commission. Data and content created by government employees within the scope of their employment are not subject to domestic copyright protection. 17 U.S.C. 105. var Show={};Show.LastAR=null,Show.showAR=function(a,r,w){if(Show.LastAR)Show.hideAR();var e=a;while(e&&e.nodeName!='TABLE')e=e.nextSibling;if(!e||e.nodeName!=

CIIT / Tianci International Inc. FORM 10-K (Annual Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2018 [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 333-184061

CIIT / Tianci International Inc. FORM 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED APRIL 30, 2018 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 333-184061 TIANCI INTERNATIONAL, INC.

CIIT / Tianci International Inc. 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 333-184061 TIANCI INTERNATIONAL, INC.

CIIT / Tianci International Inc. QUARTERLY REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 333-184061 TIANCI INTERNATIONAL, INC.

CIIT / Tianci International Inc. FORM 10-K (Annual Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 333-184061

Power of Attorney

EXHIBIT 24 POWER OF ATTORNEY The undersigned directors and officers of Tianci International, Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 20, 2017 TIANCI INTERNATIIONAL, INC. (Exact name of registrant as specified in its charter) NEVADA 333-184061 45-5440466 (State or other jurisdiction of incorporation) (Comm

Steampunk Wizards FORM 8-K (Current Report/Significant Event)

U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2017 (March 2, 2017) TIANCI INTERNATIONAL, INC. (Exact name of small business issuer as specified in its charter) Nevada 333-184061 45-5440446 (State or other jurisdiction of inco

RBSM LLP HENDERSON, NV

EXHIBIT 16.1 RBSM LLP HENDERSON, NV September 5, 2017 Securities and Exchange Commission 100 F Street, N.W. Washington, DC 20549-7561 Dear Sirs/Madams: We have read Item 4.01 of Tianci International, Inc (the ?Company?) Form 8-K dated March 2, 2017, and are in agreement with the statements relating only to RBSM LLP contained therein. We have no basis to agree or disagree with other statements of t

TIANCI INTERNATIONAL, INC. PRE-APPROVAL PROCESS OF ENGAGEMENTS FOR AUDIT AND NON-AUDIT SERVICES BY THE PRIMARY EXTERNAL AUDITOR

Exhibit 99.2 TIANCI INTERNATIONAL, INC. PRE-APPROVAL PROCESS OF ENGAGEMENTS FOR AUDIT AND NON-AUDIT SERVICES BY THE PRIMARY EXTERNAL AUDITOR I. Background Section 201 of the Sarbanes-Oxley Act of 2002 (the ?Act?) prohibits certain activities by the external auditor of the Company which is charged with performing the audit of the Company?s financial statements for the purpose of expressing an opini

Tianci International, Inc. Audit Committee Charter

Exhibit 99.1 Tianci International, Inc. Audit Committee Charter Purpose To assist the board of directors in fulfilling its oversight responsibilities for the financial reporting process, the system of internal control over financial reporting, the audit process, and the company?s process for monitoring compliance with laws and regulations and the code of conduct. Authority The audit committee has

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 30, 2017 TIANCI INTERNATIIONAL, INC. (Exact name of registrant as specified in its charter) NEVADA 333-184061 45-5440466 (State or other jurisdiction of incorporation) (Commiss

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2017 (August 15, 2017) TIANCI INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 45-5440446 (State or other jurisdiction of incorporation or

CIIT / Tianci International Inc. / Chuah Su Chen - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 TIANCI INTERNATIONAL INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 35645W106 (CUSIP Number) Chuah Su Chen No. 45-2, Jalan USJ 21/10 Subang Jaya 47640 Selangor Darul Ehsan, Malaysia +60125037322 (Name, Address and Telephone N

CIIT / Tianci International Inc. / Chuah Su Mei - SCHEDULE 13D Activist Investment

SC 13D 1 sumei13d.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 TIANCI INTERNATIONAL INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 35645W106 (CUSIP Number) Chuah Su Mei No. 45-2, Jalan USJ 21/10 Subang Jaya 47640 Selangor Darul Ehsan, Malaysia +60125037

STOCK PURCHASE AGREEMENT

Exhibit 10.1 THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY OTHER FEDERAL OR STATE REGULATORY AUTHORITY. THE SHARES BEING SOLD HEREBY ARE SPECULATIVE AND INVOLVE A HIGH DEGREE OF RISK. THE SALE PRICE WAS DETERMINED ARBITRARILY BY THE SELLERS AND BEARS NO RELATIONSHIP TO THE ASSETS, EARNINGS, BOOK VALUE, CURRENT OR FUTURE TRADING PRICE OF THE

Steampunk Wizards FORM 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2017 (August 3, 2017) TIANCI INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 45-5440446 (State or other jurisdiction of incorporation or or

Securities Purchase Agreement by and between the Company and Shifang Wan, dated July 17, 2017

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?) is dated as of July 17, 2017 by and among Tianci International, Inc., a Nevada corporation, (the ?Company?), and the individual listed in Exhibit B hereto and affixes its signature on the signature page of this Agreement (the ?Purchaser?). RECITALS ?? WHEREAS, the Company and the Purchaser are executing

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K 1 f8k071717tianciinternation.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 19, 2017 (July 17, 2017) TIANCI INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 45-5440446 (

CIIT / Tianci International Inc. QUARTERLY REPORT (Quarterly Report)

10-Q 1 f10q0417tianciinternational.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2017 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition pe

Steampunk Wizards NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 333-184061 (Check One): ? Form 10-K ? Form 10-Q ? Form 20-F ? Form 11-K ? Form N-SAR For Period Ended: April 30, 2017 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition R

Steampunk Wizards CURRENT REPORT (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2017 (April 21, 2017) TIANCI INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 45-5440446 (State or other jurisdiction of incorporation or or

Securities Purchase Agreement by and between the Company and Shifang Wan, dated April 21, 2017

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?) is dated as of April 21, 2017 by and among Tianci International, Inc., a Nevada corporation, (the ?Company?), and the individual listed in Exhibit B hereto and affixes its signature on the signature page of this Agreement (the ?Purchaser?). RECITALS WHEREAS, the Company and the Purchaser are executing a

Steampunk Wizards AMENDMENT NO 1 TO QUARTERLY REPORT (Quarterly Report)

10-Q/A 1 f10q1016a1tianciinter.htm AMENDMENT NO 1 TO QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q/A (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2016 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For

Steampunk Wizards QUARTERLY REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2017 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-184061 TIANCI

Steampunk Wizards NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 333-184061 (Check One): ?Form 10-K ? Form 10-Q ? Form 20-F ? Form 11-K ? Form N-SAR For Period Ended: January 31, 2017 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition

Steampunk Wizards DEFINITIVE INFORMATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement Tianci International, Inc. (Name

Steampunk Wizards PRELIMINARY INFORMATION STATEMENT

PRE 14C 1 pre14c0217tianceinterntl.htm PRELIMINARY INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)

CIIT / Tianci International Inc. 10-Q - Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2016 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-184061 TIANCI

CIIT / Tianci International Inc. 10-K - Annual Report - ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2016 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ ] to [ ] Commission file number: 333-184061 TIANCI IN

Articles of Merger (Pursuant to NRS Chapter 92A)

Exhibit 3.4 BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street Carson City, Nevada 89701-4201 (775) 684-5708 Website: www.nvsos.gov Articles of Merger (PURSUANT TO NRS 92A.200) Page 1 Filed in the office of /s/ Barbara K. Cegavske Document Number 20160493535-48 Barbara K. Cegavske Filing Date and Time Secretary of State 11/09/2016 2:30 PM State of Nevada Entity Number E0489732016-8 USE

SECURITIES PURCHASE AGREEMENT

EX-10.6 3 f10k2016ex10vitianci.htm SECURITIES PURCHASE AGREEMENT DATED JANUARY 4, 2017 Exhibit 10.6 SECURITIES PURCHASE AGREEMENT 证券购买协议 This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of January 4, 2017 by and among Tianci International, Inc., a Nevada corporation, (the “Company”), and individuals listed in Exhibit B hereto and each affixes its signature on the signature page of

AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT

EX-10.7 4 f10k2016ex10viitianci.htm AMENDMENT NO.1 TO SECURITIES PURCHASE AGREEMENT DATED JANUARY 10, 2017 Exhibit 10.7 AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT This AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT (this “Amendment”) is entered into as of the 10th day of January 2017 (the “Effective Date”), by and between Tianci International, Inc., a Nevada corporation, (the “Company”), a

EX-2.1

Exhibit 2.1

AGREEMENT AND PLAN OF MERGER STEAMPUNK WIZARDS, INC. TIANCI INTERNATIONAL INC. Dated as of October 26, 2016 AGREEMENT AND PLAN OF MERGER

Exhibit 2.2 AGREEMENT AND PLAN OF MERGER between STEAMPUNK WIZARDS, INC. and TIANCI INTERNATIONAL INC. Dated as of October 26, 2016 AGREEMENT AND PLAN OF MERGER AGREEMENT AND PLAN OF MERGER, dated as of October 26, 2016, between Steampunk Wizards, Inc., a Nevada corporation (?Parent?), and Tianci International Inc., a Nevada corporation and a direct wholly-owned subsidiary of Parent (?Merger Sub?)

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 f8k102616steampunk.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2016 (October 26, 2016) Steampunk Wizards, Inc. (Exact name of registrant as specified in its charter) Nevada 45-5440446 (State

Steampunk Wizards NOTIFICATION OF LATE FILING

NT 10-K 1 extf10k2016steampunkwizards.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 333-184061 (Check One): ☒ Form 10-K ☐ Form 10-Q ☐ Form 20-F ☐ Form 11-K ☐ Form N-SAR For Year Ended: July 31, 2016 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition

SPIN-OFF AGREEMENT

Exhibit 10.1 SPIN-OFF AGREEMENT This SPIN-OFF AGREEMENT, dated as of October 13, 2016 (this ?Agreement?), is entered into by and among Steampunk Wizards Inc., a Nevada corporation (the ?Seller?), Steampunk Wizards, Ltd., a corporation organized under the laws of Malta (?Spin-Off Subsidiary?), Praefidi Holdings Limited, an entity organized under the laws of Malta (?Buyer?), and Brendon Grunewald, a

SECURITIES PURCHASE AGREEMENT

EX-10.2 3 f8k101816ex10iisteampunk.htm SHARE PURCHASE AGREEMENT BY AND AMONG CERTAIN SELLERS AND BUYERS AS SET FORTH ON THE SIGNATURE PAGE THEREOF Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the “Agreement”) made on this 13th day of October, 2016, by and among Steampunk Wizards Inc., a Nevada corporation (“Steampunk” or the “Company”), the parties listed on Exhib

Steampunk Wizards CURRENT REPORT (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2016 STEAMPUNK WIZARDS, INC. (Exact name of registrant as specified in its charter) Nevada 45-5440446 (State or other jurisdiction of incorporation or organization) (Commi

Other Events

g8255.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 5, 2016 STEAMPUNK WIZARDS, INC. (Exact name of registrant as specified in its charter) Nevada 45-5440446 (State or other jurisdiction of incorporation or organization) (

Steampunk Wizards (Quarterly Report)

g8246a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10?Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2016 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-

Steampunk Wizards (Quarterly Report)

g8173a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10?Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2016 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 33

Steampunk Wizards Ltd. INDEX TO AUDITED FINANCIAL STATEMENTS July 31, 2015

ex99-1.htm Exhibit 99.1 Steampunk Wizards Ltd. INDEX TO AUDITED FINANCIAL STATEMENTS July 31, 2015 Page Report of Independent Registered Public Accounting Firm F-1 Balance Sheet F-2 Statement of Operations F-3 Statement of Other Comprehensive Loss F-4 Statement of Stockholders? Deficit F-5 Statement of Cash Flows F-6 Notes to the Financial Statements F-7 REPORT OF INDEPENDENT REGISTERED PUBLIC ACC

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Change in Shell Company Status, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Amendment No. 1 to Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 8, 2016 STEAMPUNK WIZARDS, INC. (Exact name of registrant as specified in its charter) Nevada 45-5440446 (State or other jurisdiction of incorporation or org

STEAMPUNK WIZARDS, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

ex99-2.htm Exhibit 99.2 STEAMPUNK WIZARDS, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS The following unaudited pro forma condensed combined financial statements give effect to the reverse merger transaction (the "Transaction") between Steampunk Wizards, Inc. (f/k/a Freedom Petroleum, Inc.), (the ?Company?, ?we?, ?us?, ?our?) and Steampunk Wizards Ltd., a company incorporated p

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2016 STEAMPUNK WIZARDS, INC. (Exact name of registrant as specified in its charter) Nevada 45-5440446 (State or other jurisdiction of incorporation or organization) (I.R.S.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2015 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-184061 ST

Green & Company, CPAs A PCAOB Registered Accounting Firm

ex16-1.htm Exhibit 16.1 Green & Company, CPAs A PCAOB Registered Accounting Firm November 18, 2015 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 We have been furnished with a copy of the response of Item 4.01 of the Form 8-K to be filed by our former client, Steampunk Wizards, Inc. on November 18, 2015. We agree with the statements made in response to that item insofa

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

8-K 1 g8091.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2015 STEAMPUNK WIZARDS, INC. (Exact name of registrant as specified in its charter) Nevada 45-5440446 (State or other jurisdiction of incorporation or orga

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2015 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ ] to [ ] Commission file number: 333-184061 STEAM

Disclosure Policy

Exhibit 14.3 STEAMPUNK WIZARDS DISCLOSURE POLICY In this Policy, Steampunk Wizards, Inc., and its subsidiaries are referred to as the "Company." Except where stated otherwise, this Policy applies to the Directors, Officers, employees, consultants, contractors of the Company (collectively, "Representatives"). OVERVIEW The Company endorses a comprehensive investor relations effort and actively parti

Insider Trading Policy

Exhibit 14.2 POLICY ON INSIDER TRADING STEAMPUNK WIZARDS, INC. Company “insiders” are subject to individual responsibilities and restrictions in addition to the responsibilities and obligations of the company itself. An “insider” of a company is a person who is a director, officer, employee, advisor or consultant in possession of nonpublic material information regarding a company, as well as a sha

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

g7993.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 28, 2015 STEAMPUNK WIZARDS, INC. (Exact name of registrant as specified in its charter) Nevada 45-5440446 (State or other jurisdiction of incorporation or organization)

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Change in Shell Company Status, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, 8-K

g7982.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 21, 2015 STEAMPUNK WIZARDS, INC. (Exact name of registrant as specified in its charter) Nevada 45-5440446 (State or other jurisdiction of incorporation or organization)

Steampunk Wizards Limited Audited Financial Statements 31 March 2015 Pages General Information 2 Auditor’s Report 3 Statement of Comprehensive Income 4 Statement of Financial Position 5 Statement of Changes in Equity 6 Statement of Cash Flows 7 Notes

ex99-1.htm Exhibit 99.1 Steampunk Wizards Limited Audited Financial Statements 31 March 2015 CONTENTS Pages General Information 2 Auditor?s Report 3 Statement of Comprehensive Income 4 Statement of Financial Position 5 Statement of Changes in Equity 6 Statement of Cash Flows 7 Notes to the Financial Statements 8 -19 GENERAL INFORMATION Registration Steampunk Wizards Limited (?the Company?) is regi

STEAMPUNK WIZARDS, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

ex99-2.htm Exhibit 99.2 STEAMPUNK WIZARDS, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS The following unaudited pro forma condensed combined financial statements give effect to the reverse merger transaction (the "Transaction") between Steampunk Wizards, Inc. (f/k/a Freedom Petroleum, Inc.), (the ?Company?, ?we?, ?us?, ?our?) and Steampunk Wizards Ltd., a company incorporated p

Pre-Approval Procedures

EX-10.3 2 ex10-3.htm Exhibit 10.3 IceVista BVBA Cattleyalaan 47 Brussels, BE-1150 Belgium 05 Jan 2015 Steampunk Wizards Ltd 43/1 St Paul’s Buildings, West Street VLT 1531, Valletta Malta RE: Management Agreement: Brendon Grunewald & Steampunk Wizards Ltd The purpose of this letter agreement is to set forth the terms and conditions of the retention of Brendon Grunewald via IceVista BVBA, a Belgian

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

g7943.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2015 STEAMPUNK WIZARDS, INC. (Exact name of registrant as specified in its charter) Nevada 333-184061 45-5440446 (State or other jurisdiction of i

AMENDMENT No. 1 TO SHARE EXCHANGEAGREEMENT

ex10-1.htm Exhibit 10.1 AMENDMENT No. 1 TO SHARE EXCHANGEAGREEMENT This AMENDMENT, dated as of July [ ], 2015 (the ?Amendment?), by and among Steampunk Wizards, Inc., formerly known as Freedom Petroleum Inc., a Nevada corporation (the ?Acquiror Company? or ?Freedom?), Steampunk Wizards Ltd., a company incorporated pursuant to the laws of Malta (the ?Acquiree Company? or ?Steampunk?), Anton Lin, an

SHARE EXCHANGE

ex10-1.htm Exhibit 10.1 SHARE EXCHANGE This Share Exchange (the "Agreement"), dated as of July 15, 2015, among Steampunk Wizards, Inc., formerly known as Freedom Petroleum Inc., a Nevada corporation (the ?Acquiror Company? or ?Freedom?), Steampunk Wizards Ltd., a company incorporated pursuant to the laws of Malta (the ?Acquiree Company? or ?Steampunk?), Anton Lin, an individual (?Lin?) being the o

Steampunk Wizards (Current Report/Significant Event)

g7925.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2015 STEAMPUNK WIZARDS, INC. (Exact name of registrant as specified in its charter) Nevada 333-184061 45-5440446 (State or other jurisdiction of incorporation or or

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2015 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-184061 FREE

SECURITIES PURCHASE AGREEMENT

Exhibit 10.7 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 20th, 2015, (the “Agreement Date”) between Freedom Petroleum, Inc., a Nevada corporation (the “Company”) with an address of 650 Poydras Street, Suite 1400, Office 15, New Orleans, LA 70130, and each purchaser identified on Schedule I, as the same may be updated from time to time in a

Articles of Amendment

DEF 14C 1 g7887.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 (Amendment No.) Check the appropriate box: o Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) x Definitive Information Statemen

Steampunk Wizards 14C

g7874.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 (Amendment No.) Check the appropriate box: TPreliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) o Definitive Information Statement FREEDOM P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM 10–Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM 10?Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2015 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file nu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2015 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-184061 FR

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2015 FREEDOM PETROLEUM, INC. (Exact name of registrant as specified in its charter) Nevada 333-184061 45-5440446 (State or other jurisdiction of incorporation or organiza

2451 N. McMullen Booth Road

Exhibit 16.1 2451 N. McMullen Booth Road Suite.308 Clearwater, FL 33759 Toll fee: 855.334.0934 Fax: 800.581.1908 February 24, 2015 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on February 20, 2015, to be filed by our former client Freedom Petroleum, Inc.. We agree

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10?Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2014 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-184061 FR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2014 or [ ] TRANSITION REPORT PUR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2014 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ ] to [ ] Commission file number: 333-184061 FREED

PURCHASE AND SALE AGREEMENT SHALEX CORPORATION FREEDOM PETROLEUM INC. DATED AS OF THE 10TH DAY OF OCTOBER 2014

Exhibit 10.1 PURCHASE AND SALE AGREEMENT BETWEEN: SHALEX CORPORATION AND FREEDOM PETROLEUM INC. DATED AS OF THE 10TH DAY OF OCTOBER 2014 THIS AGREEMENT is dated effective 10TH OCTOBER 2014 BETWEEN: Shalex Corporation, a company incorporated pursuant to the laws of Alberta, Canada. (“Shalex”) AND: Freedom Petroleum Inc., a company incorporated pursuant to the laws of Nevada, U.S.A. (“Freedom”) Shal

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 10, 2014 FREEDOM PETROLEUM, INC. (Exact name of registrant as specified in its charter) Nevada 333-184061 45-5440446 (State or other jurisdiction of incorporation or organizat

SECURITIES PURCHASE AGREEMENT

EX-10.4 2 ex10-4.htm Exhibit 10.4 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of June 5th, 2014, (the “Agreement Date”) between Freedom Petroleum, Inc., a Nevada corporation (the “Company”) with an address of 650 Poydras Street, Suite 1400, Office 15, New Orleans, LA 70130, and each purchaser identified on Schedule I, as the same may be updated f

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2014 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-184061 FREE

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2014 FREEDOM PETROLEUM, INC. (Exact name of registrant as specified in its charter) Nevada 333-184061 45-5440446 (State or other jurisdiction of incorporation or organizatio

PURCHASE AND SALE AGREEMENT LORNEX FINANCIAL LTD. FREEDOM PETROLEUM INC. DATED AS OF THE 28TH APRIL 2014

EX-10.1 2 ex10-1.htm PURCHASE AND SALE AGREEMENT Exhibit 10.1 PURCHASE AND SALE AGREEMENT BETWEEN: LORNEX FINANCIAL LTD. AND FREEDOM PETROLEUM INC. DATED AS OF THE 28TH APRIL 2014 THIS AGREEMENT is dated effective 28TH APRIL 2014 BETWEEN: Lornex Financial Ltd., a company incorporated pursuant to the laws of Nevis. (“Lornex”) AND: Freedom Petroleum Inc., a company incorporated pursuant to the laws

EMPLOYMENT AGREEMENT

Exhibit 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into on [ ] and effective as of February 1, 2014, by and between Freedom Petroleum, Inc., a Nevada corporation (the “Company”), with an address at Office 15, Suite 1400, 650 Poydras St., New Orleans, LA 70130 and Anton Lin, (the “Employee”), with an address at [ ]. RECITALS WHEREAS, the Company desire

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10–Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2014 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-184061 FR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2013 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ ] to [ ] Commission file number: 333-184061 FREED

Code of Ethics

Exhibit 14.1 FREEDOM PETROLEUM, INC. CODE OF ETHICS TOPICS 1. Statement of Policy 2. Implementation and Enforcement 3. Relations with Competitors and Other Third Parties 4. Insider Trading, Securities Compliance and Public Statements 5. Financial Reporting 6. Human Resources 7. Environmental, Health and Safety 8. Conflicts of Interest 9. International Trade 10. Government Relations 11. Contractors