---
schema_version: "secwatch.filing_event.v1"
accession: "0001683168-23-000374"
form_type: "8-K"
ticker: "CIIT"
cik: "0001557798"
company_name: "Tianci International, Inc."
filed_at: "2023-01-27T23:59:59+00:00"
generated_at: "2026-06-20T07:13:32.213698+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Tianci International sells 80k Series A Preferred to RQS Capital; control change and CEO appointment

## Summary
- Authorized capital amended to 120.08M shares: 100M common, 80k Series A Preferred (convertible 100:1), 20M undesignated preferred.
- Sold 80k Series A Preferred shares to RQS Capital for $24k cash; shares carry 76.55% voting power, resulting in change of control.
- Shufang Gao (RQS Capital Chairman) replaced Zhigang Pei as CEO; Pei remains CFO and board member.
- Ying Deng appointed to board and as Vice President; she has 15+ years corporate finance experience.

## SEC filing metadata
- accession: 0001683168-23-000374
- form_type: 8-K
- ticker: CIIT
- cik: 0001557798
- company_name: Tianci International, Inc.
- filed_at: 2023-01-27T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 5.03, 3.02, 5.01, 5.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1557798/000168316823000374/0001683168-23-000374-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1557798/000168316823000374/tianci_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001683168-23-000374
- JSON: https://secwatch.observer/filing/0001683168-23-000374.json
- Plain text: https://secwatch.observer/filing/0001683168-23-000374.txt

## Key facts
- Executive change
  Shufang Gao was appointed as Chief Executive Officer at Tianci International, Inc..
  - Action: appointed
  - Role: Chief Executive Officer
  source text: the Board of Directors of the Registrant appointed Shufang Gao, the Chairman of RQS Capital Limited and a member of the Registrant’s Board of Directors, to replace Zhigang Pei as the Registrant’s Chief Executive Officer;
  evidence_url: https://www.sec.gov/Archives/edgar/data/1557798/000168316823000374/0001683168-23-000374-index.htm
- Executive change
  Ying Deng was appointed as Vice President at Tianci International, Inc..
  - Action: appointed
  - Role: Vice President
  source text: The Board of Directors also appointed Ying Deng to serve as a member of the Registrant’s Board of Directors and as Vice President of the Registrant.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1557798/000168316823000374/0001683168-23-000374-index.htm
- Executive change
  Zhigang Pei changed role as Chief Financial Officer at Tianci International, Inc..
  - Action: replaced as Chief Executive Officer
  - Role: Chief Financial Officer
  source text: Zhigang Pei will remain a member of the Registrant’s Board of Directors and the Chief Financial Officer of the Registrant.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1557798/000168316823000374/0001683168-23-000374-index.htm
- Governance Changes
  Tianci International, Inc.: Amended Article 3 to authorize 100,000,000 common shares, 80,000 Series A Preferred shares convertible into 100 common shares each, and 20,000,000 undesignated preferred shares, all with $0.0001 par value (effective 2023-01-26).
  - Change: charter amendment
  - Effective: 2023-01-26
  source text: On January 26, 2023 the Registrant filed with the Nevada Secretary of State a Certificate of Amendment of Articles of Incorporation (the “Amendment”). The Amendment amended Article 3 of the Articles of Incorporation to provide that the authorized capital stock of the Registrant will be 120,080,000 shares of capital stock consisting of 100,000,000 shares of common stock, $0.0001 par value, 80,000 shares of Series A Preferred Stock, $0.0001 par value, and 20,000,000 shares of undesignated preferred stock, $0.0001 par value.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1557798/000168316823000374/0001683168-23-000374-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.