8-A12G

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

SHARING ECONOMY INTERNATIONAL INC.

(Exact Name of Registrant as Specified in its Charter)

Nevada	90-0648920
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

No. 9 Yanyu Middle Road Qianzhou Village, Huishan District, Wuxi City Jiangsu Province, People’s Republic of China	214181
(Address of Principal Executive Offices)	(Zip Code)

Securities to be registered pursuant to Section 12(b) of the Act: None.

Title of Each Class to be so Registered Name of Each Exchange on Which Each Class is to be Registered

If this Form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), please check the following box. ☐

If this Form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box. ☒

Securities Act registration statement file number to which this form relates: 333-188142

Securities to be registered pursuant to Section 12(g) of the Act:

Common Stock, $0.001 per share

(Title of Class)

Item 1. Description of Registrant's Securities to be Registered.

A description of the common stock to be registered hereunder is contained in the section entitled “Description of Common Stock” in the Prospectus Supplement dated July 18, 2016 filed pursuant to Rule 424(B)(5) on July 18, 2016 (incorporating the description under the heading “Description of Capital Stock – Common Stock” from the prospectus dated June 13, 2013 for which it acts as a supplement) relating to the Registration Statement on Form S-3 (File No. 333-188142) to which this Registration Statement relates.

Item 2. Exhibits.

(a) Exhibits

Exhibit Number	Description of Exhibit
3.1 *	Articles of Incorporation
3.2 **	Bylaws
4.2 ***	Specimen Common Stock Certificate

* Incorporated by reference to the exhibit of the same number filed with the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2012.

** Incorporated by reference to the exhibit of the same number filed with the Registrant’s Current Report on Form 8-K on August 9, 2012

*** Filed herewith

1

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

	SHARING ECONOMY INTERNATIONAL INC.
Date: December 4, 2018	By:	/s/ Jianhua Wu
		Name: Jianhua Wu
		Title:   Chief Executive Officer

2

EX-4.2

Exhibit 4.2

SEE LEGEND ON REVERSE

NUMBER SHARES

SHARING ECONOMY INTERNATIONAL INC.

COMMON STOCK COMMON STOCK

CUSIP 819534108

INCORPORATED UNDER THE LAWS OF THE STATE OF

NEVADA SEE REVERSE FOR CERTAIN DEFINITIONS

THIS CERTIFIES THAT

SPECIMEN

is the Owner of

FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF

SHARING ECONOMY INTERNATIONAL INC.

transferable on the books of the Corporation by the holder hereof 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 this facsimile seal of said Corporation and the facsimile signatures of its duly authorized officers. Dated:

COUNTERSIGNED AND REGISTERED: 

EMPIRE STOCK TRANSFER INC. 

Transfer Agent and Registrar

BY:
	AUTHORIZED SIGNATURE		SECRETARY	PRESIDENT

The following abbreviations, when used in the inscription of the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations:

TEN COM – as tenants in common   TEN ENT  – as tenants by the entireties JT TEN     – as joint tenants with right of survivorship and not as tenants in common UNIF GIFT MIN ACT - _________Custodian________
       (Cust)                         (Minor)
under Uniform Gifts to Minors Act

__________________________
                          (State)

Additional abbreviations may also be used though not in the above list.

For Value Received, ______hereby sells, assigns and transfers unto

PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER

(PLEASE PRINT OR TYPE NAME AND ADDRESS INCLUDING POSTAL ZIP CODE OF ASSIGNEE)
 

__________________________________________________________________________Shares of the Common Stock represented by this Certificate and hereby irrevocably constitutes and appoints

________________________________________________________________________ Attorney to transfer the said stock on the books of the within-named Corporation with full power of substitution in the premises.

Dated ____________________
		NOTICE	THE SIGNATURES(S) TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME(S) AS WRITTEN UPON THE FACE OF THIS CERTIFICATE IN EVERY PARTICULAR WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATSOEVER.
SIGNATURE(S) GUARANTEED
NOTICE	THE SIGNATURES(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION, (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATION AND CREDIT UNIONS) WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM PURSUANT TO S.E.C. RULE 17AD-15.