<?xml version="1.0" encoding="UTF-8"?><edgarSubmission xmlns="http://www.sec.gov/edgar/schedule13D" xmlns:com="http://www.sec.gov/edgar/common">
  <headerData>
    <submissionType>SCHEDULE 13D/A</submissionType>
    <previousAccessionNumber>0000950103-21-012104</previousAccessionNumber>
    <filerInfo>
      <filer>
        <filerCredentials>
          <!-- Field: Pseudo-Tag; ID: Name; Data: Bertelsmann SE &amp; Co. KGaA -->
          <cik>0001087051</cik>
          <ccc>XXXXXXXX</ccc>
        </filerCredentials>
      </filer>
      <liveTestFlag>LIVE</liveTestFlag>



    </filerInfo>
  </headerData>
  <formData>
    <coverPageHeader>
      <amendmentNo>33</amendmentNo>
      <securitiesClassTitle>Class A Common Shares, par value $0.00005 per share</securitiesClassTitle>
      <dateOfEvent>02/28/2025</dateOfEvent>
      <previouslyFiledFlag>false</previouslyFiledFlag>
      <issuerInfo>
        <issuerCIK>0001771007</issuerCIK>
        <issuerCUSIP>G01125106</issuerCUSIP>
        <issuerName>Afya Ltd</issuerName>
        <address>
          <com:street1>ALAMEDA OSCAR NIEMEYER, NO. 119</com:street1>
          <com:street2>15TH FLOOR, VILA DA SERRA</com:street2>
          <com:city>NOVA LIMA, MINAS GERAIS</com:city>
          <com:stateOrCountry>D5</com:stateOrCountry>
          <com:zipCode>34006-056</com:zipCode>
        </address>
      </issuerInfo>
      <authorizedPersons>
        <notificationInfo>
          <personName>Denise Abel</personName>
          <personPhoneNum>49-0-5241-80-2551</personPhoneNum>
          <personAddress>
            <com:street1>Bertelsmann SE &amp; Co. KGaA</com:street1>
            <com:street2>Carl-Bertelsmann-Strasse 270</com:street2>
            <com:city>Gutersloh</com:city>
            <com:stateOrCountry>2M</com:stateOrCountry>
            <com:zipCode>33311</com:zipCode>
          </personAddress>
        </notificationInfo>
        <notificationInfo>
          <personName>Michael Davis, Esq.</personName>
          <personPhoneNum>212-450-4184</personPhoneNum>
          <personAddress>
            <com:street1>Davis Polk &amp; Wardwell LLP</com:street1>
            <com:street2>450 Lexington Avenue</com:street2>
            <com:city>New York</com:city>
            <com:stateOrCountry>NY</com:stateOrCountry>
            <com:zipCode>10017</com:zipCode>
          </personAddress>
        </notificationInfo>
      </authorizedPersons>
    </coverPageHeader>
    <reportingPersons>
      <reportingPersonInfo>
        <reportingPersonCIK>0001087051</reportingPersonCIK>
        <reportingPersonNoCIK>N</reportingPersonNoCIK>
        <reportingPersonName>Bertelsmann SE &amp; Co. KGaA</reportingPersonName>
        <memberOfGroup>b</memberOfGroup>
        <fundType>WC</fundType>
        <legalProceedings>N</legalProceedings>
        <citizenshipOrOrganization>2M</citizenshipOrOrganization>
        <soleVotingPower>0.00</soleVotingPower>
        <sharedVotingPower>60650713.00</sharedVotingPower>
        <soleDispositivePower>60650713.00</soleDispositivePower>
        <sharedDispositivePower>0.00</sharedDispositivePower>
        <aggregateAmountOwned>60650713.00</aggregateAmountOwned>
        <isAggregateExcludeShares>N</isAggregateExcludeShares>
        <percentOfClass>75.34</percentOfClass>
        <typeOfReportingPerson>CO</typeOfReportingPerson>
        <commentContent>With reference to Row 11: Aggregate amount beneficially owned by Bertelsmann SE &amp; Co. KGaA (Bertelsmann) and Erste WV Gutersloh GmbH, a wholly-owned direct subsidiary of Bertelsmann (Erste, and collectively with Bertelsmann, the Reporting Person) consists of 34,074,134 Class B common shares and 26,576,579 Class A common shares held of record by the Reporting Person. Each Class B common share held of record by the Reporting Person is convertible into one Class A common share at the option of its holder at any time.

With reference to Row 13: Represents the quotient obtained by dividing (a) the number of Class B common shares and Class A common shares beneficially owned by the Reporting Person as set forth in Row 11 by (b) the sum of (i) 46,426,830 Class A common shares outstanding as of September 30, 2024 as reported by the Issuer in its Current Report on Form 6-K, filed with the Securities and Exchange Commission (the Commission) on November 13, 2024 (as reduced by the number of treasury shares reported therein), and (ii) the aggregate number of Class B common shares beneficially owned by the Reporting Person. The aggregate number of Class B common shares beneficially owned by the Reporting Person as set forth in clauses (a) and (b) of this footnote are treated as converted into Class A common shares only for the purpose of computing the percentage ownership of the Reporting Person. As of September 30, 2023, the number of Class A common shares outstanding was 44,009,699 and the percentage beneficially owned was 58.06%.

With reference to Row 13: Each Class A common share is entitled to one vote, and each Class B common share is entitled to ten votes. The percentage reported does not reflect the ten for one voting power of the Class B common shares because the Class B common shares are treated as converted into Class A common shares for the purpose of this report.</commentContent>
      </reportingPersonInfo>
      <reportingPersonInfo>
        <reportingPersonNoCIK>Y</reportingPersonNoCIK>
        <reportingPersonName>Erste WV Gutersloh GmbH</reportingPersonName>
        <memberOfGroup>b</memberOfGroup>
        <fundType>WC</fundType>
        <legalProceedings>N</legalProceedings>
        <citizenshipOrOrganization>2M</citizenshipOrOrganization>
        <soleVotingPower>0.00</soleVotingPower>
        <sharedVotingPower>60650713.00</sharedVotingPower>
        <soleDispositivePower>60650713.00</soleDispositivePower>
        <sharedDispositivePower>0.00</sharedDispositivePower>
        <aggregateAmountOwned>60650713.00</aggregateAmountOwned>
        <isAggregateExcludeShares>N</isAggregateExcludeShares>
        <percentOfClass>75.34</percentOfClass>
        <typeOfReportingPerson>CO</typeOfReportingPerson>
        <commentContent>With reference to Row 11: Aggregate amount beneficially owned by Bertelsmann SE &amp; Co. KGaA (Bertelsmann) and Erste WV Gutersloh GmbH, a wholly-owned direct subsidiary of Bertelsmann (Erste, and collectively with Bertelsmann, the Reporting Person) consists of 34,074,134 Class B common shares and 26,576,579 Class A common shares held of record by the Reporting Person. Each Class B common share held of record by the Reporting Person is convertible into one Class A common share at the option of its holder at any time.

With reference to Row 13: Represents the quotient obtained by dividing (a) the number of Class B common shares and Class A common shares beneficially owned by the Reporting Person as set forth in Row 11 by (b) the sum of (i) 46,426,830 Class A common shares outstanding as of September 30, 2024 as reported by the Issuer in its Current Report on Form 6-K, filed with the Securities and Exchange Commission (the Commission) on November 13, 2024 (as reduced by the number of treasury shares reported therein), and (ii) the aggregate number of Class B common shares beneficially owned by the Reporting Person. The aggregate number of Class B common shares beneficially owned by the Reporting Person as set forth in clauses (a) and (b) of this footnote are treated as converted into Class A common shares only for the purpose of computing the percentage ownership of the Reporting Person. As of September 30, 2023, the number of Class A common shares outstanding was 44,009,699 and the percentage beneficially owned was 58.06%.

With reference to Row 13: Each Class A common share is entitled to one vote, and each Class B common share is entitled to ten votes. The percentage reported does not reflect the ten for one voting power of the Class B common shares because the Class B common shares are treated as converted into Class A common shares for the purpose of this report.</commentContent>
      </reportingPersonInfo>
    </reportingPersons>
    <items1To7>
      <item1>
        <securityTitle>Class A Common Shares, par value $0.00005 per share</securityTitle>
        <issuerName>Afya Ltd</issuerName>
        <issuerPrincipalAddress>
          <com:street1>ALAMEDA OSCAR NIEMEYER, NO. 119</com:street1>
          <com:street2>15TH FLOOR, VILA DA SERRA</com:street2>
          <com:city>NOVA LIMA, MINAS GERAIS</com:city>
          <com:stateOrCountry>D5</com:stateOrCountry>
          <com:zipCode>34006-056</com:zipCode>
        </issuerPrincipalAddress>
        <commentText>Explanatory Note

This Amendment No. 33 (the "Amendment") amends and supplements the Schedule 13D filed by the Reporting Person on August 10, 2021 (the "Original Schedule 13D", as further amended on March 4, 2022, "Amendment No. 1", as further amended on April 18, 2022, "Amendment No. 2", as further amended on April 25, 2022, "Amendment No. 3," as further amended on May 4, 2022, "Amendment No. 4," as further amended on May 23, 2022, "Amendment No. 5," as further amended on May 27, 2022, "Amendment No. 6," as further amended on August 1, 2022, "Amendment No. 7," as further amended on August 31, 2022, "Amendment No. 8," as further amended on September 23, 2022, "Amendment No. 9," as further amended on October 24, 2022, "Amendment No. 10," as further amended on November 9, 2022, "Amendment No. 11," as further amended on November 29, 2022, "Amendment No. 12," as further amended on December 16, 2022, "Amendment No. 13," as further amended on December 21, 2022, "Amendment No. 14," as further amended on January 12, 2023, "Amendment No. 15," as further amended on February 23, 2023, "Amendment No. 16," as further amended on March 29, 2023, "Amendment No. 17," as further amended on May 1, 2023, "Amendment No. 18," as further amended on June 20, 2023, "Amendment No. 19," as further amended on July 25, 2023, "Amendment No. 20," as further amended on September 7, 2023, "Amendment No. 21," as further amended on October 31, 2023, "Amendment No. 22," as further amended on December 12, 2023, "Amendment No. 23," as further amended on February 12, 2024, "Amendment No. 24," as further amended on March 19, 2024, "Amendment No. 25," as further amended on May 7, 2024, "Amendment No. 26," as further amended on May 22, 2024, "Amendment No. 27," as further amended on June 27, 2024, "Amendment No. 28," as further amended on July 23, 2024, "Amendment No. 29," as further amended on September 18, 2024, "Amendment No. 30," as further amended on October 31, 2024, "Amendment No. 31," as further amended on December 20, 2024, "Amendment No. 32," and, as amended and supplemented by this Amendment, the "Schedule 13D"). Except as specifically provided herein, this Amendment does not modify any of the information previously reported on the Original Schedule 13D, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8, Amendment No. 9, Amendment No. 10, Amendment No. 11, Amendment No. 12, Amendment No. 13, Amendment No. 14, Amendment No. 15, Amendment No. 16, Amendment No. 17, Amendment No. 18, Amendment No. 19, Amendment No. 20, Amendment No. 21, Amendment No. 22, Amendment No. 23, Amendment No. 24, Amendment No. 25, Amendment No. 26, Amendment No. 27, Amendment No. 28, Amendment No. 29, Amendment No. 30, Amendment No. 31 or Amendment No. 32. Capitalized terms not otherwise defined in this Amendment shall have the same meanings ascribed thereto in the Original Schedule 13D. This Schedule 13D relates to the Class A common shares, par value $0.00005, of Afya Limited, an exempted liability company incorporated under the laws of the Cayman Islands (the "Issuer"), having its registered offices at Alameda Oscar Niemeyer, No. 119, Salas 502, 504, 1,501 and 1,503, Vila da Serra, Nova Lima, Minas Gerais Brazil.</commentText>
      </item1>
      <item3>
        <fundsSource>This Amendment No. 33 amends and supplements Item 3 of the Original Schedule 13D (as amended by Amendment No. 3, Amendment No. 5, Amendment No. 7, Amendment No. 8, Amendment No. 9, Amendment No. 10, Amendment No. 11, Amendment No. 12, Amendment No. 14, Amendment No. 15, Amendment No. 16, Amendment No. 17, Amendment No. 18, Amendment No. 19, Amendment No. 20, Amendment No. 21, Amendment No. 22, Amendment No. 23, Amendment No. 25, Amendment No. 26, Amendment No. 28, Amendment No. 29, Amendment No. 30, Amendment No. 31 and Amendment No. 32) as follows:

The Reporting Person purchased an additional 918,877 Class A common shares pursuant to the Trading Plan for a purchase price of $14,998,794.17, or an average of $16.32 per Class A common share. Such price was funded by the Reporting Person through internally generated funds.</fundsSource>
      </item3>
      <item5>
        <percentageOfClassSecurities>This Amendment No. 33 amends and supplements Item 5 of the Original Schedule 13D (as amended by Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 7, Amendment No. 8, Amendment No. 9, Amendment No. 10, Amendment No. 11, Amendment No. 12, Amendment No. 14, Amendment No. 15, Amendment No. 16, Amendment No. 17, Amendment No. 18, Amendment No. 19, Amendment No. 20, Amendment No. 21, Amendment No. 22, Amendment No. 23, Amendment No. 24, Amendment No. 25, Amendment No. 26, Amendment No. 28, Amendment No. 29, Amendment No. 30, Amendment No. 31 and Amendment No. 32) as follows:

The information relating to the beneficial ownership of Class A common shares by the Reporting Person as set forth in rows 7 through 13 of the cover pages hereto is incorporated by reference. The Reporting Person is the beneficial owner of 26,576,579 Class A common shares, which represents 57.24% of the Class A common shares outstanding based on 46,426,830 Class A common shares outstanding as of September 30, 2024 as reported by the Issuer in its Current Report on Form 6-K, filed with the Commission on November 13, 2024 (as reduced by the number of treasury shares reported therein). Except as set forth in this Item 5(a), the Reporting Person does not own beneficially any Class A common shares.  The Reporting Person will provide upon request of the SEC staff the full information regarding the number of shares purchased or sold at each separate price.</percentageOfClassSecurities>
        <numberOfShares>This Amendment No. 33 amends and supplements Item 5 of the Original Schedule 13D (as amended by Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 7, Amendment No. 8, Amendment No. 9, Amendment No. 10, Amendment No. 11, Amendment No. 12, Amendment No. 14, Amendment No. 15, Amendment No. 16, Amendment No. 17, Amendment No. 18, Amendment No. 19, Amendment No. 20, Amendment No. 21, Amendment No. 22, Amendment No. 23, Amendment No. 24, Amendment No. 25, Amendment No. 26, Amendment No. 28, Amendment No. 29, Amendment No. 30, Amendment No. 31 and Amendment No. 32) as follows:

The Reporting Person has shared power to vote and dispose of 26,576,579 Class A common shares.</numberOfShares>
        <transactionDesc>This Amendment No. 33 amends and supplements Item 5 of the Original Schedule 13D (as amended by Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 7, Amendment No. 8, Amendment No. 9, Amendment No. 10, Amendment No. 11, Amendment No. 12, Amendment No. 14, Amendment No. 15, Amendment No. 16, Amendment No. 17, Amendment No. 18, Amendment No. 19, Amendment No. 20, Amendment No. 21, Amendment No. 22, Amendment No. 23, Amendment No. 24, Amendment No. 25, Amendment No. 26, Amendment No. 28, Amendment No. 29, Amendment No. 30, Amendment No. 31 and Amendment No. 32) as follows:

The Reporting Person has purchased the following Class A common shares in open market transactions pursuant to the Trading Plan since the filing of the Schedule 13D/A on December 20, 2024:

Transaction Date       Class A Common Shares Purchased          Average Price Per Share
December 19, 2024                    20,168                                                  15.09
December 20, 2024                    25,682                                                  15.61
December 23, 2024                    24,058                                                  15.42
December 24, 2024                    16,958                                                  15.70
December 26, 2024                    27,788                                                  15.94
December 27, 2024                    27,788                                                  15.83
December 30, 2024                    27,630                                                  15.83
December 31, 2024                    27,439                                                  15.96
January 8, 2025                          23,955                                                  15.06
January 10, 2025                        21,570                                                  14.96
January 13, 2025                        20,837                                                  15.22
January 14, 2025                        22,473                                                  15.23
January 15, 2025                        21,446                                                  15.52
January 16, 2025                        16,336                                                  15.67
January 17, 2025                        22,473                                                  15.83
January 21, 2025                        13,654                                                  15.77
January 22, 2025                        18,541                                                  15.78
January 23, 2025                        15,014                                                  15.77
January 24, 2025                        18,541                                                  16.32
January 27, 2025                        19,280                                                  16.63
January 28, 2025                        18,951                                                  16.66
January 29, 2025                        18,500                                                  16.32
January 30, 2025                        19,280                                                  16.57
January 31, 2025                        17,563                                                  16.13
February 3, 2025                        19,160                                                  16.00
February 4, 2025                        19,352                                                  16.43
February 5, 2025                        21,543                                                  16.13
February 6, 2025                        21,543                                                  16.44
February 7, 2025                        21,125                                                  16.65
February 10, 2025                      21,410                                                  16.74
February 11, 2025                      21,543                                                  16.71
February 12, 2025                      21,543                                                  16.89
February 13, 2025                      21,543                                                  17.13
February 14, 2025                      19,266                                                  17.57
February 18, 2025                      23,860                                                  17.86
February 19, 2025                      17,670                                                  17.94
February 20, 2025                      23,860                                                  17.68
February 21, 2025                      23,860                                                  17.39
February 24, 2025                      23,216                                                  17.15
February 25, 2025                      24,726                                                  17.39
February 26, 2025                      24,726                                                  16.91
February 27, 2025                      22,469                                                  17.03
February 28, 2025                      20,537                                                  16.86</transactionDesc>
      </item5>
    </items1To7>
    <signatureInfo>
      <signaturePerson>
        <signatureReportingPerson>Bertelsmann SE &amp; Co. KGaA</signatureReportingPerson>
        <signatureDetails>
          <signature>ppa /s/ Martin Dannhoff</signature>
          <title>Martin Dannhoff, SVP Corporate Legal</title>
          <date>03/04/2025</date>
        </signatureDetails>
        <signatureDetails>
          <signature>ppa /s/ Denise Abel</signature>
          <title>Denise Abel, SVP Corporate Legal</title>
          <date>03/04/2025</date>
        </signatureDetails>
      </signaturePerson>
      <signaturePerson>
        <signatureReportingPerson>Erste WV Gutersloh GmbH</signatureReportingPerson>
        <signatureDetails>
          <signature>/s/ Martin Dannhoff</signature>
          <title>Martin Dannhoff, Director</title>
          <date>03/04/2025</date>
        </signatureDetails>
        <signatureDetails>
          <signature>/s/ Denise Abel</signature>
          <title>Denise Abel, Director</title>
          <date>03/04/2025</date>
        </signatureDetails>
      </signaturePerson>
    </signatureInfo>
  </formData>
</edgarSubmission>
