Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
14 5월 2024 - 5:30AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
REPORT
OF FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For
the month of May 2024
Commission
File Number: 001-41480
Starbox
Group Holdings Ltd.
VO2-03-07,
Velocity Office 2, Lingkaran SV, Sunway Velocity, 55100
Kuala
Lumpur, Malaysia
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form
20-F ☒ Form 40-F ☐
Change
of Auditor
On
May 13, 2024, Starbox Group Holdings Ltd. (the “Company”) appointed Enrome LLP (“Enrome”) as its independent
registered public accounting firm, effective on the same day. Enrome replaced YCM CPA INC. (“YCM”), the former independent
registered public accounting firm of the Company, which the Company dismissed on the same day. The appointment of Enrome and the dismissal
of YCM were made after careful consideration and evaluation process by the Company and were approved by the board of directors and
the audit committee of the Company. The Company’s decision was not a result of any disagreement between the Company and YCM
on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure.
YCM
served as the Company’s independent public accounting firm starting from 2022. The audit report of YCM on the consolidated financial
statements of the Company for the fiscal years ended September 30, 2023 and 2022 did not contain an adverse opinion or disclaimer of
opinion and was not qualified or modified as to uncertainty, audit scope, or accounting principles. During the Company’s engagement
of YCM until May 13, 2024, there had been no disagreements with YCM on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to YCM’s satisfaction, would have caused
YCM to make reference to the subject matter of the disagreement in connection with its reports on the Company’s financial statements
for such periods.
During
the Company’s engagement of YCM until May 13, 2024, there were no “reportable events” as that term is described
in Item 16F(a)(1)(v) of Form 20-F, other than the material weaknesses reported by management in Item 15. Controls and Procedures of the
Company’s annual report on Form 20-F (File No. 001-41480).
The
Company has provided YCM with a copy of the above disclosure and requested that YCM furnish the Company with a letter addressed to the
U.S. Securities and Exchange Commission stating whether or not it agrees with the above statement. A copy of YCM’s letter is filed
as Exhibit 16.1 to this Form 6-K.
During
the two most recent fiscal years and any subsequent interim periods prior to the engagement of Enrome, neither the Company, nor someone
on behalf of the Company, has consulted Enrome regarding either the application of accounting principles to a specified transaction,
whether completed or proposed, or the type of audit opinion that might be rendered on the Company’s consolidated financial statements.
Neither a written report was provided to the Company or oral advice was provided that Enrome concluded was an important factor considered
by the Company in reaching a decision as to the accounting, auditing, or financial reporting issue. Additionally, neither the Company,
nor anyone on behalf of it, has consulted Enrome regarding any matter that was the subject of a disagreement as defined in Item 16F(a)(1)(iv)
of Form 20-F and related instructions to Item 16F of Form 20-F, or any reportable events as described in Item 16F(a)(1)(v) of Form 20-F.
This
Form 6-K is hereby incorporated by reference into the registration statement on Form F-3 of the Company (File Number 333-274484), as
amended, and into the base prospectus and the prospectus supplement outstanding under the foregoing registration statement, to the extent
not superseded by documents or reports subsequently filed or furnished by the Company under the Securities Act of 1933, as amended, or
the Securities Exchange Act of 1934, as amended.
EXHIBIT
INDEX
SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
| |
STARBOX
GROUP HOLDINGS LTD. |
| |
|
|
| Date:
May 13, 2024 |
By: |
/s/
Lee Choon Wooi |
| |
|
Lee
Choon Wooi |
| |
|
Chief
Executive Officer, Director, and
Chairman
of the Board of Directors |
Exhibit
16.1
May
13, 2024
Securities
and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
| Re: | Starbox
Group Holdings Ltd.
CIK Number: 0001914818 |
Dear
Commissioners:
We
have read Form 6-K dated May 13, 2024 of Starbox Group Holdings Ltd. (“Registrant”) and are in agreement with the statements
contained therein as it pertains to our firm; we are not in a position to agree or disagree with other statements of Registrant contained
therein.
Very
truly yours,
/s/
YCM CPA Inc.
Irvine, California
StarBox (NASDAQ:STBX)
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StarBox (NASDAQ:STBX)
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