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 November 2022
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 ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Change
in the Registrant’s Certifying Accountant
On
November 22, 2022, the audit committee of the board of directors of Starbox Group Holdings Ltd. (the “Company”) approved
the dismissal of Marcum Asia CPAs LLP (“Marcum Asia”) and the engagement of YCM CPA INC. (“YCM”) to serve as
the independent registered public accounting firm of the Company for (i) an audit of the Company’s financial statements for the
fiscal year ended September 30, 2022 and subsequent financial years; (ii) a review of the Company’s semi-annual financial statements
for the six months ending March 31, 2023 and subsequent semi-annual financial statements; and (iii) other audit functions as are required
by the Company.
The
Company engaged Marcum Asia during the period from October 20, 2022 to November 22, 2022 (the “Engagement Period”). During
the Engagement Period, Marcum Asia did not issue any reports on the Company’s financial statements.
Furthermore, during the Company’s two most recent fiscal years and through November 22, 2022, there have been no disagreements
with Marcum Asia on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure,
which disagreements, if not resolved to Marcum Asia’s satisfaction, would have caused Marcum Asia to make reference to the subject
matter of the disagreement in connection with its reports on the Company’s financial statements.
For
the Company’s two most recent fiscal years and the subsequent interim period through the date of Marcum Asia’s dismissal,
there were no “reportable events” as that term is described in Item 304(a)(1)(v) of Regulation S-K.
The
Company provided Marcum Asia with a copy of the above disclosure and requested that Marcum Asia 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 Marcum Asia’s
letter is filed as Exhibit 16.1 to this Form 6-K.
During
the Company’s two most recent fiscal years and through November 22, 2022, neither the Company nor anyone acting on the Company’s
behalf consulted YCM with respect to any of the matters or reportable events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K.
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:
November 29, 2022 |
By: |
/s/
Lee Choon Wooi |
| |
|
Lee
Choon Wooi |
| |
|
Chief
Executive Officer, Director, and
Chairman
of the Board of Directors |
