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 December 2025
Commission File Number: 001-42869
Megan Holdings Limited
B-01-07, Gateway Corporate Suites
Gateway Kiaramas
No.1, Jalan Desa Kiara
50480 Mont Kiara
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 in Company’s Certifying Accountant
Effective on December 15, 2025, Megan Holdings
Limited (the “Company”) dismissed its independent registered public accounting firm, WWC, P.C. (“WWC”), which
was approved and ratified by the Company’s Board of Directors and the Audit Committee on December 15, 2025.
The reports of WWC on the Company’s consolidated
financial statements for the fiscal years ended December 31, 2023 and 2024 did not contain an adverse opinion or a disclaimer of opinion,
and were not qualified or modified as to uncertainty, audit scope, or accounting principles.
The decision to change the Company’s independent
registered public accounting firm was recommended and approved by the Audit Committee and the Board of Directors of the Company.
During the Company’s fiscal years ended
December 31, 2023 and 2024, and through December 15, 2025, the effective date of dismissal:
| (a) | there were no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K) with WWC on any matter
of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to the satisfaction
of WWC, would have caused WWC to make reference thereto in its reports on the consolidated financial statements for such periods; and |
| (b) | there were no “reportable events” (as defined in Item 304(a)(1)(v) of Regulation S-K), as
described in Item 16F of Form 20-F. |
The Company provided WWC, P.C. with a copy of
this Current Report and has requested that it furnish the Company with a letter addressed to the U.S. Securities and Exchange Commission
stating whether it agrees with the above statements. A copy of such letter is attached as Exhibit 16.1 to this Report of Foreign Private
Issuer on Form 6-K.
On December 15, 2025, the Audit Committee and
the Board of Directors of the Company approved and ratified the engagement of SFAI MALAYSIA PLT (“SFAI”) as the Company’s
new independent registered public accounting firm to audit and review the Company’s consolidated financial statements, effective
December 15, 2025.
During the Company’s two most recent fiscal
years ended December 31, 2023 and 2024, and through the date of SFAI’s engagement, neither the Company, nor anyone on its behalf,
consulted with SFAI regarding:
| (a) | the application of accounting principles to a specified transaction, either completed or proposed, or
the type of audit opinion that might be rendered on the Company’s consolidated financial statements, and either a written report
was provided or oral advice was provided by SFAI that SFAI concluded was an important factor considered by the Company in reaching a decision
regarding the accounting, auditing, or financial reporting issue; or |
| (b) | any matter that was the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K)
or a reportable event (as defined in Item 304(a)(1)(v) of Regulation S-K). |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: December 15, 2025
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Megan Holdings Limited |
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By: |
/s/ Hoo Wei Sern |
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Name: |
Hoo Wei Sern |
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Title: |
Executive Director, Chairman and
Chief Executive Officer (Principal executive officer) |
EXHIBIT INDEX
3
