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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): September 23, 2025
GREENPRO
CAPITAL CORP.
(Exact
name of registrant as specified in its charter)
Nevada
|
|
001-38308 |
|
98-1146821 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
B-23A-02,
G-Vestor Tower
Pavilion Embassy, 200 Jalan Ampang
50450 W.P. Kuala Lumpur, Malaysia |
(Address of principal executive offices) (Zip Code) |
(60) 3 8408-1788 |
Registrant’s telephone number, including area code |
N/A |
(Former name or former address, if changed since last report.) |
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Ticker
symbol(s) |
|
Name
of each exchange on which registered |
Common
Stock, par value $0.0001 |
|
GRNQ |
|
NASDAQ
Capital Market |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
4.01. Change in Registrant’s Certifying Accountant.
(a)
Dismissal of independent registered public accounting firm
On
September 10, 2025, the Board of Directors, as well as the Audit Committee of Greenpro Capital Corp. (the “Company”),
approved and accepted the resignation of JP Centurion & Partners PLT (“JP Centurion”) as the Company’s
independent registered public accounting firm, effective immediately.
The
reports of JP Centurion on the Company’s financial statements as of and for the two most recent fiscal years ended December 31,
2024 and December 31, 2023, did not contain an adverse opinion or a disclaimer of opinion, nor were such reports qualified or modified
as to uncertainty, audit scope or accounting principles except that there was an explanatory paragraph as to the Company’s ability
to continue as a going concern and as to critical audit matters.
During
the years ended December 31, 2024 and December 31, 2023, and the subsequent interim period from January 1, 2025 to the date of this report,
and in connection with the audit of the Company’s financial statements, there were (a) no disagreements (as defined in Item 304(a)(1)(iv)
of Regulation S-K and the related instructions) with JP Centurion on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements, if not resolved to JP Centurion’s satisfaction, would have caused
JP Centurion to make reference to the subject matter of the disagreement in connection with its reports on the Company’s consolidated
financial statements for such periods and (b) no “reportable events” (as defined in Item 304(a)(1)(v) of Regulation S-K and
the related instructions).
The
Company provided JP Centurion with a copy of the disclosures in this report and has requested that JP Centurion furnish it with a letter
addressed to the Securities and Exchange Commission stating whether or not JP Centurion agrees with the statements in this Item 4.01.
Despite the Company’s request, JP Centurion has not provided the letter to the Company stating whether it agrees or disagrees
with the statements pertaining to it in this Item 4.01 on this Form 8-K. As of the filing date of this report, the Company
is liaising with JP Centurion to obtain the letter.
(b)
Engagement of new independent registered public accounting firm
On
September 10, 2025, the Board of Directors, as well as the Audit Committee of the Company, approved and authorized the
engagement of the accounting firm of SFAI Malaysia PLT (“SFAI”) as the Company’s new independent registered public
accounting firm. SFAI’s appointment is for the Company’s fiscal year ending December 31, 2025, and related interim periods.
During
the Company’s two most recent fiscal years (ended December 31, 2024 and December 31, 2023) and the subsequent interim period prior
to the engagement of SFAI, neither the Company, nor anyone on the Company’s behalf
consulted with SFAI regarding either: (i) the application of accounting principles to any
specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial
statements; or (ii) any matter that was either the subject of a disagreement (as defined in Regulation S-K, Item 304(a)(1)(iv) and the
related instructions) or (iii) any reportable event (as defined in Regulation S-K, Item 304(a)(1)(v)).
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits
Exhibit
No. |
|
Description |
16.1 |
|
Letter from JP Centurion & Partners PLT, dated September 23, 2025, to the Securities and Exchange Commission regarding statements included in this Form 8-K. |
|
|
|
104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
|
GREENPRO
CAPITAL CORP. |
|
|
Date:
September 23, 2025 |
By: |
/s/
Lee Chong Kuang |
|
Name: |
Lee
Chong Kuang |
|
Title: |
Chief
Executive Officer, President, Director |