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 September 2026
Commission
File Number 001-42770
Magnitude
International Ltd
(Exact
name of registrant as specified in its charter)
27
Woodlands Industrial Park E1
#03-15
(Lobby B) Hiangkie Industrial Building
Singapore
757718
(Address
of Principal Executive Office)
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 ☐
Receipt
of Additional Staff Determination Notice from Nasdaq
On
September 16, 2026, Magnitude International Ltd. (the “Company”) received an additional staff determination from the
Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, due to its
failure to timely file its annual report on Form 20-F for the fiscal year ended April 30, 2026, it was then not in compliance with Nasdaq
Listing Rule 5250(c)(1). This matter constituted an additional basis for potential delisting of the Company’s securities, in addition
to the prior determination on August 3, 2026, to delist the Company’s securities pursuant to Nasdaq’s discretionary authority
under Nasdaq Listing Rule IM-5101-4 pertaining to the potential for one or more third parties to engage in misconduct impacting the Company’s
securities.
The
delay in filing the Form 20-F was attributable to the internal administrative procedures of the Company’s independent registered
public accounting firm. The Form 20-F was subsequently filed on September 17, 2026.
Subsequent
Confirmation of Compliance
Shortly
after the filing of the Form 20-F, the Company received a notice from Nasdaq (the “Compliance Confirmation”) on the
same date, September 17, 2026, confirming that the Company had regained compliance with the periodic filing requirement under Nasdaq
Listing Rule 5250(c)(1), and that the filing deficiency matter described above had been closed.
On
September 18, 2026, the Company issued press releases announcing the receipt of the additional staff determination from Nasdaq and the
subsequent Compliance Confirmation. Copies of the press releases are attached hereto as Exhibits 99.1 and 99.2 and are incorporated by
reference herein. The Company is furnishing this report on Form 6-K to satisfy its obligation under Nasdaq Listing Rule 5810(b) to publicly
disclose the additional staff determination within four business days of its receipt.
EXHIBIT
INDEX
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release dated September 18, 2026, regarding receipt of the additional staff determination notice |
| 99.2 |
|
Press Release dated September 18, 2026, regarding receipt of the Compliance Confirmation |
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.
| |
Magnitude
International Ltd |
| |
|
|
| Date:
September 18, 2026 |
By: |
/s/
Lim Say Wei |
| |
Name: |
Lim
Say Wei |
| |
Title: |
Director
and Chief Executive Officer |
Exhibit 99.1
Magnitude International Ltd Announces Receipt of
Additional Nasdaq Staff Determination Regarding Form 20-F Filing Deficiency
Singapore – September 18, 2026 – Magnitude
International Ltd (Nasdaq: MAGH) (“Magnitude International” or the “Company”), a mechanical and electrical engineering
service provider that specializes in electrical works in Singapore, today announced that on September 16, 2026, the Company received an
additional staff determination from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”), notifying
the Company that, due to its failure to timely file its annual report on Form 20-F for the fiscal year ended April 30, 2026, it was then
not in compliance with Nasdaq Listing Rule 5250(c)(1).
This matter constituted an additional basis for potential
delisting of the Company’s securities, in addition to the prior staff determination from Nasdaq dated August 3, 2026, to delist
the Company’s securities pursuant to Nasdaq’s discretionary authority under Nasdaq Listing Rule IM-5101-4 pertaining to the
potential for one or more third parties to engage in misconduct impacting the Company’s securities.
The delay in filing the Form 20-F was attributable
to the internal administrative procedures of the Company’s independent registered public accounting firm. The Form 20-F was subsequently
filed on September 17, 2026.
The additional staff determination does not have any
immediate effect on the Company’s ongoing business operations or financial condition, and the Company continues to conduct its business
in the ordinary course.
About Magnitude International Ltd
Magnitude International Ltd is a mechanical and electrical
engineering service provider that specializes in electrical works in Singapore. Through its operating subsidiaries in Singapore, the Company
has participated in numerous private and public sectors green field and brown field projects, mainly involving residential or mixed development
type properties. The group was founded in 2012 by Mr. Lim Say Wei, our Chief Executive Officer.
Forward-Looking Statement
This press release contains forward-looking statements.
Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying
assumptions and other statements that are other than statements of historical facts. When the Company uses words such as “may, “will,”
“intend,” “should,” “believe,” “expect,” “anticipate,” “project,”
“estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements.
Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause actual results
to differ materially from the Company’s expectations discussed in the forward-looking statements. These forward-looking statements
are subject to uncertainties and risks, including, without limitation, those risk factors that are discussed in the Company’s filings
with the SEC, which are available for review at www.sec.gov. For these reasons, among others, investors are cautioned
not to place undue reliance upon any forward-looking statements in this press release. The Company undertakes no obligation to publicly
revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.
For more information, please contact:
Investor Relations
Visit https://bnlengrg.com/contact-us/
Or contact us at enquiry@magnitude-int.com
Exhibit 99.2
Magnitude International Ltd Announces Subsequent
Confirmation of Compliance with Nasdaq Periodic Filing Requirement
Singapore – September 18, 2026 – Magnitude
International Ltd (Nasdaq: MAGH) (“Magnitude International” or the “Company”), a mechanical and electrical engineering
service provider that specializes in electrical works in Singapore, announced today that, following the filing of its annual report on
Form 20-F for the fiscal year ended April 30, 2026 on September 17, 2026, The Nasdaq Stock Market LLC (“Nasdaq”) confirmed
on September 17, 2026 that the Company has regained compliance with Nasdaq Listing Rule 5250(c)(1). Accordingly, this filing deficiency
matter is now closed.
As previously announced, the Company received an additional
staff determination notice on September 16, 2026, relating to the delayed filing of the Form 20-F described above.
The Company’s regained compliance with Rule
5250(c)(1) does not affect the prior staff determination from Nasdaq dated August 3, 2026, under Nasdaq Listing Rule IM-5101-4, which
remains a separate subject of ongoing review.
About Magnitude International Ltd
Magnitude International Ltd is a mechanical and electrical
engineering service provider that specializes in electrical works in Singapore. Through its operating subsidiaries in Singapore, the Company
has participated in numerous private and public sectors green field and brown field projects, mainly involving residential or mixed development
type properties. The group was founded in 2012 by Mr. Lim Say Wei, our Chief Executive Officer.
Forward-Looking Statement
This press release contains forward-looking statements.
Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying
assumptions and other statements that are other than statements of historical facts. When the Company uses words such as “may, “will’,
“intend,” “should,” “believe,” “expect,” “anticipate,” “project,”
“estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements.
Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause actual results
to differ materially from the Company’s expectations discussed in the forward-looking statements. These forward-looking statements
are subject to uncertainties and risks, including, without limitation, those risk factors that are discussed in the Company’s filings
with the SEC, which are available for review at www.sec.gov. For these reasons, among others, investors are cautioned
not to place undue reliance upon any forward-looking statements in this press release. The Company undertakes no obligation to publicly
revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.
For more information, please contact:
Investor Relations
Visit https://bnlengrg.com/contact-us/
Or contact us at enquiry@magnitude-int.com