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 June 2026
Commission
File Number: 001-42183
QMMM
Holdings Ltd.
(Registrant’s
Name)
Workshop
9, 11/F., Kodak House II,
39
Healthy Street East,
Hong
Kong
(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 ☐
When
used in this Form 6-K, unless otherwise indicated, the terms “the Company,” “QMMM Holdings,” “we,”
“us” and “our” refer to QMMM Holdings Ltd. and its subsidiaries.
Change
in Registrant’s Certifying Accountant
On
June 5, 2026, the audit committee (the “Audit Committee”) of the board of directors (the “Board”) of QMMM Holdings
accepted the resignation of EliteCPA P.C. (“EliteCPA”) as its independent registered public accounting firm, effective immediately.
EliteCPA had served as the Company’s independent registered public accounting firm since December 17, 2025. On June 5, 2026, the
Audit Committee approved the appointment of GGF CPA LTD (“GGF”) as QMMM Holdings’ independent registered public
accounting firm, effective immediately. The services previously provided by EliteCPA will be provided by GGF, effective as of June
5, 2026.
Since
EliteCPA’s appointment on December 17, 2025 and up to June 5, 2026, EliteCPA has not issued any report on the financial statements
of QMMM Holdings and has neither provided any adverse opinion or qualifications on our consolidated financial statements nor had a disagreement
with the Company since their engagement on any matter of accounting principles or practices, financial statement disclosure, or auditing
scope or procedure, which disagreements that, if not resolved to EliteCPA’s satisfaction, would have caused EliteCPA to make reference
to the subject matter of the disagreement in connection with the audit of the Company’s consolidated financial statements. During
the years ended September 30, 2024, 2023 and 2022 and through June 5, 2026, neither QMMM Holdings nor anyone acting on QMMM Holdings’
behalf, consulted EliteCPA with respect to (i) the application of accounting principles to a specified transaction, either completed
or proposed; or the type of audit opinion that might be rendered on QMMM Holdings’ consolidated financial statements, and neither
a written report was provided to QMMM Holdings nor oral advice was provided that the independent registered public accounting firm concluded
was an important factor considered by QMMM Holdings in reaching a decision as to the accounting, auditing or financial reporting issue;
nor (ii) any matter that was either the subject of a disagreement as defined in Item 16F(a)(1)(iv) of Form 20-F or a reportable event
as described in Item 16F(a)(1)(v) of Form 20-F.
QMMM
Holdings provided EliteCPA with a copy of the forgoing disclosure and requested EliteCPA to furnish QMMM Holdings with a letter addressed
to the Securities and Exchange Commission stating whether or not EliteCPA agrees with the above statements and, if not, stating the respects
in which it does not agree. A copy of EliteCPA’s letter, dated June 5, 2026, is filed as Exhibit 99.1 to this Form 6-K.
During
the years ended September 30, 2024, 2023 and 2022 and through June 5, 2026, neither QMMM Holdings nor anyone acting on QMMM Holdings’
behalf, consulted GGF with respect to (i) the application of accounting principles to a specified transaction, either completed or
proposed; or the type of audit opinion that might be rendered on QMMM Holdings’ consolidated financial statements, and neither
a written report was provided to QMMM Holdings nor oral advice was provided that the new independent registered public accounting firm
concluded was an important factor considered by QMMM Holdings in reaching a decision as to the accounting, auditing or financial reporting
issue; nor (ii) any matter that was either the subject of a disagreement as defined in Item 16F(a)(1)(iv) of Form 20-F or a reportable
event as described in Item 16F(a)(1)(v) of Form 20-F.
Financial
Statements and Exhibits.
| Exhibit
No. |
|
Description |
| 99.1 |
|
Letter from EliteCPA P.C. dated June 5, 2026 |
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.
| |
QMMM
Holdings Ltd. |
| |
|
|
| Date:
June 10, 2026 |
By: |
/s/
Bun Kwai |
| |
Name:
|
Bun
Kwai |
| |
Title: |
Chief
Executive Officer, Director and Chairman of the Board |
Exhibit
99.1
 |
EliteCPA
P.C.
200
Centennial Ave, Suite 106, Piscataway, NJ 08854
Tel:
(732)896 0272, Website: www.EliteCPAPC.com |
June
5, 2026
Securities
and Exchange Commission
100
F Street, N.E.
Washington,
D.C. 20549
RE:
QMMM Holdings Limited
We
have resigned from our position as the auditor of QMMM effective June 5, 2026.
We
have read the statements made by QMMM in Item 1 of this Form 6-K regarding the change in auditors. We agree with such statements made
regarding our firm. We have no basis to agree or disagree with other statements of this Form 6-K.
Very
truly yours,
/s/
EliteCPA P.C.
Certified
Public Accountants
PCAOB
Number: 7238
We
have served as the Company’s auditor since December 2025.
Piscataway,
New Jersey