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 OF THE
SECURITIES
EXCHANGE ACT OF 1934
For
the month of August 2025
Commission
File Number 001-42469
Uni-Fuels
Holdings Limited
(Exact
name of registrant as specified in its charter)
15
Beach Road, Beach Centre #05-07
Singapore
189677
(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
of Auditor
On
August 4, 2025, Uni-Fuels Holdings Limited (the “Company”) appointed Assentsure PAC (“Assentsure”) as
its independent registered public accounting firm, effective on the same day. Assentsure replaces Marcum Asia CPAs LLP (“Marcum
Asia”), the former independent registered public accounting firm, which the Company dismissed on July 29, 2025. The appointment
of Assentsure was made after careful consideration and evaluation process by the Company and has been approved by the audit committee
of the board of directors of the Company. The Company’s decision to make this change was not the result of any disagreement between
the Company and Marcum Asia on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or
procedure.
The
audit report of Marcum Asia on the consolidated financial statements of the Company as of December 31, 2023 and 2024 and for the fiscal
years ended December 31, 2023 and 2024 did not contain an adverse opinion or disclaimer of opinion and was not qualified or modified
as to uncertainty, scope of accounting principles. Furthermore, during the Company’s two most recent fiscal years and through July
29, 2025, there were 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 report on the Company’s consolidated financial
statements for such periods. During the Company’s two most recent fiscal years and through July 29, 2025, there were no “reportable
events” as that term is described in Item 16F(a)(1)(v) of Form 20-F, other than the material weaknesses reported by management
in the annual report on Form 20 -F filed with the U.S. Securities and Exchange Commission (the “Commission”) on April
22, 2025, including (a) lack of appropriate levels of accounting knowledge and experience to address complex U.S. GAAP accounting issues
and related disclosures, in accordance with U.S. GAAP and SEC financial reporting requirements; (b) lack of a functional internal audit
department or personnel that monitors the consistencies of the preventive internal control procedures as well as adequate policies and
procedures in internal audit function; and (c) lack of proper IT control environment, risk assessment and control activities related
to Access/Logical Security, Change Management, Operation Security, Cyber Security and Service Organization Management.
The
Company has provided Marcum Asia with a copy of the above disclosure and requested that Marcum Asia furnish a letter addressed to the
Commission stating whether or not it agrees with the above statements. A copy of Marcum Asia’s letter is filed hereto as Exhibit
16.1 to this Form 6-K.
During
the two most recent fiscal years and any subsequent interim periods prior to the engagement of Assentsure, neither the Company, nor someone
on behalf of the Company, has consulted Assentsure regarding 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 neither a written report was provided to the Company or oral advice was provided that Assentsure concluded was an important factor
considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue.
Exhibits
| Exhibit
No. |
|
Description |
| 16.1 |
|
Letter of Marcum Asia CPAs LLP to the U.S. Securities and Exchange Commission dated August 4, 2025 |
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:
August 4, 2025 |
Uni-Fuels
Holdings Limited |
| |
|
|
| |
By: |
/s/
Koh Kuan Hua |
| |
|
Koh
Kuan Hua |
| |
|
Chief
Executive Officer |
