VCI Global (NASDAQ: VCIG) faces late 20-F Nasdaq notice and auditor shift
Rhea-AI Filing Summary
VCI Global Limited reported that Nasdaq notified the company it is out of compliance with Nasdaq Listing Rule 5250(c)(1) because its Form 20-F for the year ended December 31, 2025 was not filed on time. The notice does not immediately affect the Nasdaq listing, and VCI Global has 60 days from May 19, 2026 to submit a compliance plan. If accepted, Nasdaq may allow up to 180 days from the original due date, potentially until November 16, 2026, to regain compliance. The delay stems from extra time needed to complete the 2025 audit, and the company expects to file the Form 20-F by July 31, 2026.
VCI Global also dismissed WWC, P.C. and appointed SFAI Malaysia PLT as its independent registered public accounting firm on May 19, 2026. The company states the change was approved by the audit committee and was not due to disagreements on accounting principles, disclosure, or audit scope. WWC’s prior audit reports for 2023 and 2024 contained no adverse or qualified opinions, and the company reports no “reportable events” other than previously disclosed material weaknesses. WWC’s confirmation letter is filed as an exhibit to this report.
Positive
- None.
Negative
- Nasdaq noncompliance notice for late 20-F: VCI Global received a Nasdaq notice under Listing Rule 5250(c)(1) because its Form 20-F for the year ended December 31, 2025 was not filed on time, creating listing-compliance risk until the report is filed and accepted.
- Auditor change amid delayed annual filing: On May 19, 2026, the company dismissed WWC, P.C. and appointed SFAI Malaysia PLT while still finalizing the 2025 audit, adding transition complexity on top of existing material weaknesses previously reported by management.
Insights
Nasdaq noncompliance notice and an auditor change raise governance and timing risks.
VCI Global has fallen out of compliance with Nasdaq’s periodic reporting rule because its Form 20-F for the year ended December 31, 2025 is late. Nasdaq has given the company 60 days from May 19, 2026 to submit a remediation plan and may grant up to 180 days from the original deadline, potentially to November 16, 2026, to regain compliance.
The company attributes the delay to additional time needed to complete the audit and aims to file its 20-F by July 31, 2026. In parallel, it dismissed WWC, P.C. and appointed SFAI Malaysia PLT as auditor, stating there were no disagreements on accounting principles, disclosure, or audit scope, and no new reportable events beyond previously disclosed material weaknesses.
The combination of a late annual report, prior material weaknesses, and an auditor transition concentrates execution risk around timely completion of the 2025 audit and Form 20-F. Subsequent disclosures, including the eventual 20-F filing and any updates on Nasdaq’s assessment of the compliance plan, will clarify whether the company fully resolves the listing deficiency within the permitted timeframe.
Key Figures
Key Terms
Nasdaq Listing Rule 5250(c)(1) regulatory
Form 20-F regulatory
Form 12b-25 regulatory
independent registered public accounting firm financial
reportable events regulatory
material weaknesses financial
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO SECTION 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2026
Commission File Number: 001-41678
VCI Global Limited
(Translation of registrant’s name into English)
Suite 33.03 of Level 33, Menara Exchange 106, Lingkaran TRX, Tun Razak Exchange,
55188 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 ☐
Annual Report Deficiency
On May 19, 2026, VCI Global Limited (the “Company”) received a notice (the “Annual Report Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company is not in compliance with Nasdaq Listing Rule 5250(c)(1) because the Company did not timely file its Annual Report on Form 20-F for the period ended December 31, 2025 (“Form 20-F”) with the Securities and Exchange Commission (the “SEC”). The Annual Report Notice has no immediate effect on the listing of the Company’s ordinary shares on Nasdaq, and it states that the Company is required to submit a plan to regain compliance with Nasdaq Listing Rule 5250(c)(1) within 60 calendar days from the date of the Annual Report Notice. If the plan is accepted by Nasdaq, then Nasdaq can grant the Company up to 180 calendar days from the due date of the Form 20-F, or until November 16, 2026, to regain compliance. In determining whether to accept such plan, Nasdaq will consider such things as the likelihood that the remedial filing, along with any subsequent periodic filing that will be due, can be made within the 180 day period, the Company’s past compliance history, the reasons for the late filing, other corporate events that may occur within our review period, the Company’s overall financial condition and its public disclosures. Any subsequent periodic filing that is due within the 180-day exception period must be filed no later than the end of the period.
Due to additional time required to complete the audit of the Company’s financial statements for the period ended December 31, 2025, the Company has been unable to timely file its Form 20-F. The Company continues to work diligently to enable the filing of the Form 20-F with the SEC as soon as reasonably practicable. The Company expects to file the Form 20-F no later than July 31, 2026. A copy of the press release issued by the Company on May 21, 2026 announcing the Annual Report Notice is attached hereto as Exhibit 99.1.
Change of Auditor
On May 19, 2026, the Company dismissed WWC, P.C. (“WWC”) and appointed SFAI Malaysia PLT (“SFAI”) as its independent registered public accounting firm, effective on the same day (the “Change of Auditor”). The Change of Auditor was made after careful consideration and evaluation 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 the Change of Auditor was not the result of any disagreement between the Company and WWC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure.
The audit report of WWC on the consolidated financial statements of the Company as of 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, audit scope or accounting principles. Furthermore, during the fiscal years ended December 31, 2023 and 2024, and through May 19, 2026, there were no disagreements between the Company and WWC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to WWC’s satisfaction, would have caused WWC to make reference to the subject matter of the disagreement in connection with its report on the Company’s financial statements for such periods. During the fiscal years ended December 31, 2023 and 2024, and through May 19, 2026, 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 for the fiscal year ended December 31, 2024, filed with the SEC on May 13, 2025.
The Company has provided WWC with a copy of the above disclosure and requested that WWC furnish a letter addressed to the SEC stating whether or not it agrees with the above statements. A copy of WWC’s letter is filed hereto as Exhibit 16.1 to this Form 6-K.
During the fiscal years ended December 31, 2023 and 2024, and any subsequent interim periods prior to the engagement of SFAI, neither the Company, nor anyone on behalf of the Company, has consulted SFAI regarding either (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 neither a written report was provided to the Company nor oral advice was provided that SFAI concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (b) any matter that was the subject of a disagreement (as defined in Item 16F(a)(1)(iv) of Form 20-F and related instructions to Item 16F of Form 20-F), or any reportable events (as described in Item 16F(a)(1)(v) of Form 20-F).
1
| Exhibit Number |
Description | |
| 16.1 | Letter of WWC, P.C. to the U.S. Securities and Exchange Commission dated May 21, 2026 | |
| 99.1 | Press Release issued by VCI Global Limited on May 21, 2026 |
2
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.
| Date: May 21, 2026 | VCI Global Limited | |
| By: | /s/ Victor Hoo | |
| Name: | Victor Hoo | |
| Title: | Chairman and Chief Executive Officer | |
3
Exhibit 99.1
VCI Global Received NASDAQ Notice Related to Late Filing of 20-F
May 21, 2026 | Globe Newswire
KUALA LUMPUR, Malaysia, May 21, 2026 – VCI Global Limited (NASDAQ: VCIG) (“VCI Global” or the “Company”) today announced that it received a notification letter from the Nasdaq Stock Market LLC (“NASDAQ”) on May 19, 2026 regarding the delayed filing of the Company’s Form 20-F for the financial year ended December 31, 2025.
The notice relates to the timing of the Company’s filing of its Form 20-F under NASDAQ Listing Rule 5250(c)(1), which requires listed companies to periodically file financial reports with the U.S. Securities and Exchange Commission (“SEC”).
As previously disclosed, the Company filed a Form 12b-25 (Notification of Late Filing) with the SEC on May 1, 2026, after requiring additional time to complete the preparation and final review of its financial statements and related disclosures for the 2025 Form 20-F.
VCI Global is actively working toward completing the filing and has begun the process of submitting a compliance plan to NASDAQ. Subject to NASDAQ’s review and acceptance of the plan, the Company may be granted additional time of up to 180 calendar days from the original filing deadline to regain compliance.
The notice has no immediate effect on the listing or trading of the Company’s ordinary shares on NASDAQ, and trading will continue as normal during this process.
The Company remains committed to maintaining strong reporting standards and keeping shareholders informed on further developments.
About VCI Global Limited
VCI Global Limited (NASDAQ: VCIG) is an AI-native operating platform designed to scale and optimize businesses through centralized intelligence, data, and capital discipline.
The Company operates a platform-based model in which subsidiaries, affiliates, and portfolio companies plug into VCI Global’s centralized AI, data, governance, and capital allocation systems, enabling faster execution, improved capital efficiency, and scalable growth across multiple industries.
VCI Global’s platform centralizes AI-enabled execution, standardized KPI frameworks, financial and governance controls, and strategic capital allocation, while operating businesses focus on revenue generation, customer relationships, and local execution.
The Company maintains exposure across advisory, AI, and digital infrastructure, digital assets, energy, automotive, and consumer sectors, and continuously evaluates opportunities to scale, spin off, divest, or discontinue businesses based on performance, scalability, and return on capital.
VCI Global’s platform-centric approach is designed to enhance productivity, improve IPO readiness, and unlock long-term value through disciplined growth and selective capital deployment.
For more information on the Company, please log on to https://v-capital.co/.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements that are subject to various risks and uncertainties. Such statements include statements regarding the Company’s ability to grow its business and other statements that are not historical facts, including statements which may be accompanied by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential” or similar words. These forward-looking statements are based only on our current beliefs, expectations, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict and many of which are outside of our control. Therefore, you should not rely on any of these forward-looking statements. Actual results could differ materially from those described in these forward-looking statements due to certain factors, including without limitation, the Company’s ability to achieve profitable operations, customer acceptance of new products, the effects of the spread of coronavirus (COVID-19) and future measures taken by authorities in the countries wherein the Company has supply chain partners, the demand for the Company’s products and the Company’s customers’ economic condition, the impact of competitive products and pricing, successfully managing and, general economic conditions and other risk factors detailed in the Company’s filings with the United States Securities and Exchange Commission (“SEC”). The forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake any responsibility to update the forward-looking statements in this release, except in accordance with applicable law.
CONTACT INFORMATION:
For media queries, please contact:
VCI GLOBAL LIMITED
enquiries@v-capital.co
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