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):

July 21, 2021

SYNERGY EMPIRE LIMITED

(Exact Name of Registrant as Specified in its Charter)

No.19 Jalan 12/118B, Desa Tun Razak, 56100, Kuala Lumpur, Malaysia.

 (Address of principal executive offices)

+(60)3 - 9171 2828

Registrant’s telephone number, including area code

Not Applicable

(Former Name or former address if changed from 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 (see General Instruction A.2. below):

Securities registered pursuant to Section 12(b) of the Act:

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).

[X] 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 Changes in Registrant’s Certifying Accountant

On July 21, 2021 the Board of Directors of Synergy Empire Limited (the “Company”) approved the resignation of Total Asia Associates PLT (“Total Asia”) as the independent registered public accounting firm of the Company, effective immediately.

The auditors’ reports of Total Asia Associates PLT on the financial statements of the Company for the fiscal years ended March 31, 2021, 2020 and 2019 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, except that its reports contained a going concern qualification as to the Company’s ability to continue.

During the three fiscal years ended March 31, 2021, 2020 and 2019, there were no (i) disagreements with Total Asia on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements if not resolved to their satisfaction, would have caused them to make reference to the subject matter of the disagreement in connection with their report, or (ii) reportable events (as described in Item 304(a)(1)(v) of Regulation S-K).

The Company has provided Total Asia with a copy of the disclosures in this Current Report and the Company requested a letter from Total Asia addressed to the U.S. Securities and Exchange Commission stating whether it agrees with the above statements. A copy of that letter is attached as an exhibit to this Current Report.

The auditors’ reports of Total Asia on the effectiveness of internal control over financial reporting as of March 31, 2021, 2020 and 2019 did not contain any adverse opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.

On July 21, 2021, concurrent with the resignation of Total Asia, the Company, upon the Board of Directors’ approval, engaged JP Centurion & Partners PLT (“JP Centurion”) as the Company’s independent registered public accounting firm, effective immediately.

During the fiscal years ended March 31, 2021, 2020 and 2019, neither the Company nor anyone on its behalf consulted Total Asia 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 described in Item 304(a)(1)(iv) of Regulation S-K) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K).

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

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.