UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Explanatory Note
Except as set forth herein, this Amendment does not modify or update
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Item 4.02(a) Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review
Graphjet Technology (the “Company”) has announced that due to the changes to the Company’s accounting policy, the Company’s board of directors (the “Board”) concluded that the financial statements for the year ended September 30, 2023, which had been previously audited by Adeptus Partners LLC, should no longer be relied on, and such financials have been re-audited and restated (the “Restatement of the 2023 Financial Statements”) by Kreit & Chiu CPA, LLP, the Company’s current accounting firm, who performed the audit of the Company’s financial statements for the year ended September 30, 2024.
The change was a result of a re-evaluation of the relationship between Mr. Liu, the Company’s former Chief Science Officer at the time of the assignment of certain intellectual property to the Company. The Company had previously treated the assignment as an acquisition between third parties and accounted for the intellectual property as a purchase and valued the intellectual property as the cost of the shares issued to Mr. Liu. In retrospect, the Company believes Mr. Liu should have been treated as a key personnel and thus the intellectual property should have been valued at the cost incurred by Mr. Liu to develop such intellectual property in accordance with ASC 850-10-20.
Despite the Restatement of the 2023 Financial Statements, the Company believes that it will be in a position to file its Annual Report on Form 10-K for the year ended September 2024 prior to the hearing on July 17, 2025, granted by the Listing Qualifications Department of The Nasdaq Stock Market LLC, as previously disclosed.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit | Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| * | Certain exhibits and schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company hereby undertakes to furnish a copy any of the omitted exhibits or schedules upon request by the SEC. |
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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.
| GRAPHJET TECHNOLOGY | ||
| Date: July 14, 2025 | By: | /s/ Chris Lai |
| Name: | Chris Lai | |
| Title: | Chief Executive Officer | |
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