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):

April 114, 2020

Ando Holdings Ltd.

(Exact Name of Registrant as Specified in its Charter)

Nevada	001-37834	47-4933278
(State of	(Commission	(IRS Employer
incorporation)	File Number)	Identification No.)

Room 1107, 11/F, Lippo Sun Plaza, 28 Canton Road

Tsim Sha Tsui, Kowloon, Hong Kong 00000

(Address of principal executive offices)

(852) 2351 9122

(Registrant’s telephone number, including area code)

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):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 15.0102 ~~Entry~~Departure ~~into~~of aDirectors ~~Material~~or ~~Definitive~~Certain ~~Agreement~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officer.

~~From~~On ~~March to~~ April ~~2020~~14, ~~Ando~~2020 ~~Holdings Ltd.~~ (the “~~Company~~Effective Date”), athe ~~Nevada~~existing ~~corporation,~~Chief ~~entered~~Financial ~~into~~Officer, ~~several~~Secretary ~~securities~~and ~~purchase~~Treasurer ~~agreements~~resigned ~~(the~~immediately. ~~“Securities~~Accordingly, ~~Purchase~~Ms. ~~Agreements”)~~Lee ~~with~~Hiu ~~a batch of accredited investors (the “Lenders”)~~Lan, ~~pursuant~~serving toas ~~which~~ the ~~Company~~Chief ~~issued~~Financial ~~promissory notes for an aggregate of $470~~Officer,~~000~~ ~~(the~~Secretary ~~“Outstanding~~and ~~Balance”)~~Treasurer, ~~with~~ceased ~~an interest rate of 10% per annum (the “Note”). The Outstanding Balance of the Notes are~~ to be ~~paid within one year beginning from~~ the ~~effective~~Company’s ~~dates~~Chief ofFinancial ~~the~~Officer, ~~notes~~Secretary ~~(“Maturity~~and ~~Dates”)~~Treasurer. ~~The~~On ~~Notes contain an auto renewal clause for one year if~~ the ~~Lender~~Effective ~~fails to provide notice for redemption on or before 30 days from the Maturity~~ Date~~. Subject to the terms and conditions set forth in the Note~~, ~~the~~Mr. ~~Company~~Lam ~~may~~Chi ~~prepay~~Kwong ~~all or any portion of the Outstanding Balance of the Note at any time on or before 90 days from the Maturity Date without penalty. Conversely~~Leo, ~~the~~our ~~Lender~~current ~~may~~Chief ~~redeem~~Executive ~~the Note at any time before the Maturity Date~~Officer, bypresident ~~accepting 90% partial or full Outstanding Balance~~ and ~~giving~~director, ~~the~~has ~~Company~~consented ~~not less than 30 days’ written notice stating the redemption amount and wiring information~~ to ~~the~~act ~~Company.~~as ~~Upon~~ the ~~occurrence~~new ofChief anFinancial ~~event of default~~Officer, ~~the~~Treasurer ~~Outstanding~~and ~~Balance~~Secretary ~~shall maintain at the Outstanding Balance immediately prior to the occurrence~~ of the ~~event of default and the Outstanding Balance shall become immediately due and payable~~Company. ~~The corresponding issuances are listed as follow.~~

Name of Lender	Effective Date	Outstanding Balance ($)	Maturity Date
Hsu Chin Chang	March 12, 2020	100,000.00	March 12, 2021
Huang Yu	March 13, 2020	100,000.00	March 13, 2021
Lin Po Chung	March 18, 2020	20,000.00	March 18, 2021
Lien Chia Yun	March 24, 2020	200,000.00	March 24, 2021
Lee Pei Hsuan	April 01, 2020	50,000.00	April 01, 2021

Mr. Lam Chi Kwong Leo, age 43, graduated from the University of Ottawa, Canada with a bachelor of science degree in 2000.

~~Unless~~Since ~~specifically~~2013, ~~defined~~Mr. ~~herein,~~Lam was the ~~capitalized~~Chief ~~terms~~Executive ~~shall~~Officer ~~have~~and one of the ~~meanings~~founders asof ~~defined~~Red inStone ~~the~~Global ~~respective~~Investment, ~~documents~~which ~~attached~~provides ~~herein.~~a ~~The~~comprehensive ~~forgoing~~range ~~terms~~of ~~are~~financial ~~qualified~~services in ~~their~~risk ~~entirety~~management, byfund-trading, offshore account, trust, asset refinancing and management. He was responsible for establishing the ~~actual~~company ~~Securities~~structure, ~~Purchase~~compliance ~~Agreement~~monitoring system, and administrative system of the ~~Note~~company. ~~attached~~From ~~herein~~2014 to 2015, Mr. Lam served as ~~Exhibits~~the 10Head of Fund Distributor of Asia One Financial Group, which provides comprehensive financial planning services and portfolio management services to institutional and individual clients in Asia.1 He was responsible for the marketing of the fund distribution in Asia and 10had raised more than 25 million USD within 1 year.2 Since June 2017, ~~respectively~~Mr. Lam was appointed as the President, Chairman, Chief Executive Officer and Director of the Company.

With sufficient experience in planning and management work, Mr. Lam has been appointed to replace Ms. Lee, as a Chief Financial Officer, Secretary and Treasurer of the Company in April 2020.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Exhibits
10.1		Sample Securities Purchase Agreement
99.1		Waiver and consent to actions in lieu of a special meeting of the directors.
10.2		Sample Promissory Note Agreement

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.

April 114, 2020

Ando Holdings Ltd

By:	*/s/ Lam Chi Kwong Leo*
Name:	Lam Chi Kwong Leo
Title:	Chief Executive Officer, President, Chairman and Director

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