UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, ~~D.C.~~DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

ofDate ~~the~~of ~~Securities~~Report ~~Exchange~~(Date ~~Act~~ of ~~1934~~Earliest Event Reported): May 03, 2018

Date of Report (date of earliest event reported):

December 28, 2017

HWH International Corp.

(Exact ~~Name~~name of ~~Registrant~~registrant as ~~Specified~~specified in its ~~Charter~~charter)

Nevada		333-214139		37-1796912
(State of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Suite 19, 8th Floor, Wisma Zelan, Jalan Tasik
Permaisuri 2, Bandar Tun Razak 56100, Kuala Lumpur,
Malaysia

(Address of principal executive offices (zip code))

(603) 5634-2383

(Registrant’s telephone number, including area code)

~~(Former~~Check ~~Name~~the orappropriate ~~former~~box ~~address~~below if ~~changed~~the ~~from~~Form ~~last~~8-K ~~report~~filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

~~Check the~~[ ~~appropriate~~] ~~box~~Written ~~below~~communications ifpursuant to Rule 425 under the ~~Form~~Securities ~~8-K~~Act ~~filing~~(17 isCFR ~~intended~~230.425) [ ] Soliciting material pursuant to ~~simultaneously~~Rule ~~satisfy~~14a-12 under the ~~filing~~Exchange ~~obligation~~Act of(17 ~~the~~CFR ~~registrant under~~240.14a ~~any~~- of12) ~~the~~[ ~~following~~] ~~provisions~~Pre-commencement communications pursuant to Rule 14d-2(~~see~~b) ~~General~~under ~~Instruction~~the AExchange Act (17 CFR 240.14d-2.(b)) ~~below~~[ ] Pre-commencement communications pursuant to Rule 13e-4(c): under the Exchange Act (17 CFR 240.13d-4(c))

~~[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230~~ITEM 8.~~425)~~01 [Other ] 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))Events

~~Item~~On 4May 3, 2018, resolved to close the offering (the “Offering”) from the registration statement on Form S-1/A, dated January 17, 2017, that had been declared effective by the Securities and Exchange Commission on February 6, 2017.01 ~~Changes~~The Offering resulting in ~~Registrant’s~~376,093 ~~Certifying~~shares ~~Accountant~~of common stock being sold at $0.30 per share for a total of $112,827.90.

(a) Resignation of Previous Independent Registered Public Accounting Firm.

On December 28, 2017, (the “Company”) dismissed Weld Asia Associates (“Weld Asia”) as the independent registered public accounting firm of the Company, effective immediately. The dismissal of Weld Asia was approved by the Company’s Board of Directors.

The audit reports of Weld Asia on the consolidated financial statements of the Company for the two most recent fiscal years ended June 30, 2017 and 2016 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 report contained a going concern qualification as to the Company’s ability to continue.

During the two most recent fiscal years ended June 30, 2017 and 2016, and the subsequent interim period through November 13, 2017, there were no (i) disagreements with Weld 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 audit reports of Weld Asia on the Company’s consolidated financial statements as of and for the years ended June 30, 2017 and 2016 did not contain any adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. The audit reports of Weld Asia on the effectiveness of internal control over financial reporting as of June 30, 2017 and 2016 did not contain any adverse opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.

The Company has provided Weld Asia with a copy of the disclosures in this Current Report and the Company requested a letter from Weld 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.

(b) Engagement of New Independent Registered Public Accounting Firm.

On December 28, 2017, concurrent with the dismissal of Weld Asia the Company, upon the Board of Directors’ approval, engaged Total Asia Associates (“Total Asia”) as the Company’s independent registered public accounting firm, effective immediately.

During the two most recent fiscal years ended June 30, 2017 and 2016, and the subsequent interim period through December 28, 2017, 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.

1699.1 ~~Letter~~CONSENT ~~from~~IN ~~Weld~~WRITING ~~Asia~~OF ~~Associates~~BOARDS OF DIRECTORS OF HWH INTERNATIONAL CORP. IN LIEU OF AN ORGANIZATIONAL MEETING

2SIGNATURE

~~SIGNATURES~~Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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.

	HWH INTERNATIONAL CORP.

Date: May 7, 2018	By:	*/s/ HO SIT CHYE*
		HO SIT CHYE
		Chief Executive Officer, President, Secretary, Treasurer, Director (Principal Executive Officer)

Date: May 7, 2018	By:	*/s/ MUSTAFA ALI MERCHANT*
		MUSTAFA ALI MERCHANT
		Chief Financial Officer (Principal Financial Officer, Principal Accounting Officer)

Date: May 7, 2018	By:	*/s/ ONG ANN TIN*
		ONG ANN TIN
		Chief Operating Officer

	HWH International Corp.
	(Name of Registrant)
Date: December 28, 2017	By:	/s/ Ho Sit Chye
	Name: Title:	Ho Sit Chye Chief Executive Officer, President, Secretary, Treasurer, Director (Principal Executive Officer)
Date: December 28, 2017	By:	/s/ Mustafa Ali Merchant
	Name: Title:	Mustafa Ali Merchant Chief Financial Officer, (Principal Financial Officer, Principal Accounting Officer)
Date: December 28, 2017	By:	/s/ Ong Ann Tin
	Name: Title:	Ong Ann Tin Chief Operating Officer

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