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): ~~August~~October 2116, 2023

LEGACY VENTURES INTERNATIONAL, INC.

(Exact Name of Registrant as Specified in its Charter)

Nevada

000-55849

30-0826318

(State of

incorporation )

(Commission

File Number)

(IRS Employer

Identification No.)

Unit 01, 82/F. International Commerce Centre, 1 Austin Road West, Kowloon, Hong Kong

(Address of principal executive offices) (Zip Code)

+852 3960 6394

(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))

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).

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. ☐

Securities registered under Section 12(g) of the Exchange Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $.0001 par value per share		LGYV		N/A

Securities registered pursuant to Section 12(b) of the Act: None

Item 45.0102 ~~Changes~~Departure inof ~~Registrant’s~~Directors ~~Certifying~~or ~~Accountant~~Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 16, 2023, Mr. Pak Hong WAN (a“Mr. WAN”) resigned his positions as Chief Executive Officer, Chief Financial Officer, ~~Resignation~~President, Treasurer and Secretary and the Chairman of ~~Previous~~Board ~~Independent~~of ~~Registered~~Directors ~~Public~~of ~~Accounting~~the ~~Firm~~Company. Mr. Ying Feng LAI (“Mr. LAI”) resigned his position as Director of the Company.

On ~~August~~October 2116, 2023, ~~we accepted~~ the ~~resignation~~Company’s Board of ~~MNP~~Directors ~~LLP~~appointed Mr. Hoi Sau KOO (“~~MNP~~Mr. KOO”), asaged ~~our~~25, ~~company’s independent principal accountant~~ to ~~audit~~act as the ~~Company’s~~Chief Executive ~~financial~~Officer, ~~statements.~~Chief ~~The~~Financial ~~decision~~Officer, toPresident, ~~change~~Treasurer, ~~accountants~~Secretary ~~was~~and ~~approved~~the byChairman ~~our~~of ~~board~~Board of ~~directors.~~Directors ~~Our~~of ~~company does~~the ~~not have a standing Audit Committee~~Company.

~~Our~~The ~~company’s~~biography ~~independent principal accountant’s report on the financial statements~~ for the ~~year~~new ~~ended~~director ~~June 30, 2022~~ and ~~2021 did~~officer ~~not contain an adverse opinion or a disclaimer~~ of ~~opinion, and was not qualified or modified as to uncertainty, audit scope, or accounting principles, with~~ the ~~exception that the report dated and September 30, 2022 contained the following explanatory paragraph: “The accompanying financial statements have been prepared assuming that the~~ Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. This matter is ~~also~~set ~~described~~forth ~~in the “Critical Audit Matters” section of our report.”~~below:

~~During~~Mr. ~~our~~KOO ~~company’s~~obtained ~~two~~his ~~most~~Bachelor ~~recent fiscal year and up to the date~~ of ~~resignation~~Social ofScience ~~MNP, there were:~~ (iBSSc) nodegree ~~disagreements~~in ~~with~~Architectural ~~MNP on any matter of accounting principles or practices~~Studies, ~~financial~~under ~~statement disclosure or auditing scope or procedure, which disagreements, if not resolved to~~ the ~~satisfaction~~Chinese ofUniversity ~~MNP, would have caused it to make reference to the subject matter~~ of ~~the~~Hong ~~disagreements~~Kong, in ~~its reports on the consolidated financial statements of the Company; and (ii) no reportable events as described in Item 304(a)(1)(v) of Regulation S-K~~2020.

WeAfter ~~have~~graduation ~~provided~~in ~~MNP~~2020, ~~with~~Mr. aKOO ~~copy~~started ofhis ~~this~~career ~~Form~~as ~~8-K~~Architectural ~~prior~~assistant toin ~~its~~HPA ~~filing~~(Ho ~~with~~& ~~the~~Partners ~~U.S.~~Architects ~~Securities~~Engineers ~~and~~& ~~Exchange~~Development Consultants ~~Commission (“SEC”~~Limited) ~~and~~, ~~requested~~one ~~MNP~~of toHong ~~furnish~~Kong’s tomajor ~~our~~architectural ~~company~~practices and a ~~letter~~strategic ~~addressed~~partner toof ~~the~~HKTDC’s ~~SEC~~Belt ~~stating~~and ~~that~~Road-related initiatives. itMr. ~~agrees~~KOO worked with the ~~statements~~architectural ~~made~~teams ~~above.~~to ~~A copy~~run oflocal ~~MNP’s~~projects ~~letter~~such ~~is attached~~ as ~~Exhibit~~responsible ~~16.1~~for toworking ~~this~~and ~~Form~~presentation ~~8-K~~drawings.

~~(b)~~Since ~~Engagement~~2022 to present, Mr. KOO works as Assistant Director of ~~New~~Asia ~~Independent~~Asset ~~Registered~~Limited, ~~Public~~a ~~Accounting~~company ~~Firm~~engaged in fund management, private equity, and industry investments. Mr. KOO provides assistance, professional advice, opinion and support to directors of the company in China, Hong Kong and overseas for decisions making and solutions. One of Mr. KOO’s job responsibility is to explore, search, identify, analyze and assess feasible investment projects in China for clients and the company.

OnThe ~~August~~Company ~~21,~~believes ~~2023,~~Mr. weKOO’s ~~engaged~~experience ~~PAN-CHINA~~in ~~SINGAPORE~~financial ~~PAC~~fields ~~(“PCCPA”)~~will ashelp ~~our~~the ~~new~~business ~~independent~~development ~~registered~~of ~~accounting~~the ~~firm~~Company. ~~with~~As ~~the~~a result, Mr. KOO ~~approval~~is ofappointed ~~our~~as ~~board~~the above-mentioned capacities of ~~directors~~the Company.

During the two most recent fiscal years and through the date of engagement, we have not consulted with PCCPA regarding either:

1. The application of accounting principles to any specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on our financial statements, and neither a written report was provided to us nor oral advice was provided that PCCPA concluded was an important factor considered by us in reaching a decision as to the accounting, auditing or financial reporting issue; or

2. Any matter that was either subject of disagreement or event, as defined in Item 304(a)(1)(iv)(A) of Regulation S-K and the related instruction to Item 304 of Regulation S-K, or a reportable event, as that term is explained in Item 304(a)(1)(iv)(A) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

16.1	Letter from MNP LLP
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

August 25, 2023

October 16, 2023

LEGACY VENTURES INTERNATIONAL, INC.

	/s/ Hoi Sau KOO
By:	Hoi Sau KOO
Title:	CEO

LEGACY VENTURES INTERNATIONAL, INC. /s/ Pak Hong WAN By: Pak Hong WAN Title: CEO

Filing Compare · LEGACY VENTURES INTERNATIONAL INC.