Item 4.01. Changes in Registrant's Certifying Accountant
On October 18, 2021, we dismissed our independent registered public accounting
firm, Somerset CPAs, P.C., effective immediately. The dismissal was approved by
the board of directors.
Somerset CPAs' reports on our financial statements for the years ended December
31, 2020 and 2019 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. In connection with the audits of the fiscal years ended
March 31, 2021 and 2020 and through October 18, 2021, there were (1) no
disagreements with Somerset CPAs on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedure, which
disagreements if not resolved to the satisfaction of Somerset CPAs would have
caused Somerset CPAs to make reference to the subject matter of the
disagreement(s) in connection with its reports; and (2) no "reportable events"
as such term is defined in Item 304(a)(1)(v) of Regulation S-K.
We have provided Somerset CPAs with a copy of this Form 8-K prior to its filing
with the Securities and Exchange Commission, and requested that Somerset CPAs
furnish a letter addressed to the Commission stating whether or not it agrees
with the above statements and, if not, stating the respects in which it does not
agree. A copy of such letter, dated October 25, 2021, indicating that Somerset
CPAs is in agreement with these disclosures, is filed as Exhibit 16.1 to this
Form 8-K.
On October 18, 2021, we engaged TAAD LLP as our independent registered public
accountant effective immediately. The engagement was approved by the board of
directors. During the fiscal years ended March 31, 2021 and 2020 and through
October 18, 2021, we did not consult with TAAD regarding (1) the application of
accounting principles to a specified transaction, (2) the type of audit opinion
that might be rendered on our financial statements, (3) written or oral advice
provided that would be an important factor considered by us in reaching a
decision as to an accounting, auditing or financial reporting issue, or (4) any
matter that was the subject of a disagreement between our company and our
predecessor auditor as described in Item 304(a)(1)(iv) or a reportable event as
described in Item 304(a)(1)(v) of Regulation S-K.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On October 21, 2021, Caren D. Currier resigned as our Chief Financial Officer
and Huijun He began serving as our Chief Financial Officer, in addition to his
role as Chief Executive Officer. Mr. He, age 61, has served as Chief Executive
Officer and Vice President of the Company since April 2021 and as a Director of
the Company since May 2021. Since February 2019, Mr. He has served as the chief
executive officer of China Liaoning Dingxu Ecological Agriculture Development,
Inc., and in June 2016, Mr. He founded and served as president of Romada Realty
Inc., a real estate development company. Prior to 1996, Mr. He previously served
as the general manager of China Nonferrous Metal Equipment Zhuhai Company, a
large domestic state-owned enterprise import and export company, and the general
manager of a U.S. import and export company. As a seasoned entrepreneur and
corporate level executive, Mr. He brings his vast management experience to the
company. Mr. He received his bachelor's degree from Wuhan Huazhong Institute of
Technology, Mechanical Manufacturing. There are no family relationships among
our directors and any of our executive officers. On April 26, 2021, we entered
into an agreement to issue and sell 695,652 shares (the "New Shares") of our
common stock to Mr. He for a price of $159,999.96, or $0.23 per share (the
"Subscription Agreement"). Pursuant to the terms of the Subscription Agreement,
the sale of the New Shares closed in June 2021.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit No. Exhibit Description
16.1 Letter to the Securities and Exchange Commission from Somerset
CPAs, P.C. dated October 25, 2021
104 Cover Page Interactive Data File (formatted as Inline XBRL)
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