Current Report Filing (8-k)
October 22 2014 - 5:11PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 reported):
October 21, 2014
HYPERSOLAR, INC.
(Exact name of registrant as specified
in its charter)
Nevada |
000-54437 |
26-4298300 |
(State or other jurisdiction of incorporation) |
Commission file number |
(IRS Employer Identification No.) |
510 Castillo, Suite 304., Santa Barbara,
California 93101
Registrant’s telephone number,
including area code: (805) 966-6566
Copies to:
Gregory Sichenzia, Esq.
Marcelle S. Balcombe, Esq.
Sichenzia Ross Friedman Ference LLP
61 Broadway, 32nd Floor
New York, New York 10006
Phone: (212) 930-9700
Fax: (212) 930-9725
(Former name or former address, if changed
since last report)
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 4.01 Change in
Registrant’s Certifying Accountant
On October 21, 2014, HyperSolar, Inc. (the “Company”)
dismissed HJ Associates & Consultants, L.L.P. (“HJ”) as the Company’s independent registered public
accounting firm which dismissal was approved by the Company’s Board of Directors on October 21, 2014.
During the fiscal year ended June 30, 2014 and June 30, 2013,
HJ’s reports on the Company’s financial statements did not contain an adverse opinion or disclaimer of opinion, and
was not qualified or modified as to uncertainty, audit scope or accounting principles, except that the report was modified as to
the Company’s ability to continue as a going concern.
During the fiscal year ended June 30, 2014 and June 30, 2013
and the subsequent interim period through October 21, 2014, (i) there were no disagreements between the Company and HJ on any matter
of accounting principles or practices, financial statement disclosure or auditing scope or procedure which, if not resolved to
the satisfaction of HJ, would have caused HJ to make reference to the subject matter of the disagreement in connection with its
report on the Company’s financial statements; and (ii) there were no reportable events as described in paragraph (a)(1)(v)
of Item 304 of Regulation S-K.
On October 21, 2014 the Company provided HJ with a copy of
the disclosures it is making in response to Item 4.01 on this Form 8-K, and has requested that HJ furnish it with a letter addressed
to the Securities and Exchange Commission stating whether it agrees with the above statements. A copy of the letter,
dated October 22, 2014, is filed as Exhibit 16.1 to this Current Report on Form 8-K.
On October 21, 2014, the Company’s Board of Directors
approved the engagement of Liggett, Vogt & Webb P.A. (“LVW”) as its independent registered public accounting
firm for the Company’s fiscal year ending June 30, 2015.
During the years ended June 30, 2014 and June 30, 2013
and the subsequent interim period through October 21, 2014, the date of engagement of LVW, the Company did not consult with
LVW regarding either (i) the application of accounting principles to a 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 defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K and the
related instructions thereto) or a reportable event (as described in paragraph (a)(1)(v) of Item 304 of Regulation
S-K).
Exhibit |
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No. Description |
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16.1 |
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Letter from HJ Associates & Consultants, L.L.P. dated October 22, 2014 |
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.
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Hypersolar, Inc. |
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Date: October 22, 2014 |
By: |
/s/ Timothy Young |
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Timothy Young
Chief Executive Officer
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3
EXHIBIT 16.1
October 22, 2014
Securities and Exchange Commission
450 Fifth Street N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
We have read the statements of Hypersolar, Inc. pertaining
to our firm included in Item 4.01 of the Form 8-K dated October 21, 2014 and are in agreement with the statements contained in
that document pertaining to our firm.
Sincerely,
/s/ HJ Associates & Consultants, LLP
HJ Associates & Consultants, LLP
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