Current Report Filing (8-k)
February 09 2017 - 4:12PM
Edgar (US Regulatory)
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): February 6, 2017
LIFELOGGER
TECHNOLOGIES CORP.
(Exact
name of registrant as specified in its charter)
Nevada
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333-186415
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45-5523835
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
No.)
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(IRS
Employer
Identification
No.)
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11380
Prosperity Farms Road, Suite 221E,
Palm
Beach Gardens, FL
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33410
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(Address
of principal executive offices)
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(Zip
Code)
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561-515-6928
Registrant’s
telephone number, including area code
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):
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item
4.01 Changes in Registrant’s Certifying Accountant.
(a)
Prior independent registered public accounting firm
On
February 6, 2017, the Board of Directors of Lifelogger Technologies Corp. (the “Company”) approved the dismissal of
its independent registered public accounting firm Anton & Chia, LLP (“Anton Chia”). Anton Chia audited the Company’s
financial statements for the fiscal year ended December 31, 2015.
The
report of Anton Chia on the Company’s financial statements for the fiscal year ended December 31, 2015 did not contain an
adverse opinion or a disclaimer of opinion, nor was either such report qualified or modified as to uncertainty, audit scope, or
accounting principles, except that such report raised substantial doubts on our ability to continue as a going concern as a result
of the Company’s continued losses from operations since inception, and had both stockholders’ and working capital
deficiencies.
During
our most recent fiscal year and through the date of resignation, (a) the Company had no disagreements with Anton Chia on any matter
of accounting principles or practices, financial statement disclosure, or auditing scope of procedure which disagreement if not
resolved to the satisfaction of Anton Chia would have caused it to make reference to the subject matter of the disagreement in
connection with its reports and (b) there were no “reportable events” (as defined in Item 304(a)(1)(v) of Regulation
S-K).
The
Company provided Anton Chia with a copy of this Current Report on Form 8-K prior to its filing with the Securities and Exchange
Commission, and requested that the firm furnish us with a letter addressed to the Securities and Exchange Commission stating whether
they agree with the statements made in this Current Report on Form 8-K, and if not, stating the aspects with which they do not
agree. A copy of the letter provided by Anton Chia is filed as Exhibit 16.1 to this Current Report on Form 8-K.
(b)
New independent registered public accounting firm
On
February 6, 2017, our Board of Directors approved the engagement of SRCO Professional Corporation (“SRCO”) as our
independent registered public accounting firm and SRCO was engaged on February 6, 2017. During the Company’s two most recent
fiscal years ended December 31, 2016 and 2015 and from January 1, 2016 through February 6, 2017, neither the Company nor anyone
on its behalf consulted SRCO 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 our consolidated financial statements, and no written
report or oral advice was provided to the Company that SRCO concluded was an important factor considered by the Company in reaching
a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of a disagreement
or reportable event as defined in Regulation S-K, Item 304(a)(1)(iv) and Item 304(a)(1)(v).
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
Exhibit
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Description
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16.1
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Letter
of Anton & Chia, LLP dated February 8, 2017.
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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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Lifelogger
Technologies Corp.
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Date:
February 9, 2017
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By:
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/s/
Stewart Garner
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Stewart
Garner, Chief Executive Officer
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