As filed with the Commission on May 11, 2020



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):  May 5, 2020

 

ABCO ENERGY, INC.

 (Name of registrant as specified in its Charter)

 

NEVADA

000-55235

20-1914514

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

 

2100 North Wilmot, Tucson, AZ

85712

(Address of principal executive offices)

(Zip Code)

 

(520) 777-0511

(Registrant’s telephone number, including area code)

 

                                                                                                     

(Former name 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:

 

☐  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 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

 

 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 pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

COMMON STOCK

ABCE

OTCPK

 

 

  

ITEM 4.01 CHANGES IN REGISTRANT’S CERTIFYING ACCOUNTANT.

 

Previous independent registered public accounting firm

 

(a) On May 5, 2020, ABCO Energy, Inc. (the “Registrant” or the “Company”) notified KSP Group, Inc., (“KSP”) that KSP was terminated as the Registrant’s independent registered public accounting firm.  Except as noted in the paragraph immediately below, the report of KSP on the Company’s financial statements for the year ended December 31, 2018 and for the period then ended did not contain an adverse opinion or disclaimer of opinion, and such report was not qualified or modified as to uncertainty, audit scope, or accounting principle.

 

The report of KSP on the Company’s financial statements as of and for the year ended December 31, 2018, contained the explanatory paragraphs which noted that there was substantial doubt as to the Company’s ability to continue as a going concern as the Company has reported a net loss of for the year ended December 31, 2018 and had an accumulated deficit as of December 31, 2018, that raises doubt about its ability to continue as a going concern.

 

From January 11, 2019, until May 5, 2020, the Company has not had any disagreements with KSP on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to KSP’s satisfaction, would have caused them to make reference thereto in their report on the Company’s financial statements for such period.

 

From January 11, 2019, until May 5, 2020, there were no reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K.

 

The Company provided KSP with a copy of this disclosure set forth under this Item 4.01 and was requested to furnish a letter addressed to the Securities & Exchange Commission stating whether or not it agrees with the above statements.

 

The letter from KSP is attached hereto as Exhibit 16.1. 

 

New independent registered public accounting firm

 

On May 7, 2020, (the “Engagement Date”), the Company engaged TAAD LLP (“TAAD “) as its independent registered public accounting firm for the Company’s fiscal year ended December 31, 2019. The decision to engage TAAD as the Company’s independent registered public accounting firm was approved by the Company’s Board of Directors.

 

During the two most recent fiscal years and through the Engagement Date, the Company has not consulted with TAAD 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 the Company’s financial statements, and neither a written report was provided to the Company nor oral advice was provided that TAAD concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or

 

2.  

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).

 

 

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 

(a)

Financial statements of businesses acquired.

 

Not applicable

 

(b)

Pro forma financial information.

 

Not applicable

 

(c)

Shell company transactions.

 

Not applicable

 

(d)

Exhibits

 

Exhibit No.

Description of Exhibit

16.1

Letter from KSP Group, Inc. dated  May 11, 2020

 

 

 

 

SIGNATURES

 

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

 

 

ABCO ENERGY, INC.

 

 

 

Dated: May 11, 2020

By:

/s/  Michael Mildebrandt

 

 

 

Name: Michael Mildebrandt

 

 

Title: President

 

 

 
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