Current Report Filing (8-k)
January 28 2022 - 2:31PM
Edgar (US Regulatory)
0000866439
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0000866439
2022-01-24
2022-01-24
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities
and Exchange Act of 1934
Date of Report (Date of earliest event reported):
January 24, 2022
Commission File Number 000-18730
DARKPULSE,
INC.
(Exact name of small business issuer as specified
in its charter)
Delaware
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87-0472109
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(State or other jurisdiction
of incorporation or organization)
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(I.R.S. Employer
Identification No.)
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1345
Ave of the Americas, 2ndFloor, New
York, NY 10105
(Address of principal executive offices)
800-436-1436
(Issuer’s telephone number)
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
Instructions 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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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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Securities registered pursuant to Section 12(b)
of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Not applicable.
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Indicate by check mark whether the registrant
is an emerging growth company as defined in 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. ☐
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Item 4.01
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Changes in Registrant’s Certifying Accountant.
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Dismissal of Principal Independent Accountant
On January 24, 2022, DarkPulse, Inc., a Delaware
corporation (the “Company”), informed Boyle CPA, the Company’s independent registered public accounting firm
(“Boyle”), of the Company’s decision (approved by the Board of Directors) to dismiss Boyle as the Company’s
independent registered public accounting firm effective as of January 24, 2022. Boyle was not dismissed for any cause.
None of the reports of Boyle, on the Company's
financial statements for the years ended December 31, 2020 or 2019 contained an adverse opinion or disclaimer of opinion, or was qualified
or modified as to uncertainty, audit scope or accounting principles, other than all such reports
contained statements indicating there is substantial doubt about our ability to continue as a going concern.
There were no disagreements between the Company
and Boyle, for the most recent fiscal years ended December 31, 2020 and 2019 and any subsequent interim period through January 24, 2022
(date of dismissal) on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure,
which, if not resolved to the satisfaction of Boyle, would have caused them to make reference to the subject matter of the disagreement
in connection with its report.
The Company provided Boyle with a copy of the
disclosures in this Current Report on Form 8-K (the “Form 8-K”) prior to filing with the Securities and Exchange Commission
(the “SEC”). A copy of Boyle's letter dated January 28, 2022 to the SEC, stating whether it agrees with the statements
made in this report, is filed as Exhibit 16.1 to this Form 8-K.
Engagement of New Principal Independent
Accountant
On January 24, 2022, the Company engaged Urish
Popeck & Co., LLC (“Urish”) as the Company's independent registered public accounting firm for the year ended December
31, 2021.
During the Company’s two most recent fiscal
years, and any subsequent interim period prior to engaging Urish, neither the Company nor anyone on its behalf consulted Urish regarding
either: (i) the application of accounting principles to a specified transaction regarding the Company, either completed or proposed; or
the type of audit opinion that might be rendered on the Company's financial statements; or (ii) any matter regarding the Company that
was either the subject of a disagreement or a reportable event.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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DarkPulse, Inc.
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Date: January
28, 2022
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By:
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/s/ Dennis O’Leary
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Dennis O’Leary, Chief Executive Officer
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