Item
4.01 Change in Registrant’s Auditors
(a) Previous
independent registered audit firm.
Effective December
19, 2017, the Registrant dismissed Weinberg & Baer, LLC ("Weinberg & Baer "), which did audit Registrant’s
year-end financial statements for the year ended July 31, 2017. The change in the Registrant’s auditors was recommended
and approved by the Board of Directors of the Registrant.
During
the year ended July 31, 2017 there were no disagreements with Weinberg & Baer (as defined in Item 304(a)(1)(iv) of Regulation
S-K) 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 Weinberg & Bear, would have caused them to make reference thereto in
their report on financial statements for such years.
During
the year ended July 31, 2017 and through November 15, 2017, there were no “reportable events” (as defined in
Item 304(a)(1)(v) of Regulation S-K).
The
report of the independent registered public accounting firm of Weinberg & Baer for the year ended July 31, 2017 did not contain
any adverse opinion or disclaimer of opinion, nor was it qualified or modified as to audit scope or accounting principle. However,
the report contained a “going concern” paragraph.
The
Company provided Weinberg & Baer with a copy of this report on Form 8-K in accordance with Item 304(a) of Regulation S-K prior
to its filing with the Securities and Exchange Commission and requested that Weinberg & Baer furnish the Company with
a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements and, if it does
not agree, the respects in which it does not agree. A copy of the letter from Weinberg & Baer filed as Exhibit 16.1 hereto
and incorporated herein by reference.
(b) New
independent registered public accounting firm.
On
November 15, 2017, and effective the same date, on the recommendation of the Registrant’s Board of Directors, the Registrant
engaged Dov Weinstein & Co, as its independent registered audit firm to audit the Registrant’s financial statements
for the fiscal year ended July 31, 2018 and to perform procedures related to the financial statements included in the Registrant’s
quarterly reports on Form 10-Q, beginning with the quarter ending October 31, 2017.
During
the fiscal year ended July 31, 2017 and through the date of the engagement of Dov Weinstein & Co, neither the Registrant
nor anyone on its behalf has consulted with Dov Weinstein & Co, regarding either:
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(a)
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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 Registrant’s
financial statements, and neither was a written report provided
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to
the Registrant nor was oral advice provided that Weinstein & Company, concluded was an important factor considered by the
Registrant in reaching a decision as to an accounting, auditing, or financial reporting issue; or
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(b)
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Any
matter that was either the subject of a disagreement or a reportable event, as each term
is defined in Items 304(a)(1)(iv) or (v) of Regulation S-K, respectively.
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