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):

 

August 1, 2018

 

OneLife Technologies Corp.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

 

  Nevada

333-198068

N/A

 (State of incorporation)

 (Commission File Number)

 (IRS Employer Identification No.)

 

5005 Newport Dr.

Rolling Meadows, IL 60008

(Address of principal executive offices)

 

708-469-7378

 (Registrant's telephone number, including area code)

 

________________________________________

(Former Name or former address if changed from 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 Changes in Registrant's Certifying Accountant

 

On August 1, 2018, OneLife Technologies Corp. (the “Company”) engaged Marcum LLP (“Marcum”) as its independent registered public accountants. This engagement occurred in connection with the Company’s prior independent public accountants, GBH CPAs, PC ("GBH") resigning, effective August 1, 2018, as a result of combining its practice with Marcum.  The engagement of Marcum has been approved by the Audit Committee of the Company's Board of Directors.

 

Pursuant to applicable rules, the Company makes the following additional disclosures:

 

(a) GBH’s reports on the consolidated financial statements of the Company as of and for the fiscal years ended December 31, 2017 and 2016 did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, except that such reports contained explanatory paragraphs in respect to uncertainty as to the Company’s ability to continue as a going concern.

 

(b) During the fiscal years ended December 31, 2017 and 2016 and through August 1, 2018, there were no disagreements with GBH on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which if not resolved to GBH's satisfaction would have caused it to make reference thereto in connection with its reports on the financial statements for such years. During the fiscal years ended December 31, 2017 and 2016 and through August 1, 2018, there were no events of the type described in Item 304(a)(1)(v) of Regulation S-K.

 

(c) During the fiscal years ended December 31, 2017 and 2016 and through August 1, 2018, the Company did not consult with Marcum with respect to any matter whatsoever including without limitation with respect to any of (i) the application of accounting principles to a specified transaction, either completed or proposed; (ii) the type of audit opinion that might be rendered on the Company's financial statements; or (iii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K) or an event of the type described in Item 304(a)(1)(v) of Regulation S-K.

 

The Company has provided GBH with a copy of the foregoing disclosure and requested that it furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made therein. A copy of such letter, dated August 8, 2018, is filed as Exhibit 16.1 to this Report.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

16.1 Letter regarding change in certifying accountant.  


 

 

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 thereunto duly authorized.

 

OneLife Technologies Corp.

 

 

Dated: August 8, 2018 /s/ Robert Wagner                                    

By: Robert Wagner

Its: Chief Executive Officer

 


 

EXHIBIT INDEX

 

 

Exhibit No.

 

Document Description

 

 

 

 

 

16.1

 

 

Letter regarding change in certifying accountant.

 

 

 

 

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