Item 4.01 Changes in Registrant’s Certifying Accountant.
On January 7, 2019, the Company dismissed AMC Auditing, LLC (the
“Former Accountant”) as the Company’s independent registered public accounting firm and on January 7, 2019, the
Company engaged Boyle CPA, LLC (the “New Accountant”) as the Company’s independent registered public accounting
firm. The engagement of the New Accountant was approved by the Company’s Board of Directors.
The Former Accountant’s audit reports on the financial statements
of the Company for the fiscal years ended March 31, 2018 and 2017 contained no adverse opinion or disclaimer of opinion, nor were
they qualified or modified as to uncertainty, audit scope or accounting principles, except that the audit reports on the financial
statements of the Company for the fiscal years ended March 31, 2018 and 2017 contained an uncertainty about the Company’s
ability to continue as a going concern.
During the fiscal years ended March 31, 2018 and 2017, and through
the interim period ended January 7, 2019, there were no “disagreements” (as such term is defined in Item 304 of Regulation
S-K) with the Former Accountant on any matter of accounting principles or practices, financial statement disclosure, or auditing
scope or procedures, which disagreements if not resolved to the satisfaction of the Former Accountant would have caused them to
make reference thereto in their reports on the financial statements for such periods.
During the fiscal years ended March 31, 2018 and 2017, and through
the interim period ended January 7, 2019, there were the following “reportable events” (as such term is defined in
Item 304 of Regulation S-K). As disclosed in Part I, Item 4 of the Company’s Form 10-Q for the quarter ended September 30,
2018, the Company’s management determined that the Company’s internal controls over financial reporting were not effective
as of the end of such period due to the existence of material weaknesses related to the following:
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(i)
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inadequate segregation of duties and effective risk assessment; and
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(ii)
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insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application
of both US GAAP and SEC guidelines.
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These material weaknesses have not been remediated as of the date
of this Current Report on Form 8-K.
Other than as disclosed above, there were no reportable events during
the fiscal years ended March 31, 2018 and 2017, and through the interim period ended January 7, 2019. The Company’s Board
of Directors discussed the subject matter of each reportable event with the Former Accountant. The Company authorized the Former
Accountant to respond fully and without limitation to all requests of the New Accountant concerning all matters related to the
audited period by the Former Accountant, including with respect to the subject matter of each reportable event.
Prior to retaining the New Accountant, the Company did not consult
with the New Accountant regarding either: (i) the application of accounting principles to a specified transaction, either contemplated
or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements; or (ii) any matter
that was the subject of a “disagreement” or a “reportable event” (as those terms are defined in Item 304
of Regulation S-K).
On January 7, 2019, the Company provided the Former Accountant with
its disclosures in the Current Report on Form 8-K disclosing the dismissal of the Former Accountant and requested in writing that
the Former Accountant furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or
not they agree with such disclosures. The Former Accountant’s response is filed as an exhibit to this Current Report on Form
8-K.