Report of Foreign Issuer (6-k)
January 23 2020 - 4:07PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM 6-K
REPORT OF
FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES
EXCHANGE ACT OF 1934
For January
2020
Commission
File No. 001-33176
Fuwei Films
(Holdings) Co., Ltd.
No. 387 Dongming
Road
Weifang Shandong
People’s Republic of China, Postal Code: 261061
(ADDRESS OF
PRINCIPAL EXECUTIVE OFFICES.)
Indicate by check mark whether the
registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Indicate by check mark if
the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____
Indicate by
check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
Indicate by
check mark whether the registrant by furnishing the information contained in this form is also
thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
If “Yes” marked, indicate
below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-___
Changes in Registrant’s
Certifying Accountant.
On
January 19, 2020, Fuwei Films (Holdings) Co., Ltd., a company incorporated in the Cayman Islands (the “Company”),
ended the engagement of KSP Group, Inc. (“KSP”), as its independent certified public accountants, and appointed Shandong
Haoxin Certified Public Accountants Co., Ltd. (“Haoxin”) as its independent auditor effective January 19, 2020. The
decision was approved by the Board of Directors and the audit committee of the Board of Directors of the Company.
The
reports of KSP on the Company’s consolidated financial statements for each of the fiscal years ended December 31, 2018 and
2017 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit
scope or accounting principles. During the Company’s two most recent fiscal years ended December 31, 2018 and 2017, and
the subsequent interim period through January 19, 2020, there were:
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no “disagreements” (as that term
is defined in Item 16F(a)(1)(iv) of Form 20-F and the instructions to Item 16F) between the Company and KSP on any matters
of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements,
if not resolved to KSP’s satisfaction would have caused KSP to make reference to the subject matter of the disagreement(s)
in connection with its report, and
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no “reportable events” (as that term is defined in Item
16F(a)(1)(v) of Form 20-F), except for: (i) the material weakness in the Company’s internal control over financial reporting
related to the inadequate technical accounting staff with knowledge of and experience with US generally accepted accounting
principles, pursuant to which the Company prepares its consolidated financial statements, to support stand-alone external
financial reporting under public company or SEC requirements, and (ii) KSP’s report for each of the fiscal years ended
December 31, 2018 and 2017 noted that there was substantial doubt about the Company’s ability to continue as a going
concern.
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The Company provided KSP with a
copy of the statements made in this Report on Form 6-K (the “Report”) and requested that KSP furnish a letter addressed
to the SEC stating whether it agrees with the above statements and, if not, stating the respects in which it does not agree. A
copy of KSP’s letter dated January 22, 2020, is attached hereto as Exhibit 16.1 to this Report.
During the Company’s two most
recent fiscal years ended December 31, 2018 and 2017 and the subsequent interim period through January 19, 2020, neither the Company
nor anyone on the Company’s behalf consulted with Haoxin regarding any of the matters or events set forth in Item 16F(a)(2)(i)
and (ii) of Form 20-F.
The information
in this Report, including the exhibit, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. It shall not be deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference
in such a filing.
Exhibits
16.1
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Letter of KSP Group, Inc.
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SIGNATURE
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.
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Fuwei Films (Holdings) Co., Ltd
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By:
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/s/ Zengyong Wang
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Name: Zengyong Wang
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Title: Chairman, Chief Executive Officer
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Dated:
January 23, 2020
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