Current Report Filing (8-k)
April 27 2017 - 1:13PM
Edgar (US Regulatory)
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): April 20, 2017
AMERICAN INTERNATIONAL HOLDINGS
CORP.
(Exact name of registrant as specified
in its charter)
Nevada
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000-50912
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88-0225318
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(State or other jurisdiction
of incorporation)
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(Commission File
Number)
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(I.R.S. Employer
Identification No.)
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601 Cien Street, Suite 235, Kemah,
Texas 77565-3077
(Address of principal executive offices)(Zip
Code)
Registrant's telephone number, including
area code:
(281) 334-9479
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:
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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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ITEM 4.01 CHANGE IN COMPANY’S
CERTIFYING ACCOUNTANT
On
April 20, 2017, the Board of Directors of
American International Holdings Corp.
,
(the “
Company
”) approved the dismissal of GBH CPAs, PC (“
GBH
”) as the registered independent
registered public accountant and the appointment of M&K CPAs, PLLC (“
M&K
”) as the Company’s registered
independent public accounting firm as of April 20, 2017.
Other than the disclosure
of an uncertainty regarding the ability of the Company to continue as a going concern which was included in GBH’s report
on our financial statements for the years ended December 31, 2015 and December 31, 2014, GBH’s reports on the financial statements
of the Company for the years ended December 31, 2015 and December 31, 2014, did not contain an adverse opinion or a disclaimer
of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.
During the years
ended December 31, 2015 and December 31, 2014 and the subsequent interim period preceding GBH’s dismissal, there were: (i)
no “
disagreements
” (within the meaning of Item 304(a) of Regulation S-K) with GBH 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 GBH, would have caused it to make reference
to the subject matter of the disagreements
in its report on the consolidated financial statements of the Company; and (ii) no “
reportable events
” (as such
term is defined in Item 304(a)(1)(v) of Regulation S-K), except for material weaknesses in the Company’s internal control
over financial reporting as described in the Company’s Annual Reports on Form 10-K for the years ended December 31, 2015
and December 31, 2014, which have not been corrected as of the date of this filing.
During the years
ended December 31, 2015 and December 31, 2014 and the subsequent interim period preceding M&K’s appointment, neither
the Company nor anyone acting on its behalf consulted M&K regarding either: (i) 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 Company’s
financial statements, and no written report or oral advice was provided to the Company that M&K concluded was an important
factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any
matter that was the subject of a “
disagreement
” or “
reportable event
” (within the meaning
of Item 304(a) of Regulation S-K and Item 304(a)(1)(v) of Regulation S-K, respectively).
The Company provided
a copy of the foregoing disclosures to GBH prior to the date of the filing of this report and requested that GBH furnish it with
a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the statements in this Report.
A copy of the letter furnished in response to that request is filed as
Exhibit 16.1
to this Form 8-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
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, hereunto duly authorized.
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AMERICAN INTERNATIONAL HOLDINGS CORP.
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Date: April 27, 2017
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By:
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/s/ Daniel Dror
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Daniel Dror
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Chief Executive Officer
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