Current Report Filing (8-k)
March 07 2013 - 11:39AM
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):
March 7, 2013
______________
American Jianye Greentech Holdings Ltd.
(Exact name of Company as specified in its charter)
______________
Nevada |
333-144228 |
30-0679981 |
(State or other jurisdiction
of incorporation) |
(Commission
File Number) |
(IRS Employer
Identification No.) |
136-20 38th Ave. Unit 3G, Flushing, NY 11354
(Address of principal executive offices) (Zip
Code)
718-395-8706
Company’s telephone number, including
area code
Not Applicable
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the Company under any of the following provisions:
☐ |
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)) |
Section 4. Matters Related to Accountants and Financial Statements
Item 4.01 Changes in Company's Certifying Accountant.
(1) Previous Independent Registered Public Accounting Firm
| (i) | On March 5, 2013, American Jianye Greentech Holdings Ltd. (the “Company”) dismissed
its independent registered public accounting firm, Stan Jeong-Ha Lee CPA (“Stan Lee, CPA”). |
| (ii) | The reports of Stan Lee, CPA on the consolidated financial statements of the Company as of
December 31, 2012 and for the year then ended did not contain an adverse opinion or disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope or accounting principles. |
| (iii) | The decision to change independent registered public accounting firm was approved by the Board
of Directors of the Company. |
| (iv) | During the period from April 1, 2012 (date of engagement) through March
5, 2013 (date of dismissal), (a) there were no disagreements with Stan Lee, CPA 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 Stan
Lee, CPA , would have caused it to make reference thereto in its reports on the financial statements for such years and (b) there
were no “reportable events” as described in Item 304(a)(1)(v) of Regulation S-K. |
| (v) | On March 6, 2013 the Company provided Stan Lee, CPA with a copy of this Current Report and
has requested that it furnish the Company with a letter addressig to the U.S. Securities & Exchange Commission stating
whether it agrees with the above statements. A copy of such letter is attached as Exhibit 16.1 to this Current Report on Form
8-K. |
(2) New Independent
Registered Public Accounting Firm
On March 5, 2013, concurrent with
the dismissal of Stan Lee, CPA, the Company, upon the board of directors’ approval, engaged Tao Su, CPA (“Tao Su, CPA”)
as its new independent registered public accounting firm to audit and review the Company’s financial statements effective
immediately. During the two most recent years ended December 31, 2011 and 2010, and any subsequent period through the date
hereof prior to the engagement of Tao Su, CPA, neither the Company, nor someone on its behalf, has consulted Tao Su, CPA regarding:
| (i) | either: 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 either a written
report was provided to the Company or oral advice was provided that the new accountant 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 either the subject of a disagreement as defined in paragraph 304(a)(1)(iv)
of Regulation S-K or a reportable event as described in paragraph 304(a)(1)(v) of Regulation S-K. |
Section 9. Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements of Businesses Acquired: None
(b) Pro-Forma Financial Statements: None
(c) Exhibits:
Exhibit No. |
|
Description |
16.1 |
|
Letter of Stan Lee, CPA dated March 5, 2013 to the U.S. Securities and Exchange Commission. |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
American Jianye Greentech Holdings Ltd. |
|
|
|
Dated: March 7, 2013 |
By: |
/s/ Haipeng Wang |
|
|
Haipeng Wang, CEO and Chairman of the Board |
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