Amended Current Report Filing (8-k/a)
March 15 2013 - 10:34AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
______________
FORM 8-K/A
Amendment
No. 1
______________
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
|
000-53737
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30-0679981
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(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:
☐
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Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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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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☐
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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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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
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(i)
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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”).
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(ii)
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The reports of Stan Lee, CPA on
the consolidated financial statements of the Company as of December 31, 2011
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
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(iii)
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The
decision to change independent registered public accounting firm
was approved by the Board of Directors of the Company.
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(iv)
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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.
|
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(v)
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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 addressing 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)
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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
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(ii)
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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.
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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.
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Description
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16.1
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Letter of Stan Lee, CPA
dated
March 15, 2013 to the U.S. Securities and Exchange Commission.
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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.
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American Jianye Greentech
Holdings Ltd.
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Date:
March
15, 2013
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/s/
Haipeng Wang
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By: Haipeng Wang
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CEO and Chairman of the Board
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