Current Report Filing (8-k)
August 16 2018 - 5:58PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of The Securities
Exchange Act of 1934
Date of report (Date of earliest event reported):
August
13, 2018
ORGANICELL
REGENERATIVE MEDICINE, INC.
(Exact name of registrant as specified in
its charter)
Nevada
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000-55008
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47-4180540
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(State or Other Jurisdiction
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(Commission File Number)
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(IRS Employer
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of Incorporation)
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Identification No.)
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4045 Sheridan Avenue, Suite 239, Miami,
FL 33140
(Address of Principal Executive Offices)
(Zip Code)
Registrant's telephone number, including
area code:
(888)963-7881
_________________________________________________
(Former name or former address, if changed
since last report)
With a copy to:
Richard C. Fox, Esq.
Fox Law Offices, P.A.
561 NE Zebrina Senda
Jensen Beach, FL 34957
T: 772.225.6435
rickfoxesq
@gmail.com
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 (see General Instruction
A.2. below):
[_] 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))
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company [_]
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. [_]
Item 4.01 Changes in Registrant’s
Certifying Accountant
Effective July 1, 2018, the Company’s
independent registered public accountants, GBH CPAs, PC (“GBH”) completed the combination of its practice into Marcum
LLP (“Marcum”). As a result of the aforementioned, on August 13, 2018, Organicell Regenerative Medicine, Inc. (the
“Company”) formally accepted the resignation of GBH and engaged Marcum as its independent registered public accountants.
The engagement of Marcum has been approved by the Company's Board of Directors. The GBH files have been transferred to Marcum and
Marcum is completing the October 31, 2017 audit.
Pursuant to applicable rules, the Company
makes the following additional disclosures:
(a) GBH’s report on the consolidated
financial statements of the Company as at and for the fiscal year ended October 31, 2016 did not contain any adverse opinion or
disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles, except that
such report contained an explanatory paragraph in respect to uncertainty as to the Company’s ability to continue as a going
concern.
(b) During the fiscal years ended October
31, 2017 and 2016 and through August 13, 2018, there were no disagreements with GBH on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which if not resolved to GBH's satisfaction would have caused it
to make reference thereto in connection with its reports on the financial statements for such years. During the fiscal years ended
October 31, 2017 and 2016 and through August 13, 2018, there were no events of the type described in Item 304(a)(1)(v) of Regulation
S-K.
(c) During the fiscal years ended October
31, 2017 and 2016 and through August 13, 2018, the Company did not consult with Marcum with respect to any matter whatsoever including
without limitation with respect to any of (i) the application of accounting principles to a specified transaction, either completed
or proposed; (ii) the type of audit opinion that might be rendered on the Company's financial statements; or (iii) any matter that
was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K) or an event of the type described
in Item 304(a)(1)(v) of Regulation S-K.
Item 9.01 Financial Statements and
Exhibits
(d)
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Exhibits
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Exhibit 16.1
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GBH CPAs, PC letter to SEC dated August 16, 2018
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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.
Dated: August 16, 2018
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ORGANICELL REGENERATIVE MEDICINE, INC.
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By:
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/s/ Albert Mitrani
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Albert Mitrani
President
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