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Item 4.01
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Changes in Registrant's Certifying Accountant
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Previous independent registered public accounting firm
a) On April 5, 2018, we dismissed MNP LLP ("MNP") as our company’s independent principal accountant to audit our company’s financial statements. The decision to change accountants was approved by our board of directors. Our company does not have a standing Audit Committee.
Our company's independent principal accountant's report on the financial statements for each of the past two years did not contain an adverse opinion or a disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope, or accounting principles, with the exception that:
(i) the report dated September 16, 2016 contained the following explanatory paragraph: As discussed in Note 1 to the consolidated financial statements, the Corporation has accumulated losses of $280,133 since its inception. These conditions raise substantial doubt about the Corporation’s ability to continue as a going concern. Management’s plans in regard to these matters are described in Note 1. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty."; and
(ii) the report dated September 17, 2015 contained the following explanatory paragraph: " As discussed in Note 1 to the consolidated financial statements, the Corporation has accumulated losses of $230,127 since its inception. These conditions raise substantial doubt about the Corporation’s ability to continue as a going concern. Management’s plans in regard to these matters are described in Note 1. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty."
During our company’s two most recent fiscal years and the subsequent interim periods preceding our dismissal of MNP, there were: (i) no disagreements with MNP 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 MNP, would have caused it to make reference to the subject matter of the disagreements in its reports on the consolidated financial statements of the Company; and (ii) no reportable events as described in Item 304(a)(1)(v) of Regulation S-K.
We have provided MNP with a copy of this Form 8-K prior to its filing with the U.S. Securities and Exchange Commission ("SEC") and requested MNP to furnish to our company a letter addressed to the SEC stating that it agrees with the statements made above. A copy of MNP's letter is attached as Exhibit 16.1 to this Form 8-K.
New independent registered public accounting firm
b) On April 5, 2018, we engaged BF Borgers CPA PC ("Borgers"), an independent certified public accounting firm, as our principal independent accountant with the approval of our board of directors.
During the two most recent fiscal years and through the date of engagement, we have not consulted with Borgers regarding either:
1. The application of accounting principles to any specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on our financial statements, and neither a written report was provided to us nor oral advice was provided that Borgers concluded was an important factor considered by us in reaching a decision as to the accounting, auditing or financial reporting issue; or
2. Any matter that was either subject of disagreement or event, as defined in Item 304(a)(1)(iv)(A) of Regulation S-K and the related instruction to Item 304 of Regulation S-K, or a reportable event, as that term is explained in Item 304(a)(1)(iv)(A) of Regulation S-K.