Item 4.01 Changes in Registrant's Certifying Accountant.
On September 15, 2021, our independent registered public accounting firm, Marcum
LLP ("Marcum") notified us in writing that our client-auditor relationship had
ceased to be effective as of September 13, 2021. Marcum's resignation was
accepted and approved by Kingrich Lee, our Chief Executive Officer and sole
director, on September 20, 2021. Marcum's reports on the financial statements
for the years ended March 31, 2020 and March 31, 2019 did not contain an adverse
opinion or a disclaimer of opinion, nor was it qualified or modified as to
uncertainty, audit scope, or accounting principles but it included an
explanatory paragraph concerning the uncertainty of the Company's ability to
continue as a going concern.
During the years ended March 31, 2020 and March 31, 2019 and subsequent interim
period preceding such resignation there were no disagreements with Marcum on any
matter of accounting principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreement(s), if not resolved to the
satisfaction of Marcum, would have caused it to make reference to the subject
matter of the disagreement(s) in connection with its report. Additionally,
during this time period, there were no reportable events as described in Item
304(a)(v) of Regulation S-K other than the matters regarding the withdrawal of
filings on Forms 10-Q and 10-K that is disclosed in Item 4.02 below, and the
communication by Marcum of material weaknesses in our internal controls over
financial reporting, as described in Item 9A of our Form 10-K for the year ended
March 31, 2020 filed on June 10, 2021.
Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related
Audit Report or Completed Interim Review.
On September 20, 2021, our Chief Executive Officer and sole director, Kingrich
Lee, determined that it is appropriate to withdraw our previously filed
financial statements as of (i) June 30, 2020 and for the three months ended June
30, 2020, which were included in the Company's Quarterly Report on Form 10-Q for
the period ended June 30, 2020, filed on September 7, 2021, (ii) September 30,
2020 and for the three and six months ended September 30, 2020, which were
included in the Company's Quarterly Report on Form 10-Q for the period ended
September 30, 2020, filed on September 8, 2021, (iii) December 31, 2020 and for
the three and nine months ended December 31, 2020, which were included in the
Company's Quarterly Report on Form 10-Q for the period ended December 31, 2020,
filed on September 8, 2021, and (iv) March 31, 2021 for the year ended March 31,
2021, which were included in the Company's Annual Report on Form 10-K for the
year ended March 31, 2021, filed on September 9, 2021, (the "Non-Reliance
Period," and the financial statements, the "Non-Reliance Financial Statements").
On September 9, 2021, Marcum notified us that the withdrawal of these financial
statements is necessary since Marcum had not completed its review of
Non-Reliance Financing Statements (i) - (iii) and had not provided the requisite
authorizations to file these statements. Further, Marcum had not completed its
audit procedures with respect to Non-Reliance Financial Statements (iv), nor had
it provided authorization to file and sign the audit report contained therein.
Accordingly, Mr. Lee has determined that the Non-Reliance Financial Statements
included in these filings on Forms 10-Q and 10-K should no longer be relied
upon. We are presently amending the Non-Reliance Financial Statements and will
ensure that the aforementioned financial statements and periodic reports will be
properly reviewed and authorized by our new independent registered public
accounting firm before filing.
Marcum was provided a copy of the disclosures made in the Initial Form 8-K and
was requested to furnish us with a letter addressed to the Securities and
Exchange Commission stating whether or not it agreed with our statements in Item
4.01 and Item 4.02 of the Initial Form 8-K so that it can be filed with the
Securities and Exchange Commission. Attached to this Amendment No. 1 as Exhibit
16.1 is a copy of Marcum's letter, dated September 22, 2021.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
16.1 Letter of Marcum LLP, dated September 22, 2021
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