Item 4.01 Changes in Registrant's Certifying Accountant.
(a) Resignation of Independent Registered Public Accounting Firm.
Pingtan Marine Enterprise Ltd. (the "Company") previously engaged BDO China Shu
Lun Pan Certified Public Accountants LLP ("BDO") as the Company's independent
registered public accounting firm for the fiscal year ended December 31, 2019.
BDO has served as the independent auditor for the Company since September 1,
2014. On May 31, 2021 (the "Effective Date"), BDO tendered its resignation to
the audit committee as the Company's independent registered public accounting
firm effective immediately.
BDO has not completed an audit or issued a report on the Company's consolidated
financial statements for the year ended December 31, 2020. BDO issued the
independent registered public accounting firm reports on the Company's
consolidated financial statements for the fiscal years ended December 31, 2019
and 2018.
The audit reports of BDO on the Company's consolidated financial statements for
each of the two most recent fiscal years ended December 31, 2019 and 2018 did
not contain any adverse opinion or a disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope, or accounting principles.
During the Company's two most recent fiscal years ended December 31, 2019 and
2018, and the subsequent interim period through the Effective Date, there were
no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K and the
related instructions) between the Company and BDO on any matters of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure which, if not resolved to the satisfaction of BDO, would have caused
BDO to make reference to the subject matter of the disagreement in connection
with BDO's reports on the Company's consolidated financial statements for 2019
and 2018 or in BDO's report on the consolidated financial statements for 2020,
which had not been completed at the time of the resignation.
During the Company's two most recent fiscal years ended December 31, 2019 and
2018, there were no "reportable events" (as defined in Item 304(a)(1)(v) of
Regulation S-K and the related instructions). However, during the subsequent
interim period through the Effective Date, there were "reportable events" in
connection with BDO's audit of the Company's consolidated financial statements
for the fiscal year ended December 31, 2020. At the time of the Effective Date,
BDO was in the process of: (a) evaluating the Company's ability to continue as a
going concern, (b) assessing the Company's prepayment to Huanghai Shipbuilding
Co., Ltd. for the ongoing construction of a krill fishing vessel, and (c)
evaluating the Company's conclusion that the Global Deep Ocean is an equity
method investee.
In addition, the Company's management identified a material weakness in internal
controls over financial reporting involving a failure to maintain a sufficient
complement of personnel with an appropriate level of experience and training in
the application of U.S. GAAP commensurate with its financial reporting
requirements, as of December 31, 2020. A further description of the material
weaknesses can be found in the Form 12b-25 filed by the Company on April 1, 2021
with the U.S. Securities and Exchange Commission ("SEC"). The material weakness
has not resulted in any material misstatements or omissions in previously
reported financial statements and management is taking steps to remediate the
material weakness.
The Company provided BDO with a copy of the disclosures in this Current Report
on Form 8-K (this "Report") prior to filing this Report with the SEC. The
Company requested that BDO furnish it with a letter addressed to the SEC stating
whether BDO agrees with the statements made by the Company regarding BDO in this
Report and, if not, stating the respects in which it does not agree. A copy of
BDO's letter dated June 3, 2021 to the SEC is filed as Exhibit 16.1 to this
Report.
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(b) Appointment of New Independent Registered Public Accounting Firm.
On May 31, 2021, the Company's board of directors approved the appointment of
Wei, Wei & Co, LLP ("WW") as the Company's new independent registered public
accounting firm effective as of May 31, 2021. The Board will ask that
shareholders of the Company ratify the appointment of WW at the next general
annual meeting of shareholders of the Company.
In connection with the Company's appointment of WW as the Company's independent
registered public accounting firm, the Company has not consulted with WW on any
matter relating to either (i) 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 consolidated financial
statements? or (ii) any matter that was the subject of a "disagreement" (as that
term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related
instructions) or any "reportable event" (as that term is defined in Item
304(a)(1)(v) of Regulation S-K).
WW will audit the Company's financial statements for the fiscal year ended
December 31, 2020.
Item 9.01 Financial Statements and Exhibits.
(d) EXHIBITS
16.1 Letter from BDO China Shu Lun Pan Certified Public Accountants LLP to
the Securities & Exchange Commission, dated June 3, 2021.
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded
in the Inline XBRL document).
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