Item 4.01 Changes In Registrant's Certifying Accountant.

(a) Dismissal of Independent Certifying Accountant

On October 13, 2020, the Board of Directors dismissed RBSM LLP ("RBSM") as the Company's independent registered public accounting firm, effective on October 13, 2020.

The report of RBSM on the consolidated financial statements of the Company as of February 28, 2019 and 2018 and for each of the two years ended February 28, 2019 and 2018 did not contain any adverse opinion or disclaimer of opinion and was not qualified or modified as to audit scope or accounting principles, except that RBSM's audit report on the Company's financial statements for the years ended February 28, 2019 and 2018 contained an explanatory paragraph noting there was substantial doubt about the Company's ability to continue as a going concern given the Company's recurring losses from operations and requirement of additional capital to fund its current operating plan.

During the most recent fiscal year ended February 29, 2020 and during the period from March 1, 2020 to October 13, 2020, the date of RBSM's dismissal, (i) there were no disagreements with RBSM on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of RBSM, would have caused RBSM to make reference to such disagreement in its reports on the Company's consolidated financial statements; and (ii) there were no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K.

The Company has provided RBSM with a copy of the foregoing disclosures and requested that RBSM furnish the Company with a letter addressed to the SEC stating whether or not it agrees with the above statements. A copy of such letter is filed as Exhibit 16.1 to this Current Report on Form 8-K.





(b)  Engagement of Independent Certifying Accountant


On October 13, 2020, the Board of Directors engaged Michael T. Studer CPA P.C. ("MTS") as the independent registered public accounting firm to review the Company's financial statements for the fiscal quarter ending August 31, 2020.

During each of the Company's two most recent fiscal years and through the interim periods preceding the engagement of MTS, the Company (a) has not engaged MTS as either the principal accountant to audit the Company's financial statements, or as an independent accountant to audit a significant subsidiary of the Company and on whom the principal accountant is expected to express reliance in its report; and (b) has not consulted with MTS regarding (i) the application of accounting principles to a specific transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements, and no written report or oral advice was provided to the Company by MTS concluding there was an important factor to be considered by the Company in reaching a decision as to an accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K, or a reportable event, as that term is described in Item 304(a)(1)(v) of Regulation S-K, relating to the Company.






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