UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________

 

FORM 8-K

_____________

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): April 8, 2016

______________

 

AJ Greentech Holdings Ltd.

(Exact name of Company as specified in its charter)

______________

 

Nevada 000-53737 47-2148252

(State or other jurisdiction

 of incorporation)

(Commission

 File Number)

(IRS Employer

 Identification No.)

 

136-20 38 th Avenue. Unit 3G

Flushing, NY 11354

(Address of principal executive offices) (Zip Code)

 

718-395-8706

Company’s telephone number, including area code

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions:

 

☐ 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))

 

 

 
 

Section 4. Matters Related to Accountants and Financial Statements

 

Item 4.01 Changes in Company's Certifying Accountant .

 

(1) Previous Independent Registered Public Accounting Firm

 

(i) On April 8, 2016, AJ Greentech Holdings Ltd. (the “Company”) dismissed its independent registered public accounting firm, McCormack, Su & Company Inc. (“McCormack, Su & Co.”)

 

(ii) McCormack, Su & Co. did not issue any reports during the period from October 1, 2015 through April 8, 2016 (date of dismissal).

 

(iii) The decision to change independent registered public accounting firm was approved by the Board of Directors of the Company.

 

(iv) During the period from October 1, 2015 through April 8, 2016 (date of dismissal), (a) there were no disagreements with McCormack, Su & Co. 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 McCormack, Su & Co., would have caused it to make reference thereto in its reports on the financial statements for such years and (b) there were no “reportable events” as described in Item 304(a)(1)(v) of Regulation S-K.

 

(v) On April 8, 2016 the Company provided McCormack, Su & Co. with a copy of this Current Report and has requested that it furnish the Company with a letter addressing to the U.S. Securities and Exchange Commission stating whether it agrees with the above statements. A copy of such letter is attached as Exhibit 16.1 to this Current Report on Form 8-K.

 

(2) New Independent Registered Public Accounting Firm

 

On April 8, 2016, concurrent with the dismissal of McCormack, Su & Co., the Company, upon the board of directors’ approval, engaged Anton & Chia LLP. (“Anton & Chia”) as its new independent registered public accounting firm to audit and review the Company’s financial statements effective immediately. During the two most recent years ended December 31, 2014 and 2015, and any subsequent period through the date hereof prior to the engagement of Anton & Chia, neither the Company, nor someone on its behalf, has consulted Anton & Chia. regarding:

 

(i) Either; 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 financial statements, and either a written report was provided to the Company or oral advice was provided that the new accountant concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or

 

(ii) Any matter that was either the subject of a disagreement as defined in paragraph 304(a)(1)(iv) of Regulation S-K or a reportable event as described in paragraph 304(a)(1)(v) of Regulation S-K.

 

Section 9. Financial Statements and Exhibits

 

Item 9.01 Financial Statements and Exhibits

 

(a) Financial Statements of Businesses Acquired: None

(b) Pro-Forma Financial Statements: None

(c) Exhibits:

 

Exhibit No.   Description
     
16.1   Letter of McCormack, Su & Company Inc. dated April 7, 2016 to the U.S. Securities and Exchange Commission.

 

 
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

  AJ Greentech Holdings Ltd.
     
Dated: April 8, 2016 By: /s/ Chu Li An
    Chu Li An, Chief Executive Officer and Chief Financial Officer

 

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