Form 8-K - Current report
06 Março 2025 - 5:34PM
Edgar (US Regulatory)
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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): March 5, 2025
AMJ Global Technology |
(Exact name of registrant as specified in its charter) |
Nevada | | 333-194055 | | 33-1230169 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
2470 E Flamingo Rd., Suite A
Las Vegas, NV 89121
(Address of principal executive offices)
(213) 709-4296
(Registrant’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 registrant 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) |
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☐ | 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)) |
Securities registered pursuant to Section 12(b) of the Act: None.
Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
N/A | | N/A | | N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 4.01 CHANGES IN REGISRANT’S CERTIFYING ACCOUNTANT.
Previous Independent Accountants
(i) On March 5, 2025, AMJ Global Technology (the “Company”) notified Green Growth, CPA (the “Former Accounting Firm”) of its dismissal as the Company’s independent registered public accounting firm.
(ii) The report of the Former Accounting Firm on the Company’s financial statements as of and for the fiscal year ended November 30, 2024, contained no adverse opinion or disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope, or accounting principles except as set forth in subparagraph (iii) below.
(iii) The report of the Former Accounting Firm on the Company’s financial statements as of and for the year ended November 30, 2024, contained an explanatory paragraph which noted that there was substantial doubt as to the Company’s ability to continue as a going concern as the Company has suffered losses from operations and has not yet established generated any revenues.
(iv) The Company’s Board of Directors does not have an audit committee, and the Company's Board of Directors approved the dismissal of the Former Accounting Firm.
(v) During the fiscal year ending November 30, 2024, and during the interim period through November 30, 2024, through March 5, 2025, there (i) have been no disagreements with the Former Accounting Firm 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 the Former Accounting Firm, would have caused the Former Accounting Firm to make reference to the subject matter of such disagreements in its reports on the financial statements for such years, and (ii) were no reportable events of the kind referenced in Item 304(a)(1)(v) of Regulation S-K.
(vi) The Company provided the Former Accounting Firm a copy of this Current Report on Form 8-K and requested that the Former Accounting Firm furnish it with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the disclosures the Company is making in response to Item 304(a) of Reg. S-K, and, if not, stating the respects in which it does not agree. A copy of the letter from the Former Accounting Firm is attached hereto as Exhibit 16.1 to this Current Report on Form 8-K.
New Independent Accountants
On March 5, 2025, the Company engaged Barton CPA PLLC of Cypress, Texas (the “New Accounting Firm”) as our independent registered public accounting firm. The Company has not consulted with the New Accounting Firm during our two most recent fiscal years or during the subsequent interim period through March 5, 2025, regarding (i) the application of accounting principles to a specified transaction, either completed or proposed; (ii) 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 the New Accounting Firm concluded was an important factor considered by the Company in reaching a decision as to an accounting, auditing or financial reporting issue; or (iii) any matter that was either the subject of disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a reportable event (within the meaning of Item 304(a)(1)(v) of Regulation S-K).
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
The exhibits listed in the following exhibit index are filed as part of this Current Report on Form 8-K:
Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AMJ Global Technology | |
| | | |
Dated: March 6, 2025 | By: | /s/ Arthur Malone, Jr. | |
| | Dr. Arthur Malone, Jr. | |
| | Chief Executive Officer | |
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