Investors Beware Item 4.01
Changes in Registrant’s Certifying Accountant
On June 7, 2018, we decided to engage new auditors as our independent accountants to audit our financial statements. Our Board of Directors approved the change of accountants to Sadler, Gibb & Associates, LLC (“SG”), Certified Public Accountants. Accordingly, we dismissed MaloneBailey, LLP, (“MB”), Certified Public Accountants on June 7, 2018.
In connection with the audits of the Company’s financial statements for our last fiscal year ended May 31, 2017 and 2016 and in the subsequent interim periods through to June 7, 2018 (the date of change in accountants), there were no disagreements with MB on any matter of accounting principles or practices, financial statement disclosure, or auditing scope and procedures which, if not resolved to the satisfaction of MB would have caused MB to make reference to the matter in their report. There were also no reportable events except that MB advised the Company of certain deficiencies in the Company’s internal control over financial reporting identified during MB’s audits of the Company’s financial statements for the years ended May 31, 2017 and May 31, 2016, that individually or in aggregate constituted a material weakness as described in Item 9A of the Company’s annual report on Form 10-K for the years ended May 31, 2017 and May 31, 2016. The reports on the financial statements prepared by MB for the past two fiscal years did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principles except that MB expressed in their reports substantial doubt about our ability to continue as a going concern.
We provided MB with a copy of this Current Report on Form 8-K prior to its filing with the SEC, and requested that they furnish us with a letter addressed to the SEC stating whether they agree with the statements made in this Current Report, and if not, stating the aspects with which they do not agree. A copy of the letter provided from MB is filed as Exhibit 16.1 to this Current Report on Form 8-K.
On June 7, 2018, we engaged the firm of Sadler, Gibb & Associates, LLC as our independent registered public accounting firm. During our last two fiscal years and subsequent interim periods preceding their engagement, SG was not consulted on any matter relating to accounting principles to a specific transaction, either completed or proposed, or the type of audit opinion that might be rendered on our financial statements. Neither was a written report provided SG nor oral advice provided that SG concluded was an important factor considered by us in reaching a decision as to the accounting, auditing or financial reporting issue; or was there any matter that was either subject of disagreement or event, as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instruction to Item 304 of Regulation S-K, or a reportable event, as that term is explained in Item 304(a)(1)(iv) of Regulation S-K.
All comments are my opinions only.
