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 25, 2016
JISHANYE, INC.
(Exact name of registrant as specified in Charter)
| Delaware | | 000-55180 | | 46-1992903 |
(State or other jurisdiction of incorporation or organization) | | (Commission File No.) | | (IRS Employee Identification No.) |
7F, No. 247, Misheng 1st Road, Xinxing District
Kaosiung City 800
Taiwan, Republic of China
(Address of Principal Executive Offices)
+886 7222 3733
(Registrant’s Telephone number)
Copies to:
Asher S. Levitsky PC
Ellenoff Grossman & Schole LLP
1345 Avenue of the Americas; Suite 1100
New York, New York 10105-0302
Phone: (212) 370-1300
Fax: (212) 370-7889
E-mail: alevitsky@egsllp.com
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 (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
☐ 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))
Item 4.01. Change in Registrant’s Certifying Accountant.
On April 25, 2016, the board of directors of Jishanye, Inc. (the “Company”) dismissed Crowe Horwath (HK) CPA Limited (“Crowe”) as its independent registered certified public accounting firm and engaged Simon & Edward, LLP (“S&E”) as its independent registered certified public accounting firm.
Crowe was engaged by the Company on October 19, 2015 and audited the Company’s consolidated financial statements for the year ended December 31, 2015. During the Company’s most recent fiscal year and any subsequent interim period through the date of dismissal, there were no disagreements with Crowe 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 Crowe, would have caused it to make reference to the subject matter of the disagreements in connection with its reports.
Crowe’s report on the Company’s consolidated financial statements for the year ended December 31, 2015 did not contain an adverse opinion or a disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope, or accounting principles.
During the two most recent fiscal years and through the date of the Company’s engagement of S&E, the Company did not consult with S&E regarding 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.
Prior to engaging S&E, S&E did not provide the Company with either written or oral advice that was an important factor considered by the Company in reaching a decision to change our independent registered public accounting firm.
The Company provided Crowe with a copy of the foregoing disclosure and requested Crowe to furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made therein. A copy of such letter, dated April 27, 2016, furnished by Crowe, is filed as Exhibit 16.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits
(d) 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.
| Date: April 27, 2016 | Jishanye, Inc. | |
| | | |
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| By: | /s/ Mei-Chun Lin | |
| | Mei-Chun Lin | |
| | Chief Financial Officer | |
