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: February 10, 2005
CHINA BIOPHARMACEUTICALS HOLDINGS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 814-00063 34-201989
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
Suite 1601, Buliding A, Jinshan Tower
No. 8, Shan Xi Road Nanjing, Jiangsu, China
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(Address of principal executive offices)
86 (25) 360 8605
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(Registrant's telephone number, including area code)
(former name or former address, if changed since last report)
China Biopharmaceuticals Holdings, Inc.
Form 8-K/A
ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) Effective on February 8, 2005, Weinberg & Company, P.A. ("Weinberg") was
dismissed as the independent accountant engaged to audit the financial
statements of the Registrant. Weinberg performed the review of the Registrant's
financial statements for the three and nine months ended September 30, 2004 and
2003. During this period and the subsequent interim period prior to their
dismissal, there were no disagreements with Weinberg on any matter of accounting
principles or practices, financial statement disclosure or auditing scope or
procedure, which disagreements if not resolved to Weinberg's satisfaction would
have caused Weinberg to make reference to this subject matter of the
disagreements, nor were there any "reportable events" as such term is defined in
Item 304(a)(1)(iv)of Regulation S-K, promulgated under the Securities Exchange
Act of 1934, as amended ("Regulation S-K"). The decision to dismiss Weinberg was
approved by the Registrant's Board of Directors. No audit committee exists other
than the members of the Board of Directors.
The Registrant has requested Weinberg to furnish it with a letter
addressed to the Securities and Exchange Commission stating whether it agrees
with the statements made above by the Registrant. A copy of such letter, dated
February 10, 2004, is filed as Exhibit 16.1 to this Form 8-K.
(b) Effective on February 8, 2005 the Registrant has engaged BDO Reanda,
Certified Public Accountants ("BDO") with address at Room 2008, 20/Floor, East
Wing. Building 1, ZhuBang 2000 Tower, No.100 BalizhuangXiLi, Chaoyang District,
Beijing, 100025, PRC, as the new principal accountant to audit its financial
statements. BDO, the Registrant's successor auditors, provides auditing services
for the Registrant which is a United States company according to the United
States generally accepted accounting principles. BDO is also licensed to perform
auditing work in China. The Registrant's main assets and operations are
primarily located in Jiangsu Province of China. The decision to engage BDO was
approved by the Registrant's Board of Directors. The board of directors of the
Registrant believes that BDO should be able to better services the Registrant's
needs.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
The following exhibit is hereby filed as part of this Current Report on
Form 8-K:
16.1 A copy of a letter from Weinberg to the Securities and Exchange
Commission dated February 10, 2005.
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.
China Biopharmaceuticals Holdings, Inc.
By: /s/ Peng Mao
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Name: Peng Mao
Title: Chairman and
Chief Executive Officer
Dated: February 10, 2005