U.S. 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 1, 2003
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HUAYANG INTERNATIONAL HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Nevada 000-30173 58-1667944
(State or other) (Commission (I.R.S. Employer
jurisdiction File Number) Identification Number)
of incorporation
386 Qing Nian Avenue, Shenyang, China 110004
(Address of principal executive offices) (Zip Code)
011 (86)(24) 2318-0688
(Issuer's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Item 4. Changes in Registrant's Certifying Accountant.
On March 1, 2003, the client-auditor relationship between Huayang
International Holdings, Inc ("the "Company") and Moore Stephens Wurth Frazer and
Torbet, LLP ("MS") ceased.
To the knowledge of the Company's current Board of Directors, MS's report
of the financial statements of the Registrant for each of the past two fiscal
years did not contain any adverse opinion or disclaimer of opinion and was not
qualified or modified as to audit scope or accounting principles.
During the Company's two most recent fiscal years and the subsequent
interim period preceding the termination of the client-auditor relationship on
March 1, 2003, to the knowledge of the Registrant's current board of Directors,
there were no disagreements with MS 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 MS, would have caused MS
to make reference to the subject matter of the disagreements in connection with
their audit report with respect to financial statements of the Company. The
Company requested that MS furnish it with a letter addressed to the Securities
and Exchange Commission stating whether it agrees with the above statements.
To the knowledge of the Registrant's current Board of Directors, during the
Registrant's two most recent fiscal years there was no disagreement or
difference of opinion with MS regarding any "reportable event," as that term is
defined in Item 304(a)(1)(v) of Regulation S-K.
The Company has requested that MS review the disclosure and that firm has
been given an opportunity to furnish the Registrant with a letter addressed to
the Commission containing any new information, clarification of the Company's
expression of its views, or the respect in which it does not agree with the
statements made by the Company herein. Such letter is filed as an exhibit to
this Report.
The Registrant has engaged Thomas Leger & Co. LLP ("Leger") as its new
independent accountants as of March 1, 2003. Prior to the engagement of Leger,
the Company did not consult with such firm regarding the application of
accounting principals to as specified, completed or contemplated transaction, or
any matter that was either the subject of a disagreement or reportable event.
The Company also did not consult with Leger regarding the type of audit opinion
which might be rendered on the Company's financial statements and no oral or
written report was provided by Leger.
Item 7. Exhibits
16.1 Letter from Moore Stephens Wurth Frazer and Torbet, LLP
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereunto duly authorized.
Huayang International Holdings, Inc.
Date: March 1, 2003 /s/ Gao WanJun
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Name: Gao WanJun
Title: President and Chief Executive Officer
EXHIBIT INDEX
Exhibit
Number Description
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16.1 Letter from Moore Stephens Wurth Frazer and Torbet, LLP