Item 4.01 Changes in Registrant's Certifying Accountant.
(a)(1) On September 7, 2022, Entrepreneur Universe Bright Group (the "Company")
dismissed its independent accountant, Centurion ZD CPA & Co. ("CZD"), an audit
firm headquartered in Hong Kong.
The report of independent registered public accounting firm of CZD regarding the
Company's financial statements for the fiscal years ended December 31, 2021 and
2020 did not contain any adverse opinion or disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope, or accounting principles.
During the years ended December 31, 2021 and 2020, and during the subsequent
interim period from the end of the most recently completed fiscal year through
September 7, 2022, the date of dismissal, there were no "disagreements" (as
described in Item 304(a)(10(iv) of Regulation S-K) with CZD on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedures, which disagreement(s), if not resolved to the satisfaction
of CZD would have caused it to make reference to such disagreement in its
reports for such periods. Furthermore, no "reportable events" occurred during
the years ended December 31, 2021 and 2020, or subsequently up to September 7,
2022. As used herein, the term "reportable event" means any of the items listed
in paragraphs (a)(1)(v) of Item 304 of Regulation S-K. The following material
weaknesses have been identified and included in management's assessment: (1) the
Company did not maintain appropriate cash controls; (2) the Company did not
implement appropriate information technology controls; (3) the lack of
sufficient accounting personnel with appropriate level of knowledge, experience
and training in U.S. GAAP and SEC reporting requirements; and (4) the Company
did not have adequate written policies and procedures, which resulted in a
number of internal control deficiencies that were identified as being
significant. Also, as a small company, the Company does not have sufficient
internal control personnel to set up adequate review functions at each reporting
level.
The Company provided CZD with a copy of this Current Report on Form 8-K prior to
its filing with the Securities and Exchange Commission and requested that CZD
furnish the Company with a letter addressed to the Securities and Exchange
Commission (the "SEC") stating whether it agrees with the above statements and,
if it does not agree, stating the respects in which it does not agree. A copy of
the letter of CZD to the SEC, dated September 9, 2022, is attached as Exhibit
16.1 hereto and incorporated by reference herein.
(a)(2) On September 7, 2022, the Board of Directors, acting as the audit
committee, of the Company announces that it has appointed Prager Metis CPAs, LLC
("PragerMetis") as the Company's independent auditor for the fiscal year end
December 31, 2022.
During the two most recent fiscal years ended December 31, 2021 and 2020 and
through the date the Company selected PragerMetis as its independent registered
public accounting firm, neither the Company nor anyone on behalf of the Company
consulted PragerMetis regarding any accounting or auditing issues involving the
Company, including (i) 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, or (ii) any matter that
was the subject of a "disagreement" (as defined in Item 304(a)(1)(iv) of
Regulation S-K of the Securities Exchange Act of 1934, as amended, and the
related instructions to Item 304 of Regulation S-K) or a "reportable event" (as
defined in Item 304(a)(1)(v) of Regulation S-K).
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number Description
16.1 Letter of Centurion ZD CPA & Co. to the Securities and Exchange
Commission, dated September 9, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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