Current Report Filing (8-k)
05 Junio 2023 - 4:28PM
Edgar (US Regulatory)
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2023-05-30
2023-05-30
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): May 30, 2023
BlueOne
Card, Inc.
(Exact
name of registrant as specified in its charter)
Nevada |
|
000-56060 |
|
26-0478989 |
(State
or Other Jurisdiction |
|
(Commission
File |
|
(I.R.S.
Employer |
of
Incorporation) |
|
Number) |
|
Identification
Number) |
4695
MacArthur Court, Suite 1100
Newport
Beach, CA 92660 |
(Address
of principal executive offices, including zip code) |
(800) 210-9755
(Registrant’s telephone number, including area code)
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 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
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)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
N/A |
|
N/A |
|
N/A |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
4.01. Changes in Registrant’s Certifying Accountant.
On
May 30, 2023, the Board of Directors of BlueOne Card, Inc., a Nevada corporation, approved the engagement of Salberg & Company, P.A.
(“Salberg”) as the Company’s independent registered public accounting firm and dismissed SS Accounting &
Auditing, Inc. (“SS A&A”) from that role.
During
the fiscal years ended March 31, 2022 and March 31, 2021, neither of SS A&A’s reports on the financial statements contained
an adverse opinion or a disclaimer of opinion, or were qualified or modified as to uncertainty, audit scope, or accounting principles.
During
the fiscal years ended March 31, 2022 and March 31, 2021, and the subsequent interim period through the date of the filing of this Current
Report on Form 8-K (the “Report”), there were (i) no “disagreements” as that term is defined in Item 304(a)(1)(iv)
of Regulation S-K, between the Company and SS A&A on any matter of accounting principles or practices, financial statement disclosure,
or auditing scope or procedure, any of which that, if not resolved to SS A&A’s satisfaction, would have caused SS A&A to
make reference to the subject matter of any such disagreement in connection with its reports for such years and interim period and (ii)
no reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K during the two most recent fiscal years or the subsequent
interim period.
The
Company provided SS A&A with a copy of the disclosures it is making in this Report. The Company requested that SS A&A furnish
a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the statements made herein. A copy
of SS A&A’s letter dated June 5, 2023 is attached as Exhibit 16.1 hereto.
During
the fiscal years ended March 31, 2022 and March 31, 2021, and the subsequent interim period through the date of the filing of this Report,
neither the Company nor anyone on its behalf has consulted with Salberg regarding (i) the application of accounting principles to a specific
transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements
and neither a written report nor oral advice was provided to the Company that Salberg concluded was an important factor considered by
the Company in reaching a decision as to any accounting, auditing, or financial reporting issue, (ii) any matter that was the subject
of a disagreement within the meaning of Item 304(a)(1)(iv) of Regulation S-K, or (iii) any reportable event within the meaning of Item
304(a)(1)(v) of Regulation S-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.
|
BlueOne
Card, Inc. |
|
|
|
Date:
June 5, 2023 |
By: |
/s/
James Koh |
|
|
James
Koh, Chief Executive Officer |
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