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China Foods Holdings Ltd. – ‘8-K’ for 4/9/24

On:  Monday, 4/15/24, at 2:48pm ET   ·   For:  4/9/24   ·   Accession #:  1493152-24-14588   ·   File #:  1-32522

Previous ‘8-K’:  ‘8-K/A’ on 9/2/20 for 7/9/20   ·   Latest ‘8-K’:  This Filing

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/15/24  China Foods Holdings Ltd.         8-K:4,9     4/09/24   11:288K                                   M2 Compliance LLC/FA

Current Report   —   Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     41K 
 2: EX-16.1     Letter re: a Change in Accountant                   HTML      7K 
 6: R1          Cover                                               HTML     45K 
 8: XML         IDEA XML File -- Filing Summary                      XML     11K 
11: XML         XBRL Instance -- form8-k_htm                         XML     16K 
 7: EXCEL       IDEA Workbook of Financial Report Info              XLSX      8K 
 4: EX-101.LAB  XBRL Labels -- cfoo-20240409_lab                     XML     96K 
 5: EX-101.PRE  XBRL Presentations -- cfoo-20240409_pre              XML     64K 
 3: EX-101.SCH  XBRL Schema -- cfoo-20240409                         XSD     12K 
 9: JSON        XBRL Instance as JSON Data -- MetaLinks               25±    34K 
10: ZIP         XBRL Zipped Folder -- 0001493152-24-014588-xbrl      Zip     17K 


‘8-K’   —   Current Report


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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM  i 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):  i April 9, 2024

 

 i CHINA FOODS HOLDINGS LTD.

(Exact name of registrant as specified in its charter)

 

 i Delaware    i 1-32522    i 84-1735478

(State or other jurisdiction

of incorporation)

 

(Commission

File No.)

 

(IRS Employer

Identification No.)

 

 i 2301A,  i 26 Harbour Road

 i Wanchai,  i Hong Kong

   i 0000
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code    i (852)  i 3618-8608

 

 

(Former name or former address, if changed since last report)

 

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):

 

   i  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
   i  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
   i  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
   i  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
 i Common    i CFOO   OTC Markets

 

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  i 

 

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 April 9, 2024, China Foods Holdings Limited (the “Company”) decided to change its independent registered public accountants, on April 9, 2023, ARK Pro CPA & Co (“ARK”) resigned from its position as our independent registered public accountant, effective immediately. ARK’s reports on the Company’s financial statements during the past year did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. The decision to change independent registered public accountants was approved by the Board of Directors. There were no disagreements with ARK on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which if not resolved to ARK’s satisfaction would have caused it to make reference to the subject matter of the disagreement in connection with its report. The Company has provided ARK with the contents of this current report on Form 8-K and has requested that ARK furnish a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made by the Company in this report, and if not, stating the respects in which it does not agree. A copy of the letter from ARK to the Securities and Exchange Commission is filed as Exhibit 16.1 hereto.

 

On April 9, 2024, the Board of Directors approved the engagement of Olayinka Oyebola & Co as the Company’s independent registered public accounting firm for the year ending December 31, 2023 subject to Olayinka Oyebola & Co’s completion of its client acceptance process.

 

During the years ended December 31, 2022 and December 31, 2021 and through April 9, 2024, neither the Company nor anyone on its behalf has consulted Olayinka Oyebola & Co with respect to either (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, and neither a written report nor oral advice was provided to the Company that Olayinka Oyebola & Co concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K 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

  Exhibit
     
16.1   Letter from ARK PRO CPA & CO. dated April 12, 2024.
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

   
 

 

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 Foods Holdings Limited
     
Date: April 15, 2024 By: /s/ Kong Xiao Jun
  Name: Kong Xiao Jun
  Title: Chief Executive Officer

 

   

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
Filed on:4/15/24
For Period end:4/9/24
12/31/23NT 10-K
4/9/23
12/31/2210-K
12/31/2110-K,  10-K/A,  NT 10-K
 List all Filings 
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