UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): October 25, 2013

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))

On October 25, 2013, the Company’s Board of Directors approved the removal of MNP LLP (the successor by merger to MSCM, LLP) as the Company’s independent registered public accountant and approved the appointment of Merry Tang of GTZY CPA Group, LLC (“GTZY”) as MNP, LLP’s successor.

During the Company’s previous fiscal years ended September 30, 2008, September 30, 2009, September 30, 2010, September 30, 2011 and September 30, 2012, there were no disagreements between the Company and MSCM, LLP 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 MSCM, LLP, would have caused MSCM, LLP to make reference to the subject matter of the disagreements in connection with its audit reports on the Company’s financial statements.

The Company has not engaged MNP, LLP during the Company’s most recently completed fiscal year, ended September 30, 2013, and the subsequent interim period through October 25, 2013, the date on which the Company’s Board of Directors approved the engagement of GTZY and MNP, LLP ceased being the Company’s auditors. During the Company’s past fiscal years ended September 30, 2012, and September 30, 2013 and the interim period through the approval of the engagement of GTZY, MNP, LLP did not advise the Company of any of the matters specified in Item 304(a)(1)(v) of Regulation S-K.

During the period preceding the engagement of GTZY, the Company had no consultations with GTZY regarding (a) 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 as to which the Company received a written report or oral advice that was an important factor in reaching a decision on any accounting, auditing or financial reporting issue; or (b) any disagreements, as defined in Item 304(a)(1)(iv) of Regulation S-K.

The Company provided MNP, LLP with a copy of this report on Form 8-K in accordance with Item 304(a) of Regulation S-K prior to its filing with the Securities and Exchange Commission and requested that MNP, LLP furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements and, if it does not agree, the respects in which it does not agree. A copy of the letter from MNP, LLP is filed as Exhibit 16 hereto and incorporated herein by reference. 

ITEM 9.01 FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.