Nevada

000-53286

71-1050559

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

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))

(1)

Previous Independent Registered Public Accounting Firm

(i)

On October 14, 2014 (“the date of the resignation”), Li and Company, PC (“LICO”) resigned as the independent registered public accounting firm of Centaurus Diamond Technologies, Inc. (the “Company”) due to outstanding past due balances at the time of resignation.

(ii)

The reports of LICO on the financial statements of the Company as of as of March 31, 2014 and 2013 and for the fiscal years then ended did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles other than an explanatory paragraph as to a going concern.

(iii)

The Board of Directors of the Company accepted the resignation of LICO as the Company’s independent registered public accounting firm.

(iv)

During the Company’s two most recent fiscal years ended March 31, 2014 and 2013 and any subsequent interim periods through the date of the resignation (a) there were no disagreements with LICO 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 LICO, would have caused it to make reference thereto in its reports on the financial statements for such years and (b) there were no “reportable events” as described in Item 304(a)(1)(v) of Regulation S-K.

(v)

On February 25, 2015 the Company provided LICO with a copy of this Current Report and has requested that it furnish the Company with a letter addressed to the Securities & Exchange Commission stating whether it agrees with the above statements. A copy of such letter is attached as Exhibit 16.1 to this Current Report on Form 8-K.

(2)

New Independent Registered Public Accounting Firm

On February 24, 2015 (“the date of re-engagement”), the Company, upon the Audit Committee’s approval, re-engaged Li and Company, PC as its new independent registered public accounting firm to audit and review the Company’s financial statements effective immediately.

LICO previously served as the Company’s Independent Registered Public Accounting Firm from August 22, 2012 through the date of resignation. Accordingly, during the two most recent years ended March 31, 2014 and 2013, and any subsequent period through the date of resignation prior to the date of re-engagement of LICO, the Company, or someone on its behalf, has consulted LICO regarding the application of accounting principles to specified transactions, either completed or proposed but has not consulted LICO regarding:

(i)

either: the type of audit opinion that might be rendered on the Company’s financial statements, and either a written report was provided to the Company or oral advice was provided that LICO concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or

(ii)

any matter that was either the subject of a disagreement as defined in paragraph 304(a)(1)(iv) of Regulation S-K or a reportable event as described in paragraph 304(a)(1)(v) of Regulation S-K.

Exhibit No.

Description

16.1

Letter of Li and Company, PC addressed to the United States Securities and Exchange Commission.

Centaurus Diamond Technologies, Inc.

Dated: February 25, 2015

By:

/s/ Alvin Snaper

Alvin Snaper, Chief Executive Officer