Attached files
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| EX-16.1 - American Smooth Wave Ventures, Inc. | v209331_ex16-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K/A
CURRENT
REPORT
(Amendment
No.1)
Pursuant
to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of
Report(Date of Earliest Event Reported): January 21, 2011
AMERICAN
SMOOTH WAVE VENTURES, INC.
(Exact
name of registrant as specified in its charter)
Iowa
(State or
other jurisdiction of incorporation)
|
1-34715
|
26-3036101
|
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
Jiangtou
Industrial Zone, Chendai Town
Jinjiang
City, Fujian Province 362211 People’s Republic of China
(Address
of principal executive offices and zip code)
+860595-85196329
(Registrant's
telephone number including area code)
(Registrant's
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
registrant under any of the following provisions:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR
240.14a-12(b))
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Explanatory
Note
This
Amendment No. 1 to the Current Report on Form 8-K filed by American Smooth Wave
Ventures, Inc., an Iowa corporation (“we,” “our,” “us,” or the “Company”), on
January 21, 2011 is being filed to update item 4.01 and to include a revised
letter from our previous independent registered public accounting firm as
Exhibit 16.
Item
4.01 Changes in Registrant’s Certifying Accountant
(a)
Dismissal of Previous Independent Registered Public Accounting Firm
On
January 21, 2011, we dismissed Sam Kan & Company as our independent
registered public accounting firm. The Board of Directors of the Company
approved such dismissal on January 21, 2011. Our Board of Directors
participated in and approved the decision to change our independent registered
public accounting firm. Sam Kan & Company reports on our financial
statements for the years ended December 30, 2009 and 2008 did not contain an
adverse opinion or a disclaimer of opinion, nor were they qualified or modified
as to uncertainty, audit scope, or accounting principles other than with respect
to our ability to continue as a going concern.
In
connection with the audit and review of our financial statements for the fiscal
years ended December 31, 2009 and 2008 and through January 21, 2011, there were
no disagreements on any matter of accounting principles or practices, financial
statement disclosures, or auditing scope or procedures, which disagreements if
not resolved to their satisfaction would have caused them to make reference in
connection with Sam Kan & Company opinion to the subject matter of the
disagreement.
In
connection with our audited financial statements for the fiscal years ended
December 31, 2009 and 2008 and through January 21, 2011, there have been no
reportable events with the Company as set forth in Item 304(a)(1)(v) of
Regulation S-K.
We
provided Sam Kan & Company with a copy of this Current Report on Form 8-K/A
and requested that Sam Kan & Company furnished it with a letter addressed to
the SEC stating whether or not they agree with the above statements. We have
received the requested letter from Sam Kan & Company, and a copy of such
letter is filed as Exhibit 16.1 to this Current Report Form 8-K/A.
(b)
Engagement of New Independent Registered Public Accounting Firm
On
January 21, 2011 the Board appointed Baker Tilly Hong Kong Limited (“Baker
Tilly”) as our new independent registered public accounting firm. The decision
to engage Baker Tilly was approved by our Board of Directors on January 21,
2011
Prior to
January 21, 2011, we did not consult with Baker Tilly regarding (1) the
application of accounting principles to a specified transactions, (2) the type
of audit opinion that might be rendered on our financial statements, (3) written
or oral advice was provided that would be an important factor considered by us
in reaching a decision as to an accounting, auditing or financial reporting
issues, or (4) any matter that was the subject of a disagreement between us and
our predecessor auditor as described in Item 304(a)(1)(iv) or a reportable event
as described in Item 304(a)(1)(v) of Regulation S-K.
Item 9.01 Financial Statement and
Exhibits.
(c)
Exhibits.
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Exhibit
No.
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Description
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16.1
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Letter
of Sam Kan and Company dated January 28,
2011
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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 thereunto
duly authorized.
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AMERICAN
SMOOTH WAVE VENTURES, INC.
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/s/
Ding Baofu
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|||
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Name:
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Ding
Baofu
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Title:
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Chief
Executive Officer
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Dated:
January 28, 2011