UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): January 16, 2020 (January 10, 2020)
DATASEA
INC.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-38767 |
|
45-2019013 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification No.) |
20th
Floor, Tower B, Guorui Plaza
1
Ronghua South Road, Technological Development Zone
Beijing,
People’s Republic of China 100176
(Address
of principal executive offices, including zip code)
Registrant’s
telephone number, including area code: +86 10-56145240
Not
Applicable
(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:
| |
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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|
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☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
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|
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☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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|
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☐ |
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 |
| Common
Stock, $0.001 par value |
|
DTSS |
|
The
NASDAQ Stock Market LLC |
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 | Change
in Registrant’s Certifying Accountant. |
(a)
Resignation of Previous Independent Registered Public Accounting Firm
Effective
January 10, 2020, Wei, Wei & Co., LLP (“WWC”) voluntarily resigned as independent registered public accounting
firm of Datasea Inc. (the “Company”).
WWC’s
reports on the Company’s financial statements for the fiscal years ended June 30, 2019 and 2018 did not contain an adverse
opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope, or accounting principle.
For
the fiscal years ended June 30, 2019 and 2018 and during the subsequent interim periods through the date of this report, there
were no disagreements (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K) between the Company and WWC 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 WWC, would have caused WWC to make reference to the subject matter of the disagreements
in connection with WWC’s report on the Company’s financial statements for such fiscal year. For the fiscal years ended
June 30, 2019 and 2018 and during the subsequent interim periods through the date of this report, there were no reportable events
(as defined in Item 304(a)(1)(v) of Regulation S-K).
The
Company provided WWC with a copy of this Current Report on Form 8-K prior to its filing with the Securities and Exchange Commission
and requested that WWC provide the Company with a letter addressed to the SEC stating whether WWC agrees with the statements made
by the Company in response to Item 304(a) of Regulation S-K. A copy of that letter, dated January 16, 2020, furnished by
WWC in response to that request, is filed as Exhibit 16.1 to this report.
(b)
Engagement of New Independent Registered Public Accounting Firm
On
January 14, 2020, the Audit Committee of the Company’s Board of Directors appointed Morison Cogen LLP (“Morison”)
as the Company’s new independent registered public accounting firm, effective immediately.
For
the fiscal years ended June 30, 2019 and 2018 and during the subsequent interim periods through January 10, 2020, neither the
Company nor anyone acting on behalf of the Company had consulted Morison regarding 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, nor did Morison provide a written report or oral advice to the Company that Morison concluded
was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting
issues; 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) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K).
| Item
9.01. | Financial
Statements and Exhibits. |
SIGNATURE
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.
Dated:
January 16, 2020
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DATASEA
INC. |
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|
|
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By: |
/s/
Zhixin Liu |
| |
|
Name:
|
Zhixin
Liu |
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|
Title:
|
Chairwoman
and Chief Executive Officer |
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