UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Emerging growth company
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Item 4.01 Changes in Company’s Certifying Accountant
(a) Dismissal of BF Borgers CPA P.C. (“BF Borgers”)
On July 7, 2022, the Board of Directors (the “Board”) of Americrew Inc. (the “Company”) dismissed BF Borgers as its independent registered public accounting firm.
The accounting reports of BF Borgers’ on the Company’s consolidated financial statements for fiscal years (“FY”) ended December 31, 2020 (“2020”) and December 31, 2021 (“2021”) did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle, except that each report on the Company’s consolidated financial statements contained an explanatory paragraph regarding the Company’s ability to continue as a going concern based on the Company’s minimal activities in FY 2020 and the Company’s recurring losses from operations in FY 2021.
During FY ended 2020 and 2021 and the subsequent interim period through July 7, 2022, the effective date of BF Borgers’ dismissal, there were (i) no disagreements (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and BF Borgers on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to the satisfaction of BF Borgers would have caused BF Borgerso make reference thereto in its reports on the consolidated financial statements of the Company for such years, and (ii) no “reportable events” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).
The Company provided BF Borgers a copy of this Report prior to its filing with the Securities and Exchange Commission (the “SEC”) and requested BF Borgers to furnish the Company with a letter addressed to the SEC, stating whether or not it agrees with the statements made in this Item 4.01. A copy of BF Borgers’ letter dated July ☑, 2022, confirming its agreement with the disclosures in this Item 4.01 is attached as Exhibit 10.1 to this Form 8-K.
(b) Engagement of Grassi & Co., CPAs, P.C. (“Grassi”)
On July 7, 2022, the Board of Directors appointed Grassi & Co., CPA’s, P.C., an independent registered public accounting firm which is registered with, and governed by the rules of, the Public Company Accounting Oversight Board, as our independent registered public accounting firm.
During the FY ended 2020 and 2021 and the subsequent interim period through July 7 2022, neither the Company, nor any party on behalf of the Company, consulted with Grassi & Co., CPA’s, P.C.with respect to either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of the audit opinion that might be rendered with respect to the Company’s consolidated financial statements, and no written report or oral advice was provided to the Company by Grassi that 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 subject to any disagreement (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a reportable event (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 7, 2022, Earl Scott resigned as a member of the Board of the Company and as Chief People Officer and Vice President of Workforce Development for personal reasons.
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Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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