Society Pass Incorporated 8-K, filed Oct 13, 2022
Society Pass Incorporated. (SOPAQ)
About this 8-K
Society Pass Incorporated filed this 8-K on October 13, 2022, reporting on events of October 7, 2022.
Items reported
- Item 4.01: Change of auditor
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 4.01 Changes in Registrant’s Certifying Accountant
Resignation of Independent Registered Public Accounting Firm
On October 7, 2022, after a request by the management of Society Pass Incorporated (the “Company”) in connection with the Company’s efforts to reduce general and administrative expenses, RBSM LLP (“RBSM”) notified the Company that it resigned as the Company’s independent registered public accounting firm for the year ending December 31, 2022, effective October 7, 2022.
The reports of RBSM on the Company’s consolidated financial statements for the years ended December 31, 2021 and 2020 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles.
During the years ended December 31, 2021 and 2020 and the subsequent interim period through October 7, 2022, there were (i) no “disagreements” (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K) between the Company and RBSM 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 RBSM would have caused RBSM to make reference to the subject matter of the disagreements in their audit reports on the Company’s consolidated financial statements 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 RBSM with a copy of the disclosures it is making in this Current Report on Form 8-K (this “Current Report”). The Company requested that RBSM furnish a letter addressed to the Securities and Exchange Commission (“SEC”) stating whether or not it agrees with the statements made herein. A copy of RBSM’s letter, dated October 11, 2022, is attached as Exhibit 16.1 to this Current Report.
Appointment of Independent Registered Public Accounting Firm
Effective October 12, 2022, the Company’s board of directors appointed Onestop Assurance PAC (“Onestop”) to serve as the Company’s independent registered public accounting firm until the appointment of an independent registered public accounting firm at the Company’s 2022 Annual Meeting of Shareholders.
During the years ended December 31, 2021 and 2020 and the subsequent interim period through October 7, 2022, neither the Company nor anyone acting on its behalf has consulted with Onestop with respect to (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 consolidated financial statements, and neither a written report nor oral advice was provided to the Company that Onestop concluded 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 either the subject of a “disagreement” or “reportable event” (as those terms are defined in Item 304(a)(1) of Regulations S-K, including the related instructions to Item 304 of Regulation S-K).
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description of Exhibit |
| 16.1 | RBSM LLP letter, dated October 11, 2022. |
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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 hereunto duly authorized.
| Society Pass Incorporated | ||
| By: | /s/ Dennis Nguyen | |
| Name: | Dennis Nguyen | |
| Title: | Chief Executive Officer | |
| Date: October 12, 2022 | ||
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RBSM LLP
NEW YORK, NEW YORK
October 11, 2022
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
Commissioners:
We have read the statements made by Society Pass Incorporated (copy attached), which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K, as part of the Current Report on Form 8-K of Society pass Incorporated, dated October 7, 2022. We agree with the statements concerning our Firm in such Current Report on Form 8-K.
Very truly yours,
/s/ RBSM LLP