WHEN 8-K
World Health Energy Holdings, Inc. (WHEN)
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.
(a) Dismissal of Independent Registered Public Accounting Firm
On March 6, 2024, the Board of Directors (the “Board”) of World Health Energy Holdings, Inc. (the “Company”) dismissed Brightman Almagor Zohar & Co., Certified Public Accountants, a Firm in the Deloitte Global Network (“Deloitte”) as the Company’s independent registered public accounting firm (the “Dismissal’). Deloitte had served as the Company’s independent registered public accounting firm since 2022.
The audit report of Deloitte on the consolidated financial statements of the Company for the fiscal year ended December 31, 2022 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 fiscal year ended December 31, 2022, and through the date of this Current Report, there were no (i) disagreements with Deloitte on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure that, if not resolved to Deloitte’s satisfaction, would have caused Deloitte to make reference to the subject matter of the disagreement in connection with its report and; (ii) “reportable events” as defined in Item 304(a)(1)(v) of Regulation S-K. Deloitte did not act as the Company’s independent registered public accounting firm during the fiscal year ending December 31, 2021.
The Company has provided Deloitte a copy of the disclosures in this Form 8-K and has requested Deloitte to furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the Company’s statements herein. A copy of such letter, which is dated March 11, 2024, is filed as Exhibit 16.1 to this Form 8-K.
(b) Appointment of Independent Registered Public Accounting Firm
On March 11, 2024, in connection with the Dismissal, the Board appointed Barzily and Co CPAs (“Barzily”), as the Company’s independent registered public accounting firm for the year ending December 31, 2023.
During the two most recent fiscal years ended December 31, 2022 and December 31, 2021 and during the subsequent interim period from January 1, 2023 through March 11, 2024, neither the Company nor anyone on its behalf consulted Barzily 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, and neither a written report nor oral advice was provided to the Company that Barzily 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 a “reportable event”, each as defined in Regulation S-K Item 304(a)(1)(iv) and 304(a)(1)(v), respectively.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 16.1 | Letter from Brightman Almagor Zohar & Co. dated March 11, 2024 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| WORLD HEALTH ENERGY HOLDINGS, INC. | ||
| Date: March 11, 2024 | By: | /s/ Giora Rozensweig |
| Giora Rozensweig | ||
| Chief Executive Officer | ||
Exhibit 16.1
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549-7561
Dear Sirs/Madams:
We have read Item 4.01 of World Health Energy Holdings, Inc.’s (the “Company”) Form 8-K dated March 5, 2024, and have the following comments:
| 1. | We agree with the statements made in Item 4.01(a) Dismissal of Independent Registered Public Accounting Firm. | |
| 2. | We have no basis on which to agree or disagree with the statements made in Item 4.01(b) Appointment of Independent Registered Public Accounting Firm |
Yours truly,
/s/ Brightman Almagor Zohar & Co.
Brightman Almagor Zohar & Co.
Certified Public Accountants
A Firm in The Deloitte Global Network
Tel Aviv. Israel
March 11, 2024