Item 4.01. Changes in Registrant's Certifying Accountant.
On March 3, 2022, the Board of Directors of Kenongwo Group US, Inc. approved the
appointment of Assentsure PAC ("Assentsure") to serve as the Company's
independent registered public accounting firm for the fiscal year ending
December 31, 2021, and dismissed WWC, P.C. ("WWC"), as the Company's auditor.
The engagement of Assentsure was approved by the Company's Board of Directors.
WWC's most recent reports on the financial statements of the Company as of and
for the fiscal years ended December 31, 2020 and December 31, 2019 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, except that
the audit reports on the financial statements of the Company for those two
fiscal years stated that the Company had incurred substantial losses during the
year ended December 31, 2020, and had a working capital deficit as of that date,
which raised substantial doubt about the Company's ability to continue as a
going concern.
During the fiscal years ended December 31, 2020 and December 31, 2021, and
through March 3, 2022, the date of WWC's dismissal, (i) there were no
disagreements with 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 thereto in their reports for such fiscal years and (ii) there
were no "reportable events" (as that term is defined in Item 304(a)(1)(v) of
Regulation S-K), except for the following reportable events. As disclosed in the
Company's Form 10-Ks for the fiscal years ended December 31, 2019, and December
31, 2020, and the last filed Quarterly Report on 10-Q for the quarter ended
September 30, 2021, management concluded that the Company's internal controls
over financial reporting were not effective due to the existence of material
weaknesses in the Company's internal control over financial reporting related to
the ability of the Company to record transactions and provide disclosures in
accordance with U.S. GAAP, and the Company not having sufficient and skilled
accounting personnel with an appropriate level of experience in the application
of U.S. GAAP commensurate with the Company's financial reporting requirements.
During the fiscal years ended December 31, 2020 and December 31, 2021, and the
subsequent interim period through March 3, 2022, neither the Company, nor anyone
acting on the Company's behalf, has consulted with Assentsure 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, in any case where either a written report or
oral advice was provided to the Company by Assentsure, that Assentsure 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" (within the meaning of 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).
Assentsure did not audit the Company's financial statements for any period prior
to its retention. Prior to Assentsure's retention, the Company did not consult
with Assentsure regarding any of the matters described in Items 304(a)(2)(i) and
(ii) of Regulation S-K.
The Registrant has provided WWC with a copy of the disclosures in this Report
and has requested that WWC provide it with a letter addressed to the United
States Securities and Exchange Commission stating whether or not WWC agrees with
the statements made in this Item 4.01, which concern WWC. WWC has furnished that
letter, and a copy thereof is filed as Exhibit 16.1 to this report.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number Description
16.1 Letter from WWC, addressed to the US Securities and Exchange
Commission, Dated April 14, 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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