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| PSOF > SEC Filings for PSOF > Form 8-K/A on 12-May-2009 | All Recent SEC Filings |
12-May-2009
Changes in Registrant's Certifying Accountant, Change in Directors or Principal
Previous independent registered public accounting firm
Effective April 24, 2009 ("Effective Date"), Pansoft Company Limited (the "Company") dismissed MSCM LLP ("MSCM") as the Company's independent registered public accounting firm. The dismissal of MSCM was approved by the Audit Committee of the Company's Board of Directors and Company's Board of Directors.
The reports of MSCM on the financial statements of the Company for the years ended December 31, 2007 and 2008 contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle. No reports of MSCM have been rendered with respect to any interim period following December 31, 2008. In connection with its audits of the years ended December 31, 2007 and 2008, there were no disagreements with MSCM 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 MSCM, would have caused them to make reference thereto in their reports on the financial statements, and there were no such disagreements with MSCM during the interim period from January 1, 2009 through the Effective Date.
The Company provided MSCM with a copy of the foregoing disclosures and requested MSCM to furnish to the Company with a letter addressed to the Securities and Exchange Commission stating whether the MSCM agrees with such disclosures. A copy of such letter is attached as Exhibit 16.1 to this Form 8-K.
New independent registered public accounting firm
Also on the Effective Date, the Company engaged AGCA, Inc. ("AGCA") as its independent registered public accounting firm for the Company. The change in the Company's independent registered public accounting firm was approved by the Company's Audit Committee and Board of Directors.
During the years ended December 31, 2007 and 2008 and the subsequent interim
period from January 1, 2009 through the Effective Date, the Company did not
consult with AGCA regarding either (i) the application of accounting principles
to a specific completed or contemplated transaction, or the type of audit
opinion that might be rendered on the Company's financial statements, in each
case where a written report was provided or oral advice was provided that MSCM
concluded was an important factor considered by the Company in reaching a
decision as to the accounting, auditing or financial reporting issue or (ii) any
matter that was either the subject of a disagreement as defined in paragraph
(a)(1)(iv) of Item 304 of Regulation S-K and related instructions or an event
identified in paragraph (a)(1)(v) of Item 304 of Regulation S-K.
On April 23, 2008, the Compensation Committee (the "Committee") of the Board of Directors of the Company determined to grant certain one-time cash bonuses to Hugh Wang, the Chairman, and Allen Zhang, the Interim Chief Financial Officer, as set forth below. The bonuses are part of the cash prize of $160,986 awarded to the Company by a local government in China for the Company's successful listing in an overseas stock exchange.
Name and Title Bonus Hug Hu Wang, Chairman $ 21,952 Alle Allen Zhang, Interim Chief Financial Officer $ 7,318 |
(d) Exhibits.
16.1 Letter from MSCM LLP, former independent accountant to Pansoft Company Limited to the United States Securities and Exchange Commission (April 30, 2009)
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