Current Report Filing (8-k)
July 01 2014 - 3:06PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported): June 25,
2014
YOU ON DEMAND HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Nevada |
001-35561 |
20-1778374 |
(State or other jurisdiction |
(Commission |
(IRS Employer |
of incorporation) |
File Number) |
ID Number) |
27 Union Square, West Suite 502
New York, New York
10003
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code:
212-206-1216
Not Applicable
(Former name or former address, if
changed since last report.)
Check the appropriate box below if the Form 8-K filing is
intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a -12)
[ ] Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
[ ] Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))
Item 4.01. Changes in Registrants Certifying Accountant
YOU On Demand Holdings, Inc. (the Company) previously engaged
UHY LLP (UHY) as its independent auditor for the fiscal year ending December
31, 2014. UHY has served as the independent auditor for the Company since
August, 1, 2007. On June 24, 2014, the Companys audit committee authorized the
dismissal of UHY as its independent registered public accounting firm. The
dismissal became effective on June 25, 2014.
UHYs audit reports on the Companys financial statements for
the fiscal years ended December 31, 2013 and 2012 did not contain an adverse
opinion or disclaimer of opinion, nor were they qualified or modified as to
uncertainty, audit scope, or accounting principles, except that both reports
contain an explanatory paragraph regarding the going concern assumption.
During the Company’s fiscal years ended December 31, 2013 and 2012, and through June 25, 2014, there have been (i) no disagreements with UHY on any matters of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to UHY’s satisfaction, would have caused them to make reference to the subject matter in connection with their report on the Company’s financial statements for such years, and (ii) there were no reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K, except that for the fiscal years ended December 31, 2013 and 2012, the Company’s Board of Directors discussed with UHY the existence of a material weakness in the Company’s internal control over financial reporting, as more fully described in the Company’s Annual Reports on Form 10-K for the years ended December 31, 2013 and December 31, 2012, filed on March 31, 2014 and April 8, 2013, respectively, with the Securities and Exchange Commission.
On June 25, 2014 the board of directors
of the Company authorized the engagement of KPMG Huazhen (Special General
Partnership) (KPMG) as the Companys independent registered public accounting
firm effective July 1, 2014. During
the Companys fiscal years ended December 31, 2013 and 2012 and through the date
of this Form 8-K, the Company did not consult with KPMG regarding any of the
matters or events set forth in item 304(a)(2)(i) and (ii) of Regulation S-K.
The Company provided UHY with a copy of the disclosures made in
this report before this report was filed with the Securities and Exchange
Commission. The Company requested that UHY send a letter addressed to the
Securities and Exchange Commission stating whether or not it agrees with the
above statements that are related to UHY, and, upon receipt, will file a copy of
such letter as an exhibit to an amendment to this Form 8-K.
Securities Exchange Act of 1934, as amended, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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YOU ON DEMAND HOLDINGS,
INC. |
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By: |
/s/ Marc Urbach |
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Name: |
Marc Urbach |
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Title: |
President and Chief Financial Officer
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Date: July 1, 2014
Exhibit 16.1
19 West 44th Street, 12th
Floor
New York, NY 10036-6101
Phone
212-381-4700
Fax
212-381-4811
Web www.uhy-us.com
July 1, 2014
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
Commissioners:
We have read the statements made by You On Demand Holdings, Inc. (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 Form 8-K of You On Demand Holdings, Inc. dated July 1, 2014. We agree with the statements concerning our Firm in such Form 8-K.
Very truly yours,
UHY LLP
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