Item 4.01 Changes in Registrant's Certifying Accountant.
On January 28, 2021 AVRA issued a press release announcing that it had engaged
D. Brooks and Associates CPAs, P.A. ("D. Brooks"), as the Company's independent
registered public accounting firm replacing DeLeon & Company ("DeLeon"). A copy
of the Company's press release is attached as Exhibit 99.1 hereto.
(a) Termination of DeLeon
(i) DeLeon ceased to serve as the Company's independent registered
public accounting firm, as DeLeon ceased operations as a result of the passing
of the firm's principal.
(ii) The report of DeLeon for the fiscal years ended December31, 2018
and December 31, 2017, did not contain any adverse opinion or disclaimer of
opinion and were not qualified or modified as to uncertainty, audit scope or
accounting principles, except that such reports on the Company's financial
statements contained an explanatory paragraph in respect to the substantial
doubt about its ability to continue as a going concern.
(iii) During the fiscal years ended December 31, 2018 and December 31, 2017
and the subsequent period through the date DeLeon ceased operations (A) there
have been no disagreements with DeLeon, whether or not resolved, on any matter
of accounting principles or practices, financial statement disclosure, or
auditing scope or procedure, which, if not resolved to the satisfaction of
DeLeon, would have caused DeLeon to make reference to the subject matter of the
disagreement in connection with its respective reports; (B) no such disagreement
was discussed with the Company's board of directors or any committee of the
board of directors of the Company; and (C) there have been no "reportable
events" as described in Item 304(a)(1)(v) of Regulation S-K.
(iv) As a result of DeLeon's cessation of operations due to the passing of
the firm's principal, we are unable to secure a letter from DeLeon addressed to
the Securities and Exchange Commission stating whether such firm agrees with the
statements made by the Company in this report, and, if not, stating the respects
in which it does not agree.
(b) Engagement of D. Brooks
(i) Effective January 26, 2021, AVRA engaged D. Brooks as its
independent registered public accounting firm. The engagement of D. Brooks was
approved by the Company's board of directors on January 26, 2021.
(ii) During the Company's two most recent fiscal years and any
subsequent interim period prior to the engagement of D. Brooks as the Company's
new independent registered public accounting firm, the Company did not consult
with D. Brooks regarding either (A) 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; or (B) any
matter that was either the subject of a disagreement as defined in Item 304 of
Regulation S-K or a "reportable event" as such term is described in Item
304(a)(1)(v) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No Description
99.1 Press Release, dated January 28, 2021
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