UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of July 2023
Commission File Number: 001-41663
Chanson International Holding
No. 26 Culture Road, Tianshan District
Urumqi, Xinjiang, China
+86-0991-2302709
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒
Form 40-F ☐
Change of Auditor
On July 10, 2023, Chanson
International Holding (the “Company”) appointed Assentsure PAC (“Assentsure”) as its independent registered public
accounting firm, effective on the same day. Assentsure replaced Marcum Asia CPAs LLP (“Marcum Asia”), the former independent
registered public accounting firm of the Company, which the Company dismissed on July 9, 2023. The appointment of Assentsure and the dismissal
of Marcum Asia were made after careful consideration and evaluation process by the Company and were approved by the audit committee of
the board of directors of the Company. The Company’s decision was not as a result of any disagreement between the Company and Marcum
Asia on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure.
Marcum Asia served as the Company’s
independent public accounting firm since November 10, 2022. The audit report of Marcum Asia on the consolidated financial statements of
the Company as of December 31, 2022 and for the fiscal year ended December 31, 2022 did not contain an adverse opinion or disclaimer of
opinion and was not qualified or modified as to uncertainty, audit scope, or accounting principles. During the Company’s engagement
of Marcum Asia until July 9, 2023, there had been no disagreements with Marcum Asia on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Marcum Asia’s satisfaction,
would have caused Marcum Asia to make reference to the subject matter of the disagreement in connection with its reports on the Company’s
financial statements for such periods.
During the Company’s
engagement of Marcum Asia until July 9, 2023, there were no “reportable events” as that term is described in Item 16F(a)(1)(v)
of Form 20-F, other than the material weaknesses reported by management in the Risk Factors section of the Company’s Annual Report
on Form 20-F filed with the U.S. Securities and Exchange Commission, or SEC, on May 1, 2023.
The Company has provided Marcum
Asia with a copy of the above disclosure and requested that Marcum Asia furnish the Company with a letter addressed to the SEC stating
whether or not it agrees with the above statement. A copy of Marcum Asia’s letter is filed as Exhibit 16.1 to this Form 6-K.
During the two most recent
fiscal years and any subsequent interim periods prior to the engagement of Assentsure, neither the Company, nor someone on behalf of the
Company, has consulted Assentsure 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 consolidated financial statements, and neither
a written report was provided to the Company or oral advice was provided that Assentsure concluded was an important factor considered
by the Company in reaching a decision as to the accounting, auditing, or financial reporting issue; or (b) any matter that was the subject
of a disagreement as defined in Item 16F(a)(1)(iv) of Form 20-F and related instructions to Item 16F of Form 20-F, or any reportable events
as described in Item 16F(a)(1)(v) of Form 20-F.
EXHIBIT INDEX
SIGNATURES
Pursuant to the requirements
of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
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Chanson International Holding |
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| Date: July 11, 2023 |
By: |
/s/ Gang Li |
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Gang Li |
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Chief Executive Officer |
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