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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 1934
Date of Report (date of earliest event reported):
April 16, 2024
Gulf Resources, Inc.
(Exact name of registrant as specified in charter)
Nevada
(State or other jurisdiction of incorporation)
|
000-20936
(Commission File Number) |
13-3637458
(IRS Employer Identification No.) |
Level 11,Vegetable Building, Industrial Park
of the East City,
Shouguang City, Shandong, China 262700
(Address of principal executive offices and zip
code)
+86 (536) 567 0008
(Registrant's telephone number including
area code)
(Registrant's 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 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(b) under the Exchange Act (17 CFR 240.14a-12(b)) |
| ☐ |
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)) |
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act
of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock, $0.0005 par value |
|
GURE |
|
NASDAQ Global Select Market |
Item 4.01 Changes in Registrant’s
Certifying Accountant.
(a) Dismissal of Independent
Registered Public Accounting Firm.
On
April 16, 2024, Gulf Resources, Inc. (the “Company”) dismissed its principal independent accountant, WWC, P.C. Certified Public
Accountants (“WWC”) from its engagement with the Company, which dismissal was effective on April 16, 2024. The decision to
dismiss WWC as the Company’s principal independent accountant was approved by the Audit Committee of the Board of Directors of the
Company on April 16, 2024.
WWC’s
reports on the Company’s consolidated financial statements for the fiscal years ended December 31, 2022 and 2021 did not contain
an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles.
During
the two most recent fiscal years ended December 31, 2023 and 2022, and the subsequent interim period through April 16, 2024, 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 to the subject matter of the
disagreements in connection with its reports on the Company’s consolidated financial statements for such years. Also during this
time, there were no “reportable events,” as defined in Item 304(a)(1)(v) of Regulation S-K.
The
Company provided WWC with a copy of the above disclosures and requested that WWC furnish the Company with a letter addressed to the Securities
and Exchange Commission stating whether or not it agrees with the statements made above. A copy of WWC’s letter dated April 16,
2024 is attached as Exhibit 16.1 to this Current Report on Form 8-K.
(b) Appointment of
New Independent Registered Public Accounting Firm.
On
April 16, 2024, the Company engaged GGF CPA LIMITED (“GGF”) to serve as the Company’s principal independent accountant,
effective on April 16, 2024. The decision to engage GGF as the Company’s principal independent accountant was approved by the Audit
Committee of the Board of Directors of the Company on April 16, 2024. During the fiscal years ended December 31, 2023 and 2022 and through
April 16, 2024, neither the Company nor anyone on its behalf consulted with GGF regarding (i) the application of accounting principles
to any 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 nor oral advice was provided to the Company that GGF 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,” as defined in Item 304(a)(1)(iv) of Regulation S-K, or a “reportable
event,” as defined in Item 304(a)(1)(v) of Regulation S-K.
Item 9.01. Financial
Statements and Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
GULF RESOURCES, INC. |
| |
|
|
| |
By: |
/s/ Min Li |
| |
Name: |
Min Li |
| |
Title: |
Chief Financial Officer |
Dated: April 16, 2024
