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): July 30, 2009
ChinaNet Online Holdings,
Inc.
(Exact
Name of Registrant as Specified in Charter)
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Nevada
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333-138111
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20-4672080
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(State
or Other Jurisdiction of
Incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification No.)
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No.3 Min
Zhuang Road, Building 6,
Yu Quan
Hui Gu Tuspark, Haidian District, Beijing, PRC 100195
(Address
of Principal Executive Offices and Zip Code)
Registrant’s
telephone number, including area code: +86-10-51600828
(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 (see General Instruction A.2. below):
¨ 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 Registrant’s Certifying
Accountants
On August
11, 2009, ChinaNet Online Holdings, Inc. (f/k/a Emazing Interactive, Inc.) (the
“Company”) dismissed its principal independent accountant, The Hall Group, CPAs
(“Hall”) from its engagement with the Company, which dismissal was effective
immediately. The decision to dismiss Hall as the Company’s principal
independent accountant was approved by the Board of Directors of the Company on
August 11, 2009.
There
were no disagreements between the Company and Hall on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, from the time of Hall’s engagement up to the date of dismissal which
disagreements that, if not resolved to Hall’s satisfaction, would have caused
Hall to make reference to the subject matter of the disagreement in connection
with its report issued in connection with the audit of the Company’s financial
statements. None of the reportable events described under Item
304(a)(1)(v)(A)-(D) of Regulation S-K occurred within the two fiscal years of
the Company ended December 31, 2007 and 2008 and subsequently up to the date of
dismissal. The audit report of Hall on the financial statements of
the Company as of December 31, 2008 did not contain any adverse opinion or
disclaimer of opinion, and such audit report was not qualified or modified as to
uncertainty, audit scope or accounting principles, except for Hall’s explanatory
paragraph regarding the Company’s ability to continue as a going
concern. A letter from Hall addressed to the Securities and Exchange
Commission stating that it concurs with the statements made by the Company with
respect to Hall in this Current Report on Form 8-K. A copy of such letter is
furnished hereto with the filing of this Current Report on Form
8-K.
On July
30, 2009, the Company engaged Bernstein & Pinchuk LLP (“BP”) to serve as its
independent auditor. The decision to engage BP as the Company’s
principal independent accountant was approved by the Board of Directors of the
Company on July 30, 2009. During the two fiscal years of the Company
ended December 31, 2007 and 2008, and through the date of BP’s engagement, the
Company did not consult BP regarding either: (i) 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 (ii) any matter that was either the subject of a “disagreement”
or “reportable event” within the meaning set forth in Regulation S-K, Item 304
(a)(1)(iv) or (a)(1)(v).
Item
9.01. Financial Statements and Exhibits.
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(d)
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Exhibits:
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No.
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Description
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16.1
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Letter
from The Hall Group, CPAs, dated August 13,
2009
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2
SIGNATURE
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.
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Dated: August
14, 2009
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ChinaNet
Online Holdings, Inc.
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By:
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/s/ Cheng Handong
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Name: Cheng
Handong
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Title:
Chief Executive Officer
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3
EXHIBIT
INDEX
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Exhibit No.
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Description
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16.1
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Letter
from The Hall Group, CPAs, dated August 13,
2009
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4
Exhibit
16.1
August
13, 2009
Securities
and Exchange Commission
Washington,
DC 20549
Dear Sir
or Madam:
We have
read Item 4.01 of the Form 8-K of ChinaNet Online Holdings, Inc. (f/k/a/ Emazing
Interactive, Inc.) (the “Company”) dated July 30, 2009 and agree with the
statements concerning our Firm contained therein.
Very
truly yours,
/s/ The
Hall Group CPAs
The Hall
Group CPAs