FingerMotion, Inc.
For the period ended Feb 28, 2025. Filed May 29, 2025.
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FY2025 · Filed May 29, 2025
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Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
On December 16, 2021, the Public Company Accounting Oversight Board (“PCAOB”) published a report of its formal determinations (the “Determinations”) to the effect that it was unable to inspect or investigate completely PCAOB-registered public accounting firms headquartered in mainland China and in Hong Kong, a Special Administrative Region of the PRC, because of positions taken by PRC authorities in those jurisdictions. The PCAOB made these Determinations pursuant to PCAOB Rule 6100, which provides a framework for how the PCAOB fulfills its responsibilities under the United States Holding Foreign Companies Accountable Act (“HFCAA”). The report further listed in its Appendix A and Appendix B, Registered Public Accounting Firms Subject to the Mainland China Determination and Registered Public Accounting Firms Subject to the Hong Kong Determination, respectively. The audit report included in our Annual Report on Form 10-K for the years ended February 28, 2023 and 2022 was issued by Centurion ZD CPA & Co. (“CZD CPA”), an audit firm headquartered in Hong Kong and therefore identified in Appendix B. It followed that, in June 2022, we were identified as a Commission-Identified Issuer on the SEC’s “Conclusive list of issuers identified under the HFCAA”.
On December 15, 2022, the PCAOB, after determining that it was now able to secure complete access to inspect and investigate registered public accounting firms headquartered in mainland China and Hong Kong, voted to vacate the Determinations. On December 18, 2022, the SEC announced that due to the December 15, 2022 action by the PCAOB, and until such time as the PCAOB issues any new determination, there are no SEC-reporting companies at risk of having their securities subject to a trading prohibition under the HFCAA. As such, as of the date of this filing of this Annual Report on Form 10-K, the Company is not a Commission Identified Issuer under the HFCAA and is not subject to having its Common Stock delisted under HFCAA. In addition, on September 10, 2024, we appointed CT International LLP, based in San Francisco, CA, to replace Centurion ZD CPA & Co. as our independent registered public accounting firm. As a result, we are no longer required to comply with HFCAA submission or disclosure requirements in our Annual Report on Form 10-K covering the fiscal year ended February 28, 2025.
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