China Dasheng Biotechnology Co - Current report filing (8-K)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

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FORM 8-K

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CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 4, 2008

 

Commission File Number: 333- 141327

CHINA DASHENG BIOTECHNOLOGY COMPANY

 (Exact name of small business issuer as specified in its charter)

Nevada		26-0162321
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

China Dasheng Biotechnology Company c/o American Union Securities 100 Wall St. 15 th Floor New York, NY 10005

(Address of principal executive offices) (Zip Code)

212-232-0120

(Issuer's telephone number, including area code)

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))

 

 

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Section 4. Matters Related to Accountants and Financial Statements

 

 

Item 4.01 Changes in Registrant’s Certifying Accountant .

1.  Previous Independent Registered Public Accounting Firm.

A. On August 4, 2008, China Dasheng Biotechnology Company, formerly named Max Nutrition, Inc. (“Registrant”) dismissed its independent registered public accounting firm, Li & Company, PC (“Li”).

B. The reports of Li on the financial statements of the Registrant as of October 31, 2007 and for the fiscal year ended October 31, 2007 did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles other than an explanatory paragraph as to a going concern.

C.  The decision to change the independent registered public accounting firm was recommended and approved by the sole member of the Board of the Registrant.

 

D. During the Registrant’s most recent fiscal year and the subsequent periods through August 4, 2008, there were no disagreements with Li 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 Li, would have caused it to make reference thereto in its reports on the financial statements for such years. None of the reportable events described under Item 304(a)(1)(iv) and (v), respectively, of Regulation S-K occurred within the period from January 29, 2008 through August 4, 2008, the date of Li’s dismissal.

 

E. The Registrant provided Li with a copy of this Current Report and has requested that it furnish the Registrant with a letter addressed to the Securities & Exchange Commission stating whether it agrees with the above statements. A copy of such letter is filed as Exhibit 16.1 to this Current Report on Form 8-K.

  2.  New Independent Registered Public Accounting Firm.

The Registrant, acting through its Board of Directors, has engaged Malone & Bailey, PC as its new independent registered public accounting firm to audit and review the Registrant’s financial statements effective June 30, 2008. Prior to such engagement, the Registrant did not consult such firm on any of the matters referenced in Regulation S-K Item 304(a)(2).

Section 9. Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(a)           Financial Statements of Businesses Acquired: None

(b)           Pro-Forma Financial Statements: None

(c)

Exhibits:

Exhibit No.		Description
16.1		Letter of Li & Company dated August 7, 2008 to the Securities and Exchange Commission

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.

Max Nutrition, Inc. (Registrant)

Date:  August 7, 2008                                                                                 By: /s/ JinJun Qi

                                                                                                                             JinJun Qi

                                                                                                                             Chairman and CEO