LCHD Leader Capital Holdings Corporation (PK)

Item 4.01 Changes in Registrant’s Certifying Accountant

On June 15, 2023, the Board of Directors of Leader Capital Holdings Corp. (the “Company”) approved the engagement of ARK PRO CPA & CO (“ARK”) as its independent registered public accounting firm for the fiscal year ended August 31, 2023, subject to ARK’s completion of their client acceptance procedures. On the same day, the Board of Directors approved the dismissal of Centurion ZD CPA & Co. (“Centurion”) as independent registered public accounting firm of the Company, effective immediately.

Centurion’s reports on the financial statements of the Company as of and for the years ended August 31, 2022 and 2021 contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle, except for an explanatory paragraph in such reports regarding substantial doubt about the Company’s ability to continue as a going concern.

For the years ended August 31, 2022 and 2021, and through the interim period ended November 30, 2022 and February 28, 2023, or subsequently upto June 15, 2023, the Company had no “disagreements” (as described in Item 304(a)(1)(iv) of Regulation S-K) with Centurion 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 Centurion, would have caused it to make reference to the subject matter of such disagreements in its audit reports.

For the years ended August 31, 2022 and 2021, and through the interim period ended November 30, 2022 and February 28, 2023, there was one “reportable event” within the meaning of Item 304(a)(1)(v) of Regulation S-K, relating to disclosure of material weaknesses in the Company’s internal control over financial reporting. As previously reported, the management of the Company identified following material weaknesses as of August 31, 2022: (i) the Company does not have an audit committee; (ii) the Company does not maintain adequate written policies and procedures; (iii) the Company did not implement appropriate information technology controls; and (iv) the Company does not have sufficient and skilled accounting personnel with an appropriate level of technical accounting knowledge and experience in the application of accounting principles generally accepted in the United States commensurate with the Company’s financial reporting requirements.

During the Company’s fiscal years ended August 31, 2022 and 2021, and through the subsequent interim period on or prior to June 15, 2023, neither the Company nor anyone on its behalf has consulted with ARK on 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 financial statements, or (b) any matter that was the subject of a disagreement Form 10-K (and the related instructions thereto).

The Company has provided Centurion with a copy of the statements set forth in this filing on Form 8-K with the Securities and Exchange Commission (the “SEC”). The Company requested that Centurion furnish the Company with a letter addressed to the SEC stating whether Centurion agrees with the statements in this Form 8-K as required by SEC rules, and Centurion has furnished the requested letter, which is attached as Exhibit 16.1 to this Form 8-K.