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Vilniaus g.31

Vilnius, LT-01402, Lithuania

T: +154.0495.0016;
Direct: +370.5251.2561

(Address and telephone number of principal executive offices)

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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Explanatory Note

On September 10, 2019, the Company filed a current report on Form 8-K to report the change of the Company’s CPA (“Original Filing”). This Form 8-K/A is in full compliance with the Original Filing and does not contradict with it. This Current Report on Form 8-K/A amends the Original Report to include (i) detailed explanation of the reason for dismissal of the Company’s prior auditor, and (ii) the letter of the Company’s prior auditor to the SEC indicating whether or not they agree with the statements made in the Form 8-K. The Company shall be referred to as “Freecook” before receiving the state approval of the name change.

Item 4.01. Changes in Registrant’s Certifying Accountant.

(a)

Dismissal of Independent Registered Public Accounting Firm

On September 4, 2019, Board of Directors of Freecook decided to dismiss MICHAEL GILLESPIE & ASSOCIATES, PLLC (“MG&A”) as the Company’s independent registered public accounting firm, effective upon the filing of this Current Report on Form 8-K/A.

MG&A’s reports on the Company’s financial statements as of and for the fiscal years ended March 31, 2019 and 2018 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. MG&A’s reports for each of the fiscal years ended March 31, 2019 and 2018 included an explanatory paragraph indicating that there was substantial doubt about the Company’s ability to continue as a going concern.

The Company dismissed the auditor due to an accounting disagreement prior to the preparation of the June 30, 2019 financial statements, as well as a scope limitation of supporting documentation. Furthermore, although there has not yet been any communication or work paper review of the dismissed auditor's work papers between the new auditor and the predecessors, as required by the SEC regulations, the Company is in the process of resolving this situation and hope to have the financial statements for the period ended June 30, 2019, filed within the next two weeks.

During the fiscal year ended March 31 2018, (i) there were no “disagreements” (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and MG&A 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 MG&A, would have caused MG&A to make reference to the subject matter of the disagreement in its reports on the Company’s consolidated financial statements, and (ii) there were no “reportable events” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K and the related instructions).

The Company provided MG&A with a copy of this Current Report on Form 8-K and requested that MG&A furnish to the Company a letter addressed to the United States Securities and Exchange Commission (“SEC”) stating whether or not MG&A agrees with the above statements and, if not, stating the respects in which it does not agree. A copy of MG&A’s letter to the SEC, dated September 17, 2019, is attached as Exhibit 16.1 to this Current Report on Form 8-K.

(b)

Engagement of Independent Registered Public Accounting Firm

On September 4, 2019, Board of Directors of Freecook engaged DylanFloyd Accounting & Consulting (“DylanFloyd”) as the Company's new independent registered public accounting firm to perform independent audit services for the fiscal year ending March 31, 2020.

During the fiscal years ended March 31, 2019 and 2018 and through September 13, 2019, neither the Company, nor anyone acting on its behalf, consulted DylanFloyd 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 with respect

to the consolidated financial statements of the Company, and no written report or oral advice was provided to the Company by DylanFloyd that 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 the subject of a "disagreement" (within the meaning of Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a “reportable event” (as defined in Item 304(a)(1)(v) of Regulation S-K).

Item 9.01. Financial Statements and Exhibits.

SIGNATURES

In accordance with the requirements of the Securities Act of 1933, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.



Dated: September 18, 2019	FREECOOK (registrant)

	By:	/s/	Natalija Tunevic
		Name:	Natalija Tunevic
		Title:	President, Treasurer, Secretary and Director
			(Principal Executive, Financial and Accounting Officer)



Exhibit No.		Description of Exhibit
16.1		Letter from MG&A dated September 17, 2019