SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
Amendment No. 1
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 24, 2000
China Broadband Corp.
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(Exact Name of Registrant as Specified in Its Charter)
Nevada
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(State or Other Jurisdiction of Incorporation)
0-28345 72-1381282
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(Commission File Number) (IRS Employer Identification No.)
2080, 442 - 2 Ave. S.W.
Calgary, Alberta, Canada T2P 5E9
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(Address of Principal Executive Offices) (Zip Code)
(403) 234-8885
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(Registrant's Telephone Number, Including Area Code)
624 Wilderness Drive, S.E., Calgary, Alberta, Canada T2J 1Z2
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(Former name or Former Address, if Changed Since Last Report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Amisano Hanson, Chartered Accountants (the "Former Accountant"), was
replaced as independent certified public accountant and independent auditor for
China Broadband Corp. (formerly, Institute for Counselling Inc.) (the "Company")
on August 24, 2000. The Company's decision to change accountants was approved by
its Board of Directors.
The Former Accountant was replaced prior to reporting on the Company's
financial statements for any period.
During the Company's fiscal year ended December 31, 1999, and through the
date of this report, there were no disagreements with the Former Accountant 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 the Former Accountant would have caused it to make
reference thereto in its report on the financial statements for such year.
During the fiscal year ended December 31, 1999, and through the date of
this report, the Former Accountant did not advise the Company with respect to
any of the matters described in paragraphs (a) (1)(vi) (B)(1) through (3) of
Item 304 of Regulation S-B.
On August 24, 2000, the Company engaged Arthur Andersen LLP as its
independent auditors and independent certified public accountant.
The Company has provided the Former Accountant with a copy of the foregoing
disclosures and has requested in writing that the Former Accountant furnish it
with a letter addressed to the Securities and Exchange Commission stating
whether or not it agrees with such disclosures. A copy of such letter has been
filed as an exhibit to this report in accordance with Item 601 of Regulation
S-B.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Not applicable.
(b) Not applicable.
(c) Exhibits. The following exhibit is filed as part of this report:
Exhibit
Number Description
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16.1 Letter, dated August 24, 2000 from to Amisano Hanson,
Chartered Accountants, the Securities and Exchange
Commission stating that it has reviewed Item 4 in the Form
8-K and is in agreement.
2
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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.
CHINA BROADBAND CORP.
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(Registrant)
Date August 24, 2000 By: /s/ Matthew Heysel
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Name: Matthew Heysel
Title: Chairman, Chief Executive
Officer and Director
3
<PAGE>
EXHIBIT INDEX
Exhibit
Number Description
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16.1 Letter, dated August 24, 2000 from Amisano Hanson, Chartered
Accountants, to the Securities and Exchange Commission stating
that it has reviewed Item 4 in the Form 8-K and is in agreement.
