Item 8. Financial Statements and Supplementary Data
ITEM 8. Financial Statements and Supplementary
Data
The financial statements begin on page F-1 and
are incorporated in their entirety into this Item 8.
ITEM 9. Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure
On December 11, 2023, the Board of Directors (the
“Board”) of Ispire Technology Inc. (the “Company”) received a formal notice that the Company’s independent
auditor, MSPC Certified Public Accountants and Advisors, P.C. (“MSPC”), had made the decision to resign as independent registered
public accounting firm of the Company, effective December 11, 2023. Neither the Company’s Board nor the Audit Committee of the Board
took part in MSPC’s decision to resign. MSPC’s decision is due to its internal determination to transition away from providing
audit services to public companies.
During the period of time from June 15, 2022, when MSPC was appointed,
and the subsequent interim periods through the December 11, 2023 (the date of the change in accountants was disclosed on Form 8-K): (i)
there were no disagreements (as described in Item 304(a)(1)(iv) of Regulation S-K under the Securities and Exchange Act of 1934, as amended
(the “Exchange Act”)) between the Company and MSPC on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements, if not resolved to MSPC’s satisfaction, would have caused MSPC
to make reference to the subject matter of the disagreement in connection with its reports; and (ii) there were no reportable events
(as described in Item 304(a)(1)(v) of Regulation S-K under the Exchange Act).
MSPC
audited the consolidated financial statements of the Company as of and for the years ended June 30, 2022 and 2023. The report of MSPC
on such financial statements did not contain an adverse opinion or a disclaimer of opinion, nor was such report qualified or modified.
On
January 25, 2024, the Audit Committee (the “Audit Committee”) of the Board of the Company engaged Marcum LLP (“Marcum”)
as the Company’s independent registered public accounting firm for the fiscal year ended June 30, 2024, effective immediately.
In connection with the engagement, Marcum will prepare the report on the Company’s consolidated financial statement for the year
ended June 30, 2024. During the fiscal years ended June 30, 2022 and 2023 and the subsequent interim period through January 25, 2024,
neither the Company nor anyone on its behalf has consulted with Marcum regarding (i) the application of accounting principles to any
specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial
statements, and neither a written report nor oral advice was provided to the Company that Marcum concluded 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 either
the subject of a “disagreement,” as defined in Item 304(a)(1)(iv) of Regulation S-K, or a “reportable event,”
as defined in Item 304(a)(1)(v) of Regulation S-K.
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