Filing Overview
Registrant: Yoshitsu Co., Ltd. (the filing content does not identify Tokyo Lifestyle Co., Ltd.)
Form and period: Form 6-K for December 2022, filed December 15, 2022. The company files annual reports on Form 20-F.
Principal disclosure: Change of independent registered public accounting firm.
Auditor Change
- Friedman LLP notified the company that it combined with Marcum LLP effective September 1, 2022.
- On December 12, 2022, the company engaged Marcum Asia CPAs LLP as its independent registered public accounting firm. Services previously provided by Friedman will be provided by Marcum Asia.
- Friedman’s audit reports for the fiscal years ended March 31, 2022 and 2021 contained no adverse opinion, disclaimer, or qualification relating to uncertainty, audit scope, or accounting principles.
- The company reported no disagreements with Friedman regarding accounting principles, financial statement disclosures, or audit scope and procedures during the two most recent fiscal years and through December 12, 2022.
- No reportable events were identified during that period, other than material weaknesses previously reported by management in the company’s Form 20-F filed August 15, 2022.
- The company stated that neither it nor anyone acting on its behalf consulted Marcum Asia regarding the specified accounting matters or reportable events before its engagement.
Financial Metrics and Liquidity
The filing text does not provide revenue, profit, cash flow, margins, debt, liquidity, or other operating and financial metrics.
Material Changes, Outlook, and Risks
The material change disclosed is the transition from Friedman to Marcum Asia following Friedman’s combination with Marcum LLP. The filing provides no financial guidance, operating outlook, contingencies, or new business risks. Previously reported material weaknesses remain an item investors should consider.
Key Facts to Verify
- Confirm the registrant’s identity, because the provided metadata names Tokyo Lifestyle Co., Ltd., while the filing names Yoshitsu Co., Ltd.
- Review the company’s Form 20-F filed August 15, 2022 for details of the material weaknesses.
- Review Exhibit 16.1, Friedman’s December 15, 2022 letter to the SEC, for its response to the company’s disclosures.
- Confirm Marcum Asia’s continuing role and assess any subsequent auditor changes or qualifications in later filings.