ITEM 4.01. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

(a) On December 18, 2019, Heaton & Company PLLC ("Heaton"), Plyzer Technologies Inc.'s (the "Registrant" or "Company") principal independent accountant informed the Registrant of their decision to resign as auditors of the Registrant.

The audit reports of Heaton on the consolidated financial statements of the Company for each of the two most recent fiscal years ended March 31, 2019 and March 31, 2018 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles.

During the Registrant's two most recent fiscal years ended March 31, 2019 and March 31, 2018 and during the subsequent interim period from April 1, 2019 to September 30, 2019, (i) there were no disagreements with Heaton on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures that, if not resolved to Heaton's satisfaction, would have caused Heaton to make reference to the subject matter of the disagreement in connection with its reports and (ii) there were no "reportable events" as defined in Item 304(a)(1)(v) of Regulation S-K.

The Company provided Heaton with a copy of the disclosures in this report prior to filing with the Securities and Exchange Commission (the "SEC"). A copy of Heaton's letter dated January 7, 2020 to the SEC, stating whether it agrees with the statements made in this report, is filed as Exhibit 16.1 to this report.

The resignation of Heaton was accepted on January 7, 2020 when a new independent accountant was appointed.





(b)  Engagement of New Independent Registered Public Accounting Firm.

On January 7, 2020, the Audit Committee engaged M & K CPAS, PLLC (M & K) as the Company's independent registered public accounting firm for the year ending March 31, 2020.

During the Registrant's two most recent fiscal years, and any subsequent interim period prior to engaging M & K, neither the Registrant nor anyone on its behalf consulted M & K regarding either: (i) the application of accounting principles to a specified transaction regarding the Registrant, either completed or proposed; or the type of audit opinion that might be rendered on the Registrant's financial statements; or (ii) any matter regarding the Registrant that was either the subject of a disagreement or a reportable event.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.






(d)  Exhibits.



Exhibit No.   Description

  16.1        Letter from Heaton & Company PLLC, dated January 7, 2020
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