UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): ~~November~~February 2412, ~~2017~~2018 (~~November~~February 218, ~~2017~~2018)

Asia Equity Exchange Group, Inc.

(Exact name of registrant as specified in its charter)

Nevada

333-192272

46-3366428

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

Suite 2501A, Skyline Tower, 39 Investorg Kwong Road,

Kowloon Bay, Hong Kong

(Address of Principal Executive Offices)

+852-2818 2998

(Issuer’s telephone number)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

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

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [X]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

Item 14.01. ~~Entry~~Changes ~~into~~in aRegistrant’s ~~Material~~Certifying ~~Definitive Agreement~~Accountant

Asia Equity Exchange Group, Inc., a Nevada Company (the “"Company”," ~~“we”,~~or ~~“us”~~"AEEX") ~~entered~~decided ~~into~~to achange ~~Subscription~~its independent ~~Agreement~~registered ~~(the~~public ~~“Agreement”)~~accounting ~~with~~firm ~~Yanru~~for ~~Zhou~~the (annual report of the ~~“Investor”),~~fiscal ~~dated~~year ~~November~~ended 21December 31, 2017. ~~Pursuant~~and tothe remainder of the fiscal ~~Agreement,~~year ~~Investor~~ending ~~purchased~~December 431,~~300,000~~ ~~shares~~2018. ~~(the~~On February ~~“Shares”)~~8, of2018, the ~~common~~Board ~~stock~~of Director of the Company, ~~par~~(the ~~value~~“Board”) approved ~~$0.001~~the appointment of Friedman ~~per~~LLP ~~share~~ (~~the~~ “~~Common Stock~~Friedman”), atas the ~~price~~Company’s ofindependent ~~$3.5~~registered ~~per~~public ~~share~~accounting firm (for the ~~“Purchase~~Company’s ~~Price~~fiscal ~~Per~~years ~~Share”) and~~ended ~~for~~December an31, ~~aggregate~~2017 ~~price~~and ofending ~~$15~~December 31,~~050,000~~ in2017 aand ~~private~~the dismissal of Beijing Yongtuo ~~sale~~CPAs ~~transaction~~ (~~the~~Special ~~“Private~~general ~~Sale”~~partner). ~~The~~Shenzhen ~~Private~~Branch ~~Sale~~(“Yongtuo”) ~~contemplated in~~from ~~the~~that ~~Agreement~~role, ~~closed~~each oneffective ~~the~~as ~~same~~of February 8, ~~day~~2018.

~~Pursuant to the Subscription Agreement, the Company will apply to be listed on the NASDAQ Capital Market or such other national securities exchange as is reasonably acceptable to the Purchaser~~ (~~the “National Exchanges”~~a), soDismissal ~~that the Company’s Common Stock will commence trading on one~~ of ~~the~~independent ~~National~~registered ~~Exchanges~~public ~~(the~~accounting ~~“Uplisting”) no later than December 31, 2018 (the “Uplisting Deadline”).~~firm

~~If the Company does~~The ~~not~~Board ~~complete~~approved ~~Uplisting on or before~~ the ~~Uplisting~~dismissal ~~Deadline~~of ~~(the~~Yongtuo ~~“Eligible~~as ~~Uplisting”),~~ the ~~Purchaser will, within 30 days following the Uplisting Deadline, have the right to request the~~ Company's toindependent ~~buy~~registered ~~back~~public ~~any~~accounting ~~number of the Shares~~firm, ateffective ~~the~~as ~~same price~~ of ~~the Purchase Price Per Share~~February 8, ~~subject to the terms and conditions of the Subscription Agreement~~2018.

~~The~~Yongtuo’s audit ~~Shares~~reports ~~are~~on ~~subject to~~the ~~customary~~Company’s ~~lock-up~~consolidated ~~restrictions~~financial ~~pursuant~~statements toas of and for the ~~Subscription~~fiscal ~~Agreement~~year ~~until~~ended ~~the~~December ~~first~~31, ~~anniversary~~2016, as amended on November 17, 2017 did not contain an adverse opinion or a disclaimer of ~~the~~opinion ~~Eligible~~and ~~Uplisting~~were not qualified or modified as to uncertainty, audit scope or accounting principles.

~~The~~During ~~Shares~~the ~~issued~~fiscal inyears ~~the~~ended ~~Private~~December ~~Sale~~31, ~~are~~2017 ~~exempt~~and ~~from~~2016, and the ~~registration~~subsequent ~~requirements~~interim ofperiod ~~the~~through ~~Securities~~February ~~Act~~8, ~~of 1933~~2018, asthere ~~amended~~were (i) no "disagreements" (~~the “Securities~~as ~~Act”),~~that ~~pursuant~~term tois ~~Section~~described 4in Item 304(a)(21)(iv) of Regulation S-K and the ~~Securities~~related ~~Act~~instructions) between the Company and/ Yongtuo on any matter of accounting principles or ~~Regulation~~practices, Sfinancial ~~promulgated~~statement ~~thereunder~~disclosure, or auditing scope or procedure, which, if not resolved to Yongtuo’s satisfaction, would have caused Yongtuo to make reference thereto in their reports, and (ii) no “reportable events” (as that term is described in Item 304(a)(1)(v) of Regulation S-K).

AThe ~~copy~~Company ofprovided ~~the~~Yongtuo ~~Agreement~~with isa ~~filed~~copy ~~hereto~~of asthe ~~Exhibits~~disclosures ~~10.1~~made towithin this Current Report on Form 8-K and ~~such~~requested ~~document~~that ~~is incorporated~~Yongtuo ~~herein~~furnish ~~by reference. The foregoing is only~~ a ~~brief~~letter ~~description~~addressed ofto the ~~material~~Securities ~~terms~~and ofExchange ~~the~~Commission ~~Agreement,~~stating ~~and~~whether ~~does~~or not ~~purport to~~it beagrees awith ~~complete~~such ~~description~~disclosures. A copy of ~~the~~Yongtuo ~~rights~~letter ~~and~~dated ~~obligations~~February of12, ~~the~~2018 ~~parties thereunder and~~ is ~~qualified~~filed inas ~~its~~Exhibit ~~entirety~~16.1 ~~by reference to such exhibit~~hereto.

~~Item~~(b) ~~3.02~~Appointment ~~Unregistered~~of ~~Sales~~new ofindependent ~~Equity~~registered ~~Securities.~~public accounting firm

~~The~~During ~~information~~the ~~set~~fiscal ~~forth~~years ~~under~~ended ~~Item~~December ~~1.01~~31, 2017 and 2016, and the subsequent interim period through February 8, 2018, neither the Company nor anyone on its behalf consulted with Friedman regarding (i) the application of ~~this~~accounting ~~Current~~principles ~~Report~~to a specified transaction, (ii) the type of audit opinion that might be rendered on ~~Form~~the ~~8-K~~Company’s isfinancial ~~incorporated~~statements ~~into~~by Friedman, in ~~this~~either ~~Item~~case ~~3.02~~where written or oral advice provided by Friedman ~~reference~~would be an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issues or (iii) any other matter that was the subject of a disagreement between us and our former auditor, Yongtuo or was a reportable event (as described in Items 304(a)(1)(iv) or Item 304(a)(1)(v) of Regulation S-K, respectively).

Item 9.01.

Financial Statements and Exhibits.

Exhibit No.		Description
10.1		Subscription Agreement by and between the Company and Yanru Zhou, dated November 21, 2017
16.1		Letter from Beijing Yongtuo CPAs (Special general partner) Shenzhen Branch to the Securities and Exchange Commission dated February 12, 2018

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.

	ASIA EQUITY EXCHANGE GROUP, INC.
Date: November 24, 2017	By:	/s/ Xiangyu Wang
Date: February 12, 2018	By:	/s/ Xiangyu Wang
	Name:	Xiangyu Wang
	Title:	Chief Executive Officer

Filing Compare · ASIA EQUITY EXCHANGE GROUP, INC.