SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

  

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of the

Securities Exchange Act of 1934

 

For the month of May 2012

 

Commission File Number: 001-34615 

 

 

JinkoSolar Holding Co., Ltd.

 

 

 1 Jinke Road,

Shangrao Economic Development Zone

Jiangxi Province, 334100

People’s Republic of China

(Address of principal executive offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F  x            Form 40-F  ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in papers as permitted by Regulation S-T Rule 101(b)(1):  ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in papers as permitted by Regulation S-T Rule 101(b)(7):  ¨

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes  ¨          No  x

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-N/A

 

 

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, thereunto duly authorized.

 

				JinkoSolar Holding Co., Ltd. (Registrant)
Date: May 10, 2012		By:		/S/    LONGGEN ZHANG
		Name:		Longgen Zhang
		Title:		Chief Financial Officer

  

 

 

 

Announces Changes in Registrant’s Certifying Accountant

 

On May 10, 2012, JinkoSolar Holding Co., Ltd. (“the Company”) announced that the Company has dismissed the Company’s previous independent registered public accounting firm, PricewaterhouseCoopers Zhong Tian CPAs Limited Company (“PwC”) and engaged Ernst & Young Hua Ming (“EY”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2012. The decision to change auditors was unanimously approved by all the directors of the Company, including all the members of the Company’s Audit Committee, on April 29, 2012.

 

The reports of PwC on the Company’s consolidated financial statements for the fiscal years ended December 31, 2010 and 2011 did not contain an adverse opinion or a disclaimer of an opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principles.

 

During the fiscal years ended December 31, 2010 and 2011 and through April 29, 2012, there were no disagreements with PwC 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 PwC, would have caused PwC to make reference to the subject matter of the disagreements in its reports on the consolidated financial statements for such fiscal years then ended. During the fiscal years ended December 31, 2010 and 2011 and through April 29, 2012, there were also no “reportable events” requiring disclosure pursuant to Item 16F(a)(1)(v) of Form 20-F, except that as of December 31, 2010 the Company did not maintain effective internal control over financial reporting due to the material weaknesses identified, including: (1) the lack of resources with appropriate accounting knowledge and experience to prepare and review financial statements and related disclosures in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and (2) inadequate review procedures, including appropriate levels of review in the design of period end reporting process that are consistently applied across the Company’s entities, to identify inappropriate accounting treatment of transactions. As of December 31, 2011, the Company’s management determined that applicable controls were effectively designed and operated so as to enable the Company’s management to conclude that the previously identified material weaknesses had been remediated and the Company’s internal control over financial reporting was effective.

 

The Company has provided PwC with a copy of the disclosures in this Form 6-K and has requested that PwC furnish the Company with a letter addressed to the Securities and Exchange Commission (“SEC”) stating whether or not PwC agrees with the statements in this Form 6-K. A copy of the letter dated May 10, 2012, furnished by PwC in response to that request is furnished as Exhibit 16.1 to this Form 6-K.

 

During the fiscal years ended December 31, 2010 and 2011 and through April 29, 2012, neither the Company nor anyone on its behalf consulted EY with respect to either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s consolidated financial statements, and neither a written report nor oral advice was provided to the Company that EY 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 with PwC (as that term is used in Item 16F (a)(1)(iv) of Form 20-F and the related instructions to Item 16F) or a reportable event (as described in Item 16F (a)(1)(v) of Form 20-F).

 

 

The Company has also provided EY with a copy of the disclosures in this Form 6-K and provided EY with the opportunity to furnish the Company with a letter addressed to the SEC containing any new information, clarification of the expression of the Company’s views, or the respects in which EY does not agree with the statements made by the Company herein.

 

The Company’s press release dated May 10, 2012, is attached hereto as Exhibit 99.1.

 

 

 

Exhibit Index

 

 

Exhibit 16.1     Letter of PricewaterhouseCoopers Zhong Tian CPAs Limited Company, dated May 10, 2012, regarding change in independent registered public accounting firm

 

Exhibit  99.1     Press Release, dated May 10, 2012

 

 

 

 

 

May 10, 2012

 

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549-7561

 

Commissioners:

 

We have read the statements made by JinkoSolar Holding Co., Ltd. to be furnished with the Securities and Exchange Commission on Form 6-K dated May 10, 2012. We agree with the statements concerning PricewaterhouseCoopers Zhong Tian CPAs Limited Company in such Form 6-K.

 

Very truly yours,  

 

/s/PricewaterhouseCoopers Zhong Tian CPAs Limited Company

PricewaterhouseCoopers Zhong Tian CPAs Limited Company

 

 

  

JinkoSolar Engages Ernst & Young Hua Ming
as its Independent Registered Public Accounting Firm

 

SHANGHAI, China, May 10, 2012 /PRNewsire - Asia/ - JinkoSolar Holding Co., Ltd. (“JinkoSolar” or the “Company,” NYSE: JKS), a vertically integrated solar power product manufacturer, today announced that the Company has dismissed the Company’s previous independent registered public accounting firm, PricewaterhouseCoopers Zhong Tian CPAs Limited Company (“PwC”) and engaged Ernst & Young Hua Ming (“EY”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2012. The decision to change auditors was unanimously approved by all the directors of the Company, including all the members of the Company’s Audit Committee, on April 29, 2012.

 

During the fiscal years ended December 31, 2010 and 2011 and through April 29, 2012, JinkoSolar and PwC did not have any disagreements 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 PwC, would have caused PwC to make reference to the subject matter of the disagreements in its reports on JinkoSolar’s consolidated financial statements. During the years ended December 31, 2010 and 2011 and through April 29, 2012, there were also no “reportable events” requiring disclosure pursuant to Item 16F(a)(1)(v) of Form 20-F, except that as of December 31, 2010, the Company did not maintain effective internal control over financial reporting due to the material weaknesses identified, including: (1) the lack of resources with appropriate accounting knowledge and experience to prepare and review financial statements and related disclosures in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and (2) inadequate review procedures, including appropriate levels of review in the design of period end reporting process that are consistently applied across the Company’s entities, to identify inappropriate accounting treatment of transactions. As of December 31, 2011, the Company’s management determined that applicable controls were effectively designed and operated so as to enable the Company’s management to conclude that the previously identified material weaknesses had been remediated and the Company’s internal control over financial reporting was effective.

 

About JinkoSolar

 

JinkoSolar Holding Co., Ltd. is a vertically integrated solar power product manufacturer with cost efficient operations based in Jiangxi Province and Zhejiang Province in China and sales and marketing offices in Shanghai, China; Munich, Germany; San Francisco, U.S.A.; Queensland, Australia; Ontario, Canada; Bologna, Italy; Montpellier, France; and Zug, Switzerland.

 

JinkoSolar has built a vertically integrated solar product value chain with an integrated annual capacity of approximately 1.2 gigawatts each for silicon ingots, silicon wafers, solar cells, and solar modules as of December 31, 2011. JinkoSolar distributes its photovoltaic products to a diversified customer base in the global photovoltaic market, including Germany, Italy, France, Cyprus, Belgium, Spain, the United States, Eastern Europe, China, and other countries and regions.

 

 

Safe Harbor Statement

 

This news release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "anticipates," "believes," "estimates," “expects,” "future," "intends," "plans," "will," and similar statements. Such statements involve inherent risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Further information regarding these and other risks is included in JinkoSolar's public filings with the Securities and Exchange Commission, including its annual report on Form 20-F for the year ended December 31, 2011 filed with the Securities and Exchange Commission on April 18, 2012, as amended on April 19, 2012. All information provided in this news release is as of May 10, 2012. Except as required by law, JinkoSolar undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

 

For investor and media inquiries, please contact:

 

In China:

 

Mr. Sebastian Liu

JinkoSolar Holding Co., Ltd.

Tel: +86 21 6106 1792

Email: ir@jinkosolar.com

 

Mr. Christian Arnell

Christensen

Tel: +86 10 5826 4939

Email: carnell@christensenIR.com

 

In the U.S.:

 

Mr. Jeff Bloker

Christensen

Tel: +1 480 614 3003

Email: jbloker@christensenIR.com