Change in Certifying Accountants Form 8 K

ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

(a) On July 2, 2024, the board of directors of FDCTech, Inc. (the "Company") terminated its relationship with its independent registered public accounting firm, Fortune CPA Inc., Orange, California ("Fortune"), effective as of July 2, 2024.

Fortune was only retained by the Company for less than a year, and no reports were filed with the SEC. During the period of time that Fortune was the Company's auditor through July 2, 2024, there were no disagreements with Forutne on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to the satisfaction of Fortune, would have caused Fortune to refer to the matter in its reports on the Company's financial statements for such periods.

The Company provided Fortune with a copy of the disclosures in the preceding paragraph and requested that Fortune furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not they agree with such disclosures. Fortune provided a letter dated July 2, 2024, stating its agreement with such statements, which is included as exhibit 16.1 to this Current Report on Form 8-K.

(b) On July 2, 2024, the Company, based on the decision of its board of directors, approved the engagement of Olayinka Oyebola & Co ("Olayinka") to serve as the Company's independent registered public accounting firm, commencing July 2, 2024. Olayinka is a member of Public Company Accounting Oversight Board (PCAOB) in the United States and member of Canadian Public Accountability Board (CPAB) in Canada.

During the fiscal year ended December 31, 2023, and through the date of the board of directors' decision, the Company did not consult Olayinka concerning 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, or any other matter or reportable events listed in Items 304(a)(2)(i) and (ii) of Regulation S-K.