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UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of January 2025
Commission File Number 001-41976
SOLARBANK CORPORATION
(Translation of registrant’s name into English)
505
Consumers Rd., Suite 803
Toronto, Ontario, M2J 4Z2 Canada
(Address of principal executive office)
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☐ Form 40-F ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) ☐
Indicate by check mark if the registrant is “submitting” the Form 6-K in paper as permitted by Regulation S-T “Rule” 101(b)(7) ☐
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.
| Date January 13, 2025 | SOLARBANK CORPORATION | |
| By: | /s/ Sam Sun | |
| Sam Sun | ||
| Chief Financial Officer & Corporate Secretary | ||
|
|
EXHIBIT INDEX
| EXHIBIT | DESCRIPTION OF EXHIBIT | |
| 99.1 | Change of Auditor Reporting Package |
|
|
Exhibit 99.1
NOTICE OF CHANGE OF AUDITOR
National Instrument 51-102
SOLARBANK CORPORATION
(the “Company”)
| TO: |
British Columbia Securities Commission Alberta Securities Commission |
Financial and Consumer Affairs Authority of Saskatchewan
The Manitoba Securities Commission
Ontario Securities Commission
Office of the Superintendent of Securities Service Newfoundland and Labrador
Nova Scotia Securities Commission
Financial and Consumer Services Division, Prince Edward Island
Financial and Consumer Services Commission, New Brunswick
Autorité des marchés financiers
ZH CPA, LLC
Deloitte LLP
The Company hereby gives notice pursuant to National Instrument 51-102 – Continuous Disclosure Obligations (“National Instrument 51-102”) as follows:
| 1. | At the request of the Company, ZH CPA, LLC has resigned as auditor of the Company effective January 13, 2025 (the “Resignation Date”). |
| 2. | The Company’s Board of Directors has accepted the resignation of ZH CPA, LLC as auditor of the Company effective the Resignation Date. |
| 3. | The auditor’s reports on the Company’s financial statements, for the period commencing at the beginning of the Company’s two most recently completed financial years and ending on the Resignation Date, did not express a modified opinion. |
| 4. | The Company’s Board of Directors has approved the appointment of Deloitte LLP as successor auditor of the Company. |
| 5. | In the opinion of the Company, as at the date hereof, there have been no Reportable Events (as such term is defined in National Instrument 51-102) in connection with the audits for the period commencing at the beginning of the Company’s two most recently completed financial years and ending on the Resignation Date. |
DATED at Toronto, Ontario, this 13th day of January, 2025.
SOLARBANK CORPORATION BY ORDER OF THE BOARD
| (signed) “Dr. Richard Lu” | |
| Dr. Richard Lu | |
| Director, President & CEO |
January 13, 2025
Solarbank Corporation (the “Company”)
To:
British Columbia Securities Commission
Alberta Securities Commission
Financial and Consumer Affairs Authority of Saskatchewan
The Manitoba Securities Commission
Ontario Securities Commission
Office of the Superintendent of Securities Service Newfoundland and Labrador
Nova Scotia Securities Commission
Financial and Consumer Services Division, Prince Edward Island
Financial and Consumer Services Commission, New Brunswick
Autorité des marchés financiers
Re: Notice of Change of Auditor of SolarBank Corporation
As required by National Instrument 51-102, we have reviewed the information contained in the Notice dated January 13, 2025, given by the Company to ourselves and Deloitte LLP.
In reference to the Notice of Change of Auditor, we wish to advise the relevant securities commissions that we have read the Notice and, based on our knowledge as at the time of receipt of the Notice, we agree with the statements within the Notice pertaining to our firm.
| Yours very truly, | |
| /s/ ZH CPA, LLC |
999 18th Street, Suite 3000, Denver, CO, 80202 USA Phone: 1.303.386.7224 Fax: 1.303.386.7101 Email: admin@zhcpa.us
 |
Deloitte LLP |
| Bay Adelaide East | |
| 8 Adelaide Street West Suite 200 | |
| Toronto ON M5H 0A9 Canada | |
| Tel: (416) 601 6150 | |
| Fax: (416) 601 6610 | |
| www.deloitte.ca | |
| January 13, 2025 |
To:
Alberta Securities Commission
Autorité des marchés financiers
British Columbia Securities Commission
Financial and Consumer Affairs Authority of Saskatchewan
Financial and Consumer Services Commission (New Brunswick)
Nova Scotia Securities Commission
Department of Justice and Public Safety, Financial and Consumer Services Division (Prince Edward Island)
Office of the Superintendent of Securities Service Newfoundland and Labrador
Ontario Securities Commission
The Manitoba Securities Commission
Dear Sirs/Mesdames:
RE: Notice of Change of Auditor – SolarBank Corporation (the “Company”)
As required by subparagraph (6)(a)(ii) of section 4.11 of National Instrument 51-102, we have reviewed the change of auditor notice of the Company dated January 13, 2025 (the “Notice”) and, based on our knowledge of such information at this time, we agree with statement 4 and we have no basis to agree or disagree with statements 1 to 3 and 5 contained in the Notice.
Yours truly,
/s/ Deloitte LLP
Chartered Professional Accountants
Licensed Public Accountants