UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549

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

~~Pursuant~~Date toof ~~Section~~Report ~~13 or 15~~(d)Date of ~~the~~earliest ~~Securities Exchange~~event ~~Act~~reported) ofAugust ~~1934~~25, 2017

~~Date~~CONSORTEUM HOLDINGS, ofINC. ~~Report~~ (~~date~~Exact name of ~~earliest~~registrant ~~event~~as ~~reported): February~~specified ~~11,~~in ~~2013~~its chapter)

CONSORTEUM HOLDINGS, INC.

Nevada	000-53153	45-2671583
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

~~(Exact~~1870 ~~Name~~The Exchange, Suite 100 Atlanta, GA 30339 (Address of ~~Registrant~~principal asexecutive ~~Specified~~offices inand ~~its Charter~~Zip code)

Nevada	000-53153	45-2671583
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

(888) 603-5161

6Registrant’s –telephone ~~14845 Yonge Street~~number, ~~Suite #348,~~including ~~Aurora,~~area ~~Ontario, Canada, L4G 6H8~~code

6 – 14845 Yonge Street, Suite #348, Aurora, Ontario, Canada, L4G 6H8 (~~Address~~Former ofname ~~Principal~~or ~~Executive~~former ~~Offices~~address, if changed since last report)

~~(888)~~Check ~~702~~the appropriate box below if the Form 8-~~3410~~ K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

(Registrant’s telephone number, including area code)

_____________________________

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 ~~CRF~~CFR 240.14a-12)

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

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

~~Forward~~Indicate ~~Looking~~by ~~Statements:~~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).

~~This~~Emerging ~~Form~~growth 8-K contains 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. All forward-looking statements are inherently uncertain as they are based on current expectations and assumptions concerning future events or future performance of the Company. Readers are cautioned not to place undue reliance on these forward-looking statements, which are only predictions and speak only as of the date hereof. In evaluating such statements, prospective investors should review carefully various risks and uncertainties identified in this release and matters set in the Company's SEC filings. These risks and uncertainties could cause the Company's actual results to differ materially from those indicated in the forward-looking statements. We caution that words used in this document such as "expects," "anticipates," "believes," "may," and "optimistic," as well as similar words and expressions used herein, identify and refer to statements describing events that may or may not occur in the future.company ¨

~~These~~If ~~forward-looking~~an ~~statements~~emerging ~~and~~growth ~~the~~company, ~~matters to~~indicate which they refer are subject to considerable uncertainty that may cause actual results to be materially different from those described herein. There are numerous factors that could cause actual results to be different than those anticipated or predicted by ~~us,~~check ~~including:~~mark ~~(i)~~if ~~failure to satisfy conditions to funding under~~ the registrant ~~Funding~~has ~~Agreement~~elected ~~described~~not ~~below; (ii) failure of the funding source~~ to ~~fund~~use ~~either~~ the ~~Loan~~extended ortransition ~~the~~period ~~Bridge Loan as described below at all or in the amounts and at the times indicated; (iii) a deterioration in economic conditions in general; (iv) a decrease in demand~~ for ~~our~~complying ~~products~~with orany ~~services in particular; (v) our loss of a key employee or employees; (vi) regulatory changes, including further changes in the area of credit card regulation or implementation of~~ new ~~regulations in furtherance of the new legislation that may have an adverse affect on the demand for our products~~ or ~~services;~~revised ~~(vii)~~financial ~~increases~~accounting ~~in our operating expenses resulting from increased costs of labor and/or consulting services;~~standards ~~(viii)~~provided ~~our~~pursuant ~~inability~~ to ~~exploit~~Section ~~existing or secure additional sources of revenues or capital to fund operations;~~ 13(~~ix)~~ a ~~failure to collect upon or otherwise secure the benefits of existing contractual commitments with third parties, including our customers; and (ix~~) ~~other factors and risks identified in our SEC filings. This list provides examples~~ of ~~factors that could affect~~ the ~~results described~~Exchange by forward-looking statements contained in this Form 8-K; however, this list is not exhaustive and many other factors could impact our business and it is impossible to predict with any accuracy which factors could result in negative impactsAct. ¨

~~These~~Section ~~forward-looking~~4 ~~statements speak only as of the date hereof. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward~~-~~looking~~ ~~statements~~Matters ~~contained~~Related ~~herein~~ to ~~reflect~~Accountants ~~any~~and ~~change in its expectations with regard thereto or any change~~Financial ~~in events, conditions or circumstances on which any such statement is based.~~Statements

Item 4.01 Changes in Registrant'’s Certifying Accountant.

(a) and (b) OnBy ~~February 11,~~letter ~~2013,~~dated ~~Sherb~~March &31, ~~Co.~~2016, RBSM LLP (“~~Sherb~~RBSM”), informed the ~~Company’s~~Board ~~registered~~of ~~independent~~Directors ~~PCAOB~~of ~~accountant~~Consorteum ~~for~~Holdings, ~~its~~Inc. ~~financial statements informed~~ (the “Company”) ~~that~~and the itSecurities ~~had~~and ~~been~~Exchange ~~acquired~~Commission ~~by RBSM, LLP, an independent registered PCAOB accountant~~ (the “~~Acquisition~~Commission”)~~. As~~ athat ~~result~~the ofclient-auditor ~~the~~relationship ~~Acquisition~~between the Company and ~~because~~ RBSM, ~~LLP~~had ~~has~~ceased. ~~its~~A ~~own~~copy ~~PCAOB~~of ~~registration~~such ~~number,~~letter onis ~~February~~filed ~~21,~~as ~~2013~~Exhibit ~~the~~99.1 hereto. The Company ~~executed and~~did ~~delivered~~not ahave ~~new~~the ~~retainer~~resources ~~agreement~~to ~~for~~retain ~~accountant~~any independent ~~services~~accountants ~~for~~to audit its financial statements tofor ~~RBSM,~~its ~~LLP.~~fiscal ~~Although~~years ~~the~~ended ~~Company (i)~~June ~~has~~30, ~~not~~2015, ~~dismissed~~June ~~Sherb~~30, 2016 and ~~(ii)~~June ~~has~~30, 2017. ~~not~~In ~~had~~its ~~any~~reports ~~disagreements~~on ~~with~~the ~~Sherb,~~Company’s ~~and~~financial ~~(iii)~~statements ~~Sherb~~for ~~has~~the ~~not~~fiscal ~~refused~~years toended ~~stand~~June ~~for~~30, ~~reappointment as~~2013 ~~the~~and ~~Company’s~~June ~~accountants~~30, ~~the~~2014, ~~Company~~RBSM had ~~nevertheless~~included ~~must~~a ~~file~~going ~~this~~concern ~~Report~~qualification. onThe ~~Form~~Company ~~8-K.~~had ~~The~~no ~~decision~~disagreements toor ~~retain~~differences ~~RBSM,~~of ~~LLP as~~opinion ~~the~~with ~~Company’s~~RBSM ~~independent~~on ~~registered~~any ~~public~~matter of accounting ~~firm~~principles ~~was~~or ~~approved~~practices, byfinancial ~~the~~statement ~~Company’s~~disclosure ~~Board~~or ofaudit ~~Directors~~scope ~~on February~~or ~~18,~~procedure ~~2013~~during ~~(“Retention~~those ~~Date”)~~years.

2On August 25, 2017 (the “Retention Date”), the Company re-engaged RBSM as its independent accountants to audit its financial statements for its fiscal years ended June 30, 2015, June 30, 2016 and June 30, 2017. The decision to retain RBSM as the Company’s independent registered public accounting firm was approved by the Company’s Board of Directors on August 23, 2017. The Company has no audit committee.

~~Except~~During ~~as noted in this paragraph immediately below,~~ the ~~reports of Sherb on the~~ Company’'s ~~financial~~ ~~statements~~three ~~for~~most ~~the~~ recent fiscal years ended June 30, ~~2012 and~~2015, June 30, ~~2011~~2016 ~~did~~and ~~not~~June ~~contain~~30, ~~an adverse opinion or disclaimer of opinion~~2017, and ~~such~~for ~~reports~~all ~~were~~subsequent ~~not~~interim ~~qualified~~periods orprior ~~modified as~~ to ~~uncertainty,~~the ~~audit scope~~Retention Date, orneither ~~accounting principle, except that each such report contained an explanatory paragraph which noted that there was substantial doubt whether~~ the Company’s ~~and~~nor ~~its~~anyone ~~subsidiaries~~acting ~~will~~on ~~continue~~its asbehalf aconsulted ~~going~~RBSM ~~concern because~~on ~~the~~any ~~Company is in the development stage, has a working capital deficit, and has incurred net losses and negative cash flows from operations~~matter.

~~During~~The ~~the~~Company ~~fiscal~~has ~~years~~provided ~~ended June 30, 2012~~RBSM ~~and~~with ~~June~~a ~~30,~~copy ~~2011~~of ~~and~~this ~~for~~Current ~~the~~Report ~~period~~ on ~~the~~Form ~~Retention~~8-K ~~Date,~~and ~~the~~requested ~~Company~~that ~~has~~RBSM ~~not~~review ~~had~~this ~~any~~disclosure ~~disagreements~~and ~~with~~provide ~~Sherb~~it onwith ~~any~~a ~~matter~~letter addressed ofto ~~accounting~~the ~~principles~~Commission orstating ~~practices,~~whether ~~financial~~it ~~statement~~agrees ~~disclosure~~with orthe ~~auditing~~statements ~~scope~~made orherein ~~procedure~~and, ~~which disagreements,~~ if not ~~resolved to Sherb’s satisfaction~~, ~~would~~the ~~have~~respects ~~caused~~in ~~them~~which toit ~~make~~does ~~reference~~not ~~thereto~~agree. The inCompany ~~their~~has ~~reports~~filed onsuch ~~the~~letter ~~Company’s financial~~as ~~statements~~Exhibit ~~for~~16.1 ~~such periods~~hereto.

~~During~~Section ~~the~~9 ~~years~~–Financial ~~ended December 31, 2011 and~~Statements ~~2010~~ and ~~through the Dismissal Date, there were no reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K.~~Exhibits

The Company has provided Sherb with a copy of this Report on Form 8-K and has requested that Sherb furnish a letter addressed to the Securities and Exchange Commission (the “Commission”) stating whether or not it agrees with the above statements. A copy of the letter from Sherb, when received, will be filed as an exhibit to this Report on Form 8-K.

New independent registered public accounting firm

On February 11, 2013 (the “Retention Date”), the Company retained RBSM, LLP (“RBSM, LLP ”) as its independent registered public accounting firm for the Company’s period ending December 31, 2012, March 31, 2013 and fiscal year ended June 30, 2013. The decision to retain RBSM, LLP as the Company’s independent registered public accounting firm was approved by the Company’s Board of Directors.

During the registrant's two most recent fiscal years ended June 30, 2012 and June 30, 2011, and for all subsequent interim periods prior to the Retention Date, neither the registrant (nor anyone acting on its behalf) consulted RBSM, LLP on any matter.

The Company has provided RBSM, LLP with a copy of this Report on Form 8-K and requested that RBSM, LLP review this disclosure before it is filed with the Commission and provide the Company with a letter addressed to the Commission containing any new information, clarification of the Company’s expression of its views, or the respects in which it does not agree with the statements made by the Company in this Report on Form 8-K. The Company shall file any such letter as an exhibit to this Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

~~Exhibit~~ 16.1 - Letter dated August 29, 2017 from ~~Sherb~~RBSM &to Cothe Commission ~~LLP~~and the Company

399.1 Letter dated March 31, 2016 from RBSM to the Commission and the Company

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~Registrant~~Company has duly caused this report to be signed on its behalf by the undersigned, ~~hereunto~~thereunto duly authorized.

Dated: February 25, 2013

Dated: August 29, 2017	CONSORTEUM HOLDINGS, INC.
	a Nevada corporation


	By:	/s/ Craig Fielding
		Craig Fielding Chairman and Chief Executive Officer

~~CONSORTEUM HOLDINGS, INC.,~~3

a Nevada corporation

By: /s/ Craig A. Fielding

Craig A. Fielding

Chairman and Chief Executive Officer

Filing Compare · Consorteum Holdings, Inc.