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| MGOL.OB > SEC Filings for MGOL.OB > Form 8-K/A on 4-Sep-2009 | All Recent SEC Filings |
4-Sep-2009
Changes in Registrant's Certifying Accountant, Other Events
On May 11, 2009, the Board of Directors of the Registrant dismissed Lawrence Scharfman & Co., CPA P.C. ("Scharfman") as the Registrant's independent registered public accountants and approved the engagement of Moore & Associates, Chartered ("Moore") to serve as the Registrant's independent registered public accountants for the fiscal year 2009.
On August 27, 2009, the PCAOB revoked the registration of Moore because of violations of PCAOB rules and auditing standards in auditing the financial statements of several companies other than Registrant, PCAOB rules and quality controls standards, and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and noncooperation with the PCAOB investigation.
Moore was the Registrant's independent registered public accountants as of May 2009 and through August 7, 2009 (approximately 3 months), therefore did not issue auditors' reports on the financial statements for the years ended December 31, 2008 and December 31, 2007.
Moore reviewed the Registrant's financial statements and notes to financial statements included in its Form 10-Q for the periods ended March 31, 2009 and June 30, 2009.
On August 7, 2009, Moore terminated its engagement as the Registrant's independent registered public accountants. The Registrant is currently reviewing accountants. When a new accountant is engaged, the Registrant will file notice of such accountant with the Securities and Exchange Commission on Form 8-K.
Scharfman issued its auditor report on the financial statements for the years ended December 31, 2008 and December 31, 2007 which included an explanatory paragraph as to the Registrant's ability to continue as a going concern.
On August 11, 2009, the PCAOB revoked the registration of Scharfman because of deficiencies in the conduct of certain of its audits and its procedures. As Scharfman is no longer registered with the PCAOB, the Registrant may not include Scharfman's audit reports or consents in its future filings with the Commission. Once the Registrant engages a firm that is registered with the PCAOB, it will re-audit the year ended December 31, 2008.
Other than the going concern uncertainty described above, Scharfman's reports on the financial statements of the Registrant for the periods ended December 31, 2008 and 2007 contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle.
During the periods ended December 31, 2008 and 2007 and through the date of this Current Report, there have been no disagreements with Scharfman (as defined in Item 304(a)(1)(iv) of Regulation S-K) 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 Scharfman, would have caused them to make reference thereto in their report on financial statements for such years.
During the periods ended December 31, 2008 and 2007 and through the date of this Current Report on Form 8-K there were no reportable events as defined in Item 304(a)(1)(iv) of Regulation S-K.
The Registrant provided Scharfman and Moore a copy of the above disclosure and
requested that they furnish a letter addressed to the Securities and Exchange
Commission stating whether or not they agree with the statements made above. A
Copy of Scharfman's letter to the Commission is attached hereto as Exhibit
16.2. Moore has indicated to the Registrant that he will not be issuing Exhibit
16 Letters.
On September 3, 2009, the Registrant issued a press release announcing that Mergent's Editorial Board has approved Minatura Gold for a listing in Mergent Manual and News Reports™. As part of Mergent's listing services, the new description will be highlighted separately on www.mergent.com with an active hyperlink back to Minatura Gold's website.
A copy of the press release is attached hereto as Exhibit 99.4.
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