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| ZLUSE.OB > SEC Filings for ZLUSE.OB > Form 8-K on 4-Sep-2009 | All Recent SEC Filings |
4-Sep-2009
Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits
(a) Previous Independent Accountants
On August 24, 2009, Zealous, Inc. (the Company) dismissed Berkovits & Company, LLP ("Berkovits & Company") as the Company's independent registered public accounting firm. The decision to change accountants was approved by the Board of Directors of the Company. The former accountant's report on our financial statements does not contain any adverse opinions or disclaimers of opinions and is not qualified or modified as to any uncertainty except that the report of Berkovits & Company, for the period of 03/31/2009 indicated conditions which raised substantial doubt about the Company's ability to continue as a going concern. During the period from 03/31/2009 and subsequent interim periods prior to the change in auditors there were no (1) disagreements with Berkovits & Company on any matter of accounting principles or practices, financial statement disclosures or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Berkovits & Company, would have caused them to make reference to the subject matter of the disagreement in connection with their report on the financial statements for such period or (2) reportable events of the kind described in Item 304(a)(1)(v) of Regulation S-K. The Company provided Berkovits & Company with a copy of the disclosure contained in this Form 8-K and requested that Berkovits & Company furnish it with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements. Berkovits & Company's letter, dated 08/28/2009, is filed as Exhibit 16.1 to this Form 8-K.
(b) New Independent Accountants
Effective as of 08/24/2009, the Company engaged De Joya Griffith & Company, LLC ("De Joya Griffith") as the Company's new independent registered public accounting firm to audit the Company's financial statements. The decision to change accountants was approved by the Board of Directors of the Company as of 08/21/2009. During the period of 06/30/2009 and the subsequent interim period preceding such engagement, the Company has not consulted De Joya Griffith regarding either (a) the application of accounting principles to any completed or contemplated transaction, or the type of audit opinion that might be rendered on the Company's financial statements; or (b) any matter that was either the subject of a disagreement as defined in Item 304(a)(1)(iv) of Regulation S-K or a reportable event as described in Item 304(a)(1)(v) of Regulation S-K. We have provided a copy of the disclosures in this report to De Joya Griffith and offered them the opportunity to furnish a letter to the Commission contemplated by Item 304(a)(2)(ii)(D) of Regulation S-K. De Joya Griffith has advised that it does not intend to furnish such a letter to the Commission.
16.1 Letter from Berkovits & Company, LLP dated 08/28/2009
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 hereunto duly authorized.
Date: August 26, 2009
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