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MNOV > SEC Filings for MNOV > Form 8-K on 5-Oct-2009All Recent SEC Filings

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Form 8-K for MEDICINOVA INC


5-Oct-2009

Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits


Item 4.01. Change in Registrant's Certifying Accountant.

(a) Dismissal of Independent Accountant.

On September 29, 2009, the Audit Committee of the Board of Directors of MediciNova, Inc. (the "Company") approved the dismissal of Ernst & Young LLP ("E&Y") as the Company's independent registered public accounting firm.

The audit report of E&Y on the Company's consolidated financial statements as of and for the year ended December 31, 2008 did not contain an adverse opinion or a disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles.

The audit report of E&Y on the Company's consolidated financial statements as of and for the year ended December 31, 2007 did not contain an adverse opinion or a disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles, except that the report contained an explanatory paragraph stating that "[a]s discussed in Note 1 to the consolidated financial statements, effective January 1, 2006, the Company adopted Statement of Financial Accounting Standards No. 123R Share-Based Payment." The audit report of E&Y on the effectiveness of internal control over financial reporting as of December 31, 2007 did not contain an adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope or accounting principles.

During the two fiscal years ended December 31, 2008 and the subsequent interim period through September 29, 2009, there were no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K) with E&Y 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 E&Y, would have caused E&Y to make reference to the subject matter of the disagreements in its reports on the Company's financial statements for such years.

During the two fiscal years ended December 31, 2008 and the subsequent interim period through September 29, 2009, there were no reportable events (as defined in Item 304(a)(1)(v) of Regulation S-K).

The Company has provided E&Y with a copy of this report and has requested that E&Y furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the statements made above. A copy of E&Y's letter dated October 2, 2009 is attached as Exhibit 16.1 to this Current Report on Form 8-K.

(b) Engagement of New Independent Accountant.

On September 29, 2009, the Audit Committee of the Board of Directors of the Company approved the engagement of KPMG LLP ("KPMG") as the Company's independent registered public accounting firm. During the years ended December 31, 2007 and 2008 and through September 29, 2009, neither the Company nor anyone on its behalf consulted with KPMG with respect to (a) 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, and neither a written report was provided to the Company nor oral advice was provided that KPMG concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (b) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K).



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
  No.                                     Description

 16.1        Letter from Ernst & Young LLP to the Securities and Exchange
             Commission dated October 2, 2009.


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