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CGHC > SEC Filings for CGHC > Form 8-K/A on 30-May-2012All Recent SEC Filings

Show all filings for CAPITAL GROUP HOLDINGS, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K/A for CAPITAL GROUP HOLDINGS, INC.


30-May-2012

Changes in Registrant's Certifying Accountant, Financial Statement


Item 4.01. Changes in Registrant's Certifying Accountant

(a) Previous Independent Accounts.

(i) On April 26, 2012, Schumacher & Associates, Inc. ("Schumacher") was dismissed as Capital Group Holdings' (the "Company") independent accountant.

(ii) Schumacher's reports on the Company's financial statements for the fiscal years ended June 30, 2009 and 2008 contained an adverse opinion which raised substantial doubt about the Company's ability to continue as a going concern.

(iii) The Company's Board of Directors approved the decision to change independent accountants.

(iv) During the last two fiscal years ended June 30, 2009 and 2008, and further through the date of dismissal of Schumacher, there have been no disagreements with Schumacher on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement if not resolved to the satisfaction of Schumacher, would have caused them to make reference to the subject matter of the disagreement(s) in connection with their report as required by Item 304(a)(1)(iv) of Regulation S-K.

(v) During the last two fiscal years ended June 30, 2009 and 2008, and further through the date of dismissal of Schumacher, Schumacher did not advise the Company on any matter set forth in Item 304(a)(1)(v)(A) through (D) of Regulation S-K.

(vi) The Company requested that Schumacher furnish it with a letter addressed to the SEC stating whether or not it agrees with the above statements. A copy of such letter is filed as Exhibit 16 to this amended Form 8-K.

(b) New Independent Accountants.

On April 26, 2012, the Company engaged Semple, Marchal & Cooper, LLP ("Semple") as the Company's new independent accountants to audit the Company's financial statements for the fiscal year ending June 30, 2010. During the fiscal years ended June 30, 2009 and 2008, and subsequent interim period through the date Semple was engaged, the Company did not consult with Semple regarding:

(i) the application of accounting principles to a specific transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements, and no written report or oral advice was provided to the Company by Semple concluding there was an important factor to be considered by the Company in reaching a decision as to an accounting, auditing or financial reporting issue; or

(ii) any matter that was either the subject of a disagreement, as that term is defined in Item 304 (a)(1)(iv) of Regulation S-K or a reportable event, as that term is described in Item 304 (a)(1)(v) of Regulation S-K.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Ex 16.1 Letter from Schumacher & Associates, Inc. dated May 30, 2012, on change in certifying accountant.

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