Item
4.01 Changes in Registrant's Certifying Accountant.
(a) Dismissal of Independent Registered Public
Accountant
On
August 12, 2016, the Public Company Accounting Oversight Board
("PCAOB") issued an order which, among other things, revoked the
PCAOB registration of Moss, Krusick and Associates, LLC
(“Moss Krusick”) the Company's prior independent
registered public accounting firm. Prior thereto and on January 18,
2016, Moss Krusick resigned as auditor of the Company. As a result
of that revocation, the Company can no longer include the audit
report and consent of Moss Krusick in its future filings and other
reports with the Securities and Exchange Commission. Accordingly,
we have requested that Rosenberg Rich Berman Baker & Company
(“RRBB”), our successor audit firm, re-audit our
financial statements for the fiscal year ended December 31, 2014
and RRBB’s report on our financial statements for the fiscal
year ending December 31, 2014, which will be included in our annual
report on Form 10-K for the year ended March 31, 2015 when filed
with the Securities and Exchange Commission which will include a
report covering our fiscal year ended December 31, 2014. Moss
Krusick issued an audit report on the Company’s financial
statements as of and for the years ended December 31, 2013 and
December 31, 2014. The audit report did not contain an adverse
opinion or a disclaimer of opinion, nor was either such report
qualified or modified as to uncertainty, audit scope, or accounting
principles, except that such report raised substantial doubts on
our ability to continue as a going concern. During our two most
recent fiscal years and the subsequent interim period preceding the
resignation of Moss Krusick we had no disagreements with the firm
on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope of procedure which
disagreement if not resolved to the satisfaction of Moss Krusick
would have caused it to make reference to the subject matter of the
disagreement in connection with its report.
We have
provided a copy of the above disclosures to Moss Krusick and
requested that it provide a letter addressed to the U.S. Securities
and Exchange Commission stating whether or not the firm agrees with
the above disclosures.
(b) New Independent Registered Public Accounting Firm
Effective
October 28, 2016 the Company’s Board of Directors approved
the appointment of RRBB to serve as its Company’s independent
registered public accounting firm to audit its financial
statements. The Board of Directors does not have an audit
committee. During our two most recent fiscal years and the
subsequent interim period prior to retaining RRBB (1) neither we
nor anyone on our behalf consulted RRBB regarding (a) either the
application of accounting principles to a specified transaction,
either completed or proposed, or the type of audit opinion that
might be rendered on our financial statements or (b) any matter
that was the subject of a disagreement or a reportable event as set
forth in Item 304(a)(1)(iv) and (v), respectively, of Regulation
S-X, and (2) RRBB did not provide us with a written report or oral
advice that they concluded was an important factor considered by us
in reaching a decision as to accounting, auditing or financial
reporting issue.