UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
___________
Amendment
No 1 to
FORM
8-K
___________
CURRENT
REPORT
Pursuant
To Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): March 16, 2009
IMPLEX
CORPORATION
(Exact Name of Registrant as Specified
in Charter)
Nevada
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333-140236
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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131
Court Street, #11, Exeter NH
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03833
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
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(603)
778-9910
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_______________________________________________
(Former
Name or former address, if changed since last report.)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13-e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
4.01 Change in Registrant’s Certifying Accountant.
Effective
March 16, 2009, the Company dismissed DNTW Chartered Accountants, LLP (“DNTW”)
as Implex Corporation’s independent registered public accountants.
The
reports of DNTW for the years ended December 31, 2007, 2006 and cumulative from
November 7, 2005 (date of inception) through December 31, 2007 did not contain
an adverse opinion or disclaimer of opinion and were not qualified or modified
as to audit scope or accounting principles. Notwithstanding the
foregoing, the audit report of DNTW on the financial statements for the years
ended December 31, 2007, 2006 and cumulative from November 7, 2005 (date of
inception) through December 31, 2007 did, however, contain an explanatory
paragraph relating to the uncertainty of the Company’s ability to continue as a
going concern.
During
the Company’s two most recent fiscal years and all interim periods from the last
fiscal year to the date of dismissal there were no disagreements with DNTW on
any matter of accounting principles or practices, financial statement disclosure
or auditing scope or procedures, which disagreements, if not resolved to the
satisfaction of DNTW would have caused it to make reference to such
disagreements in its reports.
There
were no "Reportable Events" as detailed in paragraphs (A), (B),
(C) and (D) of Item 304 (a)(1)(v).
On March
16, 2009 the Company retained Sutton Robinson Freeman & Co., P.C. to act as
its independent accountants. The Company has authorized DNTW to
discuss any matter relating to the Company with Sutton Robinson Freeman &
Co., P.C.
The
change in the Company’s auditors was approved by the Board of
Directors.
We did
not request any answer from Sutton Robinson Freeman & Co., P.C. regarding
application of accounting principles or audit opinion type prior to engaging
them to replace DNTW.
Item
9.01 Financial Statements and Exhibits
Exhibit
16. 2 Letter from
DNTW
SIGNATURE
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.
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IMPLEX
CORPORATION
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By:
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/s/ Richard
C. Fox, Pres./CEO
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Richard
C. Fox
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Dated:
March 23, 2009