Attached files
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EX-16.1 - EXHIBIT 16.1 - MOJO Organics, Inc. | ex16_1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K /A
Amendment No. 1
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 9, 2011
MOJO VENTURES, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware | 333-148190 | 26-0884348 |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
836 Grundy Avenue
Holbrook, New York 11741
(Address of Principal Executive Offices)(Zip Code)
(631) 750-3195
(Registrant’s telephone number, including area code)
___________________________________
(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):
[ ] Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240. 13e-4(c)
Explanatory Note
This Current Report on Form 8-K/A amends the Company’s prior Current Report on Form 8-K filed on June 10, 2011 to include “reportable events” inadvertently omitted in the prior disclosure.
SECTION 4 – Matters Related to Accountants and Financial Statements
Item 4.01 Changes in Registrant’s Certifying Accountant.
On June 9, 2011, Silberstein Ungar, PLLC (the “Former Accountant”) was dismissed as the Company’s accountant. The Company has engaged ZS Consulting Group, LLP (“New Accountant”) as its principal accountants effective June 9, 2011. The decision to change accountants was approved by the Company’s board of directors.
Prior to retaining the New Accountant, the Company did not consult with the New Accountant regarding either: (i) the application of accounting principles to a specified transaction, either contemplated or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements; or (ii) any matter that was the subject of a “disagreement” or a “reportable event” (as those terms are defined in Item 304 of Regulation S-K).
The Former Accountant’s audit reports on the financial statements of the Company for the fiscal years ended September 30, 2010 and 2009 contained no adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles, except that the audit reports on the financial statements of the Company for the fiscal years ended September 30, 2010 and 2009 contained an uncertainty about the Company’s ability to continue as a going concern.
During the years ended September 30, 2010 and 2009, and through the interim period ended June 9, 2011, there were no “disagreements” (as such term is defined in Item 304 of Regulation S-K) with the Former Accountant 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 the Former Accountant would have caused them to make reference thereto in their reports on the financial statements for such periods.
During the years ended September 30, 2010 and 2009, and through the interim period ended June 9, 2011, there were the following “reportable events” (as such term is defined in Item 304 of Regulation S-K): as disclosed in Item 9A of the Company’s Annual Reports on Form 10-K, and amendments, for the fiscal years ended September 30, 2010 and September 30, 2009, and Part I, Item 4 of the Company’s Form 10-Q, and amendments, for the quarterly periods ended December 31, 2009, March 31, 2010, June 30, 2010, December 31, 2010 and March 31, 2011, the Company’s management determined that the Company’s internal control over financial reporting was not effective as of the end of such periods due to the existence of material weaknesses related to the following:
Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect our transactions and dispositions;
Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP, and that our receipts and expenditures are being made only in accordance with authorizations of management and directors of the Company; and
Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on the financial statements.
Other than as disclosed above, there were no reportable events during the years ended September 30, 2010 and 2009 and through the interim period ended June 9, 2011. The Company’s Board of Directors discussed the subject matter of each reportable event with the Former Accountant. The Company authorized the Former Accountant to respond fully and without limitation to all requests of the New Accountant concerning all matters related to the annual and interim periods audited and reviewed by the Former Accountant, including with respect to the subject matter of each reportable event.
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On June 14 , 2011, the Company provided the Former Accountant with its disclosures in this Current Report on Form 8-K /A disclosing the dismissal of the Former Accountant and requested in writing that the Former Accountant furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not they agree with such disclosures. The Former Accountant’s response is filed as an exhibit to this Current Report on Form 8-K /A .
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
16.1 Letter from Former Accountant
SIGNATURES
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.
Mojo Ventures, Inc.
By: /s/ Peter Scalise III
Peter Scalise III
Chief Executive Officer
Date: June 15 , 2011
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