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EX-16 - FLUOROPHARMA MEDICAL, INC.ex16-08222012_020847.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

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): August 16, 2012

 

FluoroPharma Medical, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Nevada

 

333-151381

 

20-8325616

(State or Other Jurisdiction

 

(Commission File Number) 

 

(IRS Employer Identification No.)  

of Incorporation)

 

 

 

 


500 Boylston Street, Suite 1600

 

 

Boston, MA

 

02116

(Address of Principal Executive Offices) 

 

(Zip Code)

 

Registrant's telephone number, including area code: (617) 482-2333x122

 

(Former name or former address, if changed since last report)

                                                       

Copies to:

Marc J. Ross, Esq.

Marcelle S. Balcombe, Esq.

Sichenzia Ross Friedman Ference LLP

61 Broadway, 32nd Floor

New York, New York 10006

Phone: (212) 930-9700

Fax: (212) 930-9725

 

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:

 

[   ]

Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

[   ]

Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4(c)

 





Item 4.01  Change  in Registrants Certifying Accountant

 

On August 16, 2012, FluoroPharma Medical, Inc. (the Company) dismissed MartinelliMick PLLC (MartinelliMick) as the Companys independent registered public accounting firm which dismissal was ratified the Companys Board of Directors on August 17, 2012.

 

During the fiscal year ended December 31, 2011, MartinelliMicks reports on the Companys financial statements did not contain an adverse opinion or disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope or accounting principles. MartinelliMick did not issue a report on the Company's financial statements for the fiscal year ended December 31, 2010.

 

During the fiscal year ended December 31, 2011 and the subsequent interim period through August 16, 2012, (i) there were no disagreements between the Company and MartinelliMick on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure which, if not resolved to the satisfaction of MartinelliMick, would have caused MartinelliMick to make reference to the subject matter of the disagreement in connection with its report on the Companys financial statements; and (ii) there were no reportable events as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K.

 

On August 17, 2012, the Company provided MartinelliMick with a copy of the disclosures it is making in response to Item 4.01 on this Form 8-K, and has requested that MartinelliMick furnish it with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements.  A copy of the letter, dated August 17, 2012, is filed as Exhibit 16.1 (which is incorporated by reference herein) to this Current Report on Form 8-K.


On August 17, 2012, the Companys Board of Directors approved the engagement of Wolf & Company, P.C. (Wolf) as its independent registered public accounting firm for the Companys fiscal year ending December 31, 2012.

 

During the years ended December 31, 2011 and December 31, 2010 and the subsequent interim period through August 16, 2012, the date of engagement of Wolf, the Company did not consult with Wolf regarding either (i) 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 Companys financial statements; or (ii) any matter that was either the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K and the related instructions thereto) or a reportable event (as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K). 



Exhibit No.

Description

16.1

Letter from MartinelliMick dated August 17, 2012





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.



Dated: August 22, 2012

 

FluoroPharma Medical, Inc.


/s/ Johan M. (Thijs) Spoor

By:  Johan M. (Thijs) Spoor

Title:  CEO, President and CFO