Current Report Filing (8-k)
September 12 2014 - 12:29PM
Edgar (US Regulatory)
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
September 12, 2014 (September 8, 2014)
Date of Report (Date of earliest event reported)
AMINCOR, INC.
(Exact name of registrant as specified in its charter)
Nevada 000-49669 30-0658859
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
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1350 Avenue of the Americas, 24th FL, New York, NY 10019
(Address of principal executive offices) (Zip Code)
(347) 821-3452
(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:
[ ] 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 240.13a-4(c))
ITEM 4.01 - CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On September 8, 2014, Amincor, Inc. (the "Company") dismissed Rosen Seymour
Shapss Martin & Company LLP as its independent registered public accounting
firm. On September 9, 2014, the Company engaged Marcum LLP as its independent
registered public accounting firm. Rosen Seymour Shapss Martin & Company LLP
audited our financial statements for the years ended December 31, 2013 and 2012.
The dismissal of Rosen Seymour Shapss Martin & Company LLP was approved by our
Board of Directors on September 5, 2014. Rosen Seymour Shapss Martin & Company
LLP did not resign or decline to stand for re-election.
The report of Rosen Seymour Shapss Martin & Company LLP dated April 15,
2014 on our balance sheets as of December 31, 2013 and 2012 and the related
statements of operations, stockholders' (deficit) equity and cash flows for each
of the years in the three year period ended December 31, 2013 did not contain an
adverse opinion or a disclaimer of opinion, nor was such report qualified or
modified as to uncertainty, audit scope, or accounting principles, except such
report contained an explanatory paragraph indicating that there is substantial
doubt about the Company's ability to continue as a going concern.
During our two most recent fiscal years and the subsequent interim period
preceding our decision to dismiss Rosen Seymour Shapss Martin & Company LLP, 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 Rosen Seymour Shapss Martin
& Company LLP would have caused it to make reference to the subject matter of
the disagreement in connection with its report and no "reportable events" as
defined in Item 304(a)(i)(v) of Regulation S-K were communicated.
During our two most recent fiscal years and the subsequent interim period
prior to retaining Marcum LLP (1) neither we nor anyone on our behalf consulted
Marcum LLP 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-K, and (2) Marcum LLP
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.
We provided Rosen Seymour Shapss Martin & Company LLP with a copy of this
Current Report on Form 8-K prior to its filing with the Securities and Exchange
Commission, and requested that the firm furnish us with a letter addressed to
the Securities and Exchange Commission stating whether they agree with the
statements made in this Current Report on Form 8-K, and if not, stating the
aspects with which they do not agree. A copy of the letter provided by Rosen
Seymour Shapss Martin & Company LLP will be filed as Exhibit 16.1 to an amended
Current Report on Form 8-K, when available.
ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
Exhibit No. Description
----------- -----------
16.1 Letter dated September __, 2014 from Rosen Seymour Shapss Martin &
Company LLP (to be filed by amendment)
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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.
AMINCOR, INC.
By: /s/ John R. Rice, III
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Name: John R. Rice, III
Title: President
Dated: September 12, 2014
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