Attached files
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| EX-16.1 - EXHIBIT 16.1 - SuperDirectories Inc. | exhibit161.htm |
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): January
21, 2010
SUPERDIRECTORIES,
INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-51533
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14-1817301
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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5337
Route 374
Merrill,
New York 12955
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(Address
of principal executive offices)
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(518)
425-0320
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(Registrant’s
telephone number, including area code)
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(Former
name, former address and former fiscal year, if changed since last
report)
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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))
{00108532.3
\ 0928-002}
ITEM
4.01 CHANGES
IN REGISTRANT’S CERTIFYING ACCOUNTANT
Goff
Backa Alfera & Company LLC, was our principal independent accountant for the
fiscal years ended September 30, 2009, 2008, 2007, 2006, 2005 and
2004. On January 21, 2010, they were dismissed and we engaged GBH
CPA’s PC, as our principal independent accountant for the fiscal year ended
September 30, 2010. The dismissal of Goff Backa Alfera & Company
LLC and appointment of GBH CPA’s PC was approved by our board of
directors.
The
reports of Goff Backa Alfera & Company LLC on our financial statements for
the years ended September 30, 2009 and September 30, 2008 contained no adverse
opinion or disclaimer of opinion, nor were they qualified or modified as to
uncertainty, audit scope or accounting principle.
In
connection with the audits for the fiscal years ended September 30, 2009 and
September 30, 2008 and during the subsequent interim period through January 21,
2010, there were no disagreements between us and Goff Backa Alfera & Company
LLC on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedures, which disagreements, if not
resolved to their satisfaction, would have caused Goff Backa Alfera &
Company LLC to make reference to the subject matter of the disagreement in
connection with their reports.
In
connection with the audits for the fiscal years ended September 30, 2009 and
September 30, 2008 and during the subsequent interim period through January 21,
2010, Goff Backa Alfera & Company LLC did not advise us that:
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·
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information
had come to their attention that led them to no longer be able to rely on
our management’s representations or made them unwilling to be associated
with the financial statements prepared by our
management;
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·
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there
was a need to expand significantly the scope of their audit, or that
information had come to their attention during such time periods that if
further investigated might materially impact the fairness or reliability
of either a previously issued audit report or the underlying financial
statement; or the financial statements issued or to be issued covering the
fiscal periods subsequent to the date of the most recent financial
statements covered by an audit report;
or
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·
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information
had come to their attention that they had concluded materially impacted
the fairness or reliability of either (i) a previously issued audit report
or the underlying financial statements, or (ii) the financial statements
issued or to be issued covering the fiscal periods subsequent to the date
of the most recent financial statements covered by an audit
report.
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In
connection with the audits for the fiscal years ended September 30, 2009 and
September 30, 2008 and during the subsequent interim period through January 21,
2010, Goff Backa Alfera & Company LLC did advise us that:
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·
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internal
controls necessary for us to develop reliable financial statements did not
exist.
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The
internal control deficiencies, which were directly related to our having only
one employee, consisted of (i) lack of segregation of duties; (ii) lack of
timely completion of financial control and reporting processes; and (iii) the
need for stronger internal controls. Such deficiencies were discussed
by our sole director with the former accountant. We have authorized
the former accountant to respond fully to the inquiries of the successor
accountant concerning these deficiencies.
Prior to
the engagement of GBH CPA’s PC we had no consultations or discussions with GBH
CPA’s PC regarding the application of accounting principles to a specific
completed or contemplated transaction, or the type of audit opinion that might
be rendered by them on or financial statements. Further, prior to
their engagement, we received no oral or written advice from GBH CPA’s PC of any
kind.
ITEM
9.01 FINANCIAL
STATEMENTS AND EXHIBITS
Exhibits
filed as part of this Report are as follows:
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Exhibit
16.1
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Letter
from Goff Backa Alfera & Company LLC regarding confirmation of our
assertions on changes in Registrant’s certifying
accountant.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SUPERDIRECTORIES,
INC.
Dated: January
26,
2010 By: /s/ Luke
Lalonde
Luke
Lalonde, President