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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): October 20, 2010
NORTHERN MINERALS, INC.
(Exact Name of Registrant as Specified in Charter)
Nevada 333-144840 20-8624019
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification Number)
167 Caulder Drive
Oakville, Ontario, Canada L6J 4T2
(Address of Principal Executive Offices, Zip Code)
Registrant's telephone number, including area code: (905) 248-3277
(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 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 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)).
As used herein, the terms, "we," "us," "our," and the "Company" refers to
Northern Minerals, Inc., a Nevada corporation, unless otherwise stated.
ITEM 4.01 CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT
(A) RESIGNATION OF LARRY O'DONNELL, C.P.A., P.C.
On October 20, 2010, we were notified of the upcoming retirement of our
principal independent accountant, Larry O'Donnell, C.P.A., P.C., we have
however, despite numerous attempts via telephone and e-mail, we were unable to
contact Mr. O'Donnell to confirm this with him. On December 15, 2010 Mr.
O'Donnell contacted the company and we are now filing this amendment to the Form
8-K that was filed on November 15, 2010.
LARRY O'DONNELL, C.P.A., P.C. has served as our principal independent accountant
from May 6, 2009 through November 8, 2010.
The principal independent accountant's report issued by Larry O'Donnell, C.P.A.,
P.C. for the year ended March 31, 2010 did not contain any adverse opinion or
disclaimer of opinion and it was not modified as to uncertainty, audit scope, or
accounting principles, other than their opinion, based on our lack of operations
and our net losses, there was substantial doubt about our ability to continue as
a going concern. The financial statements did not include any adjustments that
might have resulted from the outcome of that uncertainty.
We are able to report that during the year ended March 31, 2010 through November
8, 2010 there were no disagreements with Larry O'Donnell, C.P.A., P.C., our
former principal independent accountant, on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope or procedure,
which, if not resolved to Larry O'Donnell, C.P.A., P.C.'s satisfaction, would
have caused it to make reference to the subject matter of the disagreement(s) in
connection with its reports on our consolidated financial statements for such
periods. We have requested that he furnish us with a letter addressed to the
U.S. Securities and Exchange Commission stating whether or not he disagrees with
the above statements and he has provided us with a letter that is attached as
Exhibit 16..
(B) ENGAGEMENT OF MALCOLM L. POLLARD, INC.
On November 8, 2010, upon authorization and approval of the Company's Board of
Directors, the Company engaged the services of Malcolm L. Pollard, Inc. as its
independent registered public accounting firm.
No consultations occurred between the Company and Malcolm L. Pollard, Inc.
during the year ended March 31, 2010 and through November 8, 2010 regarding
either: (i) the application of accounting principles to a specific completed or
contemplated transaction, the type of audit opinion that might be rendered on
the Company's financial statements, or other information provided that was an
important factor considered by the Company in reaching a decision as to an
accounting, auditing, or financial reporting issue, or (ii) any matter that was
the subject of disagreement or a reportable event requiring disclosure under
Item 304(a)(1)(iv) of Regulation S-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
16. Letter from Larry O'Donnell, C.P.A., P.C. to the U.S. Securities and
Exchange Commission
2
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Northern Minerals, Inc.
Date: December 28, 2010 By: /s/ Damian O'Hara
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Damian O'Hara, President
