SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 30, 2012
DIGAGOGO VENTURES CORP.
(Exact name of Company as specified in its charter)
(State or other jurisdiction
(Commission File Number)
645 Griswold St., Suite 3500
Detroit, Michigan 48226-4120
(Address of principal executive offices)
(Companys Telephone Number)
Copy of all Communications to:
Vincent & Rees
175 S. Main Street
Salt Lake City, UT 84111
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company 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))
Changes in Registrants Certifying Accountant.
On April 30, 2012, M&K CPAS, PLCC (M&K) resigned as the registered independent public accountant of Digagogo Ventures, Corp. (the Company), a Delaware corporation and Spectra Financial Services, LLC (Spectra) was engaged as the registered independent public accountant of the Company. The decision to appoint Spectra was approved by the Board of Directors of the Company on April 30, 2012.
Other than the disclosure of uncertainty regarding the ability for us to continue as a going concern which was included in our accountants report on the financial statements for the year ended December 31, 2010, M&Ks reports on the financial statements of the Company for the year ended December 31, 2010, did not contain an adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. For the two most recent fiscal years and any subsequent interim period through M&Ks resignation on April 30, 2012, M&K disclosed the uncertainty regarding the ability of the Company to continue as a going concern in its accountants report on the financial statements.
In connection with the audit and review of the financial statements of the Company through April 30, 2012, M&K was not able to satisfy themselves regarding the Company's accounting for certain capitalized costs and transactions that were accounted for as revenue that M&K believed to be related party transactions. M&K resigned as a result of their inability to satisfy themselves as to how these matters were being accounted for by the Company.
In connection with the audited financial statements of the Registrant for the year ended December 31, 2010, and interim unaudited financial statements through April 30, 2012, there have been no reportable events with the Company as set forth in Item 304(a)(1)(v) of Regulation S-K.
Prior to April 30, 2012, the Company did not consult with Spectra regarding (1) the application of accounting principles to a specified transactions, (2) the type of audit opinion that might be rendered on the Companys financial statements, (3) written or oral advice was provided that would be an important factor considered by the Company in reaching a decision as to an accounting, auditing or financial reporting issues, or (4) any matter that was the subject of a disagreement between the Company and its predecessor auditor as described in Item 304(a)(1)(iv) or a reportable event as described in Item 304(a)(1)(v) of Regulation S-K.
The Company provided a copy of the foregoing disclosures to M&K prior to the date of the filing of this report and requested that M&K furnish it with a letter addressed to the Securities & Exchange Commission stating whether or not it agrees with the statements in this Report. A copy of the letter furnished in response to that request is filed as Exhibit 16.1 to this Form 8-K.
Financial Statements and Exhibits.
Letter from M&K CPAS, PLLC, dated May 9, 2012, to the Securities and Exchange Commission regarding statements included in this Form 8-K.
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 thereunto duly authorized.
DIGAGOGO VENTURES CORP.
Date: May 9, 2012
By: /s/ Nehru Chomatil
Chief Executive Officer