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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): May 31, 2013
NAPRODIS, INC.
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(Name of Small Business Issuer in its charter)
Nevada 333-122009 33-0403494
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(State of incorporation) (Commission File No.) (IRS Employer
Identification No.)
13250 Gregg St., Suite F.
Poway, CA 92064
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(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: (858) 486-8655
N/A
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(Former name or former address if changed since last report)
Check 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 (see General Instruction A.2. below)
[] 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-14(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 4.01. Changes in Registrant's Certifying Accountant.
On May 31, 2013, the Company, through and with the approval of its Board of
Directors, dismissed Anton & Chia ("Anton Chia") as its independent registered
public accounting firm and engaged Malone Bailey, LLP ("Malone") as its
independent registered public accounting firm.
The report of Anton & Chia regarding the Company's financial statements for
the fiscal year ended August 31, 2012 did not contain an adverse opinion or
disclaimer of opinion and was not qualified or modified as to uncertainty, audit
scope or accounting principles. However, the report of Anton & Chia for the year
ended August 31, 2012 was qualified with respect to uncertainty as to the
Company's ability to continue as a going concern. During the year ended August
31, 2012, and during the period from August 31, 2012 through May 31, 2013, the
date of dismissal, there: (i) no disagreements between the Company and Anton &
Chia on any matters of accounting principles or practices, financial statement
disclosure, or auditing scope or procedures, which disagreements, if not
resolved to the satisfaction of Anton & Chia, would have caused Anton & Chia to
make reference to the subject matter of the disagreement in its reports on our
financial statements for such periods, and (ii) no reportable events within the
meaning set forth in Item 304(a)(1)(v) of Regulation S-K.
The Company provided Anton & Chia with a copy of this report on Form 8-K
prior to its filing with the Securities and Exchange Commission and requested
that Anton & Chia furnish the Company with a letter addressed to the Securities
and Exchange Commission stating whether it agrees with above statements and, if
it does not agree, the respects in which it does not agree. A copy of the letter
from Anton & Chia is filed with this report.
Prior to engaging Malone, the Company did not consult with Malone regarding
the application of accounting principles to a specific completed or contemplated
transaction or regarding the type of audit opinions that might be rendered by
Malone on the Company's financial statements, and Malone did not provide any
written or oral advice that was an important factor considered by the Company in
reaching a decision as to any such accounting, auditing or financial reporting
issue.
Item 9.01. Exhibits.
Exhibit
Number Description of Document
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16 Letter regarding change in certifying accountant.
2
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.
Date: June 7, 2013 NAPRODIS, INC.
By: /s/ Paul Petit
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Paul Petit, Chief Executive Officer