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EX-16.1 - EXHIBIT 16.1 - Rocky Mountain Industrials, Inc.v399495_ex16-1.htm

 

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

 

January 23, 2015


Date of Report (Date of earliest event reported)

 

RMR Industrials, Inc.



(Exact Name of Registrant as Specified in Charter)

 

Nevada    333-185046   46-0750094
(State or other jurisdiction of    (Commission File    (IRS Employer Identification 
incorporation)    Number)    No.) 

 

 

9595 Wilshire Blvd, Suite 310

Beverly Hills, CA 90212


(Address of Principal Executive Offices)

 

(702) 897-9997



(Registrant’s telephone number, including area code)

 

N/A


(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 (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-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
 

  

SECTION 4 - MATTERS RELATED TO ACCOUNTANTS AND FINANCIAL STATEMENTS

 

Item 4.01.Changes in Registrant’s Certifying Accountant

 

(a)Dismissal of Independent Certifying Accountant

 

Effective January 23, 2015, Weinberg & Baer LLC (“W&B”) was dismissed as the independent registered public accounting firm of RMR Industrials, Inc., a Nevada corporation (the “Company”). The dismissal of W&B as the independent registered public accounting firm was approved by the Company’s Board of Directors.

 

The reports of W&B regarding the Company’s financial statements for the fiscal years ended September 30, 2014 and 2013 did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, except that the audit report of W&B on the Company’s financial statements for fiscal years ended September 30, 2014 and 2013 contained an explanatory paragraph which noted that there was substantial doubt about the Company’s ability to continue as a going concern.

 

During the fiscal years ended September 30, 2014 and 2013, and during the period from October 1, 2014 to the date of dismissal, (i) there were no disagreements with W&B on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of W&B would have caused it to make reference to such disagreement in its reports; and (ii) there were no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K.

 

The Company has provided W&B with a copy of the foregoing disclosures and requested that W&B furnish the Company with a letter addressed to the SEC stating whether or not it agrees with the above statements. A copy of such letter is filed as Exhibit 16.1 to this Current Report on Form 8-K.

 

(b)Engagement of Independent Certifying Accountant

 

Effective January 23, 2015, the Board of Directors of the Company engaged Hein & Associates LLP (“Hein”) as its independent registered public accounting firm to audit the Company’s financial statements for the Company’s fiscal year ended September 30, 2015.

 

During the fiscal years ended September 30, 2014 and 2013, and through the interim periods preceding the engagement of Hein, the Company (a) has not engaged Hein as either the principal accountant to audit the Company’s financial statements, or as an independent accountant to audit a significant subsidiary of the Company and on whom the principal accountant is expected to express reliance in its report; and (b) has not consulted with Hein regarding (i) the application of accounting principles to a specific transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and no written report or oral advice was provided to the Company by Hein concluding there was an important factor to be considered by the Company in reaching a decision as to an accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K or a reportable event, as that term is described in Item 304(a)(1)(v) of Regulation S-K.

 

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

 

Item 9.01.Financial Statements and Exhibits.

 

Exhibit No.Exhibit Description

 

16.1Letter of Weinberg & Baer LLC

 

2
 

 

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.

 

 

RMR Industrials, Inc.

a Nevada corporation

   
   
Dated: January 26, 2015 By: /s/ Gregory Dangler  
    Gregory Dangler, President