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EX-16.1 - LETTER FROM ANDERSON BRADSHAW TO THE SEC DATED SEPTEMBER 18, 2015 - DOMINION MINERALS CORPf161letter.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


Date of Report: September 18, 2015



DOMINION MINERALS CORP.

(Exact Name of Registrant as Specified in Charter)



Delaware

(State or other jurisdiction

of incorporation)

000-52696

(Commission

File Number)

22-3091075

(IRS Employer

Identification #)



410 Park Avenue, New York, NY 10022

(Address of Principal Executive Office)


(212) 231-8171

(Registrant’s telephone number, including area code)




[  ]

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))










Item 4.01

Changes in Registrant’s Certifying Accountant


On September 18, 2015, Dominion Minerals Corp. (the “Company”) notified its independent registered public accounting firm, Anderson Bradshaw PLLC (“Anderson Bradshaw”), that the Company had decided to change auditors and was therefore dismissing Anderson Bradshaw, effective immediately.  The Company’s decision was approved by its board of directors, acting as the audit committee, on that same day, and concurrent with Anderson Bradshaw’s dismissal, the board of directors appointed Heaton & Company, PLLC (“Heaton”) as the Company’s new independent registered public accounting firm.


During the fiscal years ended December 31, 2014 and 2013, and through September 18, 2015, neither the Company nor anyone acting on its behalf consulted Heaton regarding (i) either the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s  financial statements, and neither a written report nor oral advice was provided to the Company that Heaton concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K) or a reportable event (as defined in Item 304(a)(1)(v) of Regulation S-K).


The reports of Anderson Bradshaw regarding the Company’s financial statements for the fiscal years ended December 31, 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 to indicate that there was substantial doubt about the Company’s ability to continue as a going concern.


During the fiscal years ended December  31, 2014  and 2013, and through September 18, 2015, the Company did not (i) have any disagreements (as defined in Item 304(a)(1(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K) with Anderson Bradshaw 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 Anderson Bradshaw, would have caused it to make reference thereto in connection with its reports; or (ii) experience any reportable events (as defined in Item 304(a)(1)(v) of Regulation S-K).


The Company provided Anderson Bradshaw with a copy of this disclosure on September 18, 2015 and requested that Anderson Bradshaw furnish the Company with a letter addressed to the Securities and Exchange Commission (the “SEC”) stating whether or not it agrees with the above statements and, if not, stating the respects in which it does not agree.  A copy of the letter, dated September 18, 2015, is filed as Exhibit 16.1 to this current report on Form 8-K.


Item 9.01

Financial Statements and Exhibits


Exhibit
Number

Exhibit Description

16.1

Letter from Anderson Bradshaw to the SEC dated September 18, 2015










SIGNATURE


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.


 

  

  

 

DOMINION MINERALS CORP.

  

  

 

  

  

  

  

 

  

  

  

  

 

  

  

Date:

  September 30, 2015

 

By:

/s/ Diego E. Roca

  

  

 

  

Diego E. Roca

  

  

 

  

Chief Financial Officer