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EX-16.1 - EXHIBIT 16.1 - Arax Holdings Corpex16_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

 

Date of report (Date of earliest event reported):  February 9, 2016

 

ARAX HOLDINGS CORP.

 

(Exact name of registrant as specified in its charter)

 

Nevada   333-185928   99-0376721
(State or other jurisdiction   (Commission File Number)   (I.R.S. Employer
of incorporation)     Identification No.)

 

2329 N. Career Avenue, Suite 317, Sioux Falls, SD 57107

 

(Address of principal executive offices)(Zip Code)

 

Registrant’s telephone number, including area code:  (605)-553-2238

 

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):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o 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 February 4, 2016, Cutler & Co. LLC (the "Former Accountant firm") informed us that it is merging its SEC auditing practice with Pritchett, Siler & Hardy PC. As a result of the transaction, effective February 9, 2016, the Former Accountant firm resigned as the Company's independent registered public accounting firm and the Company engaged Pritchett, Siler & Hardy PC (the “New Accountant firm”) as the Company’s independent registered public accounting firm. The engagement of the New Accountant was approved by the Company’s Board of Directors.

The Former Accountant's audit report on the financial statements of the Company for the period from November 1, 2013 through October 31, 2014 contained no adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope or accounting principles, except that the audit report on the financial statements of the Company for the period from November 1, 2013 through October 31, 2014 contained an uncertainty about the Company's ability to continue as a going concern.

During the Company's most recent fiscal year, the subsequent interim periods thereto, and through February 9, 2016, there were no "disagreements" (as such term is defined in Item 304 of Regulation S-K) with the Former Accountant 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 the Former Accountant would have caused them to make reference thereto in their reports on the financial statements for such periods.

During the Company's most recent fiscal year, the subsequent interim periods thereto, and through February 9, 2016, there were no "reportable events" (as such term is defined in Item 304 of Regulation S-K).

Prior to retaining the New Accountant, the Company did not consult with the New Accountant regarding either: (i) the application of accounting principles to a specified transaction, either contemplated or proposed, or the type of audit opinion that might be rendered on the Company's financial statements; or (ii) any matter that was the subject of a "disagreement" or a "reportable event" (as those terms are defined in Item 304 of Regulation S-K).

On February 9, 2016, the Company provided the Former Accountant with its disclosures in the Current Report on Form 8-K disclosing the dismissal of the Former Accountant and requested in writing that the Former Accountant furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not they agree with such disclosures. The Former Accountant's response is filed as an exhibit to this Current Report on Form 8-K.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
   
(d) Exhibits:

 

  Exhibit No.   Description
       
  16.1 Letter, dated February 15, 2016, from Cutler & Co. LLC to the Securities and Exchange Commission.
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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.

 

ARAX HOLDINGS CORP.

 

     
Date: February 15, 2016 By: /s/ Steven J. Keough
  Name:   Steven J. Keough
  Title: President, Chief Executive and Financial Officer
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