EXHIBIT 16.1
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
May 4, 2012
Date of Report (Date of earliest event reported)
MAX CASH MEDIA, INC.
(Exact name of registrant as specified in its charter)
| Nevada | 333-148722 | 02-0811868 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 50 Brompton Road, Apt. 1X, Great Neck, NY | 11021 | |
| (Address of principal executive offices) | (Zip Code) | |
(646) 303-6840
(Registrant’s telephone number, including area code)
Not applicable
(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))
Item 4.01 Changes in Registrant’s Certifying Accountant
On May 4, 2012 we dismissed Webb & Company, P.A. (“Webb”) as our independent registered public accounting firm and appointed Friedman LLP (“Friedman”) to serve as our new independent registered public accounting firm. The dismissal of Webb and appointment of Friedman was approved by our board of directors.
Webb’s report on our financial statements for each of the past two fiscal years ended September 30, 2011 and 2010 did not contain an adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope or accounting principles, except that the report was qualified as to our ability to continue as a going concern.
During the fiscal years ended September 30, 2011 and 2010 and the subsequent interim period through May 4, 2012, there were no: (i) disagreements with Webb on any matter of accounting principles or practices, financial statement disclosure, or auditing scope of procedure which, if not resolved to the satisfaction of Webb, would have caused Webb to make reference to the matter in their report, or (ii) reportable events as defined in Item 304(a)(1)(v) of Regulation S-K.
The Company requested Webb to furnish it with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements. The requested letter has been furnished and is filed herewith as Exhibit 16.1.
During the fiscal years ended September 30, 2011 and 2010 and the subsequent interim period through May 4, 2012, neither we nor anyone acting on our behalf consulted Friedman regarding either: (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 our financial statements; or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K).
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibits filed as part of this Current Report are as follows:
| Exhibit No. | Description | |
| 16.1 | Letter from Webb & Company, P.A. regarding changes in Registrant’s 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.
| Max Cash Media, Inc. | ||||
| Date: May 8, 2012 | By: | /s/ Noah Levinson | ||
| Name: Noah Levinson | ||||
| Title: President | ||||
| 3 |
EXHIBIT 16.1