-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, N12aJf+4WBKNCytzxsDY9rJIpxEhGRYlNTPPzkUTxarJJlKdsb/CbOI8o/tOupTJ V5Zy9alga2gJZsBYw4DLdA== 0001023175-10-000045.txt : 20100316 0001023175-10-000045.hdr.sgml : 20100316 20100316161352 ACCESSION NUMBER: 0001023175-10-000045 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100308 ITEM INFORMATION: Changes in Registrant's Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100316 DATE AS OF CHANGE: 20100316 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Northsight Capital, Inc. CENTRAL INDEX KEY: 0001439397 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-53661 FILM NUMBER: 10685660 BUSINESS ADDRESS: STREET 1: 14301 NORTH 87TH STREET STREET 2: SUITE 301 CITY: SCOTTSDALE STATE: AZ ZIP: 85260 BUSINESS PHONE: 480-272-7290 MAIL ADDRESS: STREET 1: 14301 NORTH 87TH STREET STREET 2: SUITE 301 CITY: SCOTTSDALE STATE: AZ ZIP: 85260 8-K 1 f8kchangeofauditorncap031210.htm Converted by EDGARwiz

 

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): March 8, 2010

& nbsp;

Northsight Capital, Inc.

(Exact Name of Registrant as Specified in Its Charter)


 

 

 

 

 

Nevada

  

000-53661

  

26-2727362

 (State or Other Jurisdiction of Incorporation)

  

(Commission File Number) 

  

(IRS Employer Identification No.) 

 

 

 

 

14301 North 87th Street, Suite 301

Scottsdale, Arizona

  

85260

(Address of Principal Executive Offices)

  

(Zip Code)


(480) 272-7290

(Registrant’s Telephone Number, Including Area Code)

 

(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.  CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT


On March 8, 2010, the Company dismissed Seale and Beers, CPAs (“Seale and Beers”) as the Registrant’s independent registered public accounting firm. On March 3, 2010, the accounting firm of Mantyla McReynolds, LLC (“Mantyla”) was engaged as the Registrant’s new independent registered public accounting firm..


Seale and Beers was the Registrant’s independent registered public accountant as of August 6, 2009 through March 8, 2010 (approximately six months), and therefore did not issue auditors’ reports on the financial statements for the years ended December 31, 2009 and December 31, 2008.


Seale and Beers reviewed the Registrant’s financial statements and not es to financial statements included in its Form 10-Q for the period ended September 30, 2009.  Seale and Beers have not reviewed the Registrant’s financial statements for the year ended December 31, 2009 because Mantyla will review the Registrant’s financial statements the period ended December 31, 2009 which will be filed on Form 10-K by the applicable due date.


Lawrence Scharfman CPA PA (“Scharfman”) was the Registrant’s independent registered public accountant for the years ended December 31, 2008 and December 31, 2007. Scharfman issued its auditor reports on the financial statements for the years ended December 31, 2008 and 2007.


On August 11, 2009, the PCAOB revoked the registration of Scharfman because of deficiencies in the conduct of certain of its audits and its procedures. As Scharfman is no longer registered with the PC AOB, the Registrant may not include Scharfman’s audit reports or consents in its future filings with the Commission.  The Registrant plans to have Mantyla re-audit the year ended December 31, 2008 when the year ending December 31, 2009 is being audited or as necessary.


During the period of and Seale and Beers’ engagement and through the date of this Current Report, there have been no disagreements with Seale and Beers (as defined in Item 304(a)(1)(iv) of Regulation S-K) on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Seale and Beers would have caused them to make reference thereto in their report on financial statements for such years.


During the periods ended December 31, 2008 and 2007 and through the date of this Curr ent Report on Form 8-K there were no reportable events as defined in Item 304(a)(1)(iv) of Regulation S-K.


During the periods ended December 31, 2008 and 2007 and through the date of this Current Report on Form 8-K, neither the Registrant nor anyone on its behalf has consulted with the Mantyla regarding either:


1.  

The application of accounting principles to specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Registrant’s financial statements, and neither was a written report provided to the Registrant nor was oral advice provided that the New Accountant concluded was an important factor considered by the Registrant in reaching a decision as to an accounting, auditing, or financial reporting issue; or


2.  

Any matter that was either the subject of a disagreement or a reportable event, as each term is defined in Items 304(a)(1)(iv) or (v) of Regulation S-K, respectively.


The Registrant has provided Seale and Beers a copy of this Current Report on Form 8-K before it was filed and requested Seale and Beers to furnish a letter addressed to th e Securities and Exchange Commission stating whether they agree with the above statements.  A copy of Seale and Beers’ letter to the Commission is attached as Exhibits 16.


ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS


(d)

Exhibits

16.1 Letter from Seale and Beers, CPA’s





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 aut horized.

 

< td width=74 style=MARGIN-TOP:0px valign=top>

 

 

Northsight Capital, Inc.

 

 

 

 

 

 

By:

/s/ Steve Nicholas

 

 

 

Name: Steve Nicholas

 

 

 

Title: President

 

 

Dated: March 12, 2010





EX-16.1 2 exhibit16031210.htm LETTER Exhibit 16



March 11, 2010


 

Office of the Chief Accountant

Securities and Exchange Commission

100 F Street, N.E.

Washington, DC 20549


 

We have read the statements made by Northsight Capital, Inc. which we understand will be filed with Securities and Exchange Commission pursuant to Item 4.01 of Form 8-K, as part of the Form 8-K of Northsight Capital, Inc. dated March 12, 2010.


 

We agree with the statements concerning our Firm pertaining to the Item 4.01 disclosure in such Form 8-K.


 

Very truly yours,


 

Seale and Beers, CPA’s


/s/ Seale and Beers                  

Seale and Beers, CPA’s

Las Vegas, NV




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