UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): September 8, 2011
Global Karaoke Network, Inc.
(Exact name of small business issuer as specified in its charter)
| Delaware | 26-0884454 |
| (State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) |
1114 17th Ave., Suite 105, Nashville, TN 37212 (Address of principal executive offices) |
| (615) 495-8494 |
| (Issuer’s telephone number) |
_______________________________________________ (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.
On September 8, 2011, Board of Directors of the registrant dismissed Seale & Beers, CPAs, as its independent registered public account firm. On the same date, the accounting firm of Rotenberg Meril Solomon Bertiger & Guttilla, P.C. was engaged as the Registrant’s new independent registered public accounting firm. The Board of Directors of the Registrant and the Registrant's Audit Committee approved of the dismissal of Seale & Beers, CPAs and the engagement of Rotenberg Meril Solomon Bertiger & Guttilla, P.C. as its independent auditor.
None of the reports of Seale & Beers, CPAs on the Company's financial statements for either of the past two years or subsequent interim period contained an adverse opinion or disclaimer of opinion, or was qualified or modified as to uncertainty, audit scope or accounting principles, except that the Registrant's audited financial statements contained in its Form 10-K for the fiscal year ended June 30, 2010 a going concern qualification in the registrant's audited financial statements. We have had no disagreements with Seale & Beers, CPAs, whether or not resolved, on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to Seale & Beers, CPAs satisfaction, would have caused it to make reference to the subject matter of the disagreement in connection with its report on our financial statements.
We have provided Seale and Beers with a copy of the foregoing disclosure, and have requested that it furnish us with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with such disclosure. We are including as an Exhibit to this Form 8-K, a copy of the letter from Seale & Beers, CPAs as required by Item 304(a)(3) of Regulation S-K.
On September 8, 2011, the registrant engaged Rotenberg Meril Solomon Bertiger & Guttilla, P.C. as its independent accountant. During the two most recent fiscal years and the interim periods preceding the engagement, the registrant has not consulted Rotenberg Meril Solomon Bertiger & Guttilla, P.C. regarding any of the matters set forth in Item 304(a)(2)(i) or (ii) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits
The exhibits listed in the following Exhibit Index are filed as part of this Current Report on Form 8-K.
SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS
|
Exhibit No. |
Description |
| 16.1 | Letter from Seale & Beers, CPAs |
| 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.
Global Karaoke Network, Inc.
/s/ Jason Sakowski
Jason Sakowski
Chief Executive Officer
Date: September 8, 2011
| 3 |
SEALE and BEERS, CPAs
PCAOB & CPAB REGISTERED AUDITORS
www.sealebeers.com
September 8, 2011
Office of the Chief Accountant
Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549
Dear Sir/Madam:
We have read the statements included under Item 4.01 in the Form 8-K dated September 8, 2011 of Global Karaoke Network, Inc. (formerly Republik Media and Entertainment, LTD.) (the "Company") to be filed with the Securities and Exchange Commission and we agree with such statements insofar as they relate to our dismissal. We cannot confirm or deny that the appointment of Rotenberg Meril Solomon Bertiger & Guttilla, P.C. was approved by the Board of Directors, or that they were not consulted prior to their appointment as auditors.
Very truly yours,
/s/ Seale and Beers, CPAs
Seale and Beers, CPAs
Las Vegas, Nevada
Seale and Beers, CPAs PCAOB &
CPAB Registered Auditors
50 S. Jones Blvd, Ste 202, Las Vegas, NV 89107 (888)727-8251 Fax: (888)782-2351