8-K 1 gmvw8k031610.htm FORM 8K CURRENT REPORT FORM 8-K

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 16, 2010


GMV WIRELESS, INC.

 (Exact name of registrant as specified in its charter)

 

Nevada

333-158184

26-3988293

(State or other jurisdiction

(Commission File Number)

(IRS Employer

of Incorporation)

 

Identification Number)

 

 

 

 

345 S. End Avenue, #7P

New York, NY 10280

 

 

(Address of principal executive offices)

 

 

 

 

 

Office: 212.786.1290

 

 

(Registrant’s Telephone Number)

 

 

16133 Ventura Blvd #215

Encino, CA 91436

(310) 200-5199

 (Former name or former address, if changed since last report)


Copy of all Communications to:

Carrillo Huettel, LLP

3033 Fifth Avenue, Suite 201

San Diego, CA 92103

phone: 619.399.3090

fax: 619.399.0120


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:

 

     . 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 March 16, 2010, the Board of Directors of the Registrant dismissed Li & Company, PC (the “Former Accountant”) as the Registrant’s independent registered public accountants, and the Board of Directors approved the engagement of M&K CPAS, PLLC (the “New Accountant”) to serve as the Registrant’s independent registered public accountants for fiscal year 2010. The New Accountant was engaged on March 16, 2010.


The Former Accountant was engaged by the Registrant on October 2, 2009, and has issued no reports on the financial statements of the Registrant for any period.


During the period of the Former Accountant’s engagement and through the date of this Current Report on Form 8-K, there have been no disagreements with the Former Accountant (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 the Former Accountant, would have caused them to make reference thereto in their report on financial statements for any period.


During the period of the Former Accountant’s engagement and through the date of this Current Report on Form 8-K, there were no reportable events as defined in Item 304(a)(1)(iv) of Regulation S-K.


During the period of the Former Accountant’s engagement and through the date of this Current Report on Form 8-K, neither the Registrant nor anyone on its behalf has consulted with the New Accountant regarding either:


·

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


·

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 requested the Former Accountant to furnish it with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements. A copy of the letter furnished in response to that request is filed as Exhibit 16.1 hereto.


On March 16, 2010, with the prior approval of its Board of Directors, the Registrant engaged the New Accountant as its independent registered public accounting firm.


The Company has not consulted with the New Accountant regarding the application of accounting principles to a specified transaction or the type of audit opinion that might be rendered on the Company's financial statements during the most recent fiscal year through present.


Item 9.01 Financial Statements and Exhibits


(d)

Exhibits


16.1

Letter from Li & Company, PC, dated March 16, 2010, to the Securities and Exchange Commission regarding statements included in this Form 8-K.



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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 thereunto duly authorized.


Date: March 16, 2010

GMV WIRELESS, INC.



By: /s/ Mark Simon

Mark Simon

CEO










INDEX TO EXHIBITS


EXHIBIT

 

 

NUMBER

 

DESCRIPTION

 

 

 

16.1

Letter from Li & Company, PC, dated March 16, 2010, to the Securities and Exchange Commission regarding statements included in this Form 8-K.




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