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): June 13, 2019
DIVALL
INSURED INCOME PROPERTIES 2, L.P.
(Exact
name of registrant as specified in its charter)
| Wisconsin |
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000-17686 |
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39-1606834 |
(State
or Other Jurisdiction
of Incorporation) |
|
(Commission
File
Number) |
|
(IRS Employer
Identification Number) |
1900
W 75th Street, Suite 100
Prairie
Village, Kansas 66208
(Address
of principal executive offices)
(816)
421-7444
(Registrant’s
telephone number, including area code)
(i)
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) |
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| [ ] |
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| [ ] |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| [ ] |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item
4.01 Changes in Registrant’s Certifying Accountant.
Our
Previous Accounting Firm
On
June 13, 2019, we notified our independent registered public accounting firm, RBSM, LLP, of our decision to dismiss RBSM as our
independent registered public accounting firm effective that date. The decision to change accounting firms was approved by the
President of the General Partner, The Provo Group, Inc.
The
report of RBSM on our financial statements for the years ended December 31, 2018 and 2017 contained no adverse opinion or disclaimer
of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles. During the two fiscal years
ended December 31, 2018 and 2017, and through the date of RBSM’s dismissal, there were no disagreements with RBSM on any
matters of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements,
if not resolved to the satisfaction of RBSM, would have caused RBSM to make reference to the subject matter of the disagreements
in connection with their reports on our financial statements for such periods. There were no reportable events (as defined in
Item 304(a)(1)(v) of Regulation S-K) during the two fiscal years ended December 31, 2018 and 2017, or the subsequent period through
the date of RBSM’s dismissal.
RBSM’s
letter to the Securities and Exchange Commission stating whether it agrees with the statements in the above paragraphs is filed
as Exhibit 16.1 to this Current Report on Form 8-K.
Our
New Accounting Firm
On
June 13, 2019, we engaged Boulay PLLP as our new independent registered public accounting firm, effective immediately. The decision
was approved by the President of the General Partner, The Provo Group, Inc.. During the years ended December 31, 2018 and 2017,
and through the date of Boulay’s engagement, we did not consult with Boulay regarding any of the matters or events set forth
in Item 304(a)(2)(i) and (ii) of Regulation SK.
Reason
for the change
In
making the change in our independent registered public accounting firm, our General Partner considered a number of factors, including
the firm’s experience, expertise, responsiveness, fees, and the governance value of audit firm rotation.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
16.1
Letter from RBSM, LLP to the U.S. Securities and Exchange Commission dated June 18, 2019.
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.
Dated:
June 18, 2019
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DiVAll
Insured Income PROPERTIES 2, L.P. |
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|
|
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By: |
The Provo Group,
Inc., General Partner |
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|
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By: |
/s/ Bruce A.
Provo |
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Bruce A. Provo |
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(President, Chief Executive Officer, Chief Financial
Officer and Chairman of The Provo Group, Inc.) |
