SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K
A
CURRENT
REPORT
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACTOF 1934
Date of
Report: July 20, 2009
Commission
file number:
000-50709
NOWAUTO GROUP,
INC.
(Exact
name of registrant as specified in its charter)
Nevada
|
000-50709
|
77-0594821
|
(State
or other jurisdiction
|
Commission
file number
|
(I.R.S.
Employer
|
of
incorporation)
|
|
Identification
No.)
|
4240 East Elwood, Phoenix,
Arizona 85040
(address
of principal executive offices, including zip code)
(602)
431-0015
(Registrant's
telephone number, including area code)
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:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o 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.
(a) On
August 7, 2009, Board of Directors of the Registrant dismissed Moore &
Associates Chartered, (Moore), its independent registered public account firm.
On the same date, On August 7, 2009, the accounting firm of Seale and Beers,
CPAs was engaged as the Registrant’s new independent registered public account
firm. The Board of Directors of the Registrant and the Registrant's Audit
Committee approved of the dismissal of Moore & Associates Chartered and the
engagement of Seale and Beers, CPAs as its independent auditor. None of the
reports of Moore & Associates Chartered 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, 2008 a going concern qualification in the
registrant's audited financial statements.
During
the registrant's two most recent fiscal years and the subsequent interim period
thru August 7, 2009, there were no disagreements with Moore and Associates,
Chartered 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 Moore and Associates, Chartered's satisfaction, would
have caused it to make reference to the subject matter of the disagreement in
connection with its report on the registrant's financial
statements.
This
action was taken in anticipation of sanctions taken by the Public Company
Accounting Oversight Board (“PCAOB”) of Moore & Associates. Subsequently, on
August 27, 2009, the PCAOB revoked the registration f Moore because of
violations of PCAOB rules and auditing standards in auditing financial
statements, PCAOB rules and quality controls standards, And Section 10(b) of the
Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and noncooperation
with a Board investigation.
The
registrant has requested that Moore and Associates, Chartered furnish it with an
amended Exhibit 16.1 letter from Moore addressed to the Securities and Exchange
Commission stating whether it agrees with the above statements. Mr. Moore has
notified us that he will not be providing this letter.
b) On
August 7, 2009, the registrant engaged Seale and Beers, CPAs as its independent
accountant. During the two most recent fiscal years and the interim periods
preceding the engagement, the registrant has not consulted Seale and Beers, CPAs
regarding any of the matters set forth in Item 304(a)(2)(i) or (ii) of
Regulation S-B.
ITEM
4.02:
|
Non-reliance
on previously issued financial statements or a related audit report or
completed interim review
|
Discussions
about the reliability of the June 30, 2008 report began in July. Moore &
Associates, Charted was sanctioned on August 27th.
Therefore, the audit for this period is no longer valid and is being redone.
This statement and any subsequent statements should not be relied on. Goodwill
has been reviewed again and an impairment is expected. Also, the Company plans
to increase the Allowance for Doubtful Accounts by. This will have the effect of
reducing total assets, earnings for the period, and retained in the subsequent
periods. These matters have been discussed with our independent auditor, Seale
and Beers, as well as the subsequent auditor, Semple, Marchal &
Cooper.
SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934 the registrant
has duly caused this report to be signed on its behalf by the undersigned hereto
duly authorized.
|
|
|
|
|
|
|
Date:
October 27, 2009
|
|
/s/
Faith Forbis
|
|
|
|
Faith
Forbis |
|
|
|
CFO |
|