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): August 19, 2010
METWOOD,
INC.
(Exact
name of registrant as specified in its charter)
|
Nevada
|
000-53098
|
26-1540683
|
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
8456 SW 109th Lane Road, Ocala
FL 34481
(Address
of principal executive
offices) (Zip
Code)
Registrant’s
telephone number, including area code: (704) 492-3986
(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:
[
] 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
Effective
August 19, 2010, the client-auditor relationship between Metwood, Inc. (the
"Company") and Traci J. Anderson, CPA (the "Former Auditor") was terminated upon
the dismissal of the Former Auditor as the Company’s independent registered
accounting firm. Effective August 19, 2010, the Company engaged
Bongiovanni & Associates, CPA’s ("B&A") as its principal independent
public accountant to audit the Company's financial statements for the year
ending December 31, 2010. The decision to change accountants was
recommended and approved by the Company's Board of Directors, effective August
19, 2010, and was necessitated as a result of the revocation of the registration
of the Former Auditors by the Public Company Accounting Oversight Board
(“PCAOB”) for violations of rules and auditing standards in auditing financial
statements, PCAOB rules and quality control standards.
The
Former Auditor's reports on the financial statements of the Company for the
years ended December 31, 2009 and 2008, did not contain any adverse opinion or
disclaimer of opinion and was not qualified or modified as to uncertainty, audit
scope or accounting principles.
The reports of the Former Auditor on
the Company’s financial statements as of and for the years ended December 31,
2009 and December 31, 2008, contained an explanatory paragraph which noted that
there was substantial doubt as to the Company’s ability to continue as a going
concern.
During
the years ended December 31, 2009 and 2008 and in the subsequent interim periods
through the date the relationship with the Former Auditor concluded, there were
no disagreements between the Former Auditor and the Company on a matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedure, which disagreement, if not resolved to the satisfaction of
the Former Auditor would have caused the Former Auditor to make reference to the
subject matter of the disagreement in connection with its report on the
Company's financial statements.
There
have been no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K
during the years ended December 31, 2009 and 2008 or in any subsequent interim
periods through the date the relationship with the Former Auditor
ceased.
The
Company has authorized the Former Auditor to respond fully to any inquiries of
the Company's new audit firm, B&A, relating to its engagement as the
Company's independent accountant. The Company has requested that the
Former Auditor review the disclosure contained in this Report and the Former
Auditor has been given an opportunity to furnish the Company with a letter
addressed to the Commission containing any new information, clarification of the
Company's expression of its views, or the respect in which it does not agree
with the statements made by the Company herein. The Company will file
such letter with the Securities and Exchange Commission (the "Commission") as an
exhibit to an amendment to this Current Report on Form 8-K/A within two days of
receiving it but no later than ten days after the filing of this
Report.
The
Company has not previously consulted with B&A regarding either (i) the
application of accounting principles to a specific completed or contemplated
transaction; (ii) the type of audit opinion that might be rendered on the
Company's financial statements; or (iii) a reportable event (as provided in Item
304(a)(1)(v) of Regulation S-K) during the years ended December 31, 2009 and
December 31, 2008, and any later interim period, including the interim period up
to and including the date the relationship with the Former Auditor ceased.
B&A has reviewed the disclosure required by Item 304 (a) before it was filed
with the Commission and has been provided an opportunity to furnish the Company
with a letter addressed to the Commission containing any new information,
clarification of the Company's expression of its views, or the respects in which
it does not agree with the statements made by the Company in response to Item
304 (a). B&A has elected not furnish a letter to the
Commission.
Item
9.01. Financial
Statements and Exhibits.
(d) Exhibits. The
following exhibit is being filed herewith this Current Report on Form
8-K
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.
METWOOD, INC.
Date:
August 20,
2010 By: /s/
Robert M. Callahan
Robert M. Callahan, President