Current Report Filing (8-k)
March 03 2015 - 4:45PM
Edgar (US Regulatory)
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): March 2, 2015
INCEPTION
MINING INC.
(Exact
name of registrant as specified in its charter)
(Former
Name of Registrant)
Nevada |
|
000-55219 |
|
35-2302128 |
(State
or Other Jurisdiction |
|
(Commission |
|
(IRS
Employer |
of
Incorporation) |
|
File
Number) |
|
Identification
Number) |
5320
South 900 East, Suite 260
Murray,
Utah 84107
(Address
of principal executive offices) (zip code)
801-428-9703
(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 (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))
Item
4.01 Change in Registrant’s Certifying Accountant
(1)
Previous Independent Auditors
a. | On
March 2, 2015, the Company opted to change accounting firms for purposes of independent
auditing, and subsequently released Fiondella Milone & LaSaracina LLP (Fiondella)
as its independent registered accounting firm. Our Board of Directors participated in
and approved the decision to change independent accountants. Fiondella was initially
engaged by the Company on May 31, 2013 for the year ended July 31, 2013. |
| |
b. | Fiondella’s
report on the financial statements for the year ended July 31, 2014 contained no adverse
opinion or disclaimer of opinion and was not qualified or modified as to scope or accounting,
except that the report contained an explanatory paragraph stating that there was substantial
doubt about the Company’s ability to continue as a going concern. |
| |
c. | Through
the period covered by the financial review of financial statements of the quarterly period
ended January 31, 2015, there have been no disagreements with Fiondella 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 Fiondella,
would have caused them to make reference thereto in their report on the financial statements.
Also, through the interim period through March 2, 2015 (the date of release of the former
accountant), there have been no disagreements with Fiondella 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 Fiondella would have caused
them to make reference thereto in their report on the financial statements. |
| |
d. | During
the interim period through March 2, 2015, there have been no reportable events with us
as set forth in Item 304(a)(1)(iv) of Regulation S-K. |
| |
e. | The
Company provided a copy of the foregoing disclosures to Fiondella prior to the date of
the filing of this Report with the U.S. Securities and Exchange Commission (“SEC”)
and requested that Fiondella furnish a letter addressed to the SEC stating whether or
not it agrees with the statements in this Report. A copy of such letter is filed as Exhibit
16.1 to this Form 8-K. |
(2)
New Independent Accountants
On
February 11, 2015, the Company engaged Sadler, Gibb & Associates of Salt Lake City, Utah, as its new independent registered
public accountant. During the year ended July 31, 2014, and prior to February 11, 2015 (the date of the new engagement), we did
not consult with Sadler, Gibb & Associates regarding (i) the application of accounting principles to a specified transaction,
(ii) the type of audit opinion that might be rendered on the Company’s financial statements by Sadler, Gibb & Associates,
in either case where written or oral advice provided by Sadler, Gibb & Associates would be an important factor considered
by us in reaching a decision as to any accounting, auditing or financial reporting issues or (iii) any other matter that was the
subject of a disagreement between us and our former auditor or was a reportable event (as described in Items 304(a)(1)(iv) or
Item 304(a)(1)(v) of Regulation S-K, respectively).
Item
9.01 Financial Statements and Exhibits
Exhibit
No. |
|
Description
of Exhibit |
|
|
|
16.1 |
|
Letter
from Fiondella Milone & LaSaracina, dated March 2, 2015, regarding Change in Certifying Accountant. (Filed herewith.) |
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.
|
INCEPTION
MINING INC. |
|
|
|
Date: March 3,
2015 |
By: |
/s/
Michael Ahlin |
|
|
Michael Ahlin |
|
|
Chief Executive
Officer |
Exhibit
16.1
March 2,
2015
Securities
and Exchange Commission
100 F Street
N.E.
Washington,
D.C. 20549
We
have read Item 4.01 of INCEPTION MINING, INC.’s (the “Company”) Form 8-K dated March 3, 2015, and are in agreement
with the statements relating only to Fiondella Milone & LaSaracina LLP contained therein. We have no basis to agree or disagree
with other statements of the Company contained therein.
Sincerely,
/s/
Fiondella Milone & LaSaracina LLP |
|
Fiondella Milone
& LaSaracina LLP |
|
Glastonbury, CT |
|
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