Current Report Filing (8-k)
September 19 2017 - 2:35PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION
13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event
reported) September 8, 2017
CABINET GROW, INC.
(Exact name of registrant as specified
in its charter)
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Nevada
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000-55340
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46-5546647
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(State of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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319
Clematis Street, Suite 714, West Palm Beach, FL 33401
(Address
of principal executive offices, including zip code)
(561)
249-6511
(Registrant’s
telephone number, including area code)
N/A
(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:
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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))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
SECTIO
N
4 -
MATTERS RELATED TO ACCOUNTANTS AND FINANCIAL STATEMENTS
Item 4.01 Changes in Registrant’s
Certifying Accountant.
On September
8, 2017, the Board of Directors of Cabinet Grow, Inc. (the “Company”) accepted the resignation of the KLJ & Associates,
LLP (the “Former Accountant” as the Company’s independent registered public accounting firm and simultaneously approved
the engagement of Sadler, Gibb & Associates, LLC (the “New Accountant”) as the Company’s new independent
registered public accounting firm to audit the Company’s financial statements for the fiscal year ending December 31, 2017.
The Former
Accountant’s audit report on the financial statements of the Company for the years ended December 31, 2016 and 2015 contained
no adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope or accounting principles,
except that the audit report on the financial statements of the Company for the years ended December 31, 2016 and 2015 contained
an uncertainty about the Company’s ability to continue as a going concern.
For the
years ended December 31, 2016 and 2015, and through the interim period ended September 8, 2017, there were no “disagreements”
(as such term is defined in Item 304 of Regulation S-K) with the Former Accountant on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedures, which disagreements if not resolved to the satisfaction of the
Former Accountant would have caused them to make reference thereto in their reports on the financial statements for such periods.
For the
years ended December 31, 2016 and 2015, and through the interim period ended September 8, 2017, there were no “reportable
events” (as such term is defined in Item 304 of Regulation S-K).
Prior to
retaining the New Accountant, the Company did not consult with the New Accountant regarding either: (i) the application of accounting
principles to a specified transaction, either contemplated or proposed, or the type of audit opinion that might be rendered on
the Company’s financial statements; or (ii) any matter that was the subject of a “disagreement” or a “reportable
event” (as those terms are defined in Item 304 of Regulation S-K).
On September
13 2017, the Company provided the Former Accountant with its disclosures in the Current Report on Form 8-K disclosing the dismissal
of the Former Accountant and requested in writing that the Former Accountant furnish the Company with a letter addressed to the
Securities and Exchange Commission stating whether or not they agree with such disclosures. The Former Accountant’s response
is filed as an exhibit to this Current Report on Form 8-K.
SECTION
9 -
FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements
and Exhibits.
Exhibit
No.
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Description
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16.1
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Letter
from KLJ & Associates LLP to the Securities and Exchange Commission
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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.
Cabinet Grow, Inc.
/s/ Barry Hollander
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Barry Hollander
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Chief Executive Officer
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Date: September 19, 2017
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