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 24, 2009
PREMIER WEALTH MANAGEMENT, INC.
(Exact name of Registrant as specified in its charter)
| Delaware | 333-104631 | 43-1988542 |
| (State or incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
5 Them. Dervis Street, 3rd Floor, CY-1066 Nicosia, Cyprus
(Address of principal executive offices)
011-353 87611 6509 (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:
| ¨ | 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.
On August 24, 2009, Malone & Bailey, PC (the “Former Accountant”), the independent registered public accounting firm of Premier Wealth Management, Inc., a Delaware corporation (the Company”), was dismissed by the Company. On August 24, 2009, the Company engaged Zwick & Steinberger, P.L.L.C. (the “New Accountant”) as its independent registered public accounting firm. Our decision to engage the New Accountant was approved by the Board of Directors of the Company on August 24, 2009 based on the Board’s decision to reduce the expenses of completing the Company’s audited financial statements.
The reports of the Former Accountant on the financial statements for the Company for each of the two most recent fiscal years ending December 31, 2006 and 2005 did not contain an adverse opinion or disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles for the two most recent fiscal years and all subsequent interim periods, except that the Former Accountant's opinion in its report on the Company's financial statements expressed substantial doubt with respect to the Company's ability to continue as a going concern for the last two fiscal years.
During the Company's two most recent fiscal years and the subsequent interim periods through the date of dismissal, there were no disagreements, other than the one below, with the Former Accountant on any matters of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which, if not resolved to the satisfaction of the Former Accountant, would have caused it to make reference to the subject matter of the disagreements in connection with its reports on these financial statements for those periods.
On the date of dismissal our Former Accountant informed us that in their opinion there exists an audit scope limitation related to the completion of the 2007 audit due to the Company’s inability to provide satisfactory documentary evidence to confirm any information on the books and records of the Company’s Master Finance subsidiary, which the Company owned through October 4, 2007.
The Company did not consult with the New Accountant regarding the application of accounting principles to a specific transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements, and no written or oral advice was provided by the New Accountant that was a factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issues.
The Company has requested that the Former Accountant furnish it with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements. The requested letter is attached as Exhibit 16.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
Exhibit 16.1 – Correspondence from Malone & Bailey P.C., dated August 24, 2009
SIGNATURE
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, thereunto duly authorized.
| Dated: August 24, 2009 | PREMIER WEALTH MANAGEMENT, INC. (Registrant) | |
| | | | |
| | By: | /s/ Nigel Gregg | |
| | | Nigel Gregg | |
| | | Chief Executive Officer | |
Exhibits to Current Report on Form 8-K of Premier Wealth Management, Inc.
Exhibits
16.1 Correspondence from Malone & Bailey P.C.
