SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): January 29, 2008
MAX NUTRITION, INC.
_______________________________________________________________________
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Nevada | 333-14132 | 26-0162321 |
(State or other jurisdiction | (Commission File Number) | (I.R.S. Employer |
of incorporation) | | Identification No.) |
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8531 Santa Monica Blvd., West Hollywood, CA | 90069 |
(Address of principal executive offices) | (Zip Code) |
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310-360-9242 | |
Registrant’s telephone number, including area code: | |
________________________________________________________________________
(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 (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(b) under the Exchange Act (17 CFR 240.14a-12(b))
£ 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))
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ITEM 4.01 CHANGES IN REGISTRANT’S CERTIFYING ACCOUNTS
1.
Previous Independent Registered Public Accounting Firm.
On January 29, 2008, MAX NUTRITION, INC. (“Registrant’) dismissed its independent registered public accounting firm, Mantyla McReynolds LLC (“MMR”). The reports of MMR on the financial statements of the Registrant as of October 31, 2006 and for the years ended October 31, 2006 and 2005 did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles other than going concern. The decision to change independent registered public accounting firms was approved by the members of the Board of Directors of the Registrant.
During the Registrant’s two most recent fiscal years and the subsequent interim periods through October 29, 2008, there were no disagreements with MMR 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 MMR, would have caused it to make reference thereto in its reports on the financial statements for such years.
The Registrant provided MMR with a copy of this Current Report and has requested that it furnish the Registrant with a letter addressed to the Securities & Exchange Commission stating whether it agrees with the above statements. A copy of such letter is filed herein as Exhibit 16.1 to this Current Report on Form 8-K.
2.
New Independent Registered Public Accounting Firm.
The Registrant has engaged Li & Company, PC as its new independent certified public accounting firm to audit the Registrant’s financial statements effective January 29, 2008. Prior to such engagement, the Registrant did not consult such firm on any of the matters referenced in Regulation S-B Item 304(a)(2).
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Exhibits:
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Exhibit No. | Description |
16.1 | Letter of Mantyla McReynolds LLC dated January 29, 2008 to the Securities and Exchange Commission. |
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| MAX NUTRITION, INC. (Registrant) |
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Date: January 29, 2008 | By: | /s/ Nicholas Stone |
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Nicholas Stone |
| Chief Executive Officer |
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