September 18, 2006
Ms. Raquel Howard
Staff Accountant
Securities and Exchange Commission
Washington, D.C. 20549
Re: Reliant Home Warranty Corporation
Item 4.01, Form 8-K, Filed July 31, 2006
File No. 0-29827
Dear Ms. Howard:
This letter is in response to your comment letter dated August 4, 2006
concerning the above referenced filing for Reliant Home Warranty Corp. (the
"Company"). The following paragraphs address your comments. The paragraph
numbers cross reference to the comments in your letter.
1. We will file an amended Form 8-KA to disclose that our former accountants'
reports on our financial statements for the past two years were modified as
to uncertainty regarding our ability to continue as a going concern.
2.
We will file an amended Form 8-KA to disclose that the decision to change
accountants was approved by our board of directors.
3. We will file an amended Form 8-KA to disclose that there were no
disagreements with the former accountants, SF Partnership LLP, on any
matter of accounting principle or practice, financial statement disclosure,
or auditing scope or procedure during the two most recent fiscal years and
any subsequent interim period.
4. We will obtain and file an Exhibit 16 letter from the former accountants
stating that the former accountants agree with our revised Form 8-KA
disclosures.
A copy of our proposed amended Form 8-KA is enclosed for your review.
In connection with our responses to your comments, the Company acknowledges
that: the Company is responsible for the adequacy and accuracy of the disclosure
in this filing; staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action with respect to
the filing; and the Company may not assert staff comments as a defense in any
proceedings initiated by the Commission or any person under the federal
securities laws of the United States.
Please call if you have any questions.
Sincerely,
/s/ Boyd Soussana
- ------------------------
Boyd Soussana
Chief Executive Officer
Enclosure.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-KA
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 29,2006
-----------------
Reliant Home Warranty Corporation
------------------
(Exact name of registrant as specified in its chapter)
Florida 0-29827 22-3440510
--------------- ------------- -------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
350 Bay Street Suite 250, Toronto, ON, M5H 2S6
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 416-445-9500
------------
NO CHANGE
---------
(Former name or former address, if changed since last report)
Item 4.01 Changes in Registrant's Certifying Accountant.
On June 29, 2006, SF Partnership LLP (SFP) was dismissed as the independent
accountant for the Company. The reports of (SFP) on the Company's financial
statements for the past two years, contain no adverse opinion or disclaimer of
opinion and were not qualified or modified as to uncertainty, audit scope or
accounting principles except for modifications as to uncertainty regarding the
company's ability to continue as a going concern.
During the two years ended December 31, 2004 and December 31, 2005 and
subsequent interim period ended June 29,2006 there were no disagreements with
SFP on any matter of accounting principle on practice, financial statement
disclosure, or auditing scope or procedure.
The Company has requested that SFP furnish it with a letter addressed to the
Securities and Exchange Commission stating whether or not SFP agrees with the
above statements. A copy of such letter shall be filed as an exhibit to a Form
8K-A.
The Company engaged Berman Hopkins Wright Laham CPAs,LLP (Berman Hopkins) as its
new independent accountants as of June 29,2006. Prior to such date, the Company
did not consult with Berman Hopkins regarding (i) the application of accounting
principles to a specified transaction, either completed or proposed; or (ii) the
type of audit opinion that might be rendered by Berman Hopkins on the Company's
Financial statements.
The decision to change accounts was approved by the company's Board of
directors.
Item 9.01 Financial Statements and Exhibits
EXHIBIT
Exhibit No. Description
- ----------- -----------
23.1 Consent of auditors SF Partnership,LLP dated September 29, 2006
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.
Reliant Home Warranty Corporation
(Registrant)
/s/ Boyd Soussana
--------------------------------
Date September 29, 2006 Boyd Soussana, CEO
*Print name and title of the signing officer under his signature.
EXHIBITS
Exhibit No. Description
- ----------- -----------
23.1 Consent of auditors SF Partnership,LLP dated September 29, 2006
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.
Reliant Home Warranty Corporation
(Registrant)
/s/ Boyd Soussana
--------------------------------
Date September 29, 2006 Boyd Soussana, CEO
*Print name and title of the signing officer under his signature.
-2-
September 29, 2006
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.
USA 20549
Re: Reliant Home Warranty Corporation
Dear Sirs:
This letter will confirm that we reviewed Item 4 of the Company's Form 8-KA
dated September 29, 2006 captioned "Changes in Registrant's Certifying
Accountant" and that we agree with the statements made as they relate to SF
Partnership, LLP. We are not in a position to agree or disagree with the
statements in Item 4 regarding the engagement of Berman Hopkins Wright Laham
CPAs, LLP or the approval of such engagement by the Board of Directors.
We hereby consent to the filing of this letter as an exhibit to the foregoing
report on Form 8-KA.
Yours very truly,
/s/ "SF Partnership, LLP"
- ---------------------------------
"SF Partnership, LLP"
Toronto, Canada
cc: Reliant Home Warranty Corporation