1 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 04, 1997 ----------------------------- INTERUNION FINANCIAL CORPORATION -------------------------------- (Exact name of registrant as specified in its charter) Delaware 87-0520294 - -------- ---------- (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization 249 Royal Palm Way, Suite 301 H, Palm Beach, Fl 33480 - ----------------------------------------------- ----- (Address of principal executive offices) (Zip Code) (561) 820-0084 - -------------- (Issuer's telephone number) - ------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Page 1 of 3 2 PART I - FINANCIAL INFORMATION ITEM 1 - CHANGES IN CONTROL OF REGISTRANT None to report. ITEM 2 - ACQUISITION OR DISPOSITION OF ASSETS None to report. ITEM 3 - BANKRUPTCY OR RECEIVERSHIP None to report. ITEM 4 - CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT Effective March 04, 1997, InterUnion Financial Corporation ("InterUnion") has retained Golstein, Golub, Kessler & Company, P.C. ("GGK") of New York as its new certifying accountants. GGK, a member of Nexia International, replaces Mintz & Partners ("MP") of Toronto, also a member of Nexia International. Mintz's report on InterUnion's financial statements during the two most recent fiscal years and all subsequent interim periods preceding the date hereof contained no adverse opinion or a disclaimer of opinions, and was not qualified as uncertainty, audit scope or accounting principles. The decision to change accountants was approved by InterUnion's Board of Directors. During the last two fiscal years and subsequent interim period to the date hereof, there were no disagreements between InterUnion and Mintz on any matters of accounting principles or practices, financial disclosure, or auditing scope or procedure, which disagreements, if not resolved to satisfaction of Mintz, would have caused it to make a reference to the subject matter of the disagreements in connection with its reports. None of the "reportable events" described in Item 304(a)(1)(ii) occurred with respect to InterUnion within the last two fiscal years and the subsequent interim period to the date hereof. Effective March 04, 1997, InterUnion engaged GGK as its principal accountants. During the last two fiscal years and the subsequent interim period to the date hereof, InterUnion did not consult GGK regarding any matter or events set forth in Item 304(a)(2)(I) and (II) of Regulation S-K. ITEM 5 - OTHER EVENTS None to report. ITEM 6 - RESIGNATIONS OF DIRECTORS None to report. ITEM 7 - FINANCIAL STATEMENTS AND EXHIBITS Letter from Mintz & Partners. Page 2 of 3 3 ITEM 8 - CHANGE IN FISCAL YEAR None to report. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. InterUnion Financial Corporation ---------------------------------------- (Registrant) Date March 06, 1997 /s/ Georges Benarroch, Director -------------- ---------------------------------------- (Signature)* Date March 06, 1997 /s/ Ann Glover, Director -------------- ---------------------------------------- (Signature)* *Print the name and title of each signing officer under his signature. Page 3 of 3 4 MINTZ & PARTNERS Chartered Accountants --------------------- NEXIA International March 4, 1997 Office of the Chief Accountant United States Securities and Exchange Commission 450 Fifth Street, Northwest Washington, DC 20549 Gentlemen/Mesdames: RE: INTERUNION FINANCIAL CORPORATION - ------------------------------------ We were previously principal accountants and auditors for InterUnion Financial Corporation and, under date of May 10, 1996, we reported on the consolidated financial statements of InterUnion Financial Corporation and the subsidiaries as of and for the years ended March 31, 1996 and 1995. On March 4, 1997 InterUnion Financial Corporation retained Goldstein Golub Kessler ("GGK"), a member of the Nexia International affiliation (as our firm is) as principal certifying accountants. We have read InterUnion Financial Corporation's statements included under item 4 of its Form 8-K dated March 4, 1997 and we agree with such statements. Yours very truly, /s/ Mintz & Partners - ---------------------------- By: Elliott M. Jacobson, C.A. Partner 1446 Don Mills Road, Suite 100, Toronto, Ontario M3B 3N6 E-Mail: mintz@mintzca.com Tel: (416) 391-2900 Direct Line: (416) 391-3100 Ext. 356 Fax: (416) 391-2748