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): July 7, 2000
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FOUNTAIN COLONY VENTURES, INC.
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(Exact name of registrant as specified in its charter)
Colorado 33-27230 95-4798345
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(State of (Commission (I.R.S. Employer
Incorporation) File Number) Identification No.)
27 Hyakunin-cho, Higashi-ku, Nagoya, Aichi Prefecture, Japan
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(Address of principal executive offices)
011-81-52-937-8840
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(Registrant's telephone number, including area code)
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(Former name or former address, if changed since last report)
Item 4. Changes in Registrant's Certifying Accountant.
Effective July 7, 2000, Fountain Colony dismissed Jones, Jensen & Company, LLC
as the independent accountant previously engaged by Fountain Colony to audit
the financial statements of Fountain Colony.
Jones, Jensen & Company, LLC previously audited the balance sheet of Fountain
Colony's wholly owned subsidiary, Green Medical Company, Ltd. as of June 30,
1999, and the related statements of operations, stockholders' equity, and cash
flows for the year ended June 30, 1999. Jones, Jensen & Company, LLC has not
issued an adverse opinion or a disclaimer of opinion, nor has any report
during the past year been qualified or modified as to uncertainty, audit
scope, or accounting principles.
During Fountain Colony's most recent fiscal year, and any subsequent interim
period preceding the dismissal of Jones, Jensen & Company, LLC there were no
disagreements with Jones, Jensen & Company, LLC on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure.
During Fountain Colony's most recent fiscal year and any subsequent interim
period preceding this change in certified accountants,
(A) Jones, Jensen & Company, LLC did not advise Fountain Colony
that the internal controls necessary for Fountain Colony to
develop reliable financial statements do not exist;
(B) Jones, Jensen & Company, LLC did not advise Fountain Colony
that information had come to the accountant's attention that led
it to no longer be able to rely on management's representations,
or that made it unwilling to be associated with the financial
statements prepared by management;
(C) Jones, Jensen & Company, LLC did not advise Fountain Colony of
the need to expand significantly the scope of its audit, or that
information had come to the accountant's attention during said
time period that if further investigated, may: (i) materially
impact the fairness or reliability of either: a previously issued
audit report or the underlying financial statements, or the
financial statements issued or to be issued covering the fiscal
period(s) subsequent to the date of the most recent financial
statements covered by an audit report (including information that
may prevent it from rendering
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an unqualified audit report on those financial statements), or
(ii) cause it to be unwilling to rely on management's
representations or be associated with Fountain Colony's financial
statements; or
(D) Jones, Jensen & Company, LLC did not advise Fountain Colony
that information had come to the accountant's attention that it
had concluded materially impacted the fairness or reliability of
either (i) a previously issued audit report or the underlying
financial statements, or (ii) the financial statements issued or
to be issued covering the fiscal period(s) subsequent to the date
of the most recent financial statements covered by an audit report
(including information that, unless resolved to the accountant's
satisfaction, would prevent it from rendering an unqualified audit
report on those financial statements).
The decision to change accountants was recommended and approved by Fountain
Colony's board of directors, who decided to use an auditing firm located in
Japan as the new auditing firm for Fountain Colony. Fountain Colony's wholly
owned subsidiary, Green Medical Company, Ltd., is located in Japan.
On July 7, 2000, Fountain Colony engaged Taiyo Audit Corporation as the new
independent accountant engaged as the principal accountant to audit Fountain
Colony's financial statements. During Fountain Colony's two most recent
fiscal years, and any subsequent interim period prior to engaging Taiyo Audit
Corporation neither Fountain Colony nor someone on its behalf consulted Taiyo
Audit Corporation regarding (i) either: the application of accounting
principles to a specified transaction, either completed or proposed; or the
type of audit opinion that might be rendered on Fountain Colony's financial
statements; or (ii) any matter which was either the subject of a disagreement
(there were no disagreements as stated above) or a reportable event (as
described in Item 304(a)(1)(V) of Regulation S-K).
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit No. Exhibit Description
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16.1 Letter regarding resignation of certifying accountant.
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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.
FOUNTAIN COLONY VENTURES, INC.
(Registrant)
Date: July 10, 2000 By: /s/Katumori Hayashi
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Katumori Hayashi
President, Chief Executive Officer
and Chairman of Board of Directors
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EXHIBIT INDEX
Exhibit Page
No. Exhibit Description No.
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16.1 Letter regarding resignation of 6
certifying accountant.
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