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): June 30, 2002
S.W. LAM, INC.
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(Exact name of Registrant as specified in its charter)
0-22049
(Commission file number)
Nevada 62-1563911
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(State or other jurisdiction (I.R.S. Employer Identification Number)
of incorporation)
Unit 25-32, 2nd Floor, Block B, Focal Industrial Centre
21 Man Lok Street, Hunghom, Hong Kong
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(Address of principal executive offices) (Zip code)
(852) 2766 3688
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(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
Item 4. Changes in Registrant's Certifying Accountant
(a) On August 22, 2002, Price Waterhouse Coopers ("PWC") advised S.W. Lam,
Inc. (the "Company") that it would be unable to act as the Company's independent
accountant, Arthur Andersen &Co. ("AA") which had served as the Company's
independent accountant, combined with PWC on June 30, 2002. The newly combined
entity declined to accept the engagement as the Company's independent
accountants, although AA had previously acted in such capacity.
AA's audit report on the financial statements of the Company as of March
31, 2001 and for the two years ended March 31, 2001 contained no adverse opinion
or disclaimer of opinion and was not qualified or modified as to uncertainty,
audit scope, or accounting principles.
During the Company's two most recent fiscal years and any subsequent
interim period preceding the resignation of AA, there were no disagreements with
AA on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreement(s) if not
resolved to the satisfaction of AA, would have caused PWC to make reference to
the subject matter of the disagreement(s) in connection with its report.
During the Company's two most recent fiscal years and any subsequent
interim period preceding the resignation of AA, there have been no reportable
events of the type required to be disclosed by Item 304(a)(1)(v) of Regulation
S-K.
(b) On July 1, 2002, the Company engaged PricewaterhouseCoopers ("PWC") as
its new independent accountants. Prior to the engagement of PWC, the Company did
not consult with such firm regarding the application of accounting principles to
a specific completed or contemplated transaction, or any matter that was either
the subject of a disagreement or a reportable event. The Company also did not
consult with PWC regarding the type of audit opinion which might be rendered on
the Company's financial statements and no oral or written report was provided by
PWC. However, before performing any services for the Company, PWC advised the
Company that it would not accept the engagement as the Company's independent
accountant. This appointment had been reported in an 8-K dated June 30, 2002.
On August 22, 2002, the Company engaged Moore, Stephens Wurth Frazer and
Torbet, LLP ("Moore Stephens") as its new independent accountants. Prior to the
engagement of Moore Stephens the Company did not consult with such firm
regarding the application of accounting principles to a specific completed or
contemplated transaction, or any matter that was either the subject of a
disagreement or a reportable event. The Company also did not consult with Moore
Stephens regarding the type of audit opinion which might be rendered on the
Company's financial statements and no oral or written report was provided by
Moore Stephens.
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.
S.W. LAM, INC.
August 28, 2002 By: /s/ Lam Sai Wing
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Lam Sai Wing
President and Chief Executive Officer