As filed with the Securities and Exchange Commission on May 10, 2000.
Registration No. 333-3074
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SECURITIES AND EXCHANGE COMMISSION
Washington D. C. 20549
FORM 8-K
FILED MAY 12, 2000
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported) May 5, 2000
NEXLAND, INC.
(Exact Name of registrant as specified in its charter)
Arizona 333-3074 65-0782410
(State of other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification Number)
1101 Brickell Avenue
Suite 702, North Tower
Miami, Florida 33131
(Address of principal executive offices)
Tel: (305) 358-7771
(Registrant's telephone number)
20801 Biscayne Boulevard
Aventura, Florida 33180
(Former name or former address, if changed since last report)
Item 1. Change in Control of Registrant.
Not applicable
Item 2. Acquisition or Disposition of Assets.
Not applicable
Item 3. Bankruptcy or Receivership.
Not applicable
Item 4. Changes in Registrant's Certifying Accountant.
Williams & Webster, P.S. report on our financial statements
has not contained an
adverse opinion or disclaimer of opinion or was qualified or
modified, as to uncertainty, audit, scope, or accounting
principals. The decision to change accountants was not
recommended or approved by any audit committee or similar
committee of the Board of Directors or by the Board of
Directors. During the two most recent fiscal years and during
any subsequent interim period preceding the declination, there
were no disagreements with Williams & Webster, P.S. on any
manner of accounting principals or practice, financial
statement disclosure or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of Williams
& Webster, P.S., would have caused it to make a reference to
the subject matter of the disagreements in connection with its
report. The reason for the declination is that our business
and administration is located in Miami, Florida, as opposed to
Spokane, Washington, and as such we engaged the accounting and
consulting firm of BDO Seidman, LLP to serve as our
independent accountants and prepare the audited statements for
the upcoming fiscal year.
Item 5. Other Events.
On April 25, 2000, Nexland, Inc., employed Enrique Dillon as
Chief Executive Officer under a two year contract subject to
renewal. Compensation includes a base salary of $150,000 per
year subject to the company raising one million dollars n
financing, and 1,170,000 shares of common stock. Mr. Dillon
served as President and Chief Executive Officer of Dinexim
Corp. from 1995 to 1998. From 1998 to April 2000, Enrique
Dillon was engaged as the President of Big Blue, Inc., a
consultant in the management and technology field for Latin
America.
On May 1, 2000, Martin Dell'Oca was employed as the Chief
Financial Officer of Nexland, Inc. under a two year contract
subject to renewal. Compensation includes a base salary of
$100,000 per year. Upon the company raising One million
dollars in financing, the base salary increases to $120,000.
In addition, Martin Dell'Oca receives 200,000 shares of
Company common stock. From 1995 to May 1998, Mr. Dell'Oca was
the Chief Financial Officer of Dinexim. In May 1998, Martin
Dell'Oca assumed the position of Chief Financial Officer of
CHS Dinexim after Dinexim was sold to CHS.
Item 6. Resignation of Registrant's Director.
Not applicable
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
Employment Contract of Enrique Dillon
Employment Contract of Martin Dell'Oca
Signatures
Pursuant to the requirement 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.
NEXLAND, INC.
By: /s/ Martin Dell'Oca
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Martin Dell' Oca, Chief Financial Officer
Dated: May 12, 2000
Nexland, Inc.
1101 Brickell Avenue
Suite 702, North Tower
Miami, Florida 33131