SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
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
Commission File No. 000-49628
TELEPLUS ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
Nevada 98-0045023
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(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
7575 Transcanadienne, Suite 305, St-Laurent, Quebec, Canada H4T 1V6
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(Address of principal executive offices)
514-344-0778
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(Issuer telephone number)
N/A
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(Former Name and Address)
ITEM 4.02. NON-RELIANCE ON PREVIOUSLY ISSUED FINANCIAL STATEMENTS OR A RELATED
AUDIT REPORT OR COMPLETED INTERIM REVIEW
On August 18, 2006, the Company reported in Item 4.02 of Form 8-K that the
Company would be amending, in the near future, previously issued quarterly
reports filed on Form 10-QSB for periods ended on March 31, 2006, September 30,
2005 and June 30, 2005 as well as its annual report filed on Form 10-KSB for the
year ended December 31, 2005. The Company is filing this Amendment No. 1 to Form
8-K to further clarify the information it filed on the Form 8-K of August 18,
2006.
The Audit Committee of the Company and the Company, upon knowledge of the
factors that would lead to the Company's restatement of prior period reports,
acted promptly to determine the effect on the disclosure controls and procedures
of the Company.
In evaluating these controls and procedures, the Audit Committee has established
additional protocols for certifying officers, senior management, the independent
registered accounting firm as well as the Company's accounting and finance staff
to monitor closely, new accounting pronouncements that impact the Company's
financial statements. This includes continuing education of its staff including
review of new pronouncements and awareness of those pronouncements being
discussed, and the evaluation of their impact on the financial statements and
management's discussion and analysis.
The Audit Committee and the Company has also engaged an independent consultant
to assist the Company in its reporting process and period-end and annual
closings. These additional disclosure controls and procedures will provide the
Company greater assurances and accuracy in the future. The Audit Committee plans
on monitoring these new protocols at their meetings.
Furthermore, please note that an authorized officer of the Company, discussed
the matters pursuant to Item 4.02 of the August 18, 2006 Form 8-K with the
Company's independent registered public accounting firm.
The Company also hereby acknowledges that:
o the Company is responsible for the adequacy and accuracy of the
disclosure in the filings;
o staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action with
respect to the filings; and
o the Company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.
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 thereunto duly authorized.
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Teleplus Enterprises, Inc.
September 29, 2006 /s/ Marius Silvasan
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Marius Silvasan
Chief Executive Officer
September 29, 2006 /s/ Robert Krebs
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Robert Krebs
Chief Financial Officer
September 29, 2006 /s/ Tom Davis
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Tom Davis
Chief Operating Officer
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