- Amended Current report filing (8-K/A)
27 April 2010 - 7:22AM
Edgar (US Regulatory)
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OMB
APPROVAL
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UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
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OMB
Number:3235-0060
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31, 2012
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FORM 8-K/A
Amendment No 1 to
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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)
April
15,
2010
American
Church Mortgage
Company
(Exact name of registrant as specified in its charter)
Minnesota 33-87570 41-1793975
(State or other
jurisdiction
(Commission (IRS
Employer
of
incorporation) File
Number) Identification
No.)
10237
Yellow Circle Drive, Minnetonka,
MN 55343
(Address
of principal executive
offices) (Zip
Code)
Registrant’s
telephone number, including area code
(952)
945-9455
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(Former name or former address, if changed since last report.)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instructions A.2. below):
[
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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[
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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[
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Explanatory
Note
This
Amendment No. 1 to the Current Report on Form 8-K filed April 20, 2010
is being filed to amend and restate the disclosure made in
“Item 4.01. Changes in Registrant’s
Certifying Accountant”
and to also file as an exhibit the letter from the
Registrant’s former independent registered public accounting firm to the
Securities and Exchange Commission regarding the amended and restated disclosure
made in Item 4.01 below.
Item
4.01 Changes In Registrant's Certifying Accountant.
On
April 19, 2010, American Church Mortgage Company (the "Registrant")
dismissed Boulay, Heutmaker, Zibel & Co. P.L.L.P. ("BHZ") as the
Registrant's independent auditors. On April 15, 2010, the
Registrant engaged Baker Tilly Virchow Krause, LLP ("Baker Tilly") as its
successor independent audit firm. The Registrant's dismissal of BHZ
and engagement of Baker Tilly was approved by the Registrant's Board of
Directors on April 15, 2010.
BHZ
served as the Registrant's independent accountants to audit the Registrant's two
most recent fiscal year ends. BHZ's reports on the Registrant's financial
statements for each of those years (fiscal years ended December 31, 2008
and 2009) did not contain an adverse opinion or disclaimer of opinion and were
not qualified or modified as to uncertainty, audit scope, or accounting
principles.
During
the Registrant's two most recent fiscal year ends (fiscal years ended December
31, 2008 and 2009) and through the interim period until BHZ’s dismissal, there
were no disagreements with BHZ on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of BHZ, would have caused
them to make reference thereto in their report on the financial statements for
such years and interim period.
The
Registrant has provided BHZ with a copy of the above disclosures in response to
Item 304(a) of Regulation S-K in conjunction with filing of this Form
8-K/A. The Registrant has requested that BHZ deliver to the
Registrant a letter addressed to the Securities and Exchange Commission stating
whether it agrees with the statements made by the Registrant in response to
Item 304(a) of Regulation S-K, and if not, stating the respects in which it
does not agree.
BHZ's
letter is filed herewith as Exhibit 16.2.
Item
9.01 Financial Statements and Exhibits.
16.2 Letter
from Boulay, Heutmaker, Zibel & Co. P.L.L.P. to the Securities and Exchange
Commission dated April 26, 2010.
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.
American Church Mortgage
Company
Date: April
26, 2010
By
/s/ Scott J.
Marquis
Chief
Financial Officer
5190895v1
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