NEXIA Form 8-K 12/05/2005
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
CURRENT
REPORT FOR ISSUERS SUBJECT TO THE
1934
ACT REPORTING REQUIREMENTS
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934.
Date
of
Event: December 1, 2005 (date of earliest event reported)
NEXIA
HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Nevada
(State
or
other jurisdiction of incorporation or organization)
|
033-22128D
(Commission
File Number)
|
488159-10-4
(IRS
Employer Identification
Number)
|
59
West 100 South, Second Floor, Salt Lake City, Utah
84101
(Address
of principal executive offices)
(801)
575-8073
(Registrant's
telephone number, including area code)
ITEM
4.01 Changes in Registrant's Certifying
Accountant
On
December 1, 2005, HJ & Associates, LLC (the “Former Accountant”) resigned as
the auditors for Nexia Holdings, Inc. (the “Company”).
The
reports of the Former Accountant on the financial statements of the Company
for
each of the two most recent fiscal years, did not contain an adverse opinion
or
disclaimer of opinion and was not qualified or modified as to uncertainty,
audit
scope or accounting principles for the two most recent fiscal years and the
first two subsequent interim periods of 2005, except that the Former
Accountant’s opinion in its report on the Company’s financial statements
expressed substantial doubt with respect to the Company’s ability to continue as
a going concern for the last two fiscal years.
During
the Company’s two recent fiscal years and the subsequent interim periods through
the date of resignation, there were no reportable events as the term described
in Item 304(a)(1)(iv) of Regulation S-B except for the following:
The
Former Accountant advised management that the most recent interim report, the
10-QSB for the period ended September 30, 2005 was filed prior to the Former
Accountant completing its review and that they were requesting corrections
be
made to the consolidation and the accounting for the acquisition by the Company
of Salt Lake Development Corporation.
The
issues with regard to the acquisition stated above have been referred to a
third
party accountant for review and if appropriate amended financial statements
for
the period ended September 30, 2005 will be prepared and filed.
During
the Company’s two most recent fiscal years and the subsequent interim period
through the date of resignation, there were no disagreements with the Former
Accountant on any matters of accounting principles or practices, financial
statement disclosure or auditing scope or procedure, which, if not resolved
to
the satisfaction of the Former Accountant, would have caused it to make
reference to the subject matter of the disagreement in connection with its
reports on these financial statements for those periods.
The
Company has requested that the Former Accountant furnish it with a letter
addressed to the Securities and Exchange Commission stating whether it agrees
with the above statements. The requested letter is attached as Exhibit 16.1
to
this Current Report on Form 8-K.
ITEM
9.01 Financial Statements and
Exhibits
The
following exhibits are included as part of this report:
|
Exhibit
No.
|
Page
No.
|
Description
|
|
16.1
|
4
|
|
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.
| |
|
|
| |
Nexia
Holdings, Inc. |
|
|
|
| Dated
this 2nd day of December, 2005. |
By: |
/s/ Richard
Surber |
| |
Richard
Surber
President
|