8-K
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 2054
FORM
8-K
Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
March
17, 2006
Date
of
Report (Date of earliest event reported)
JUPITER
Global Holdings, Corp.
(Exact
name of registrant as specified in its charter)
Nevada
(State
or
other jurisdiction of incorporation)
|
000-27233
|
98-0204736
|
|
(Commission
File Number)
|
(IRS
Employer Identification
No.)
|
62
West 8th Avenue, 4th Floor, Vancouver, British Columbia, Canada V5Y
1M7
(address
of principal executive offices) (Zip Code)
(604)
682-6541
(Registrants
telephone number, including area code)
Item
4.01 Changes in Registrant's Certifying Accountant.
(a)
On
March 16, 2006, JUPITER Global Holdings Corp. (the "Company") elected not to
renew its audit engagement with Morgan & Company as its independent
registered public accounting firm. The decision was approved by the Board of
Directors of the Company.
The
report of Morgan & Company on the Company's financial statements for the
fiscal year ended December 31, 2004 did not contain an adverse opinion or
disclaimer of opinion. However, the report was modified due to an uncertainty
about the Company's ability to continue as a going concern. During the Company's
fiscal year ended December 31, 2004 and any subsequent interim period preceding
the termination, there were no disagreements with Morgan & Company 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 Morgan & Company would have caused Morgan & Company to
make reference to the subject matter of the disagreements in connection with
its
report on the financial statements for such years or subsequent interim
periods.
The
Company requested that Morgan & Company furnish it with a letter addressed
to the United States Securities and Exchange Commission ("Commission") stating
whether or not it agrees with the Company's statements in this Item 4.01(a).
A
copy of the letter furnished by Morgan & Company in response to that
request, dated March 16, 2006, is attached and filed as Exhibit 16.1 to this
Form 8-K. Morgan & Company has confirmed in its letter that there were no
disagreements with Morgan & Company 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 Morgan & Company
would have caused Morgan & Company to make reference to the subject matter
of the disagreements in connection with its report on the financial statements
for such years or subsequent interim periods.
(b)
On
March 16, 2006, Jaspers + Hall, PC was engaged as the Company's new independent
certified accountants. During the two most recent fiscal years and the interim
period preceding the engagement of Jaspers + Hall, PC, the Company has not
consulted with Jaspers + Hall, PC regarding either: (i) the application of
accounting principles to a specified transaction, either completed or proposed,
or the type of audit opinion that might be rendered on the Company's financial
statements; or (ii) any matter that was either the subject of a disagreement
or
event identified in paragraph (a)(1)(iv) of Item 304 of Regulation
S-B.
Item
9.01
Financial Statements and Exhibits.
(c)
Exhibits.
|
Exhibit
Number
|
Description
|
|
16.1
|
Letter
from Morgan & Company dated March 16, 2006 regarding change in
certifying accountant.
|
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.
| |
|
|
| |
JUPITER
Global Holdings, Corp. |
|
|
|
| Date: March
17, 2006 |
By: |
/s/ Ray
Hawkins |
| |
Ray
Hawkins |
| |
Chief
Executive Officer |
EXHIBIT
INDEX
|
Exhibit
Number
|
Description
|
|
16.1
|
Letter
from Morgan & Company dated March 16, 2006 regarding change in
certifying accountant.
|