Securities and Exchange Commission
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): January 5, 2001
Commission File Number: 0-30018
MERIDIAN HOLDINGS, INC.
(Exact name of registrants specified in its charter)
COLORADO 52-2133742
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
900 Wilshire Avenue, Suite 500
Los Angeles, California 90017
(213) 627-8878 Fax: (213) 627-9183
(Address, Including Zip Code, And Telephone Number, Including Area Code,
Of Registrant's Principal Executive Offices)
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CONTENTS
ITEM 1. Changes in Control of Registrant
Not applicable.
ITEM 2. Acquisition or Disposition of Asset
Not applicable
ITEM 3. Bankruptcy or Receivership.
Not applicable
ITEM 4. Changes in Registrant's Certifying Accountant.
Pursuant to Item 304 of Regulation S-K, the Company makes the following
representation:
(i) On January 5, 2001 the shareholders voted to elect the accounting
firm of Haskell & White LLP, as the Company's independent accountant for
the fiscal year ended December 31, 2000. Subsequent to this development,
Mr. Andrew Smith CPA was not retained as a Certifying Accountant for the Company
for the fiscal year ended December 31, 2000.
(ii) None of the prior certifying accountant's reports on the Company's
financial statements for the past two years contained an adverse opinion,
a qualification of an opinion, or was modified as to the uncertainty,
audit scope or accounting principles.
(iii) The appointment of the new certifying account was recommended by
the board of directors, and approved by the Company's shareholders during
the last annual shareholders meeting held on January 5, 2001
(iv) During the Company's two most recent fiscal years and subsequent
interim period up to the date of the change in certifying accountant,
there were no disagreements with the former certifying accountant on any
matter of accounting principle or practices, financial statement disclosure,
or auditing scope or procedure, which disagreement(s), if any, not resolved
to the satisfaction of Andrew Smith, CPA, would have caused Andrew Smith, CPA
to make a reference to the subject matter of the disagreement(s) in
connection with his report.
(v) Effective January 11, 2001, the Company has engaged the accounting firm
of Haskell & White LLP, Certified Public Accountants, 16485 Laguna Canyon Road,
3rd Floor, Irvine, 92618 as certifying accountant for the company .
(vi) The Company did not consult with Haskell & White, LLP with regard to
any matter concerning the application of accounting principles to any specific
transactions, either completed or proposed, or the type of audit opinion
that might be rendered with respect to the Company's financial statements prior
to his engagement.
(vii) The Company has requested that Andrew Smith, CPA review the
disclosure in this report and that he has been given the opportunity to
furnish the Company with a letter addressed to the Commission containing
any new information, clarification of the Company's expression of its views,
or the respect in which it does not agree with the statements made by the
Company herein. Such letter is filed as an exhibit to this Report.
ITEM 5. OTHER EVENTS
On January 5, 2001, the shareholders approved the Registrants 2000 stock
option plan as well as the election of the following directors for another
one year term
Mr. James Truher
Mr. Scott Wellman, Esq
Mr. James Kyle
Mrs Marcelina Offoha
ITEM 6. FINANCIAL STATEMENTS AND EXHIBITS
(a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED.
(None)
(c) EXHIBITS.
EXHIBIT ITEM. DESCRIPTION
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Exhibit A - ACKNOWLEDGEMENT LETTER TO COMMISSIONER FROM ANDREW SMITH CPA
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Meridian Holdings, inc.
(Registrant)
Date: January 12, 2001 By:/s/ Anthony C. Dike
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Anthony C. Dike
(Chairman, Chief Executive Officer,
and Secretary)
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EXHIBIT A
ACKNOWLEDGEMENT LETTER TO COMMISSIONER FROM ANDREW SMITH CPA
Andrew Smith, CPA
Certified Public Accountant
Long Beach, California 90807
January 11 2001
Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549
Gentlemen:
I have been furnished with a copy of the response to Item 4 of Form 8-K
for the event that occurred on January 5, 2001 to be filed by my former client,
Meridian Holdings, Inc. I agree with the statements made in response to
that Item insofar as they relate to my firm.
Very truly yours,
/s/ Andrew Smith, CPA
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Andrew Smith, CPA (Principal)
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