<PAGE> 1
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: March 1, 2000
SOCHRYS.COM INC.
------------------------------------------------
(Exact name of registrant as specified in charter)
Nevada 0-28423 Applied For
--------------- -------------- ----------------
Jurisdiction of Commission File I.R.S. Employer
Incorporation Number Identification
Number
Route de Jussy 29, CH 1226 Thonex-Geneva, Switzerland
-------------------------------------------------------
(Address of principal executive offices)
Registrant's telephone number: 41-22-869-2070
<PAGE> 2
ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On March 1, 2000, the Company dismissed Crouch, Bierwolf and Chisholm
("CBC") as its certifying accountant and on March 1, 2000, the Company retained
KPMG LLP ("KPMG") as its certifying accountant. CBC's reports on the Company's
financial statements for the three months ended March 31, 1999 and the fiscal
years ended December 31, 1998 and 1997 did not contain an adverse opinion or
disclaimer of opinion, nor were they modified as to uncertainty, audit scope or
accounting principles.
The decision to engage KPMG as set forth above and to dismiss CBC was
approved by the Board of Directors of the Company.
In connection with the audits of the financial statements of the
Company for the three months ended March 31, 1999 and the fiscal years ended
December 31, 1998 and 1997 and during the period commencing April 1, 1999
through February 29, 2000, there were no disagreements with CBC on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedures, which disagreements, if not resolved to the satisfaction of
CBC, would have caused them to make reference to the subject matter of the
disagreement in connection with its report.
On March 1, 2000, the Company's subsidiary, Graph-O-Logic S.A. (The
"Subsidiary S.A. #1"), dismissed Fiduciaire Bujard ("FB") as its certifying
accountant and on March 1, 2000, the Subsidiary S.A. #1 retained KPMG LLP
("KPMG") as its certifying accountant. FB's reports on the Subsidiary's S.A. #1
financial statements for the fiscal years ended December 31, 1998, 1997 and 1996
did not contain an adverse opinion or disclaimer of opinion, nor were they
modified as to uncertainty, audit scope or accounting principles.
The decision to engage KPMG as set forth above and to dismiss FB was
approved by the Board of Directors of the Subsidiary S.A. #1.
In connection with the audits of the financial statements of the
Subsidiary S.A. #1 for the fiscal years ended December 31, 1998, 1997 and 1996,
and during the period commencing January 1, 1999 through February 29, 2000,
there were no disagreements with FB on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedures,
which disagreements, if not resolved to the satisfaction of FB, would have
caused them to make reference to the subject matter of the disagreement in
connection with its report.
On March 1, 2000, the Company's subsidiary, Sochrys Technologies S.A.
(The "Subsidiary S.A. #2"), dismissed Fiduciaire Bujard ("FB") as its certifying
accountant and on March 1, 2000,
2
<PAGE> 3
the Subsidiary S.A. #2 retained KPMG LLP ("KPMG") as its certifying accountant.
Although FB had been appointed the certifying accountant for the Subsidiary S.A.
#2, no reports have been prepared to date as Subsidiary S.A. #2 was incorporated
August 23, 1999.
The decision to engage KPMG as set forth above and to dismiss FB was
approved by the Board of Directors of the Subsidiary S.A. #2.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a)-(b) None
(c) Exhibits.
16. Letter from CBC on change in certifying accountant.
Letter from FB on 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.
SOCHRYS.COM INC
By: /s/ Jean Pierre Hofman
-----------------------
Jean Pierre Hofman
Chief Executive Officer
Dated: March 1, 2000
3
<PAGE> 1
[LETTERHEAD OF CROUCH, BIERWOLF & CHISHOLM]
March 3, 2000
Securities and Exchange Commission
450 Fifth Street N.W.
Washington, D.C. 20549
Attn: Filing Desk
Re: SOCHRYS.COM, INC.
---------------------
Dear Sir or Madam:
Please be advised that we have read the disclosure contained in the Form
8-K of Sochrys.com, Inc. dated March 1, 2000 and we agree with the disclosure
contained therein.
Very truly yours,
/s/ CROUCH, BIERWOLF & CHISHOLM
-------------------------------
Crouch, Bierwolf & Chisholm
- --------------------------------------------------------------------------------
MEMBER AMERICAN INSTITUTE OF CPAS, SEC PRACTICE SECTION, AND UTAH ASSOCIATION
OF CPAS
<PAGE> 1
BUJARD
- -----------------
FIDUCIAIRE GENEVE
March 3, 2000
Securities and Exchange Commission
450 Fifth Street N.W.
Washingtin, D.C. 20549
Attn: Filing Desk
Re: SOCHRYS.COM, INC.
---------------------
Dear Sir or Madam,
Please be advised that we have read the disclosure contained in the Form 8-K of
Sochrys.com, Inc. Dated March 1, 2000 and we agree with the disclosure
contained therein.
Very truly yours,
/s/ PIERRE BUJARD
-----------------
Pierre Bujard
Chemin de la Clairiere 11-1207 Geneve-Tel. 786 56 44-Fax 786 93 40