GS TELECOM LTD
8-K, 2000-10-10
TELEPHONE & TELEGRAPH APPARATUS
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                       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: October 2, 2000


                                GS TELECOM, LTD.
                              ---------------------
             (Exact name of registrant as specified in its charter)


Colorado                          0-13313                    36-3296861
------------------                -----------                ----------
(State or other                   (Commission                (IRS Employer
jurisdiction of                   File Number)               Identification No.)
incorporation)

              Enterprise House, Ocean Village, Southampton SO14 3XD
                        United Kingdom of Great Britain
          ------------------------------------------------------------
                                  (New Address)


        Registrant's telephone number, including area code: 011-44-171-587-3687





<PAGE>



Item 1.     Changes in Control of Registrant

                None.

Item 2.     Acquisition or Disposition of Assets

                None.

Item 3.     Bankruptcy or Receivership

                None.

Item 4.     Changes in Registrant's Certifying Accountant

               Oatley & Hansen  (formerly Oatley  Bystrom &  Hansen) former CPAs
               for the Company,  resigned  resigned as auditor on  September 27,
               2000.  BDO Stoy Hayward, of Great Britain were engaged in Septem-
               ber,  2000 as auditors for Company.

               The Change of Accountants was approved by the Board of Directors.
               No audit committee exists  other than the members of the Board of
               Directors.

               In  connection  with audit of  the most  recent fiscal  year  and
               through the date  of termination of the accountants, no disagree-
               ments  exist with any former accountant on any matter of account-
               ing principles or practices,  financial statement disclosure,  or
               auditing scope of procedure,  which disagreements if not resolved
               to the  satisfaction  of the former  accountant would have caused
               them to  make reference in connection with his report to the sub-
               ject of the disagreement(s).

               The audit  report by Oatley &  Hansen (formerly  Oatley Bystrom &
               Hansen) for the year  ended June 30, 1999,  contained  an opinion
               which included a paragraph discussing uncertainties   related  to
               continuation of the Registrant as a going concern. Otherwise, the
               audit  report  by  Oatley  & Hansen  (formerly  Oatley  Bystrom &
               Hansen) for  the year ended June 30,  1999 did not contain an ad-
               verse opinion or disclaimer of opinion, nor was qualified or mod-
               ified as to uncertainty, audit scope, or accounting principles.

Item 5.     Other Events

                None.

Item 6.     Resignation and Appointment of Directors

                None.

Item 7.     Financial Statements, Pro Forma Financials, & Exhibits

                Financial Statements:

                         None.

                Pro Forma Financial Statements:

                         None.

                Exhibits:

                        16.1    Resignation of Oatley & Hansen
                        16.2    Resignation letter of Oatley & Hansen
                        23.1    Consent of Oatley & Hansen
                        23.2    Consent of BDO Stoy Hayward

<PAGE>


                                   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 thereunto duly authorized.

Date: September 3, 2000                    GS TELECOM, LTD.


                                                /s/ C.P. Gervaise-Brazier
                                           By: ---------------------------------
                                                C.P. Gervaise-Brazier, President




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