DGNA 8-K/A 02/05/2007
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
Amendment
No. 2
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 12, 2007
DIAGNOSTIC
CORPORATION OF AMERICA
(Exact
Name of Registrant as Specified in Charter)
Delaware
(State
or Other Jurisdiction of Incorporation)
000-50155
(Commission
File Number)
02-0563302
(I.R.S.
Employer Identification No.)
21-Jia
Bei Si Dong Road, Tie Xi Qu
Shen
Yang, P. R. China.
(Address
of Principal Executive Offices) (Zip Code)
(8624)
2560-9750
(Registrant's
Telephone Number, Including Area Code)
Copies
to:
Greentree
Financial Group, Inc.
7951
SW
6th Street, Suite 216
Plantation,
FL 33324
(954)
424-2345 Tel
(954)
424-2230 Fax
This
amendment to Current Report on Form 8-K/A is filed by Diagnostic Corporation
of
America, a Delaware corporation (“Registrant”), in connection with the items
described below.
ITEM
4.01. CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT.
On
January 11, 2007, Registrant's Board of Directors approved to
dismiss Rotenberg & Co., LLP as its independent auditor, and
dismiss Lake & Associates, CPA's LLC as its independent auditor in
connection with the review for the interim period from July 1, 2006 to January
11, 2007.
Currently, Zhong Yi (Hong Kong) C.P.A. Company Ltd. ("Zhong Yi") is retained
as
independent auditor to audit Registrant's financial statements for the fiscal
year ended
December 31, 2006 and to review Registrant's three quarterly reports in 2007,
pursuant to the engagement letters, dated December 21, 2006,
which
was
approved by Registrant's Board of Directors.
Registrant
does not have an audit committee.
Prior
to
making the decision to retain Zhong Yi, Registrant had no prior relationship
with Zhong Yi or any of its members during
Registrant's two most recent fiscal years ended December 31, 2004 and 2005
and
the subsequent interim period through December 21, 2006.
Rotenberg &
Co., LLP's audit reports regarding Registrant's financial statements for the
fiscal year ended December 31, 2005 and 2004, contained no adverse opinion
or
disclaimer of opinion nor were they qualified or modified as to the uncertainty,
audit scope or accounting principles, except
that
their audit reports for the years ended December 31, 2005 and 2004 contained
a
going concern qualification.
In
connection with the prior audits for the fiscal years ended December 31,
2005
and 2004, and the review for the interim periods up to June 30, 2006, there
have
been no disagreements with Rotenberg & Co., LLP on any matter of
accounting principles or practices, financial statement disclosure or auditing
scope or procedure, which if not resolved to the satisfaction of
Rotenberg & Co., LLP would have caused it to make reference to the
subject matter of the disagreement in connection with its report on these
financial statements for those periods. Rotenberg & Co., LLP had no
services in connection with Registrant's third quarterly report ended September
30, 2006. The reason for this is because the third quarter independent review
was conducted by Lake & Associates, CPA's LLC. The reason why the Registrant
chose to retain an independent firm for the third quarterly report ended
September 30, 2006, is because Lake & Associates, CPA's LLC has a
comprehensive knowledge of the Chinese regulatory system and was thus a more
appropriate CPA firm. Rotenberg
& Co., LLP had no disagreement with the Registrant during the two most
recent fiscal years through the date of January 11, 2007.
Registrant's
Board of Directors approved to retain Lake & Associates, CPA's LLC on July
1, 2006 in
connection with the review for the interim period from July 1, 2006 to January
11, 2007. There have been no disagreements with Lake & Associates, CPA's LLC
on any matter of accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which if not resolved to the
satisfaction of Lake & Associates, CPA's LLC would have caused it to make
reference to the subject matter of the disagreement in connection with its
report on these financial statements for
the
interim period from July 1, 2006, the date of engagement, up to January 11,
2007.
Prior
to
making the decision to retain Lake & Associates, CPA's LLC, Registrant had
no prior relationship with Lake & Associates, CPA's LLC or any of its
members during Registrant's two most recent fiscal years ended December 31,
2004
and 2005 and the subsequent interim period through June 30,
2006.
ITEM
9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c)
Exhibits
The
exhibits listed in the Exhibit Index filed as part of this report are filed
as
part of or are included in this report.
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.
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Diagnostic
Corporation of America
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DATED:
February 1, 2007
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By:
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/s/ Li,
Gang
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Li,
Gang
Chairman,
President
and
Chief Executive Officer
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EXHIBIT
INDEX
Exhibit
No. Description of
Exhibit