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Date
of Report (Date of Earliest Event Reported):
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April
27, 2009
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New
York
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4814
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01-0671426
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State
or Other Jurisdiction of Incorporation
of
Organization
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Primary
Standard
Industrial
Code
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(I.R.S.
Employer Identification No.)
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i
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On
April 27, 2009 , N. Blumenfrucht CPA PC "NBCP" resigned as
our independent registered public accounting firm. The Board of Directors
(the “Board”) of VGTel, Inc. (the “Company”) approved such resignation on
April 27, 2009.
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ii
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The
Company’s Board of Directors participated in and approved the decision to
change our independent registered public accounting
firm.
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iii
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"NBCP's" reports
on the financial statements of VGTel, Inc. for the
years ended March 31, 2008, 2007 and 2006 did not contain an adverse
opinion or a disclaimer of opinion, nor were they qualified or modified as
to uncertainty, audit scope, or accounting
principles.
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iv
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In
connection with the audit of the financial statements of VGTel, Inc. for
the years ended March 31, 2008, 2007 and 2006, there were no
disagreements on any matter of accounting of principles or practices,
financial statement disclosures, or auditing scope or procedures, which
disagreements if not resolved to their satisfaction would have caused them
to make reference in connection with "NBCP's" opinion to the
subject matter of the disagreement.
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v
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In
connection with the audited financial statements of VGTel,
Inc. for the years ended March 31, 2008, 2007
and 2006, there have been no reportable events with the Company as
set forth in Item 304(a)(1)(v) of Regulation
S-K.
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vi
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The
Company provided "NBCP" with a copy of this Current Report on Form 8-K and
requested that furnish it with a letter addressed to the
SEC stating whether or not they agree with the above
statements. The Company has received the requested letter from
"NBCP", and a copy of such letter is filed as Exhibit 16.1 to this Current
Report Form 8-K.
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i
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On
April 27, 2009, the Board appointed Kempisty &
Company Certified Public Accountants, PC,
"K &Co." as the Company’s new independent registered
public accounting firm. The decision to engage "K &Co." was
approved by the Company’s Board of Directors on April 27,
2009
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ii
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Prior
to April 27, 2009, the Company did not consult with "K
&Co." regarding (1) the application of accounting
principles to a specified transactions, (2) the type of audit opinion that
might be rendered on the Company’s financial statements, (3) no written or
oral advice was provided that would be an important factor considered by
the Company in reaching a decision as to an accounting, auditing or
financial reporting issues, or (4) any matter that was the subject of a
disagreement between the Company and its predecessor auditor as described
in Item 304(a)(1)(iv) or a reportable event as described in Item
304(a)(1)(v) of Regulation S-K.
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Exhibit No.
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Description
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99-1
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Letter
to the Securities and Exchange Commission from N. Blumenfrucht CPA
PC
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| May 1, 2009 |
VGTel,
Inc.
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By:
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/s/
Ron Kallus
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Ron
Kallus
Chief
Executive Officer
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