STOCK TITAN

Black Rock Petroleum (BKRP) taps GreenGrowth CPAs after Gries sale and going concern note

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Black Rock Petroleum Company changed its independent accountant after Gries and Associates, LLC sold its business to GreenGrowth CPAs. On March 11, 2024, the company dismissed Gries and engaged GreenGrowth as the new independent accountant, a decision approved by the board of directors.

Gries’ reports on the company’s financial statements for the fiscal years ended April 30, 2022 and April 30, 2021 contained no adverse or disclaimed opinions and were not qualified, other than noting substantial doubt about the company’s ability to continue as a going concern. The company reports no disagreements or other reportable events with Gries, apart from ongoing material weaknesses in internal control over financial reporting that management discussed with Gries.

Positive

  • None.

Negative

  • Going concern uncertainty was highlighted in Gries’ audit reports for the fiscal years ended April 30, 2022 and 2021, noting substantial doubt about the company’s ability to continue as a going concern.
  • Material weaknesses in internal control over financial reporting continued through March 11, 2024, as discussed between company management and the former auditor.

Filing Explained

The accountant replacement was completed on March 11, 2024, but the filing leaves the former accountant’s confirmation pending: it says Gries was asked to respond to the SEC and that its letter would be filed as an amendment.

Item 4.01 Changes in Registrant's Certifying Accountant Governance
The company changed its independent auditing firm, which may involve disagreements on accounting matters.
Change in accountant date March 11, 2024 Date Gries was dismissed and GreenGrowth CPAs was engaged as independent accountant
Most recent audited year-end April 30, 2022 One of the two most recent fiscal years with audited financial statements by Gries
Prior audited year-end April 30, 2021 Earlier of the two most recent fiscal years audited by Gries
going concern financial
"indicate that there was substantial doubt about the Company’s ability to continue as a going concern"
Going concern is the accounting assumption that a company will keep operating and meeting its obligations for the foreseeable future. The phrase matters most when a company or its auditors disclose substantial doubt about it, a formal warning that the business may not have enough resources to continue without raising money, restructuring, or selling assets. That language in a filing or press release signals elevated financial risk.
material weaknesses in the Company’s internal control over financial reporting financial
"discussed with Gries the continued existence of material weaknesses in the Company’s internal control over financial reporting"
reportable events regulatory
"did not experience any reportable events (as defined in Item 304(a)(1)(v) of Regulation S-K)"
Reportable events are significant incidents or changes a company is legally required to disclose to regulators and the public, such as major safety problems, legal actions, financial irregularities, or management changes. They matter to investors because these events can alter a company’s risk profile or future performance, much like a dashboard warning light signals a problem that could affect a car’s safety or reliability. Timely disclosure helps investors make informed decisions and maintain market fairness.
emerging growth company regulatory
"Emerging growth company If an emerging company, if the registrant has elected not to use"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What change in auditors did BKRP report in this 8-K?

Black Rock Petroleum Company (BKRP) reported that on March 11, 2024 it dismissed Gries and Associates, LLC as its independent accountant and engaged GreenGrowth CPAs as its new independent accountant, with the change approved by the board of directors.

Why did BKRP replace Gries and Associates, LLC as its independent accountant?

BKRP states that on March 11, 2024, Gries and Associates, LLC sold its business to GreenGrowth CPAs. Following that transaction, the company dismissed Gries and entered into an agreement to engage GreenGrowth CPAs as its new independent accountant.

Did BKRP and its former auditor Gries have any disagreements?

The company reports that during the fiscal years ended April 30, 2022 and 2021, and through March 11, 2024, it had no disagreements with Gries on accounting principles, financial statement disclosure, or audit scope or procedures as defined in Regulation S-K.

What did Gries’ audit reports for BKRP say about going concern risk?

Gries’ reports on BKRP’s financial statements for the years ended April 30, 2022 and 2021 were unqualified except that they indicated substantial doubt about the company’s ability to continue as a going concern, highlighting concerns about its financial condition.

Were there any material weaknesses in BKRP’s internal control over financial reporting?

Yes. BKRP discloses that, during the fiscal years ended April 30, 2022 and 2021 and through March 11, 2024, management and Gries discussed the continued existence of material weaknesses in the company’s internal control over financial reporting, which were considered a reportable matter.

Did BKRP consult GreenGrowth CPAs on specific accounting issues before engagement?

The company states it did not receive written reports or oral advice that were an important factor in decisions about accounting, auditing, or financial reporting issues, nor were there matters that were the subject of disagreements or reportable events in connection with the new accountant.
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UNITED STATES

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): April 8, 2024

 

BLACK ROCK PETROLEUM COMPANY

(Exact name of registrant as specified in its charter)

 

Wyoming 000-23970 68-0682015
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

 

1361 Peltier Drive, Point Roberts, WA   98281
(Address of principal executive offices)   (Zip code)

 

Registrant’s telephone number, including area code: (778) 814-7729

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
None N/A  N/A

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company 

 

If an emerging company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accountant standards provided pursuant to Section 13(a) of the Exchange Act. 

  

 

Item 4.01 Changes in Registrant’s Certifying Accountant.

 

On March 11, 2024, the Company was informed that Gries and Associates, LLC (“Gries”) had sold its business to GreenGrowth CPAs (“GreenGrowth”). On March 11, 2024, the Company dismissed Gries as its independent accountant. On March 11, 2024, the Company engaged and executed an agreement with GreenGrowth GreenGrowth, as the Company’s new independent accountant to replace Gries. The board of directors of the Company approved the decision to change independent accountants.

 

The reports of Gries regarding the Company’s financial statements for the fiscal years ended April 30, 2022 and 2021, being the two most recent fiscal years for which the Company has filed audited financial statements with the Securities and Exchange Commission (the “SEC”), did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, except to indicate that there was substantial doubt about the Company’s ability to continue as a going concern.

 

During the fiscal years ended April 30, 2022 and 2021, and through March 11, 2024, the Company had no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K) with Gries 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 Gries would have caused Gries to make reference thereto in connection with its report.

 

During the fiscal years ended April 30, 2022 and 2021, and through March 11, 2024, the Company did not experience any reportable events (as defined in Item 304(a)(1)(v) of Regulation S-K), except that management of the Company discussed with Gries the continued existence of material weaknesses in the Company’s internal control over financial reporting.

 

The Company requested Gries to furnish it with a letter addressed to the SEC stating whether or not Gries agrees with the above statements and, if it does not agree, the respects in which it does not agree. A copy of the letter, will be attached as amended to this current report on Form 8-K.

 

(i)       either the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and neither a written report nor oral advice was provided to the Company that Gries concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue; or

 

(ii)       any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K) or a reportable event (as defined in Item 304(a)(1)(v) of Regulation S-K).

 

 

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.

 

 

Black Rock Petroleum Company

 

Date:  July 22 2026 By: /s/  Zoltan Nagy
    Name:  Zoltan Nagy
    Title:  President, Chief Executive Officer and Treasurer

 

 

 

 

Filing Exhibits & Attachments

3 documents