Unassociated Document
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 7, 2009
Sutron
Corporation
(Exact
name of registrant as specified in its charter.)
Virginia
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0-12227
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54-1006352
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(State or other
jurisdiction of incorporation or organization)
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(Commission File
Number)
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(I.R.S.
Employer Identification No.)
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21300
Ridgetop Circle, Sterling Virginia 20166
(Address
of principal executive offices) (Zip
Code)
(703)
406-2800
(Issuer’s
telephone number)
Not
Applicable
(Former
name or former address, if changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligations 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 240.13e-4(c))
Item
4.01. Changes in Registrant's Certifying Accountant.
(a)
Previous Independent Registered Public Accounting Firm.
On April
7, 2009, Thompson, Greenspon & Co., P.C. of Fairfax, Virginia declined to
stand for re-election as the independent registered public accounting firm for
Sutron Corporation (the “Company”). Sutron Corporation’s Board of Directors
approved the dismissal of Thompson, Greenspon & Co., P.C. as its
independent registered public accounting firm on April 7,
2009.
During
the fiscal years ended December 31, 2007 and 2008 and through the date hereof,
between the Company and Thompson, Greenspon, there have been: (i) no
“disagreements” (as such term is defined in Item 304(a)(1)(iv) of Regulation
S-K), on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure; (ii) no “reportable events” (as such
term is defined in Item 304(a)(1)(v) of Regulation S-K); and (iii) no adverse
opinions or disclaimer of opinions in the Company’s financial statements, nor
was any opinion qualified or modified as to uncertainty, audit scope or
accounting principle.
The
Company has provided to Thompson, Greenspon a copy of the disclosures in this
Form 8-K prior to the filing with the Securities and Exchange Commission (“SEC”)
and requested that Thompson, Greenspon furnish it with a letter addressed to the
SEC stating that Thompson, Greenspon agrees with the Company's statements in
this Item 4.01. A copy of the letter dated April 7, 2009 to the SEC
furnished by Thompson, Greenspon in response to that request is filed as Exhibit
16.1 to this Form 8-K.
(b)
Engagement of Independent Registered Public Accounting Firm.
The Board
of Directors also ratified the Company’s selection of Yount, Hyde & Barbour,
P.C. (“Yount, Hyde”), a certified accounting firm in Winchester, Virginia, as
the Company's new independent registered public accounting
firm.
During
the Company’s two most recent fiscal years ended December 31, 2007 and December
31, 2008, any subsequent interim period through April 7, 2009, the Company did
not consult with Yount, Hyde regarding the application of accounting principles
to a specific completed or contemplated transaction or regarding the type of
audit opinion that might be rendered by Yount, Hyde on the Company's financial
statements. Further, Yount, Hyde did not provide any written or oral
advice that was an important factor considered by the Company in reaching a
decision as to any such accounting, auditing or financial reporting or any
matter being the subject of disagreement or “reportable event” or any other
matter as defined in Regulation S-K, Item 304 (a)(1)(iv) or
(a)(1)(v).
ITEM
9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c)
Exhibits
Exhibit
16.1 – Letter of Thompson, Greenspon & Co., P.C. to the Securities and
Exchange Commission
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.
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Sutron
Corporation |
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(Registrant)
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Date:
April 13, 2009
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By:
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/s/ Sidney
C. Hooper |
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Sidney
C. Hooper |
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Chief
Financial Officer and Principal Accounting
Officer
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EXHIBIT
INDEX
Exhibit
16.1
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Letter
of Thompson, Greenspon & Co., P.C. to the Securities and Exchange
Commission
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