Item 4.01 Changes in Registrant's Certifying Accountant.
On September 8, 2021, the registrant, Goff Corp., engaged BF Borgers CPA PC ("BF
Borgers"), a PCAOB licensed firm, as the registrant's principal accountant to
audit the registrant's financial statements as of its fiscal years ended
December 31, 2020 and December 31, 2019 for inclusion in a Form 10 to be filed
prior to September 28, 2021 to meet the deadline established by the U.S.
Securities and Exchange Commission ("SEC") under recent amendments to SEC Rule
15c2-11 requiring delinquent OTC market filers to provide current and publicly
available information for broker-dealers to quote their securities in the OTC
market.
We have provided a copy of this Current Report on Form 8-K to BF Borgers for its
review. BF Borgers has concurred with the statements made in this Current Report
on Form 8-K.
Item 5.01 Changes in Control of Registrant.
On May 26, 2021, George Sharp was appointed as custodian for the registrant,
Goff Corp., by Order Granting Motion to (1) Intervene, (2) Remove Custodian, (3)
Appoint George Sharp as Custodian, and (4) for Temporary Restraining Order and
Preliminary Injunction on Order Shortening Time, Case No A-20-815182-B, Dept.
No. XVI issued by the District Court of the State of Nevada in and for Clark
County (the "Court Order"). Under his authority as Custodian George Sharp
appointed himself as the sole member of the Board and President, Secretary and
Treasurer of the Company by resolutions of the registrant's Board of Directors
on May 26, 2021. On August 29, 2021, in recognition of the $50,000 cash invested
and $50,000 in consulting fees accrued by George Sharp for professional and
regulatory fees to reinstate the registrant in the State of Nevada and to have
the registrant become current in its filings under the SEC's recently imposed
requirements for public companies operating under SEC Rule 15c2-11, the Board
issued 300,000 shares of the authorized "blank check" preferred stock to George
Sharp with 10,000 votes for each share of preferred stock to give voting control
to Mr. Sharp. The registrant is currently engaging an auditor and preparing the
necessary filings with the SEC to have the registrant be subject to the
reporting requirements of the SEC, including the filing of annual and quarterly
financial reports.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 26, 2021, in accordance with the Court Order, George Sharp appointed
himself as the Company's President, Secretary, Treasurer, and Chairman of the
Board of Directors of the Company.
George A. Sharp, 61 years old, has, for the past 17 years, served as a
consultant to companies in a variety of contexts, including software
development, assisting public companies with growth and regulatory compliance
plans. Mr. Sharp is a well-known whistleblower and shareholder advocate,
fighting against microcap fraud. He has exposed dubious activities involving
various issuers to the public and regulatory bodies for the last 12 years. In
June 2017, Mr. Sharp was engaged as a consultant by OTC Markets Group, Inc. to
develop compliance processes to bring more timely and actionable data to the OTC
market.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Order Granting Motion to (1) Intervene, (2) Remove Custodian, (3) Appoint
George Sharp as Custodian, and (4) for Temporary Restraining Order and
Preliminary Injunction on Order Shortening Time by the District Court of Clark
County, Nevada, Case No A-20-815182-B, Dept. No. XVI.
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