8-K 1 tnav905148-kchangeofaudito.htm 8-K TNAV 9.05.14 8-K Change of Auditors



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): September 10, 2014
TELENAV, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
001-34720
(Commission File Number)
77-0521800
(I.R.S. Employer Identification No.)

950 De Guigne Drive
Sunnyvale, California 94085
(Address of principal executive offices) (Zip code)
(408) 245-3800
(Registrant's telephone number, including area code)
N/A
(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 obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] 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 accountants
On September 10, 2014, the Audit Committee of the Board of Directors of the Company (the “Audit Committee”) dismissed Ernst & Young LLP as independent registered public accounting firm of the Company and executed an engagement letter with Grant Thornton LLP. Grant Thornton LLP was appointed the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2015. The change in the Company’s independent registered public accounting firm was approved by the Audit Committee and the Board of Directors of the Company.
The reports of Ernst & Young LLP on the Company's financial statements for the past two fiscal years did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope, or accounting principles.
In connection with the audits of the Company's financial statements for each of the two fiscal years ended June 30, 2013 and 2014, and in the subsequent interim period through September 10, 2014, there were no disagreements with Ernst & Young LLP on any matters of accounting principles or practices, financial statement disclosure, or auditing scope and procedures which, if not resolved to the satisfaction of Ernst & Young LLP would have caused Ernst & Young LLP to make reference to the matter in their report. The Company has requested Ernst & Young LLP to furnish it a letter addressed to the Commission stating whether it agrees with the above statements. A copy of that letter, dated September 15, 2014 is filed as Exhibit 16.1 to this Form 8-K.
Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits
Exhibit Number
Description
16.1
Letter to the SEC from Ernst & Young LLP dated September 15, 2014






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.
 
TELENAV, INC.
 
 
 
 
Date: September 15, 2014
By: /s/ Michael Strambi    
 
Name:    Michael Strambi
 
Title:     Chief Financial Officer
 
 
 
 
 
 
 
 






EXHIBIT INDEX



Exhibit Number
Description
16.1
Letter to the SEC from Ernst & Young LLP dated September 15, 2014