PATRIOT NATIONAL BANCORP, INC. (NASDAQ:PNBK) Files An 8-K Changes in Registrant’s Certifying AccountantItem 4.01.
The Audit Committee (the “Committee”) of the Board of Directors of Patriot National Bancorp, Inc. (“Patriot” or the “Company”) recently conducted a cost competitive selection process of the Company’s independent public accounting firm for the year ending December 31, 2017. As a result of this process, on May 16, 2017 the Committee approved the appointment of RSM US LLP (“RSM”) as the Company’s independent public accounting firm, contingent upon completion of RSM’s client acceptance procedures, and at the same time approved the dismissal of BDO USA, LLP (“BDO”) as the Company’s independent public accounting firm subsequent to their first quarter 2017 review.
BDO’s reports on the financial statements of Patriot for the years ended December 31, 2016 and 2015 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.
During the two most recent fiscal years ended December 31, 2016 and 2015 and the subsequent interim period through May 16, 2017, there were no “disagreements” (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K) between BDO and the Company on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures, which disagreements, if not resolved to BDO’s satisfaction, would have caused BDO to make reference in connection with its opinion to the subject matter of the disagreement, nor were there any “reportable events” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K), except that for the years ended December 31, 2016 and December 31, 2015, a material weakness existed in the Company’s internal control over financial reporting, as identified and described in management’s assessment of the Company’s internal control over financial reporting as reported on its Form 10-K for the fiscal year ended December 31, 2016.
The Company has provided a copy of the foregoing disclosures to BDO and requested that BDO furnish it with a letter addressed to the Securities and Exchange Commission stating whether BDO agrees with the above statements. A copy of BDO’s letter, dated May 19, 2017, is filed as Exhibit A to this Form 8-K.
Engagement of RSM as the Company’s independent registered public accounting firm for the year ending December 31, 2017 is contingent upon completion of RSM’s customary acceptance procedures. If RSM does not accept retention as the Company’s independent registered public accounting firm, the Company will amend this Form 8-K. During the years ended December 31, 2016 and 2015, and in the subsequent interim period through March 31, 2017, neither the Company nor anyone acting on its behalf has consulted with RSM on any of the matters or events set forth in Item 304(a)(2) of Regulation S-K
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