Item 4.01 Changes in Registrant's Certifying Accountant.
Based on information provided by Friedman LLP ("Friedman"), the independent
registered public accounting firm of Escalon Medical Corp. (the "Registrant"),
effective September 1, 2022, Friedman combined with Marcum LLP ("Marcum") but
continued to operate as an independent registered public accounting firm. On
October 28, 2022, the Registrant's Board of Directors (i) dismissed Friedman and
(ii) engaged Marcum to serve as the independent registered public accounting
firm of the Registrant and to provide to the Registrant the services previously
provided to the Registrant by Friedman.
Neither of Friedman's reports on the financial statements of the Registrant for
either of the past two fiscal years ended June 30, 2021 and June 30, 2022
contained an adverse opinion or a disclaimer of opinion, or was qualified or
modified as to audit scope or accounting principles. However, Friedman indicated
in its reports on the financial statements of the Registrant for the fiscal
years ended June 30, 2021 and June 30, 2022 that the Registrant's significant
accumulated deficit and recurring losses from operations and negative cash flows
from operating activities in such fiscal years and prior years raised
substantial doubt about the Registrant's ability to continue as a going concern.
During the Registrant's two most recent fiscal years ended June 30, 2021 and
June 30, 2022, and the subsequent interim period through October 28, 2022, there
were (i) no disagreements with Friedman on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope or procedure,
which disagreements, if not resolved to the satisfaction of Friedman, would have
caused it to make reference to the subject matter of the disagreements in
connection with its report, and (ii) no reportable events (as defined in Item
304(a)(1)(v) of Regulation S-K).
The Registrant has provided Friedman with a copy of the above disclosures prior
to the filing of this Current Report on Form 8-K by the Registrant with the
Securities and Exchange Commission (the "Commission") and requested Friedman to
furnish the Registrant with a letter addressed to the Commission stating whether
Friedman agrees with the statements made by the Registrant in the foregoing
disclosures. A copy of such letter is filed as Exhibit 16.1 to this Current
Report on Form 8-K.
During the Registrant's two most recent fiscal years ended, respectively, June
30, 2021 and June 30, 2022, and the subsequent interim period through October
28, 2022, neither the Registrant nor anyone on its behalf has consulted with
Marcum with respect to either (i) 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 Registrant's consolidated financial
statements, and neither a written report nor oral advice was provided to the
Registrant that Marcum concluded was an important factor considered by the
Registrant 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).
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
16.1 Letter from Friedman LLP, dated November 2, 2022.
104 Cover Page Interactive Data File (embedded with the Inline XBRL document).
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