ITEM 4.01 Changes in Registrant's Certifying Accountant.
On January 20, 2021 (the "Notice Date"), Emclaire Financial Corp (the
"Corporation") notified Crowe LLP ("Crowe") that it had been dismissed as the
Company's independent registered public accounting firm, effective as of the
completion of the audit for the Corporation's consolidated financial statements
for the year ended December 31, 2020. The decision to change the Corporation's
independent registered public accounting firm was approved by the Audit
Committee of the Corporation's Board of Directors.
On the Notice Date, the Company notified BKD, LLP ("BKD") that it had been
selected to serve as the Corporation's independent registered public accounting
firm for the fiscal year ending December 31, 2021. The engagement of BKD is
subject to their client acceptance procedures.
Crowe performed audits of the Corporation's consolidated financial statements
for the years ended December 31, 2019 and 2018 and is currently preforming an
audit for year ended December 31, 2020. Crowe's reports 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.
During the two years ended December 31, 2019, and from December 31, 2019 through
the Notice Date, there were no (i) disagreements between the Corporation and
Crowe on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements, if not resolved
to its satisfaction, would have caused Crowe to make reference to the subject
matter of such disagreements in connection with its report, or (ii) "reportable
events," as described in Item 304(a)(1)(v) of Regulation S-K promulgated by the
Securities and Exchange Commission (the "SEC") pursuant to the Securities
Exchange Act of 1934, as amended.
The Corporation furnished Crowe with a copy of this report prior to filing with
the SEC and requested that Crowe furnish it with a letter addressed to the SEC
stating whether or not it agreed with the statements made by the Corporation in
this report insofar as they relate to Crowe's audit services and engagement as
the Corporation's independent registered public accounting firm. Crowe has
furnished a letter addressed to the SEC dated January 26, 2021, a copy of which
is attached hereto as Exhibit 16.1.
During the two years ended December 31, 2019 and from December 31, 2019 through
engagement of BKD as the Corporation's independent registered public accounting
firm, neither the Corporation nor anyone on its behalf has consulted BKD with
respect to any accounting or auditing issues involving the Corporation. In
particular, there was no discussion with the Corporation regarding the
application of accounting principles to a specified transaction, the type of
audit opinion that might be rendered on the financial statements, or any matter
that was either the subject of a disagreement, as described in Item 304 of
Regulation SK, with Crowe, or a "reportable event" as described in Item
304(a)(1)(v) of the Regulation S-K.
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Item 9.01 Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits
The following exhibit is filed herewith.
Exhibit Number Description
16.1 Letter dated January 26, 2021 from Crowe, LLP to the
Securities and Exchange Commission regarding the change in
the Corporation's independent registered public accounting
firm
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