Item 4.01 Changes in Registrant's Certifying Accountant

(a) Release of Previous Independent Registered Public Accounting Firm

(i) On April 17, 2023, the Company released Marcum LLP ("Marcum") as the Company's independent registered public accounting firm. The decision to release Marcum as the Company's independent registered public accounting firm was approved by the Audit Committee of our Board of Directors on April 17, 2023.

(ii) Marcum's reports on the Company's financial statements for the fiscal years ended October 31, 2022 and October 31, 2021 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, except for except that such reports contained an explanatory paragraph in respect to uncertainty as to the Registrant's ability to continue as a going concern.

(iii) During the Company's two most recent fiscal years ended October 31, 2022 and October 31, 2021 and the subsequent interim period through the date of this Report, there were no disagreements, within the meaning of Item 304(a)(1)(iv) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended ("Regulation S-K"), and the related instructions thereto, with Marcum 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 Marcum, would have caused it to make reference to the subject matter of the disagreements in connection with its reports. Also, during this same period, there were no reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K and the related instructions thereto.

(iv) The Company provided Marcum with the disclosures under this Item 4.01(a) and requested Marcum to furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made by the Company in this Item 4.01(a) and, if not, stating the respects in which it does not agree. Marcum's letter is filed as Exhibit 16.1 to Report.

(b) Appointment of New Independent Registered Public Accounting Firm

(i) On April 17 2023, the Audit Committee of our Board of Directors approved the appointment of Weinberg & Company P.A. ("Weinberg") as the Company's new independent registered public accounting firm.

(ii) During the Company's two most recent fiscal years ended October 31, 2022 and October 31, 2021, and the subsequent interim period through the date of this Report, neither the Company nor anyone acting on its behalf consulted with Weinberg regarding any of the matters described in Items 304(a)(2)(i) and (ii) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits



Exhibit No.   Description
16.1            Marcum LLP letter to SEC dated April 21, 2023




                                       1

© Edgar Online, source Glimpses