Item 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT:
The Board of Morgan Group Holding Co., (OTC: MGHL) ("Morgan" or "the Company")
annually considers the selection of its independent registered public accounting
firm. Deloitte & Touche LLP has served as Morgan's independent registered public
accounting firm of its subsidiary G.research, LLC since 2009. Upon the merger of
Morgan with G.research, LLC on October 31, 2019 the Board of Morgan appointed
Deloitte & Touche LLP as its independent registered public accounting firm and
to continue as the independent registered public accounting firm for G.research,
LLC. Given the events of 2020 and eventually the spin-off from its former
parent, Associated Capital Group, Inc. on August 5, 2020, the Board of Morgan
deemed it would be in the best interest of shareholders to solicit bids from
other independent auditors. After an extensive evaluation process, the Board
decided to appoint RSM US LLP for fiscal year-end reporting of 2020 dismissing
Deloitte & Touche LLP effective December 5, 2020.
Deloitte & Touche LLP issued unqualified opinions for the years ended December
31, 2019 and 2018 on the Company's consolidated financial statements included in
the Company's Form 10-K. Deloitte & Touche LLP has also reviewed Forms 10-Q for
the quarters ended March 31, June 30 and September 30, 2020 and 2019,
respectively. For such periods there were no reportable events as defined in
Item 304(a)(1)(v) of Regulation S-K noted.
For the years ended December 31, 2019 and 2018 and any subsequent interim period
through December 5, 2020 there were no disagreements, as defined in Item
304(a)(1)(iv) of Regulation S-K, with Deloitte & Touche LLP 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
Deloitte & Touche LLP may have caused them to make reference to the subject
matter of the disagreement in connection with their reports.
The Company provided Deloitte & Touche LLP with a copy of the foregoing
disclosure. Attached as Exhibit 99.1 is a copy of Deloitte & Touche LLP's
letter, dated December 10, 2020 stating agreement with such statements.
During the years ended December 31, 2019 and 2018, Morgan did not consult with
RSM US LLP with respect to 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 Company's consolidated financial
statements, or any other matters or reportable events as defined in Item
304(a)(2)(i) and (ii) of Regulation S-K.
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