Item 4.01 Changes in Registrant’s Certifying Accountant
On September 27, 2021, the Board of Directors of the Dais Corporation (the “Company”) agreed to act on the review of companies viewed for appointment as the Company’s independent registered public accounting firm for the year ending December 31, 2021. On this same day the Board decided to engage Hudgens CPA, PLLC. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021, and dismiss RBSM LLP. from that role.
RBSM LLP was engaged on June 12, 2017 as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017. RBSM LLP’s report on the Company’s consolidated financial statements as of and for the fiscal year ended December 31, 2020 did not contain an adverse opinion or a disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope, or accounting principles, except as described below.
The audit report of RBSM LLP on the Company’s financial statements for the fiscal year ended December 31, 2020 did, however, note there is substantial doubt about the Company’s ability to continue as a going concern, noting that the Company has incurred significant losses since inception and had a stockholders’ deficit at December 31, 2020.
From June 12, 2017, through the fiscal year ended December 31, 2020 there were (i) no “disagreements” within the meaning of Item 304(a)(1)(iv) of Regulation S-K, between the Company and RBSM 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 RBSM LLP would have caused RBSM LLP to make reference to the subject matter of the disagreement in their reports on the financial statements for such years; and (ii) no “reportable events” as that term is defined in Item 304(a)(1)(v) of Regulation S-K.
The Company provided RBSM LLP with a copy of the disclosures it is making in this Current Report on Form 8-K (this “Report”) prior to the time this Report was filed with the SEC. The Company requested that RBSM LLP furnish a letter addressed to the SEC stating whether it agrees with the statements made herein. A copy RBSM LLP’s letter, dated September, 30, 2021, is filed as Exhibit 16.1 hereto.
During the fiscal years ended December 31, 2020, and 2016, and the subsequent interim period through September 31, 2021, neither the Company nor anyone acting on its behalf has consulted with Hudgens CPA, PLLC with respect to (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 Company’s financial statements, and neither a written report nor oral advice was provided to the Company that Hudgens CPA, PLLC concluded was an important factor considered by the Company 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” or “reportable event” within the meaning of Item 304(a)(1) of Regulation S-K.