ITEM 4.01. Changes in Registrant's Certifying Accountant
On June 10, 2021, the Board of Directors of Norris Industries, Inc. ("Company"),
dismissed Marcum LLP as the independent registered public accounting firm to the
Company. The Company engaged Horne, LLP to be the independent registered public
accounting firm to the Company for the fiscal year ending February 28, 2022.
Termination of Marcum LLP
The reports of Marcum LLP ("Marcum") on the Company's consolidated balance
sheets as of February 29, 2020 and February 28, 2021 and the related
consolidated statements of operations, consolidated statements of changes in
stockholders' equity and consolidated statements of cash flows for the years
then ended, did not contain an adverse opinion or disclaimer of opinion.
During the Company's most recent fiscal year, and the period subsequently
through June 10, 2021, there were no disagreements between the Company and
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 a reference to the
subject matter of the disagreements in connection with their review on the
Company's financial statements for such periods. In its Annual Report on Form
10-K, the Company disclosed control deficiencies which are material weaknesses.
There were no other reportable events (as described under Item 304(a)(1)(v) of
Regulation S-K) during the Company's most recent fiscal year and subsequently
through June 10, 2021.
The Company has provided Marcum with a copy of this disclosure and requested
that Marcum furnish the Company with a letter addressed to the Securities and
Exchange Commission stating whether it agrees or disagrees with the statements
by the Company in this Current Report on Form 8-K.
A copy of the letter from Marcum is attached hereto as Exhibit 16.1
Engagement of Horne, LLP
On June 10, 2021, the Company engaged Horne, LLP ("Horne"), as its new
independent registered public accounting firm. The engagement of Horne was
approved by the Company's Board of Directors on June 9, 2021.
During the Company's most recent fiscal year ended February 28, 2021 and through
June 10, 2021, neither the Company nor anyone acting on its behalf consulted
with Horne regarding either (i) the application of accounting principles to a
specific transaction, either completed or proposed; or the type of audit opinion
that might be rendered on the Company's financial statements, and no written
report was provided to the Company or oral advice was provided that Horne
concluded was an important factor considered by the Company in reaching a
decision as to the accounting, auditing or financial reporting issue; or (ii)
any matter that was the subject of either a disagreement (as defined in Item
304(a)(1)(iv) of Regulation S-K) or a reportable event (as described in Item
304(a)(1)(v) of Regulation S-K).
ITEM 9.01. Financial Statements and Exhibits.
16.1 Letter from Marcum LLP, dated June 16, 2021, regarding the Change in
Certifying Accountant. (Filed herewith.)
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