(a) On August 1, 2018, Nemaura Medical Inc. (the “Company”), engaged Mayer Hoffman McCann P.C. (“MHM”) as its independent registered public accountant and dismissed
Crowe LLP (formerly known was Crowe Horwath LLP,
“Crowe”)
from that role. The change in the Company’s independent registered public accountant was approved by the Company’s Audit Committee.
Crowe’s audit report on the Company’s financial statements for the fiscal year ended March 31, 2018 contained no adverse opinion or disclaimer of opinion. During the Company’s most recent fiscal year ended March 31, 2018 and for the subsequent interim period through August 1, 2018, the Company had no “disagreements” (as described in Item 304(a)(1)(iv) of Regulation S-K) with
Crowe
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
Crowe
, would have caused it to make reference in connection with its opinion to the subject matter of the disagreements.
During the Company’s most recent fiscal year ended March 31, 2018 and for the subsequent interim period through August 1, 2018, there was a “reportable event” as set forth in Item 304(a)(1)(v)(A) of Regulation S-K. Crowe advised the Company that the internal controls necessary for the Company to develop reliable financial statements did not exist as a result of the material weaknesses described in the Company’s Annual Report on Form 10-K filed on June 12, 2018. Mr. Timothy Johnson, Chair of the Company’s Audit Committee discussed the Company’s internal controls with Crowe. The Company has not precluded Crowe from responding fully to any inquiries of MHM concerning the reportable event.
In accordance with Item 304(a)(3) of Regulation S-K, we furnished Crowe with a copy of this Form 8-K on August 6, 2018, providing Crowe with the opportunity 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 herein in response to Item 304(a) of Regulation S-K as the same pertains to Crowe and, if not, stating the respect in which it does not agree. A copy of Crowe’s response will be filed by amendment.
(b) On August 1, 2018, the Company engaged
MHM
as the Company’s new independent registered public accounting firm effective immediately. The retention of
MHM
was approved by the Audit Committee. During the Company’s two most recent fiscal years ended March 31, 2018 and 2017, and for the subsequent interim period through August 1, 2018, neither the Company, nor anyone on behalf of the Company consulted with
MHM
regarding either: (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, or (ii) any matter that was either the subject of a disagreement as described in Item 304(a)(1)(iv) of Regulation S-K or a reportable event within the meaning of Item 304(a)(1)(v) of Regulation S-K.