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Item 4.01
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Change in Registrants Certifying Accountant.
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On March 18, 2019, the Audit Committee of the Board of Directors of General Cannabis Corp (the Company) approved the dismissal of Hall & Company (Hall) as the Companys independent registered public accounting firm, and approved the appointment of Marcum LLP (Marcum) as the Companys new independent registered public accounting firm, in each case, effective March 18, 2019.
During the Companys two most recent fiscal years ended December 31, 2018 and 2017, and the subsequent interim period through March 18, 2019, there were no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and Hall on any matters of accounting principles or practices, financial statement disclosure, or auditing scope or procedures which, if not resolved to Halls satisfaction, would have caused Hall to make reference to the subject matter of the disagreement in connection with their reports on the Companys consolidated financial statements for 2018 and 2017.
During the two most recent fiscal years ended December 31, 2018 and 2017, and the subsequent interim period through March 18, 2019, there were no reportable events (as defined in Item 304(a)(1)(v) of Regulation S-K).
The audit reports of Hall on the Companys consolidated financial statements for each of the two most recent fiscal years ended December 31, 2018 and 2017 did not contain an adverse opinion or disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principles, except that such audit report contained in the Companys Annual Report on Form 10-K for the fiscal year ended December 31, 2018 contained an explanatory paragraph expressing substantial doubt as to the Companys ability to continue as a going concern.
The Company provided Hall with a copy of the disclosures it is making in this Current Report on Form 8-K and requested that Hall furnish us with a letter addressed to the Securities and Exchange Commission stating whether they agree with the above statements. A copy of the letter is filed as Exhibit 16.1 to this Current Report on Form 8-K.
During the Companys two most recent fiscal years ended December 31, 2018 and 2017, and the subsequent interim period through March 18, 2019, neither the Company nor anyone on its behalf has previously consulted with Marcum 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 consolidated financial statements, and neither a written report nor oral advice was provided to the Company that Marcum 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 a "reportable event" (as defined in Item 304(a)(1)(iv) and Item 304(a)(1)(v) of Regulation S-K, respectively).