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2016-49 Auditing Services AgreementRESOLUTION 2016 -49 A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF NORTH PALM BEACH, FLORIDA, APPROVING AN AGREEMENT FOR INDEPENDENT AUDITING SERVICES WITH NOWLEN, HOLT & MINER, P.A. AND AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE THE AGREEMENT ON BEHALF OF THE VILLAGE; PROVIDING FOR CONFLICTS; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Village issued a Request for Proposals for Auditing Services ( "RFP ") in accordance with Section 218.391, Florida Statutes, and the Village's Auditing Committee reviewed the responses to the RFP and made a recommendation to the Village Council for the selection of an' annual independent auditor for the Village; and WHEREAS, having considered the Audit Committee's recommendation, the Village Council selected Nowlen, Holt and Miner, P.A. to perform such services and wishes to formally execute an Agreement with Nowlen, Holt and Miner, P.A. in accordance with the terms of the RFP and its response thereto; and WHEREAS, the Village Council determines that the execution of an Agreement with Nowlen, Holt & Miner is in the best interests of the Village and its residents. NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE VILLAGE OF NORTH PALM BEACH, FLORIDA as follows: Section 1. The foregoing recitals are ratified as true and incorporated herein. Section 2. The Village Council hereby approves an Agreement for Auditing Services with Nowlen, Holt and Miner, P.A. to provide auditing services for the Village, a copy of which is attached hereto and incorporated herein by reference, and authorizes the Mayor and Village Clerk to execute the Agreement on behalf of the Village. Section 3. All resolutions or parts of resolution in conflict with this Resolution are hereby repealed to the extent of such conflict. Section 4. This Resolution shall be effective immediately upon adoption. PASSED AND ADOPTED THIS 8TH DAY OF SEP ,(Village' Seal) ATTEST: VILLAGE CLERK AGREEMENT FOR AUDITING SERVICES THIS AGREEMENT is made and entered into this IF day of September, 2016 by and between the Village of North Palm Beach, Florida, a Florida municipal-corporation ( "Village ") and Nowlen Holt & Miner, P.A., a Florida corporation ( "NH &M "). WITNESSETH: WHEREAS, the Village issued a Request for Proposals for Auditing Service ( "RFP "); and WHEREAS, the Village's Audit Committee reviewed the responses to the RFP and made a recommendation to the Village Council for the selection of an annual independent auditor for the Village; and WHEREAS, having considered the Audit Committee's recommendation, the Village Council selected NH &M to perform such services on behalf of the Village. NOW, THEREFORE, in consideration of the mutual representations and obligations herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. The Village hereby selects NH &M to supply annual independent auditing services on behalf of the Village in accordance with the RFP issued by the Village. 2. NH &M agrees to perform such services for the Village in accordance with the terms of the RFP and NH &M's Proposal submitted in response to the RFP, which are incorporated herein by this reference, and its Engagement Letter dated August 31, 2016, attached hereto as Exhibit "1" and incorporated herein. In the event of a conflict, the conflict shall be resolved in the following order of precedence: (a) the RFP; (b) NH &M's Proposal; and (c) NH &M's Engagement Letter. 3. The Village shall compensate NH &M in accordance with the terms and conditions set forth in the Engagement Letter and Exhibit "A" attached thereto. The Total Price for Audit Services set forth in Exhibit "A" to the Engagement Letter encompasses all general auditing services performed on behalf of the Village, including the County Club Enterprise Fund, but does not include any Single Audits that may be requested by the Village during the term of the Agreement. The fee for such Single Audits is set forth in Exhibit "A" to the Engagement Letter. 4. This Agreement shall be for an initial term of three (3) years from the effective date and shall continue through the audit work for Fiscal Year 2018. It may be extended, at the sole discretion of the Village, for two additional one year periods. This Agreement may be terminated for any or no reason upon thirty (30) days' written notice by the Village or ninety (90) days' written notice by NH &M. In the event of termination, the Village shall compensate NH &M through the date of termination based on the hours incurred at NH &M's discounted rates set forth in Exhibit "A" to the Engagement Letter. Page 1 of 3 5. During the term of this Agreement, NH &M agrees to keep and maintain professional liability insurance with a minimum coverage of $1,000,000.00 per claim and aggregate liability. 6. In the event any lawsuit is brought to enforce compliance with the terms of the Agreement or interpret same, or if any administrative proceeding is initiated for the same purposes, the prevailing party shall pay to the non - prevailing party reasonable attorney's fees and costs, including appellate fees and costs. 7. The Village and NH &M agree that this Agreement sets forth the entire agreement between the parties, and that there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Agreement may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto. Any provision of this Agreement which -is of a continuing nature or imposes an obligation which extends beyond the term of this Agreement shall survive its expiration or earlier termination. 8. NH &M is aware that the Inspector General of Palm Beach County has the authority to investigate and audit matters relating to the negotiation and performance of this Agreement, and in furtherance thereof, may demand and obtain records and testimony from NH &M. NH &M understands and agrees that in addition to all other remedies and consequences provided by law, the failure of NH &M to fully cooperate with the Inspector General when requested may be deemed by the Village to be a material breach of the Agreement justifying termination. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. ATTEST: By: ZZ Z ; �� VILLAGE CLERK APPROVED AS TO FORM AND LEGAL SUFFICIENCY: By: VILLAGE ATTORNEY Page 2 of 3 Witnesses: NOWLEN, HOLT & MINER, P.A. By:;g Print Naine: Ronald Bennett Name: Edward T. Holt p Title: President Print Name: Geraldine Sibel Page 3 of 3 NOWLEN, HOLT & MINER, P.A. CERTIFIED PUBLIC ACCOUNTANTS WEST PALM BEACH OITICE NORTHBRIDGE CENTRE 515 N. FLAGLER DRIVE. SUITE 1700 POST OFFICE BOX 347 WEST PALM BEACH, FLORIDA 33402 -0347 TELEPHONE (561) 659 -3060 FAX (561) 835 -0628 WWW.NHMCPA.COM August 31, 2016 Village of North Palm Beach, Florida C/O Samia Janjua, Finance Director 501 U.S. Highway 1 North Palm Beach, FL 33408 To the Honorable Mayor, Members of the Village Council, and Village Manager: EVERETT B. NOWLEN (1930. 1984), CPA EDWARD T HOLT. CPA WILLIAM B. MINER, RETIRED, CPA ROBERT W. HENDRIX, JR., CPA JANET R. BARICEVICH, CPA TERRY L. MORTON, JR., CPA N. RONALD BENNETT, CVA, ABV, OFF, CPA ALEXIA G. VARGA, CFE, CPA EDWARD T. HOLT, JR., PFS, CPA BRIAN J. BRESCIA, CFP', CPA KATHLEEN A. MINER, CPA MARK J. BYMASTER, CFE, CPA RYAN M. SHORE, CFP', CPA TIMOTHY H. SCHMEDES, CFP', CPA WEI PAN, CPA WILLIAM C. KISKER, CPA BELLE GLADE OFFICE 333 S.E. 2nd STREET POST OFFICE BOX 338 BELLE GLADE, FLORIDA 33430.0338 TELEPHONE (561) 996 -5612 FAX (561) 996.6246 We are pleased to confirm our understanding of the services we are to provide the Village of North Palm Beach, Florida for the years ended September 30, 2016, 2017, and 2018 with an option for the years ended September 30, 2019 and 2020. We will audit the financial statements of the governmental activities, the business -type activities, each major fund, and the aggregate remaining fund information, including the related notes to the financial statements, which collectively comprise the basic financial statements of the Village of North Palm Beach, Florida as of and for the years ended September 30, 2016, 2017, and 2018 with an option for the years ended September 30, 2019 and 2020. Accounting standards generally accepted in the United States of America provide for certain required supplementary information (RSI), such as management's discussion and analysis (MD &A), to supplement the Village of North Palm Beach-, Florida's- basic financial- statements.— Such- information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. As part of our engagement, we will apply certain limited procedures to the Village of North Palm Beach, Florida's RSI in accordance with auditing standards generally accepted in the United States of America. These limited procedures will consist of inquiries of management regarding the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We will not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. The following RSI is required by generally accepted accounting principles and will be subjected to certain limited procedures, but will not be audited: 1) Management's Discussion and Analysis 2) Pension and Other Postemployment Benefit trend information 3) Budgetary Comparison Schedule — General Fund We have also been engaged to report on supplementary information other than RSI that accompanies the Village of North Palm Beach, Florida's financial statements. We will subject the following supplementary information to the auditing procedures applied in our audit of the financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements or to the financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America, and we will provide an opinion on it in relation to the financial statements as a whole, in a report combined with our auditor's report on the financial statements: AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS • FLORIDA INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS • CPAMERICA INTERNATIONAL subjective, Government Auditing Standards do not expect auditors to provide reasonable assurance of detecting abuse. Because of the inherent limitations of an audit, combined with the inherent limitations of internal control, and because we will not perform a detailed examination of all transactions, there is a risk that material misstatements may exist and not be detected by us, even though the audit is properly planned and performed in accordance with U.S. generally accepted auditing standards and Government Auditing Standards. In addition, an audit is not designed to detect immaterial misstatements or violations of laws or governmental regulations that do not have a direct and material effect on the financial statements. However, we will inform the appropriate level of management of any material errors, fraudulent financial reporting, or misappropriation of assets that comes to our attention. We will also inform the appropriate level of management of any violations of laws or governmental regulations that come to our attention, unless clearly inconsequential, and of any material abuse that comes to our attention. Our responsibility as auditors is limited to the period covered by our audit and does not extend to later periods for which we are not engaged as auditors. Our procedures will include tests of documentary evidence supporting the transactions recorded in the accounts, and may include tests of the physical existence of inventories, and direct confirmation of receivables and certain other assets and liabilities by correspondence with selected individuals, funding sources, creditors, and financial institutions. We will request written representations from your attorneys as part of the engagement, and they may bill you for responding to this inquiry. At the conclusion of our audit, we will require certain written representations from you about your responsibilities for the financial statements; compliance with laws, regulations, contracts, and grant agreements; and other responsibilities required by generally accepted auditing standards. Audit Procedures — Internal Control Our audit will include obtaining an understanding of the government and its environment, including internal control, sufficient to assess the risks of material misstatement of the financial statements and to design the nature, timing, and extent of further audit procedures. Tests of controls may be performed to test the effectiveness of certain controls that we consider relevant to preventing and detecting errors and fraud that are material to the financial statements and to preventing and detecting misstatements resulting from illegal acts and other noncompliance matters that have a direct and material effect on the financial statements. Our tests, if performed, will be less in scope than would be necessary to render an opinion on internal control and, accordingly, no opinion will be expressed in our report on internal control issued pursuant to Government Auditing Standards. An audit is not designed to provide assurance on internal control or to identify significant deficiencies or material weaknesses. However; during the audit, we will communicate to management and those charged with governance internal control related matters that are required to be communicated under AICPA professional standards and Government Auditing Standards. Audit Procedures — Compliance As part of obtaining reasonable assurance about whether the financial statements are free of material misstatement, we will perform tests of the Village of North Palm Beach, Florida's compliance with the provisions of applicable laws, regulations, contracts, agreements, and grants. However, the objective of our audit will not be to provide an opinion on overall compliance and we will not express such an opinion in our report on compliance issued pursuant to Government Auditing Standards. 1) Combining and Individual Fund Financial Statements and Schedules The following other information accompanying the financial statements will not be subjected to the auditing procedures applied in our audit of the financial statements, and our auditor's report will not provide an opinion or any assurance on that other information. 1) Introductory and Statistical Sections Audit Objectives The objective of our audit is the expression of opinions as to whether your financial statements are fairly presented, in all material respects, in conformity with U.S. generally accepted accounting principles and to report on the fairness of the supplementary information referred to in the second paragraph when considered in relation to the financial statements as a whole. Our audit will be conducted in accordance with auditing standards generally accepted in the United States of America and the standards for financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, and will include tests of the accounting records of the Village of North Palm Beach, Florida and other procedures we consider necessary to enable us to express such opinions. We will issue a written report upon completion of our audit of the Village of North Palm Beach, Florida's financial statements. Our report will be addressed to the Honorable Mayor and Members of the Village Council of the Village of North Palm Beach, Florida. We cannot provide assurance that unmodified opinions will be expressed. Circumstances may arise in which it is necessary for us to modify our opinions or add emphasis -of -matter or other -matter paragraphs. If our opinions are other than unmodified, we will discuss the reasons with you in advance. If, for any reason, we are unable to complete the audit or are unable to form or have not formed opinions, we may decline to express opinions or issue reports, or may withdraw from this engagement. We will also provide a report (that does not include an opinion) on internal control related to the financial statements and compliance with the provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a material effect on the financial statements as required by Government Auditing Standards. The report on internal control and on compliance and other matters will include a paragraph that states (1) that the purpose of the report is solely to describe the scope of testing of internal control and compliance, and the results of that testing, and not to provide an opinion on the effectiveness of the entity's internal control on compliance, and (2) that the report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the entity's internal control and compliance. The paragraph will also state that the report is not suitable for any other purpose. If during our audit we become aware that the Village of North Palm Beach, Florida is subject to an audit requirement that is not encompassed in the terms of this engagement, we will communicate to management and those charged with governance that an audit in accordance with U.S. generally accepted auditing standards and the standards for financial audits contained in Government Auditing Standards may not satisfy the relevant legal, regulatory, or contractual requirements. Audit Procedures — General An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements; therefore, our audit will involve judgment about the number of transactions to be examined and the areas to be tested. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We will plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether from (1) errors, (2) fraudulent financial reporting, (3) misappropriation of assets, or (4) violations of laws or governmental regulations that are attributable to the government or to acts by management or employees acting on behalf of the government. Because the determination of abuse is Other Services We will also assist in preparing the financial statements and related notes of the Village of North Palm Beach in conformity with U.S. generally accepted accounting principles and the preparation of the Annual Financial Report filed with the Florida Department of Financial Services based on information provided by you. These nonaudit services do not constitute an audit under Government Auditing Standards and such services will not be conducted in accordance with Government Auditing Standards. We will perform the services in accordance with applicable professional standards. The other services are limited to the financial statement services previously defined. We, in our sole professional judgment, reserve `the right to refuse to perform any procedure or take any action that could be construed as assuming management responsibilities. Management Responsibilities Management is responsible for establishing and maintaining effective internal controls, including evaluating and monitoring ongoing activities, to help ensure that appropriate goals and objectives are met; following laws and regulations; and ensuring that management and financial information is reliable and properly reported, Management is also responsible for implementing systems designed to achieve compliance with applicable laws, regulations, contracts, and grant agreements. You are also responsible for the selection and application of accounting principles, for the preparation and fair presentation of the financial statements and all accompanying information in conformity with U.S. generally accepted accounting principles, and for compliance with applicable laws and regulations and the provisions of contracts and grant agreements. Management is also responsible for making all financial records and related information available to us and for the accuracy and completeness of that information. You are also responsible for providing us with (1) access to all information of which you are aware that is relevant to the preparation and fair presentation of the financial statements, (2) additional information that we may request for the purpose of the audit, and (3) unrestricted access to persons within the government from whom we determine it necessary to obtain audit evidence. Your responsibilities include adjusting the financial statements to correct material misstatements and for confirming to us in the written representation letter that the effects of any uncorrected misstatements aggregated by us during the current engagement and pertaining to the latest period presented are immaterial, both individually and in the aggregate, to the financial statements taken as a whole. You are responsible for the design and implementation of programs and controls to prevent and detect fraud, and for informing us about all known or suspected fraud affecting the government involving (1) management, (2) employees who have significant roles in internal control, and (3) others where the fraud could have a material effect on the financial statements. Your responsibilities include informing us of your knowledge of any allegations of fraud or suspected fraud affecting the government received in communications from employees, former employees, grantors, regulators, or others. In addition, you are responsible for identifying and ensuring that the government complies with applicable laws, regulations, contracts, agreements, and grants and for taking timely and appropriate steps to remedy fraud and noncompliance with provisions of laws, regulations, contracts or grant agreements, or abuse that we report. You are responsible for the preparation of the supplementary information, which we have been engaged to report on, in conformity with U.S. generally accepted accounting principles. You agree to include our report on the supplementary information in any document that contains and indicates that we have reported on the supplementary information. You also agree to include the audited financial statements with any presentation of the supplementary information that includes our report thereon. Your responsibilities include acknowledging to us in the written representation letter that (1) you are responsible for presentation of the supplementary information in accordance with GAAP; (2) you believe the supplementary information, including its form and content, is fairly presented in accordance with GAAP; (3) the methods of measurement or presentation have not changed from those used in the prior period (or, if they have changed, the reasons for such changes); and (4) you have disclosed to us any significant assumptions or interpretations underlying the measurement or presentation of the supplementary information. Management is responsible for establishing and maintaining a process for tracking the status of audit findings and recommendations. Management is also responsible for identifying and providing report copies of previous financial audits, attestation engagements, performance audits or other studies related to the objectives discussed in the Audit Objectives section of this letter. This responsibility includes relaying to us corrective actions taken to address significant findings and recommendations resulting from those audits, attestation engagements, performance audits, or other studies. You are also responsible for providing management's views on our current findings, conclusions, and recommendations, as well as your planned corrective actions, for the report, and for the timing and format for providing that information. You agree to assume all management responsibilities relating to the financial statements and related notes and any other nonaudit services we provide. You will be required to acknowledge in the management representation letter our assistance with preparation of the financial statements and related notes and that you have reviewed and approved the financial statements and related notes prior to their issuance and have accepted responsibility for them. Further, you agree to oversee the nonaudit services by designating an individual, preferably from senior management, with suitable skill, knowledge, or experience; evaluate the adequacy and results of those services; and accept responsibility for them. Engagement Administration, Fees, and Other We understand that your employees will prepare all cash, accounts receivable, or other confirmations we request and will locate any documents selected by us for testing. We will provide one electronic and twenty copies of our reports to the Village of North Palm Beach, Florida; however, management is responsible for distribution of the reports and the financial statements. Unless restricted by law or regulation, or containing privileged and confidential information, copies of our reports are to be made available for public inspection. The audit documentation for this engagement is the property of Nowlen, Holt & Miner, P.A. and constitutes confidential information. However, subject to applicable laws and regulations, audit documentation and appropriate individuals will be made available upon request and in a timely manner to a regulatory agency or its designee, a federal agency providing direct or indirect funding, or the U.S. Government Accountability Office for purposes of a quality review of the audit, to resolve audit findings, or to carry out oversight responsibilities. We will notify you of any such request. If requested, access to such audit documentation will be provided under the supervision of Nowlen, Holt & Miner, P.A. personnel. Furthermore, upon request, we may provide copies of selected audit documentation to the aforementioned parties. These parties may intend, or decide, to distribute the copies or information contained therein to others, including other governmental agencies. The audit documentation for this engagement will be retained for a minimum of five years after the report release date or for any additional period requested by a federal awarding agency, state awarding agency or pass through entity. If we are aware that a federal awarding agency or auditee is contesting an audit finding, we will contact the party(ies) contesting the audit finding for guidance prior to destroying the audit documentation. We expect to begin our planning in September 2016, any interim fieldwork in October 2016, final fieldwork in January 2017, and to issue our reports no later than March 15, 2017. Terry L. Morton, Jr. is the engagement partner and is responsible for supervising the engagement and,, signing the reports or authorizing another individual to sign them. Our fee for these services will be in accordance with the attached schedule. Our standard hourly rates vary according to the degree of responsibility involved and the experience level of the personnel assigned to your audit. Our invoices for these fees will be rendered each month as work progresses and are payable on presentation. The above fee is based on anticipated cooperation from your personnel and the assumption that unexpected circumstances will not be encountered during the audit. If significant additional time is necessary, we will discuss it with you and arrive at a new fee estimate before we incur the additional costs. Our 2015 peer review report accompanies this letter. We appreciate the opportunity to be of service to the Village of North Palm Beach, Florida and believe this letter accurately summarizes the significant terms of our engagement. If you have any questions; please let us know. If you agree with the terms of our engagement as described in this letter, please sign the enclosed copy and return it to us. Very truly yours, le H nd Miner, P.A. RESPONSE: This letter correctly setsrfprth the understanding o�the Village of North Palm Beach, Florida. Management signature: Title: Date: «IV e/% Governance signature: Title:��� qT Date: (- SCHEDULE OF PROFESSIONAL FEES AND EXPENSES FOR THE AUDIT OF THE SEPTEMBER 30,2016-2020 FINANCIAL STATEMENTS: SUPPORTING SCHEDULE FOR PROFESSIONAL AUDIT SERVICES VILLAGE OF NORTH PALM BEACH, FLORIDA TOTAL PRICE FOR AUDIT SERVICES September 30, 2016 $ 28,800 September 30, 2017 29,600 September 30, 2018 30,500 Optional Years September 30, 2019 31,500 September 30, 2020 31,500 NOTES: 1. Price Proposal assumes that no significant audit adjustments will be necessary 2. The hourly rates presented above will be applicable to any additional professional services the Village may require during the above contract years. 3. This price does not include a Single Audit fee. If required, the fee would not be more than $3,500 per major program for years 2016 -2020. * This includes a review of the Information Technology (IT) system by a Certified Information Systems Auditor, as outlined in our proposal. Discounted Team Member Hourly Rate Partner $ 255 Manager 185 Supervisor 175 Senior 130 Staff 105 Support 70 TOTAL PRICE FOR AUDIT SERVICES September 30, 2016 $ 28,800 September 30, 2017 29,600 September 30, 2018 30,500 Optional Years September 30, 2019 31,500 September 30, 2020 31,500 NOTES: 1. Price Proposal assumes that no significant audit adjustments will be necessary 2. The hourly rates presented above will be applicable to any additional professional services the Village may require during the above contract years. 3. This price does not include a Single Audit fee. If required, the fee would not be more than $3,500 per major program for years 2016 -2020. * This includes a review of the Information Technology (IT) system by a Certified Information Systems Auditor, as outlined in our proposal. System Review Report • P ified public accountants November 17, 2015 To the Shareholders of Nowlen, Holt & Miner, P. A. and the Peer Review Committee of the Florida Institute of Certified Public Accountants We have reviewed the system of quality control for the accounting and auditing practice Nowlen, Holt & Miner, P. A. (the firm) in effect for the year ended May 31, 2015. Our peer review was conducted in accordance with the Standards for Performing and Reporting on Peer Reviews established by the Peer Review Board of the American Institute of Certified Public Accountants. As part of our peer review, we considered reviews by regulatory entities, if applicable, in determining the nature and extent of our procedures. The firm is responsible for designing a system of quality control and complying with it to provide the firm with reasonable assurance of performing and reporting in conformity with applicable professional standards in all material respects. Our responsibility is to express an opinion on the design of the system of quality control and the firm's compliance therewith based on our review. The nature, objectives, scope, limitations of, and the procedures performed in a System Review are described in the standards at www.aicpa.org /prsummary. As required by the standards, engagements selected for review included engagements performed under Government Auditing Standards. In our opinion, the system of quality control for the accounting and auditing practice of Nowlen, Holt & Miner, P. A. in effect for the year ended May 31, 2015, has been suitably designed and complied with to provide the firm with reasonable assurance of performing and reporting in conformity with applicable professional standards in all material respects. Firms can receive a rating of pass, pass with deficiency(ies) or fail. Nowlen, Holt & Miner, P. A. has received a peer review rating of pass. Johnson (Price Sprinkfe T.,A Johnson Price Sprinkle PA , 79 Woodfin Place, Suite 300 • Asheville, NC 28801 • 828.254.2374 • Fax 252.9994 • www.jpspa.com An Independent Member of the BDO Seidman Alliance.