Replies to post #666 on Princeton Capital Corp. (PIAC)

[db7]

Item 4.01 Change in Registrant’s Certifying Accountant.



(a) Previous independent registered public accounting firm.



Effective October 19, 2015, Crowe Horwath LLP resigned as the Company’s independent public accounting firm. The Company provided a copy of the resignation letter in a Form 8-K on October 22, 2015.



(b) New independent registered public accounting firm.



On March 15, 2016, and effective the same date, the Audit Committee of the Board of Directors of Princeton Capital Corporation (the “Registrant”) authorized and approved the engagement of WithumSmith&Brown, PC (“WithumSmith”), as its independent registered public accounting firm to audit the Registrant’s financial statements for the fiscal year ending December 31, 2015 and to perform procedures related to the financial statements included in the Registrant’s quarterly reports on Form 10-Q, beginning with the quarter ended March 31, 2015.



During the Registrant’s fiscal years ended December 31, 2014 and December 31, 2013 and through the date of the engagement of WithumSmith, neither the Registrant nor anyone on its behalf has consulted with WithumSmith, 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 Registrant’s financial statements, and neither was a written report provided to the Registrant nor was oral advice provided that WithumSmith, concluded was an important factor considered by the Registrant in reaching a decision as to an accounting, auditing, or financial reporting issue; or



(ii) Any matter that was either the subject of a disagreement or a reportable event, as each term is defined in Items 304(a)(1)(iv) or (v) or Regulation S-K, respectively.