UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
dba Sterling Multifamily Trust
(Exact name of registrant as specified in its charter)
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 4.01 Changes in Registrant’s Certifying Accountant
(a) The Audit Committee of the Board of Trustees (the Audit Committee) of Sterling Real Estate Trust (the Trust) conducted a competitive process to select an independent registered public accounting firm to serve as the Trust’s independent registered public accounting firm for the fiscal year ending December 31, 2021. The Audit Committee invited several firms to participate in this process.
As a result of this process, on November 30, 2020, the Audit Committee notified Baker Tilly US, LLP (BT) that it would be dismissed effective upon completion of its engagement to audit the Trust’s consolidated financial statements for the fiscal year ending December 31, 2020 and the filing of the Trust’s Annual Report on Form 10-K for that fiscal year.
BT’s audit reports for the Trust’s consolidated financial statements for the fiscal years ended December 31, 2019 and 2018 did not contain an adverse opinion or disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope, or accounting principles.
During the Trust’s fiscal years ended December 31, 2019 and 2018 and through the date of this Current Report on Form 8-K, there were no disagreements (as described in Item 304(a)(1)(iv) of Regulation S-K under the Securities Exchange Act of 1934 (“Regulation S-K”)) with BT 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 BT, would have caused BT to make reference to the subject matter of the disagreement in its report on the Company’s financial statements for such period, and, there were no “reportable events” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K and the related instructions thereto).
The Trust provided BT with a copy of the disclosures made pursuant to this Item 4.01 (a) prior to the filing of this Current Report on Form 8-K. The Trust has requested that BT furnish to it a letter addressed to the Securities and Exchange Commission stating whether BT agrees with the statements made by the Trust in this Item 4.01 (a) and, if not, stating the respects in which it does not agree. A copy of that letter, dated December 4, 2020 is filed as Exhibit 16.1 to this Current Report on Form 8-K.
(b) On November 30, 2020, the Audit Committee selected RSM US, LLP (RSM) as the Trust’s independent registered public accounting firm for the fiscal year ending December 31, 2021. The formal engagement of RSM remains subject to RSM completing its client acceptance process, execution of an engagement letter and dismissal of BT. During the fiscal years ended December 31, 2019 and December 31, 2018, respectively and the subsequent interim period through November 30, 2020, neither the Trust nor anyone acting on its behalf has consulted with RSM on any of the matters or events set forth in Item 304(a)(2)(i) or 304(a)(2)(ii) or Regulation S-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
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16.1 | ||
104 | Cover Page Interactive Data File – The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Sterling Real Estate Trust | ||
Date: December 4, 2020 | ||
By: | /s/ Joel S. Thomsen | |
Name: Joel S. Thomsen | ||
Title: President | ||