-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KlPOvDTYaB5oCNJsBvcn5ivtYnteaBxHIpZnQQrApESB1f9c/7PUxFVzbgy/XFih DD2jHatjUSPmUXQRcRcJfA== 0000942708-09-000116.txt : 20090616 0000942708-09-000116.hdr.sgml : 20090616 20090616163708 ACCESSION NUMBER: 0000942708-09-000116 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090611 ITEM INFORMATION: Changes in Registrant's Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090616 DATE AS OF CHANGE: 20090616 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST CENTURY BANCORP. CENTRAL INDEX KEY: 0001124676 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 582554464 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16413 FILM NUMBER: 09894332 BUSINESS ADDRESS: STREET 1: 807 DORSEY STREET CITY: GAINESVILLE STATE: GA ZIP: 30501 BUSINESS PHONE: 7702978060 MAIL ADDRESS: STREET 1: 807 DORSEY STREET CITY: GAINESVILLE STATE: GA ZIP: 30501 FORMER COMPANY: FORMER CONFORMED NAME: NBOG BANCORPORATION INC DATE OF NAME CHANGE: 20000923 8-K 1 form8k-061609.htm 061609

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of report (Date of earliest event reported) June 11, 2009

First Century Bancorp.

(Exact name of registrant as specified in its charter)

Georgia

(State or other jurisdiction of incorporation)

001-16413

58-2554464

(Commission File Number)

(IRS Employer Identification No.)



807 Dorsey Street, Gainesville, Georgia

30501

(Address of principal executive offices)

(Zip Code)



(770) 297-8060
(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


ITEM 4.01     Changes in Registrant’s Certifying Accountant.

     On June 11, 2009, upon the recommendation of our audit committee, the board of directors of First Century Bancorp. dismissed McNair, McLemore, Middlebrooks & Co., LLP (“McNair”) as our independent auditors and appointed Mauldin & Jenkins Certified Public Accountants, LLC (“Mauldin & Jenkins”) to serve as our independent auditors for the current fiscal year, which ends on December 31, 2009. The change in auditors is effective immediately.
 
     McNair’s reports on First Century’s consolidated financial statements for each of the past two fiscal years did not contain an adverse opinion or disclaimer of opinion, nor were such reports qualified or modified as to uncertainty, audit scope, or accounting principles.
 
     During each of our two most recent fiscal years and through the date of this report, there were: (i) no disagreements with McNair on any matter of accounting principle or practice, financial statement disclosure, or auditing scope or procedure which, if not resolved to McNair’s satisfaction, would have caused them to make reference to the subject matter in connection with their report on our consolidated financial statements for such years; and (ii) there were no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K.
 
     We have provided McNair with a copy of the foregoing disclosures. Attached as Exhibit 16 is a copy of McNair’s letter, dated June 16, 2009, stating its agreement with these statements.
 
     During each of our two most recent fiscal years and through the date of this report, First Century did not consult Mauldin & Jenkins with respect to the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on our consolidated financial statements, or any other matters or reportable events as set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.
 

     Representatives from McNair and from Mauldin & Jenkins are expected to be present at our annual meeting of shareholders and will have the opportunity to make a statement if they desire, and will be available to answer questions.
 

Item 9.01     Financial Statements and Exhibits.

(d)     Exhibits

Exhibit No.

Exhibit

16

Letter from McNair, McLemore, Middlebrooks & Co., LLP dated June 16, 2009.




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.
 

 

FIRST CENTURY BANCORP.

 

 

 

 

 

By: /s/ Denise Smyth

 

Name: Denise Smyth

 

Title:    Chief Financial Officer



Dated: June 16, 2009

EX-16 2 ex16-061909.htm 061609

McNair, McLemore, Middlebrooks & Co., LLP

CERTIFIED PUBLIC ACCOUNTANTS

389 Mulberry Street • Post Office Box One • Macon, GA 31202
Telephone (478) 746-6277 • Facsimile (478) 743-6858

www.mmmcpa.com

RALPH S. McLEMORE, SR., CPA (1902-1981)

 

SIDNEY B. McNAIR, CPA (1913-1992)

 
 

RICHARD A. WHITTEN, JR., CPA

SIDNEY E. MIDDLEBROOKS, CPA, PC

ELIZABETH WARE HARDIN, CPA

RAY C. PEARSON, CPA

CAROLINE E. GRIFFIN, CPA

J. RANDOLPH NICHOLS, CPA

RONNIE K. GILBERT, CPA

WILLIAM H. EPPS, JR., CPA

RON C. DOUTHIT, CPA

RAYMOND A. PIPPIN, JR., CPA

CHARLES A. FLETCHER, CPA

JERRY A. WOLFE, CPA

MARJORIE HUCKABEE CARTER, CPA

W. E. BARFIELD, JR., CPA

BRYAN A. ISGETT, CPA

HOWARD S. HOLLEMAN, CPA

DAVID PASCHAL MUSE, JR., CPA

F. GAY McMICHAEL, CPA

KATHY W. FLETCHER, CPA



June 16, 2009

Securities and Exchange Commission
Washington, D.C. 20549

Commissioners:
 

We have read First Century Bancorp.'s statements included under Item 4.01 of its Form 8-K filed on June 11, 2009 and we agree with such statements concerning our firm.

/s/ McNair,McLemore, Middlebrooks & Co., LLP     

McNAIR, McLEMORE, MIDDLEBROOKS & CO., LLP

 

 

 

 

 

 

 

 

 

 

 

 

 

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