033-42498
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65-0254624
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(Commission File Number)
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(IRS Employer Identification Number)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13-e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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SECTION 8:
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OTHER EVENTS
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ITEM 8.01:
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Other Events.
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ITEM 9.01:
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FINANCIAL STATEMENTS AND EXHIBITS
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QUADRANT 4 SYSTEM CORPORATION
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October 23, 2013
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By:
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/s/ Dhru Desai
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Dhru Desai
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Chief Financial Officer
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Exhibit No.:
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Description of Exhibit:
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99.1
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Serve as an independent and objective party to monitor the Corporation’s financial reporting process and internal control system;
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Review and evaluate the audit procedures and results of the Corporation's independent auditor and general auditor;
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Approve, engage and terminate the independent auditor;
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Review and evaluate the independent auditor's qualifications, performance and independence;
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Review, evaluate and approve any non-audit services the independent auditor may perform for the Corporation and disclose such approved non-auditor services in periodic reports to stockholders;
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Maintain free and open means of communication between the Board of Directors, the independent auditor, the general auditor, and the management of the Corporation;
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Maintain free and open means of communication between employees and the audit committee for the processing of complaints received by the Corporation regarding questionable accounting or auditing matters, including suspicions of fraudulent activity;
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At least annually, review and update this charter for consideration by the Board of Directors and perform an evaluation of the audit committee performance and function.
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Review and discuss the annual audited financial statements, footnotes and related disclosures included in the Corporation's annual report to stockholders and its annual report on Form 10-K with management, the independent auditor, and the general auditor prior to the release and filing of such documents. Review with the independent auditor the results of its annual examination of the financial statements, including their report thereon, and determine its satisfaction with the disclosures and content of the financial statements. This review shall cover discussion of all items required by generally accepted auditing standards regarding required communications with audit committees.
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Ascertain that the results of any internal audit activity or regulatory reports were appropriately considered in preparing the financial statements.
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Review and discuss the quarterly financial results and information with management, the independent auditor, and the general auditor to determine that the independent auditor does not take exception to the disclosure and content of the financial statements on Form 10-Q, to determine that the results of any internal audit activity or regulatory reports were appropriately considered in preparing the financial statements, and to discuss any other matters required to be communicated to the audit committee by the independent auditor.
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Review and discuss the types of presentation and information to be included in earnings press releases, and any additional financial information and earning guidance generally provided to analysts and rating agencies.
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Inquire of management, the general auditor, and the independent auditor about significant risks or exposures and discuss guidelines and policies to govern the steps management has taken to minimize such risk to the Corporation.
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Review and discuss the form and content of the certification documents for the quarterly reports on Form 10-Q and the annual report on Form 10-K with the general auditor, the independent auditor, the chief financial officer and the chief executive officer.
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Review the basis for the disclosures made in the annual report to stockholders under the heading Management's Report on Internal Controls regarding the control environment of the Corporation and the annual filing required under applicable laws and regulations.
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Prepare, review and approve the annual proxy disclosure regarding the activities and report of the audit committee for the year.
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