SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): October 1, 2009
FSB Community Bankshares, Inc.
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(Exact name of registrant as specified in its charter)
United States 000-52751 74-3164710
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(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
45 South Main Street, Fairport, New York 14450
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (585) 223-9080
Not Applicable
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(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):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CRF 240.13e-4(c))
Item 4.01 Changes in Registrant's Certifying Accountant
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On October 1, 2009, FSB Community Bankshares, Inc. (the "Company") was
notified that the audit practice of Beard Miller Company LLP ("Beard") an
independent registered public accounting firm, was combined with ParenteBeard
LLC ("ParenteBeard") in a transaction pursuant to which Beard combined its
operations with ParenteBeard and certain of the professional staff and partners
of Beard joined ParenteBeard either as employees or partners of ParenteBeard. On
October 1, 2009, Beard resigned as the auditors of the Company. On October 2,
2009 with the approval of the Audit Committee of the Company's Board of
Directors, ParenteBeard was engaged as its independent registered public
accounting firm.
Prior to engaging ParenteBeard, the Company did not consult with
ParenteBeard regarding the application of accounting principles to a specific
completed or contemplated transaction or regarding the type of audit opinions
that might be rendered by ParenteBeard on the Company's consolidated financial
statements, and ParenteBeard did not provide any written or oral advice that was
an important factor considered by the Company in reaching a decision as to any
such accounting, auditing or financial reporting issue.
The report of independent registered public accounting firm of Beard
regarding the Company's consolidated financial statements for the years ended
December 31, 2008 and 2007 did not contain any adverse opinion or disclaimer of
opinion and were not qualified or modified as to uncertainty, audit scope or
accounting principles.
During the years ended December 31, 2008 and 2007, and during the interim
period from the end of the most recently completed year through October 1, 2009,
the date of resignation, there were no disagreements with Beard on any matter of
accounting principles or practices, financial statement disclosure or auditing
scope or procedures, which disagreements, if not resolved to the satisfaction of
Beard would have caused it to make reference to such disagreement in its
reports.
The Company provided Beard with a copy of this Current Report on Form 8-K
prior to its filing with the Securities and Exchange Commission and requested
that Beard furnish the Company with a letter addressed to the Securities and
Exchange Commission stating whether it agrees with above statements and, if it
does not agree, the respects in which it does not agree. A copy of the letter,
dated October 5, 2009, is filed as Exhibit 16.1 (which is incorporated by
reference herein) to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits
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(c) Exhibits.
Exhibit No. Description
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16 Letter of Concurrence from Beard Miller Company
LLP regarding change in certifying accountant
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.
FSB COMMUNITY BANKSHARES, INC.
DATE: October 5, 2009 By: /s/ Kevin D. Maroney
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Kevin D. Maroney
Chief Financial Officer