LANDA UMPIERRE PSC. Firm Profile

LANDA UMPIERRE PSC Firm Profile 2015

Table of Contents ABOUT OUR FIRM... 1 OUR SEC PRACTICE... 5 OUR CLIENT SERVICE PHILOSOPHY... 6 IMPORTANCE OF BEEN A MEMBER... 7 2012 CERTIFICATE OF RECOGNITION FROM AICPA... 7 2008 PCAOB INSPECTION OF LANDA UMPIERRE PSC... 8 CLIENT SERVICE TEAM... 9 PCAOB REPORT... 15 COPY OF 2012 CERTIFICATE OF RECOGNITION... 21

LANDA UMPIERRE PSC is a certified public accounting firm with over twenty-five years of experience in the fields of auditing, accounting, taxes, employee benefit plans audit and litigation support, among others. Our Firm holds a prestigious position among the public accounting firms operating in Puerto Rico and has a wide variety of clients, which cover practically all industries, from small to big size enterprises. Our Firm is a member of: ABOUT OUR FIRM American Institute of Certified Public Accountants, AICPA s Center for Audit Quality, AICPA s Employee Benefit Plan Audit Quality Center, AICPA s Governmental Audit Quality Center, Business Valuation and Forensic & Litigation Services Center, Puerto Rico Society of CPA s, AICPA Private Companies Practice Section, and the Public Company Accounting Oversight Board (member since 10/22/2003). LANDA UMPIERRE PSC as a member of the above organizations has demonstrated their commitment by voluntarily agreeing to adhere to organizations membership requirements, including designating a partner responsible for audit practice, establishing firm-wide training and quality control programs, performing annual internal inspection procedures, and making the firm s peer review report publicly available. In addition, LANDA UMPIERRE PSC has been exclusively accepted as the only accounting firm in Puerto Rico as a member of CPA Associates International, Inc. (CPAAI), a prestigious association of quality independent certified public accounting firms founded in 1957, with over 158 member firms in 65 countries around the world. Today, more than ever, you need professional advice that goes beyond traditional accounting and tax services and your local market. That s why we are a member of CPA Associates International. Our coalition of high-quality, independent accounting and consulting firms are located in major economic hubs throughout the United States and around the world. Through our many contacts, we can draw on the valuable services of our Association as well as the individual or combined talents and expertise of member firms to help you with any aspect of your operation. Whether you need assistance with financial, tax, management or technology issues, or guidance specific to your industry, we have the resources to help you. Our Association supplies all the capabilities of the largest accounting firms, yet without costly overhead and 1

unwelcome controls. Simply put, our membership in CPAAI provides you with onestop shopping for building your business. CPAAI s worldwide network and its significant presence in every major market is a global powerhouse with an unmatched ability to serve our clients around the world. We believe that membership in this association enable us to continue our quality initiatives within our audit and tax practices, and demonstrates our continued commitment to deliver the highest quality services possible. As a member, our firm gains access to comprehensive and valuable resources and tools that benefit our clients and assist us in further enhancing the quality of our services. In addition, to our satisfaction, LANDA UMPIERRE PSC has the total support of the financial community; accordingly our Firm has been engaged by various local and international banking institutions as consultants to give technical support to their commercial credit departments, including supervision of their loans portfolio. LANDA UMPIERRE PSC core businesses are Assurance and Business Advisory Services, and Tax Services. Assurance and Business Advisory Services This division encompasses the traditional financial audit, review and compilation, and compliance services. In addition, this division also focuses in assurance in financial information, employees benefit plan's audit, asset based lending services, internal controls, mergers and acquisitions, business valuations and litigation support services. Tax Services Our tax department is composed of one of the most experienced group of professionals among the local and international accounting firms operating in Puerto Rico. Our tax division provides comprehensive capabilities to meet a broad range of clients planning and compliance needs, delivered through a network of experienced tax professionals supported by technically sophisticated computer programs. To our pride, since 1976 until 2012, our Tax Services Department was engaged by a major and prestigious banking organization in Puerto Rico, as their principal tax consultants in tax matters and international transactions (mergers, acquisitions, development of financial instruments, etc.) in the tax jurisdictions of Puerto Rico and United States. This has provided us with a great amount of experience and a special expertise in dealing with highly complex and sophisticated tax situations. We consider ourselves more than just independent auditors and business consultants; we are business advisors. The quality of our people and our services is a result of our professional approach to our clients needs. We are always alert for opportunities to 2

assist our clients, recognizing that client profitability and cost containment are primary concerns. Our service team includes an array of well-trained professionals, all of which are highly trained and capable of rendering specialized services in the fields of assurance, business advisory services and taxes to any public or private entity in the Puerto Rican economic community. Enclosed you will find the resumes of the clients service team. The key to our success in retaining a group of important clients has been our unconditional commitment to deliver a personal service of the highest quality in a prompt and effective manner. That s our most important product and all our efforts are directed toward achieving that goal. On the next page is a partial list of our clients. 3

A partial list of our clients in the area of auditing, accounting, taxes, business advisory services and other assurance services follow: A.J. Oster Caribe, Inc. Activo International Bank Arca International Bank Alma Financial Assistance Corp. Autos Vega Inc. (Ford) and Euroclass Corp. (Volkswagen) AutoCentro Toyota Autogermana, Inc. BMW & Mini American Promotional Events, Inc. dba TNT Fireworks Adriel Auto Group Air Con Group AIRBNB High Street Partners, Inc. Banco Santander Puerto Rico Banco Popular (Asset Lending) Banco Cooperativo de Puerto Rico Bancredito International Bank Corp. Brooks Brothers, Inc. CBS Outdoor Puerto Rico, Inc. (Outfront Media Inc.) Charlie Car Rental Compañía Panameña de Aviación, S.A. (Copa Airlines) Cooperativa de Seguros Múltiples de Puerto Rico Cooperativa de Seguros de Vida de P.R. (COSVI) Colombina de Puerto Rico LLC First Hospital Panamericano Inc. FHCHS of Puerto Rico, Inc. Gargiulo of P.R., Inc. IKEA Interbank International Bank Melaleuca, Inc. Nodus International Bank, Inc. Pepe Abad Auto, Inc. Group State Insurance Fund Corporation (CFSE) Scotiabank de Puerto Rico (Asset Lending) Venture Steel, Inc. d/b/a Acesco Caribe Employee Benefit Plans engagements: McConnell Valdés Retirement Plan MCS Employees Savings Plan CMA Architects and Engineers LLP Retirement Plan Holsum Bakers Employees Retirement Plan Wyndham Rio Mar Associates Employees Savings Plan Open Mobile Puerto Rico 1165(e) Plan Aspen Surgical Puerto Rico Corp. 1165(e) Savings Plan and more 4

OUR SEC PRACTICE For organizations that require an audit for statutory or regulatory reasons associated with the filing of their annual and periodic financial information, LANDA UMPIERRE PSC have provided high quality audit services. We have addressed specific regulatory reporting requirements such as those under Sarbanes-Oxley Section 404 for SEC registrants. LANDA UMPIERRE PSC's work takes into account all current and where appropriate, prospective auditing, accounting, and reporting regulations and guidance. Our clients include many of the world s leading multinational corporations, as well as many small and medium-sized. Following is list of our SEC involvement: AUDIT ENGAGEMENTS UNDER PCAOB REQUIREMENTS AND/OR SEC RELATED: 1 Equus Gaming Company L.P. (including quarterly reviews) (2001 2003) 2 Urban Transit Solutions, Inc. (including quarterly reviews) (2003 2004) Compañía Panameña de Aviación, S. A. / COPA Airlines (Puerto Rico Operations) A.J. Oster Caribe, Inc. (member of the Olin Group) Retail Brand Alliance, Inc. (Brooks Brothers, Inc. Puerto Rico Operations) Quadramed Corporation (Puerto Rico Operations) Banco Santander Central Hispano, S.A. (NYSE STD) (tax services) Santander BanCorp (NYSE SBP) (tax services) SOX 404 ENGAGEMENTS: Triple-S Management Corporation American International Insurance Company of Puerto Rico Stanric, Inc. CLIENTS SERVE BY OUR NETWORK OF CPA FIRMS: LCNB Corp. (Bank Industry) Advant-e Corporation (Internet Service Provider) FFIN (Bank Industry) Eagle Bancorp (Bank Industry) Dynasil Corp. (Optical) Community First Bancorporation (Bank Industry) Empire State Builiding LLC (Real Estate) Preferred Voice, Inc. (Voice Recognition Serv.) American Medical Alert Corp. (Health Monitoring) and more.. 1 We also provide tax services to these clients. 2 For this client we prepared approximately over 1,700 Forms K-1, each year. 5

OUR CLIENT SERVICE PHILOSOPHY Delivering seamless, value-added client service is the cornerstone of our service philosophy. Our service approach is based on the following five commitments. CANDID, OPEN COMMUNICATION SHARING BEST PRACTICES COHESIVE, CREDENTIALED TEAM ENGAGEMENT PARTNER AND MANAGER COMMITMENT TEAMING WITH FINANCIAL MANAGEMENT An effective business relationship is predicated on open lines of communication. It is our responsibility to be proactive with our insight and ideas and accessible to you when you need us. We will emphasize and promote responsive, open communication between you and the LANDA UMPIERRE PSC team. Share best practices/through leadership, such as our industry-specific benchmarking database. Introduce credentialed personnel to relevant issues. Integrate these personnel into our team with the assurance that they will respect your culture. Maintain active partner presence at all time. Our relationship with management is of the utmost importance in our ability to add value. We will assist management with its areas of concern, such as risk management practices. 6

IMPORTANCE OF BEEN A MEMBER As previously mentioned, LANDA UMPIERRE PSC is a member of the following AICPA Quality Centers: CENTER FOR AUDIT QUALITY, EMPLOYEE BENEFIT PLAN AUDIT QUALITY CENTER, AND GOVERNMENTAL AUDIT QUALITY CENTER Each Center is a national community of CPA firms that demonstrate a commitment to audit quality and raise awareness about the importance of public companies, employee benefit plan and governmental audits. The Centers provide members with best practices, guidelines, and tools CPAs need to perform quality audits and better serve their clients. LANDA UMPIERRE PSC as a member of the above Centers has demonstrated its commitment by voluntarily agreeing to adhere to Centers membership requirements, including designating a partner responsible for the public companies, employee benefit plan and governmental audit practice, establishing firm-wide training and quality control programs, performing annual internal inspection procedures, and making the firm s peer review report publicly available (refer to page 14 for copy of peer review report). 2012 CERTIFICATE OF RECOGNITION FROM AICPA LANDA UMPIERRE PSC is proud to present the enclosed copy of the Certificate of Recognition received from the Private Companies Practice Section of the American Institute of Certified Public Accountants (AICPA). This recognition is evidence of our commitment to perform the highest quality audits possible. Please refer to page 21. 7

2008 PCAOB INSPECTION OF LANDA UMPIERRE PSC On February 26, 2009, the Public Company Accounting Oversight Board (PCAOB) issued the final results of its 2008 inspection of LANDA UMPIERRE PSC's audit practice. We are pleased to announce that the review by the PCAOB did not identify any audit performance or quality control issues relating to LANDA UMPIERRE PSC's audit practice. We have included the final report on Page 15. Also, the PCAOB has made public the final report on its website at: http://www.pcaobus.org/inspections/public_reports/2009/landa_umpierre.pdf. ********* Once again, we appreciate this opportunity to present our Firm for your consideration, and would be pleased to furnish additional information and meet with you at your convenience. We are most excited to serve and create a long-standing relationship with you. Please do not hesitate to call us at (787) 765-4644, if you have any comments or questions. 8

CLIENT SERVICE TEAM Client Service Team Our Firm is driven by one singular ambition: to strengthen clients with successful, cutting-edge solutions to their business challenges 9

Xavier A. Curet, CPA/CFF, CVA, CGMA, CFE Managing Shareholder Mr. Curet is a Certified Public Accountant licensed in Puerto Rico and has over twenty years of public accounting experience. Mr. Curet is our Managing Shareholder and at present he heads the Assurance and Business Advisory Services department. His work experience includes positions with KPMG LLP and PricewaterhouseCoopers LLP (PwC), where he served as manager at the Assurance and Business Advisory Services department. Throughout his career, he has provided a wide range of services aside from traditional audit and accounting, including financial and operational advice in the areas of business acquisition and liquidation, treasury operations and business processes, offering a value added service to clients. In addition he has served as insurance expert in administrative hearings held by the Office of the Insurance Commissioner of Puerto Rico. Among others, Curet has provided services to following industries: Insurance (P&C, Life and Healthcare) Government Banking Manufacturing / Pharmaceuticals Dealership Distribution & Retail Construction Non-for-Profit Farming / Growers Employee benefit plans Mr. Curet is a member of the Puerto Rico Society of Certified Public Accountants, American Institute of Certified Public Accountants, National Association of Certified Valuators and Analysts, Association of Certified Fraud Examiners, Chartered Global Management Accountants and the Puerto Rico Chamber of Commerce. He has attended several technical training sessions in the areas of advanced auditing and accounting, business valuation, and SEC reporting requirements. Mr. Curet serves as technical instructor in various seminars and staff trainings sponsored by the Puerto Rico Society of CPAs. He was a member of the Continued Education Committee, and the Auditing and Accounting Technical Committee of the Puerto Rico Society of CPAs. Also, he is a former member of the Employee Benefit Committee of the CPA Associates International, Inc., in which he served for ten years. 10

Sary Iglesias Principal Tax Advisory Services Ms. Iglesias is a Certified Public Accountant licensed in Puerto Rico and has more than sixteen years of professional experience in tax compliance and consulting. She joins us after been Tax Director at PricewaterhouseCoopers LLP (PwC). At PwC, she was responsible for reviewing corporate, individual tax returns and research Puerto Rico and federal tax matters of corporations and individuals. At our Firm she supervises a team of tax professionals and performs several administrative tasks and contributes in staff training exercises, mentoring and developing tax associates. Ms. Iglesias manages extensive tax consulting projects including but not limited to corporate reorganizations, tax due diligences, tax incentive programs, tax credits, foreign trade zone, excise & sales and use tax matters, closing agreements and private-letter rulings with the Puerto Rico Treasury Department. Ms. Iglesias represents numerous clients at both the United States IRS and the Puerto Rico Treasury Department, and organizes and gives presentations to clients and non-clients regarding Puerto Rico and United States tax developments. In addition, she provides support to the Business Assurance Practice of our Firm by preparing management letter comments and recommendations in complying with tax reporting/filing requirements. Major client involvement: manufacturing, pharmaceutical, distribution, automotive, telecommunications, entertainment, retail, insurance, banking and media industries. Ms. Iglesias is a member of the Puerto Rico Society of CPAs and the American Institute of CPAs. She serves as technical instructor in various seminars and staff trainings sponsored by the Puerto Rico Society of CPAs. Currently, she is a member of the Tax Affairs Committee of the Puerto Rico CPA Society. 11

Rubén Barrionuevo Principal Assurance & Business Advisory Services Rubén is a Certified Public Accountant licensed in Puerto Rico and has over fifteen years of public accounting experience. He has extensive experience in engagements within pharmaceuticals, manufacturing, waste management, distribution industries, energy, public utilities and employee benefit plans. Rubén worked for 15 years at PricewaterhouseCoopers LLP (PwC) where he served as senior manager at the Assurance and Business Advisory Services department. In his tenure in PwC, Rubén participated in several special assignments. Among these assignments were: (i) provide risk management assistance to the Assurance Leader of PwC Inter-Americas Firm. Rubén reviewed the quality control procedures of PwC Inter-Americas and reported his observations and recommendations to improve the quality of the engagements directly to the Firm s Assurance Leader and PwC National Office (ii) in 2008 and 2007 he participated with PwC National Office as a reviewer in quality reviews performed in PwC offices located in Panamá, Guatemala and Dominican Republic (iii) Rubén was the Accounting/Auditing Technical Leader for the PwC San Juan office. He lead a group of technical experts on complex accounting/auditing areas such as: business combinations, revenue recognition, share-based payment, fair value, pension and other postretirement benefits, employee benefit plans, derivative instruments, audit methodology and International Financial Reporting Standards (IFRS) among others (iv) served in PwC as an employee benefit plans specialist providing guidance to engagement teams on audit methodology and complex accounting matters. Rubén is a member of the Puerto Rico Society of CPAs and the American Institute of CPAs. He serves as technical instructor in various seminars and staff trainings sponsored by the Puerto Rico Society of CPAs and for three years was the President of the Auditing and Accounting Technical Committee of the Puerto Rico Society of CPAs. 12

Israel Umpierre Counselor Tax Advisory Services Umpierre is a Certified Public Accountant licensed in Puerto Rico and at present, heads the tax department of our Firm, where he is in charge of supervising and coordinating the Firm s tax practice. He also serves as principal tax consultant for various local and international financial and commercial entities doing business in Puerto Rico. During his career, he has actively participated in some of the most important business acquisition and reorganization transactions of the last two decades in Puerto Rico, involving the purchase of assets totaling more than nine billion dollars. From 1989 to 1995, he served in the Board of Directors of Santander National Bank, where he was a member of the Bank s Investment Committee and Chairmen of its Audit and Compliance Committee. He also served as member of the Board of Banco Central Hispano a bank with over $3.5 billion in assets. In the public service sector, Umpierre headed the Legislation and Regulations Division of the Department of the Treasury of Puerto Rico and was a member of the Tax Reform Office. From 1986 to 1992, he served as Tax Advisor to the President of the Senate of Puerto Rico and as a member of the Citizens Advisory Committee on Economic Policy to the Senate. As such, he was a member of a joint task force named to coordinate the approval of the Puerto Rico Tax Reform of 1987. Umpierre is a member of the American Institute of Certified Public Accountants and Puerto Rico Society of Certified Public Accountants. 13

PEER REVIEW REPORT Our next peer review is schedule for December 2015. 14

PCAOB REPORT 15

16

17

18

19

20

COPY OF 2012 CERTIFICATE OF RECOGNITION 21