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MAS F.
<br /> 1HAIR , CPA
<br /> �■■•�•�■ O 'Haire, Kmetz, Nuttall, Field MICO MICHAEL L. OKMETZECPA, PFS
<br /> ■■■■E 16 _! SCOTT A. NUTTALL, CPA, CFP
<br /> NNEEN■I MN & hartered DANIEL E. FIELD, CPA
<br /> wors"R1 P" Co . ,, BRIAN J . ELWELL, CPA, CVA
<br /> rim y r , „ 1 MEA PATRICK K. GRAHAM , CPA
<br /> �w i A IV A ' I ME� Tax, Business and Financial Consultants HARVEY L. HERRST, CPA N■■, MEMO
<br /> TERESA M . LASOTA, CPA
<br /> Independent Auditors ' Report on Compliance and on Internal Control over Financial
<br /> Reporting Based on an Audit of Financial Statements Performed in
<br /> Accordance with Government Auditing Standards
<br /> To the Board of Directors
<br /> G. R. O .W. , Inc .
<br /> Vero Beach, Florida
<br /> We have audited the financial statements of G.R. O .W . , Inc . as of June 30, 2002 , and for the fifteen month
<br /> period then ended, and have issued our report thereon dated January 10 , 2003 . We conducted our audit
<br /> in accordance with generally accepted auditing standards and the standards applicable to financial audits
<br /> contained in Government Auditing Standards, issued by the Comptroller General of the United States .
<br /> Compliance
<br /> As part of obtaining reasonable assurance about whether G.R. O . W. , Inc . 's financial statements are free of
<br /> material misstatement, we performed tests of its compliance with certain provisions of laws , regulations ,
<br /> contracts and grants , noncompliance with which could have a direct and material effect on
<br /> the
<br /> determination of financial statement amounts . However, providing an opinion on compliance with those
<br /> provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The
<br /> results of our tests disclosed an instance of noncompliance that is required to be reported
<br />under
<br /> Government Auditing Standards and which is described in the accompanying schedule of findings and
<br /> questioned costs as item 02-2.
<br /> Internal Control over Financial Reporting
<br /> In planning and performing our audit, we considered G.R. O . W. , Inc . 's internal control over financial
<br /> reporting in order to determine our auditing procedures for the purpose of expressing our opinion on the
<br /> financial statements and not to provide assurance on the internal control over financial reporting.
<br /> However, we noted certain matters involving the internal control over financial reporting and its
<br /> operation that we consider to be reportable conditions . Reportable conditions involve matters coming to
<br /> our attention relating to significant deficiencies in the design or operation of the internal control over
<br /> financial reporting that, in our judgment, could adversely affect G.R. O .W. , Inc . 's ability to record,
<br /> process , summarize, and report financial data consistent with the assertions of management in the
<br /> financial statements . Reportable conditions are described in the accompanying schedule of findings and
<br /> questioned costs as items number 02- 1 , 02=3 and 024 .
<br /> A material weakness is a condition in which the design or operation of one or more of the internal control
<br /> components does not reduce to a relatively low level the risk that misstatements in amounts that would be
<br /> material in relation to the financial statements being audited may occur and not be detected within a
<br /> timely period by employees in the normal course of performing their assigned functions . Our
<br /> consideration of the internal control over financial reporting would not necessarily disclose all matters in
<br /> the internal control that might be reportable conditions and, accordingly, would not necessarily disclose
<br /> all reportable conditions that are also considered to be material weaknesses . However, of the reportable
<br /> conditions described above, we consider items 02- 1 , 02-2, 02=03 and 02=4 to be material weaknesses . We
<br /> 3111 CARDINAL DRIVE • VERO BEACH , FLORIDA 32963 • TELEPHONE (772) 231 -6902 • FACSIMILE (772) 231 -4099
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