Middlesex Water Company filed SEC Form 8-K: Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits
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| Item 4.01 | Changes in Registrant’s Certifying Accountant. |
Dismissal of Independent Registered Public Accounting Firm
On February 28, 2025, the Audit Committee of the Board of Directors of Middlesex Water Company (the “Company”) dismissed Baker Tilly US, LLP (“Baker Tilly”) as the Company’s independent registered public accounting firm, effective March 3, 2025.
The audit reports of Baker Tilly on the Company’s consolidated financial statements as of and for the years ended December 31, 2024 and 2023 did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principle. The audit report of Baker Tilly on the effectiveness of internal control over financial reporting as of December 31, 2023 indicated the Company did not maintain effective internal control over financial reporting as of December 31, 2023, because of the effect of the material weaknesses, described below.
During the years ended December 31, 2024 and 2023, and the
subsequent interim period from January 1, 2025 through March 3, 2025, there were no disagreements as described under Item
304(a)(1)(iv) of Regulation S-K with Baker Tilly on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Baker Tilly, would have
caused Baker Tilly to make reference to the subject matter thereof in connection with its reports on the financial statements of the
Company for such years. In addition, during the years ended December 31, 2024 and 2023, there were no reportable events as described
under Item 304(a)(1)(v) of Regulation S-K, other than the material weaknesses in the Company’s internal control over financial
reporting, as reported in Item 9A of Part II of the Company’s Annual Report on Form 10-K as of and for the year ended December
31, 2023, filed with the U.S Securities and Exchange Commission (“SEC”) on February 29, 2024, related to (i) ineffective
information technology general controls in the areas of user access and change management over certain information technology
systems that supports the Company’s financial reporting; and (ii) ineffective controls related to income tax accounting for a
non-routine transaction. The Company remediated the material weaknesses in the third quarter of 2024.
The Company has provided Baker Tilly with a copy of this Current Report on Form 8-K and requested that Baker Tilly furnish it with a letter addressed to the SEC stating whether or not it agrees with the above statements. A copy of Baker Tilly’s letter, dated March 3, 2025, is attached hereto as Exhibit 99.1.
Appointment of New Independent Registered Public Accounting Firm
On February 28, 2025, the Audit Committee of the Board of Directors of Middlesex Water Company (the “Company”) approved the
appointment of PricewaterhouseCoopers LLP (“PwC”) to serve as the Company’s independent registered public accounting
firm for the year ending December 31, 2025, subject to PwC’s completion of its standard client acceptance procedures.
During the two years ended December 31, 2024 and 2023 and the subsequent interim period from January 1, 2025 through March 3, 2025, neither the Company nor anyone acting on its behalf has consulted with PwC with respect to (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and neither a written report nor oral advice was provided to us by PwC that was an important factor considered by us in reaching a decision as to any accounting, auditing or financial reporting issue; (ii) any matter that was the subject of a disagreement as defined in Item 304(a)(1)(iv) of Regulation S-K of Securities and Exchange Act of 1934, as amended, and the related instructions thereof; or (iii) a reportable event as described in Item 304(a)(1)(v) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
| Exhibit | Description of Document |
| 99.1 | Letter from Baker Tilly US, LLP to the Securities and Exchange Commission. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf of the undersigned hereunto duly authorized.
| MIDDLESEX WATER COMPANY | |
| (Registrant) | |
| /s/Mohammed G. Zerhouni | |
| Senior Vice President, Chief Financial Officer and | |
| Treasurer |
Dated: March 4, 2025