form11-k.htm
UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
11-K
x ANNUAL REPORT PURSUANT TO SECTION
15(d) OF THE SECURITIES
EXCHANGE
ACT OF 1934
For
the fiscal year ended December 31, 2007
OR
£ TRANSITION
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE
ACT OF 1934
For
the transition period from ______________ to ________________
Commission
file number 1-3480
MDU
RESOURCES GROUP, INC.
401(k)
RETIREMENT PLAN
(Full
title of the plan)
MDU
RESOURCES GROUP, INC.
(Name of
issuer of securities held pursuant to the plan)
MDU
RESOURCES GROUP, INC.
1200
WEST CENTURY AVENUE
P.O.
BOX 5650
BISMARCK,
NORTH DAKOTA 58506-5650
(Address
of the plan and address of the issuer’s principal executive
offices)
CONTENTS
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Required
Information
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Financial
Statements:
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Statements
of Net Assets Available for Benefits – December 31, 2007 and
2006
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Statement
of Changes in Net Assets Available for Benefits – Year ended
December 31, 2007
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Notes
to Financial Statements
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Supplemental
Schedules:
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Schedule
H, Line 4a - Schedule of Delinquent Participant Contributions –
Year Ended December 31, 2007
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Schedule
H, Line 4i - Schedule of Assets (Held at End of Year)
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Report
of Independent Registered Public Accounting Firm – Virchow, Krause &
Company, LLP
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Report
of Independent Registered Public Accounting Firm – Deloitte & Touche
LLP
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Signature
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Exhibits:
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Consent
of Independent Registered Public Accounting Firm – Virchow, Krause &
Company, LLP
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Consent
of Independent Registered Public Accounting Firm – Deloitte & Touche
LLP
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MDU
RESOURCES GROUP, INC.
401(k) RETIREMENT
PLAN
STATEMENTS OF NET ASSETS
AVAILABLE FOR BENEFITS
December
31,
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2007
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2006
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Assets:
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Investments
at fair value (Note 3)
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$ |
593,487,510 |
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$ |
563,665,565 |
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Cash
and cash equivalents (Note 4)
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4,302,408 |
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2,788,797 |
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597,789,918 |
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566,454,362 |
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Receivables:
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Employer
contributions
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7,826,171 |
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6,399,278 |
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Participant
contributions
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1,235,172 |
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1,138,687 |
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Dividends
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1,587,214 |
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1,552,348 |
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Net
assets available for benefits at fair value
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608,438,475 |
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575,544,675 |
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Adjustments
from fair value to contract value for fully benefit-responsive investment
contracts (Note 5)
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396,121 |
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499,315 |
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Net
assets available for benefits
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$ |
608,834,596 |
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$ |
576,043,990 |
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The
accompanying notes are an integral part of these financial
statements.
MDU
RESOURCES GROUP, INC.
401(k) RETIREMENT
PLAN
STATEMENT OF CHANGES IN NET
ASSETS AVAILABLE FOR BENEFITS
Year ended December 31,
2007
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Additions
to Net Assets Attributed to:
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Investment
income:
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Dividends
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$ |
6,221,519 |
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Interest
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3,641,199 |
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Net
realized/unrealized appreciation in fair value of investments (Note
3)
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34,742,172 |
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44,604,890 |
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Contributions:
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Employers
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20,464,674 |
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Participants
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31,135,314 |
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Participant
rollovers
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4,870,467 |
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56,470,455 |
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Total
additions
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101,075,345 |
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Deductions
from Net Assets Attributed to:
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Distributions
to terminated participants
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68,199,875 |
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Administrative
expenses
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84,864 |
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Total
deductions
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68,284,739 |
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Net
increase in net assets available for benefits
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32,790,606 |
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Net
assets available for benefits at beginning of year
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576,043,990 |
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Net
assets available for benefits at end of year
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$ |
608,834,596 |
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The
accompanying notes are an integral part of this financial
statement.
NOTES TO FINANCIAL
STATEMENTS
1. Description
of the Plan
The
following description of the MDU Resources Group, Inc. 401(k) Retirement Plan
(the Plan) provides only general information. Participants should refer to the
plan document for a more complete description of the Plan’s
provisions.
General
The Plan,
formerly the MDU Resources Group, Inc. Tax Deferred Compensation Savings Plan,
was initially adopted by the Board of Directors of MDU Resources Group, Inc.
(the Company) on August 4, 1983, to be effective January 1, 1984. The Plan
is a defined contribution plan. On January 1, 1999, the name was changed and the
Plan was amended to reflect the merger of the MDU Resources Group, Inc. Tax
Deferred Compensation Savings Plan for Collective Bargaining Unit Employees (the
Bargaining Plan) into the Plan. Each participant in the Bargaining Plan
automatically became a participant in the Plan. The merger and the transfer of
assets were effectuated in accordance with Sections 401(a)(12), 411(d)(6) and
414(l) of the Internal Revenue Code of 1986, as amended (the Code), and the
regulations thereunder. On May 25, 2006, the Plan designated the portion of the
Plan invested in MDU Resources Group, Inc. Common Stock Fund as an Employee
Stock Ownership Plan (ESOP).
The
Company and any of its direct or indirect subsidiaries that participate in the
Plan are the Employers (the Employers). The fiscal year of the Plan is the
calendar year. The Plan is subject to the provisions of the Employee Retirement
Income Security Act of 1974 (ERISA), as amended.
The Board
of Directors of the Company may, at any time, amend or modify the Plan. The
Company has delegated to the Employee Benefits Committee (the Committee) the
authority to amend or modify the Plan; however, certain amendments identified in
the plan document are subject to approval by the Board of Directors of the
Company.
Although
it has not expressed any intent to do so, the Board of Directors of the Company
has the right under the Plan to discontinue its contributions, at any time, and
to terminate the Plan subject to the provisions of ERISA. The Board of Directors
of any Employer may, at any time, terminate participation in the Plan with
respect to such Employer. In the event of a Plan termination, participants would
become 100 percent vested in their employer contributions.
The
Committee is the plan administrator. The Committee consists of those individuals
serving from time to time in the position of or related position of the
following: Chief Administrative Officer of the Company, Chief Financial Officer
of the Company, Vice President – Human Resources of the Company, and any number
of other individuals appointed by the Chief Executive Officer of the Company who
are employed by the Company or an affiliate of the Company. The recordkeeper and
trustee of the Plan are New York Life Investment Management LLC (the
Recordkeeper) and New York Life Trust Company (the Trustee),
respectively.
Eligibility
Generally,
employees may participate in the Plan upon hire if they are at least 18 years of
age and regular full-time employees or part-time employees with at least 1,000
hours of service in a year.
Deferred
Savings Contributions
The Plan
allows participants who are highly compensated employees to elect pre-tax
deferral contributions varying from one percent through 22 percent and
participants who are not highly compensated employees to elect pre-tax deferral
contributions varying from one percent to 50 percent, in one percent
increments, of eligible compensation for each pay period, up to a maximum
pre-tax deferral contribution of $15,500 for the 2007 Plan year. The Plan also
allows participants who are eligible to make pre-tax deferral contributions and
will have attained age 50 before the close of the Plan year to make
catch-up elective deferrals of up to $5,000 for 2007.
Employer
Matching Contributions
Each
participant’s Employer may elect to provide a standard matching contribution,
equal to a percentage of such participant’s monthly pre-tax deferral
contributions up to a specified percent of the participant’s compensation as
provided under the Plan or as adopted by the Employer and approved by the
Committee. In addition, the participant’s Employer may make an additional
discretionary variable matching contribution based on the Employer’s attainment
of pre-determined earnings levels. All matching contributions are made in cash
to the participant’s Matching Contribution Account and invested as directed by
the participant.
Profit
Sharing/Special Contributions
Profit
sharing contributions are made based on the discretion of the Board of Directors
of the Company or Board of Directors of any of the Employers. Special
contributions are nondiscretionary contributions made to certain eligible
employees equal to a certain percent of their eligible compensation or an amount
based on hours worked. Participants may choose to invest profit sharing/special
contributions allocated to their individual accounts in any or all of the
available investment options. Profit sharing/special contributions totaling $9.4
million were credited to participant accounts for the year ended December 31,
2007.
Rollover
Contributions
The Plan
accepts rollover contributions from an eligible retirement plan or an individual
retirement account that holds only assets distributed from a qualified plan,
including after-tax employee contributions.
Participant
Accounts
The
Employers remit all authorized contributions made by the participants to the
Trustee to be held in trust and invested for the respective accounts of the
participants, pursuant to the terms of a trust agreement effective January 1,
1998, as amended. Individual accounts are maintained for each participant of the
Plan. Each participant’s account is credited with deferred savings
contributions, employer matching contributions, profit sharing/special
contributions, rollover contributions and allocated investment earnings and
losses.
Investment
Options
An
election is made by each participant to allocate contributions in one percent
increments to any or all of the following 13 currently available investment
options:
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-
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MDU
Resources Group, Inc. Common Stock Fund (MDU Resources Stock
Fund)
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-
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New
York Life Insurance Anchor Account - Stable Value
Option
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-
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American
Funds - EuroPacific Growth Fund - International Growth Mutual
Fund
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-
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American
Funds - The Growth Fund of America - Growth Mutual
Fund
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-
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Baron
Asset Fund - Growth Mutual Fund
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-
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Davis
New York Venture Fund - Growth Mutual
Fund
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-
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Dodge
& Cox Balanced Fund - Growth and Income Mutual
Fund
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-
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Forward
Hoover Small Cap Equity Fund - Growth Mutual
Fund
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-
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MainStay
Indexed Bond Fund - Income Mutual
Fund
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-
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MainStay
S&P 500 Index Fund - Growth and Income Mutual
Fund
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-
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MainStay
Small Cap Opportunity Fund - Growth Mutual
Fund
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-
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Royce
Total Return Fund - Small-Cap Value
Fund
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-
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AllianceBernstein
International Value Fund - International Value Mutual
Fund
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In
February 2007, the Templeton Foreign Fund investment option was replaced with
the AllianceBernstein International Value Fund.
Contributions
to the MDU Resources Stock Fund are used by the Trustee to purchase shares of
MDU Resources Group, Inc. common stock directly on the open market, or to
purchase shares of authorized but unissued common stock directly from the
Company if the Company chooses to issue new stock. Open market purchases may be
made at such prices as the Trustee may determine in its sole and absolute
discretion.
Vesting
A
participant’s interest in a Deferred Savings Contribution Account, Matching
Contribution Account or a Rollover Account is at all times fully vested and
nonforfeitable. Generally, a participant’s interest in a Profit Sharing/Special
Contribution Account is 100 percent vested after completing three years of
service; however, certain grandfathered vesting schedules are maintained due to
plan mergers. Participants are 100% vested in the dividends paid on the MDU
Resources Stock Fund regardless of years of service. Participant accounts are
valued on a daily basis.
Distributions
and Withdrawals
The
amount credited to a participant’s Deferred Savings Contribution Account,
Matching Contributions Account and Rollover Account shall become payable to the
participant or the participant’s beneficiary/beneficiaries, as applicable, upon
death, retirement, disability, or other termination of employment with the
Employers. The distribution of such amounts will be in accordance with the Plan,
based on the method of payment elected by the participant or designated
beneficiary/ beneficiaries. Generally, the Plan only allows single-sum
distributions or annual installments over a period of time, not to exceed five
years; however, certain grandfathered distribution features are maintained due
to plan mergers.
Distributions
with respect to investment options other than the MDU Resources Stock Fund are
in the form of cash. Distributions with respect to the MDU Resources Stock Fund
are in the form of a Direct Registration System statement, except for
distributions of fractional shares which are in the form of cash. Any MDU
Resources Group, Inc. Common Stock included in a direct transfer to an
individual retirement account or other qualified plan will be electronically
transferred to the individual retirement account or to the qualified plan’s
custodian.
A
participant may make in-service withdrawals (hardship or age 59 1/2) under
certain conditions. Distributions from a participant’s Rollover Account may be
elected at any time.
Participant
Loans
A
participant may be eligible to obtain a loan from the Plan. The maximum amount
available for a loan is the lesser of $50,000 or one-half of the participant’s
vested account balance, subject to certain limitations. Loans must be repaid
over specified periods through payroll deduction and bear interest at a
commercially reasonable rate in effect at the time the loan is made, as
determined by the Committee.
Forfeited
Accounts
The total
forfeited non-vested Profit Sharing Account funds used to reduce employer profit
sharing contributions to the Plan for 2007 were approximately
$332,000.
2. Summary of Significant
Accounting Policies
Basis
of Accounting
The
financial statements of the Plan are maintained on an accrual
basis.
Investment
Valuation
Investments
held by the Plan are carried at fair value. Fair value for the MainStay Cash
Reserves Fund approximates cost. The Plan’s other investment valuations, as
determined by the Trustee, are based on published market quotations with the
exception of the fully benefit-responsive investment contract. The fully
benefit-responsive investment contract is stated at fair value and then adjusted
to contract value.
Fair
value of the contract is calculated by discounting the related cash flows of the
contract based on the yield of the underlying investments at December 31.
Participant loans are valued based upon remaining unpaid principal balance plus
any accrued but unpaid interest.
New
Accounting Standard
In
September 2006, the Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards No. 157, "Fair Value Measurements" (SFAS No.
157). SFAS No. 157 defines fair value, establishes a framework for measuring
fair value and expands disclosures about fair value measurements. The standard
applies under other accounting pronouncements that require or permit fair value
measurements with certain exceptions. SFAS No. 157 was effective for the Plan on
January 1, 2008. The adoption of SFAS No. 157 did not have a material
effect on the Plan’s net assets available for benefits.
Benefit
Payments
Distributions
to Plan participants are recorded when paid.
Contributions
Employer
and participant contributions are recorded by the Plan when received or
determined to be receivable. Participant contributions are deposited with the
Plan by the Employers through payroll reductions.
Administrative
Expenses
Administrative
expenses of the Plan related to Trustee, recordkeeping, legal and audit fees are
paid primarily by the Employers. Fees or commissions associated with each of the
investment options other than the MDU Resources Stock Fund are paid primarily by
participants as a deduction from the amount invested or an offset to investment
earnings and were approximately $1.8 million for the year ended December 31,
2007. Administrative expenses of the Plan related to the MDU Resources Stock
Fund commissions and loan fees were paid by the Plan and were approximately
$85,000 for the year ended December 31, 2007. All other administrative
expenses were paid by the Company.
Use
of Estimates
The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and changes therein, and disclosure of contingent assets and
liabilities. Actual results could differ from those estimates.
Risks
and Uncertainties
Investments,
in general, are subject to various risks, including credit, interest and overall
market volatility risks. Due to the level of risk associated with certain
investment securities, it is likely that changes in values of investment
securities will occur in the near term and that such changes could materially
affect participants' account balances and the amounts reported in the statements
of net assets available for benefits.
Other
Securities
transactions are recorded on a trade date basis. Dividend income is recorded on
the ex-dividend date. Interest income is recorded as earned.
3. Investments
The
following presents investments that represent 5 percent or more of the Plan’s
net assets available for benefits at December 31:
|
|
|
2007
|
|
|
2006
|
|
|
MDU
Resources Stock Fund
|
|
$ |
300,017,466 |
|
|
$ |
295,071,299 |
|
|
New
York Life Insurance Anchor Account
|
|
|
58,641,101 |
|
|
|
52,523,195 |
|
|
Dodge
& Cox Balanced Fund
|
|
|
50,508,498 |
|
|
|
50,010,643 |
|
|
The
Growth Fund of America
|
|
|
35,872,042 |
|
|
|
30,159,125 |
|
|
MainStay
S&P 500 Index Fund
|
|
|
33,587,335 |
|
|
|
32,772,736 |
|
During
2007, the fair value of the Plan’s investments (including gains and losses on
investments bought and sold, as well as held during the year) appreciated as
follows:
|
MDU
Resources Stock Fund
|
|
$ |
23,232,230 |
|
|
Mutual
Funds
|
|
|
11,509,942 |
|
|
|
|
$ |
34,742,172 |
|
4. Cash and Cash
Equivalents
Cash and
cash equivalents represent funds temporarily invested in the MainStay Cash
Reserves Fund to provide liquidity for fund reallocations and distributions of
the MDU Resources Stock Fund.
5. Investment Contract with
Insurance Company
The Plan
has a fully benefit-responsive investment contract with New York Life Insurance
Company (NYL Insurance). NYL Insurance maintains the contributions in a general
account, which is credited with earnings on the underlying investments and
charged for participant withdrawals and administrative expenses. The contract is
included in the financial statements at fair value and then adjusted to contract
value as reported to the Plan by NYL Insurance. Contract value represents
contributions made under the contract, plus interest and dividends credited,
less participant withdrawals and administrative expenses. Participants may
ordinarily direct the withdrawal or transfer of all or a portion of their
investment at contract value. The contract has certain restrictions that impact
the ability to collect the full contract value. For example, withdrawals due to
events initiated by the Company including, but not limited to, total or partial
termination of the Plan, group lay-offs or early retirement incentives, may
result in a penalty if these withdrawals exceed limitations defined in the
contract. The Company believes that the occurrence of events that would cause
the plan to transact at less than contract value is not probable. NYL Insurance
may not terminate the contract at any amount less than contract
value.
NYL
Insurance is contractually obligated to pay the principal and any interest and
dividends that have been credited to the Plan. The crediting interest rate is
based on a formula agreed upon with the issuer, but may not be less than 0%.
Such interest rates are reviewed not less frequently than quarterly nor more
frequently than daily for resetting.
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2007
|
|
|
2006
|
|
|
Average
yields:
|
|
|
|
|
|
|
|
Based
on annualized earnings *
|
|
|
5.28 |
% |
|
|
5.09 |
% |
|
Based
on interest rate credited to participants **
|
|
|
4.97 |
% |
|
|
4.58 |
% |
|
*
|
Computed
by dividing the annualized one-day actual earnings of the contract on the
last day of the plan year by the fair value of the investments on the same
date.
|
|
**
|
Computed
by dividing the annualized one-day earnings credited to participants on
the last day of the plan year by the fair value of the investments on the
same date. The difference between annualized earnings and the interest
rate credited to participants is due to a 30 basis point and 50 basis
point administrative fee for 2007 and 2006,
respectively.
|
6. Federal Income
Taxes
The
Internal Revenue Service (IRS) has determined and informed the Company by a
letter dated March 26, 2003, that the Plan and related trust are designed for
qualification as exempt from federal income taxes in accordance with applicable
sections of the Code. The IRS based its determination on the application the
Plan submitted on February 22, 2002. Although the Plan has been amended since
submitting the determination letter application, the Company believes that the
Plan is designed and is currently being operated in compliance with the
applicable requirements of the Code.
On
January 30, 2007, an application was made to the IRS for determination on the
qualification of the Plan for those amendments that have occurred since the
prior determination letter. The Company believes that the Plan, as amended,
continues to meet the requirements for tax qualification. The Plan will take all
necessary steps to maintain its qualified tax status.
7. Related-Party
Transactions
The New
York Life Insurance Anchor Account, MainStay Indexed Bond Fund, MainStay S&P
500 Index Fund, MainStay Small Cap Opportunity Fund and MainStay Cash Reserves
Fund are managed by and are related parties to the Trustee. These arrangements
qualify as exempt party-in-interest transactions.
8. Prohibited
Transactions
There
were no nonexempt prohibited transactions, other than those listed in Schedule
H, Line 4a, Schedule of Delinquent Participant Contributions, with respect to
the Plan during the plan year ended December 31, 2007.
9. Reconciliation of the
Financial Statements to the Form 5500
The
following is a reconciliation of net assets available for benefits per the
financial statements to the Form 5500:
|
|
|
December
31,
|
|
|
|
|
2007
|
|
|
2006
|
|
|
Net
assets available for benefits per the financial statements
|
|
$ |
608,834,596 |
|
|
$ |
576,043,990 |
|
|
Deemed
distributions
|
|
|
(2,490 |
) |
|
|
(52,182 |
) |
|
Net
assets available for benefits per the Form 5500
|
|
$ |
608,832,106 |
|
|
$ |
575,991,808 |
|
The
following is a reconciliation of distributions to participants per the financial
statements for the year ended December 31, 2007 to the Form 5500:
|
Distributions
to participants per the financial statements
|
|
$ |
68,199,875 |
|
|
Less:
Corrective distributions
|
|
|
(53,333 |
) |
|
Less:
Deemed distributions at December 31, 2006
|
|
|
(52,182 |
) |
|
Benefits
paid to participants per the Form 5500
|
|
$ |
68,094,360 |
|
SUPPLEMENTAL
SCHEDULES
MDU
RESOURCES GROUP, INC.
401(k) RETIREMENT
PLAN
EMPLOYER
IDENTIFICATION NUMBER (41-0423660) - PLAN NUMBER (004)
SCHEDULE
H, LINE 4a - SCHEDULE OF DELINQUENT PARTICIPANT CONTRIBUTIONS
Year
Ended December 31, 2007
|
|
|
|
Participant
Contributions
Transferred
Late to Plan
|
Total
That Constitute Nonexempt
Prohibited
Transactions
|
|
|
|
|
$54,940
|
$54,940
|
MDU
RESOURCES GROUP, INC.
401(k) RETIREMENT
PLAN
EMPLOYER
IDENTIFICATION NUMBER (41-0423660) - PLAN NUMBER (004)
SCHEDULE
H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December
31, 2007
|
Issuer
|
Description
|
|
Cost
|
|
|
Current
Value
|
|
|
|
|
|
|
|
|
|
|
|
MDU
Resources Group, Inc.
|
|
|
|
|
|
|
|
|
Common
Stock *
|
10,866,261
shares
|
|
$ |
134,176,022 |
|
|
$ |
300,017,466 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Mutual
Funds:
|
|
|
|
|
|
|
|
|
|
|
American
Funds - EuroPacific Growth Fund
|
388,988
units
|
|
|
16,884,954 |
|
|
|
19,511,638 |
|
|
American
Funds - The Growth Fund of America
|
1,062,560
units
|
|
|
30,071,899 |
|
|
|
35,872,042 |
|
|
Baron
Asset Fund
|
301,953
units
|
|
|
16,214,168 |
|
|
|
19,255,563 |
|
|
Davis
New York Venture Fund
|
386,075
units
|
|
|
12,691,719 |
|
|
|
15,446,852 |
|
|
Dodge
& Cox Balanced Fund
|
623,562
units
|
|
|
48,659,535 |
|
|
|
50,508,498 |
|
|
Forward
Hoover Small Cap Equity Fund
|
428,399
units
|
|
|
8,808,544 |
|
|
|
8,443,744 |
|
|
MainStay
Indexed Bond Fund *
|
1,399,648
units
|
|
|
15,082,024 |
|
|
|
15,186,179 |
|
|
MainStay
S&P 500 Index Fund *
|
993,708
units
|
|
|
29,013,992 |
|
|
|
33,587,335 |
|
|
MainStay
Small Cap Opportunity Fund *
|
575,197
units
|
|
|
10,858,604 |
|
|
|
8,691,230 |
|
|
Royce
Total Return Fund
|
552,597
units
|
|
|
6,977,327 |
|
|
|
7,145,077 |
|
|
AllianceBernstein
International Value Fund
|
453,739
units
|
|
|
10,394,242 |
|
|
|
10,059,400 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Money
Market Fund:
|
|
|
|
|
|
|
|
|
|
|
MainStay
Cash Reserves Fund *
|
4,302,408
units
|
|
|
4,302,408 |
|
|
|
4,302,408 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment
Contract:
|
|
|
|
|
|
|
|
|
|
|
New
York Life Insurance Anchor Account *
|
58,641,101
units
|
|
|
58,641,101 |
|
|
|
58,641,101 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Participant
Loan Funds *
|
5.00%
to 11.50 %**
|
|
|
0 |
|
|
|
11,517,506 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
402,776,539 |
|
|
$ |
598,186,039 |
|
*Indicates
party-in-interest investment.
**Loan
maturities range from January 1, 2008, through March 15, 2022.
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
MDU
Resources Group, Inc.
We have
audited the accompanying statement of net assets available for benefits of MDU
Resources Group, Inc. 401(k) Retirement Plan (the "Plan") as of
December 31, 2007, and the related statement of changes in net assets
available for benefits for the year then ended. These financial statements are
the responsibility of the Plan’s management. Our responsibility is to express an
opinion on these financial statements based on our audit.
We
conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The Plan is not required to have,
nor were we engaged to perform, an audit of its internal control over financial
reporting. Our audit included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Plan’s internal control over financial reporting.
Accordingly, we express no such opinion. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our
opinion, the financial statements referred to above present fairly, in all
material respects, the net assets available for benefits of the Plan as of
December 31, 2007, and the changes in net assets available for benefits for
the year then ended in conformity with accounting principles generally accepted
in the United States of America.
Our audit
was conducted for the purpose of forming an opinion on the basic financial
statements taken as a whole. The supplemental schedules of the Plan, as listed
in the table of contents, are presented for the purpose of additional analysis
and are not a required part of the basic financial statements but are
supplementary information required by the Department of Labor’s Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental information is the responsibility of the
Plan’s management. The supplemental information has been subjected to the
auditing procedures applied in the audit of the basic financial statements and,
in our opinion, is fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
/s/
VIRCHOW, KRAUSE & COMPANY, LLP
Minneapolis,
MN
June 23,
2008
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
MDU
Resources Group, Inc.:
We have
audited the accompanying statement of net assets available for benefits of the
MDU Resources Group, Inc. 401(k) Retirement Plan (the "Plan") as of
December 31, 2006. This financial statement is the responsibility of the
Plan’s management. Our responsibility is to express an opinion on this financial
statement based on our audit.
We
conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statement is free of material misstatement. The Plan is not required to have,
nor were we engaged to perform, an audit of its internal control over financial
reporting. Our audit included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Plan’s internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for our
opinion.
In our
opinion, the financial statement presents fairly, in all material respects, the
net assets available for benefits of the Plan as of December 31, 2006, in
conformity with accounting principles generally accepted in the United States of
America.
/s/
DELOITTE & TOUCHE LLP
Minneapolis,
MN
June 28,
2007
SIGNATURE
The Plan.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Employee Benefits Committee has duly caused this annual report to be signed on
its behalf by the undersigned hereunto duly authorized.
|
|
MDU
Resources Group, Inc.
|
|
|
401(k)
Retirement Plan
|
|
|
|
|
|
|
|
|
|
|
Date: June 23,
2008
|
By /s/ Vernon A.
Raile
|
|
|
Vernon
A. Raile
|
|
|
Chairman,
Employee Benefits
|
|
|
Committee
|
CONSENT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We
consent to the incorporation by reference in Registration Statement
No. 333-139156 of MDU Resources Group, Inc. on Form S-8 of our report dated
June 23, 2008, appearing in this Annual Report on Form 11-K of the MDU Resources
Group, Inc. 401(k) Retirement Plan for the year ended December 31,
2007.
/s/
VIRCHOW, KRAUSE & COMPANY, LLP
Minneapolis,
MN
June 23,
2008
CONSENT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We
consent to the incorporation by reference in Registration Statement
No. 333-139156 of MDU Resources Group, Inc. on Form S-8 of our report dated
June 28, 2007, appearing in this Annual Report on Form 11-K of the MDU Resources
Group, Inc. 401(k) Retirement Plan for the year ended December 31,
2007.
/s/
DELOITTE & TOUCHE LLP
Minneapolis,
MN
June 20,
2008