Algonquin Power & Utilities Corp. – Consolidated Financial Statements In our opinion, Algonquin Power & Utilities Corp. maintained, in all material respects, effective  internal control over financial reporting as of December 31, 2012, based on criteria established in  Internal Control – Integrated Framework  issued by the Committee of Sponsoring Organizations of  the Treadway Commission. Algonquin Power & Utilities Corp. acquired Granite State Electric Company, EnergyNorth Natural  Gas Inc., Liberty Energy (Midstates) Corp., Wind Portfolio SponsorCo LLC and Wind Portfolio  Holdings LLC during 2012, and management excluded from its assessment of the effectiveness of  Algonquin Power & Utilities Corp.’s internal control over financial reporting as of December 31,  2012, Granite State Electric Company, EnergyNorth Natural Gas Inc., Liberty Energy (Midstates)  Corp., Wind Portfolio SponsorCo LLC and Wind Portfolio Holdings LLC’s internal control over  financial reporting associated with total assets of $757.7 million and total revenues of $117.0  million included in the consolidated financial statements of Algonquin Power & Utilities Corp. and  subsidiaries as of and for the year ended December 31, 2012. Our audit of internal control over  financial reporting of Algonquin Power & Utilities Corp. also excluded an evaluation of the internal  control over financial reporting of Granite State Electric Company, EnergyNorth Natural Gas Inc.,  Liberty Energy (Midstates) Corp., Wind Portfolio SponsorCo LLC and Wind Portfolio Holdings  LLC. We also have audited, in accordance with Canadian generally accepted auditing standards and the  standards of the Public Company Accounting Oversight Board (United States), the consolidated  balance sheets of Algonquin Power & Utilities Corp. as of December 31, 2012 and December 31,  2011, and the related consolidated statements of operations, comprehensive income (loss), equity  and cash flows for the years ended December 31, 2012 and December 31, 2011, and our report  dated March 14, 2013 expressed an unqualified (unmodified) opinion on those consolidated  financial statements.  Chartered Accountants, Licensed Public Accountants  Toronto, Canada  March 14, 2013  2012 Annual Report 71