MDEX 8-K
Madison Technologies Inc. (MDEX)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 4.01. Changes in Registrant’s Certifying Accountant
(a) Dismissal of Independent Registered Public Accounting Firm
The financial statements of Madison Technologies Inc. (the “Company”), for the years ended December 31, 2022 and 2021, were audited by BF Borgers CPA, PC (“Borgers”). On May 3, 2024, the Securities and Exchange Commission (the “SEC”) announced that it had settled charges against Borgers that it failed to conduct audits in accordance with the standards of the Public Company Accounting Oversight Board (the “PCAOB”). As part of the settlement, Borgers agreed to a permanent ban on appearing or practicing before the SEC.
As a result of Borgers’ settlement with the SEC, the Company has decided to dismiss Borgers as its independent accountant, effective May 20, 2024. The decision to dismiss Borgers as the Company’s independent registered public accounting firm was approved by the Company’s board of directors.
During the Company’s two years ended December 31, 2023 and 2022 and the subsequent interim period through May 20, 2024, there were no disagreements, within the meaning of Item 304(a)(1)(iv) of Regulation S-K, with Borgers 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 Borgers, would have caused it to make reference to the subject matter of the disagreements in connection with its reports. Also, during this same period, there were no reportable events that existed within the meaning of Item 304(a)(1)(v) of Regulation S-K and the related instructions thereto.
The Company provided Borgers with the disclosures under this Item 4.01(a), and requested Borgers to furnish the Company with a letter addressed to the SEC stating whether it agrees with the statements made by the Company in this Item 4.01(a) and, if not, stating the respects in which it does not agree. Borgers’ letter is filed as Exhibit 16.1 to this Current Report on Form 8-K.
(b) Engagement of New Independent Registered Public Accounting Firm
On May 21, 2024, following approval by the Audit Committee of the Board of Directors, the Company appointed SRCO Professional Corporation (“SRCO”) as the new independent registered public accounting firm of the Company.
During the fiscal years ended December 31, 2023 and 2022 and the subsequent interim period through May 21, 2024, the effective date of SRCO’s appointment, neither the Company, nor any party on behalf of the Company, consulted with SRCO with respect to either (i) except as described in the paragraph that immediately follows, the application of accounting principles to a specified transaction, either completed or proposed, or the type of the audit opinion that might be rendered with respect to the Company’s consolidated financial statements, and no written report or oral advice was provided to the Company by Salberg that was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue, or (ii) any matter that was subject to any disagreement (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a reportable event (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).
Item 9.01. Financial Statements and Exhibits.
(d)
| Exhibits | Item |
| 16.1 | Letter from Borgers |
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MADISON TECHNOLOGIES INC. | |
| Dated: August 12, 2025 | By: /s/ Thomas Amon |
| Thomas Amon | |
| Chief Executive Officer |
Exhibit 16.1
 |
SRCO Professional Corporation Chartered Professional Accountants Licensed Public Accountants Park Place Corporate Centre 15 Wertheim Court, Suite 409 Richmond Hill, ON L4B 3H7, Canada
Tel: 905 882 9500 & 416 671 7292 Fax: 905 882 9580 Email: [email protected] www.srco.ca |
May 14, 2024
BF Borgers CPA PC
5400 W Cedar Ave,
Lakewood CO 80226
United States
Attention: Mr. Ben Borgers, CPA, Managing Partner
To assist us in making our decision to accept an engagement to audit in accordance with standards of Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated financial statements of Madison Technologies Inc. for the year ended December 31, 2023, please provide us with information about the following:
| 1) | Information that might bear on the integrity of management of Madison Technologies Inc.. none |
| 2) | Disagreements with management of Madison Technologies Inc. about accounting principles, audit scope, or other significant matters. none |
| 3) | Communications to the management and those charged with governance of Madison Technologies Inc. regarding fraud, illegal acts, and internal control matters. internal control as disclosed. nothing else. |
| 4) | Your understanding of the reasons for the change of auditors. nothing accounting. |
| 5) | Your understanding of the nature of Madison Technologies Inc.’s relationships and transactions with related parties and significant unusual transactions. as disclosed |
If for any reason you are unable to fully respond, please indicate that your response is limited.
We agree to subject any communication received from you to our normal policies for retention of workpapers and protection of confidential client information.
Please send your reply directly to us or if you choose to respond orally or via email please contact Sohail Raza at +1 416 671 7292 or at [email protected]. We sincerely appreciate your timely cooperation with this request.
Yours very truly,
SRCO Professional Corporation
CHARTERED PROFESSIONAL ACCOUNTANTS
Authorized to practice public accounting by the
Chartered Professional Accountants of Ontario