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In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
−Removed: Subsequent to the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of management, including our Chief Executive Officer and our Chief Financial Officer, regarding the effectiveness of our disclosure controls and procedures at the end of the period covered by this report.
−Removed: Based on the foregoing, our Chief Executive Officer and our Chief Financial Officer concluded, as of that time, that our disclosure controls were not effective at a reasonable level of assurance as of June 30, 2024 because of a material weakness identified in the design of certain ITGCs.
+Added: We carried out an evaluation, under the supervision and with the participation of management, including ESRT's Chief Executive Officer and ESRT's Chief Financial Officer, regarding the effectiveness of our disclosure controls and procedures at the end of the period covered by this report.
+Added: Based on the foregoing, ESRT's Chief Executive Officer and ESRT's Chief Financial Officer concluded, as of that time, that our disclosure controls were not effective at a reasonable level of assurance as of September 30, 2024 because of a material weakness identified in the design of certain information technology ("IT") general controls ("ITGCs").
A material weakness (as defined in Rule 12b-2 under the Exchange Act) is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.
−Removed: As previously reported in our Form 10-K/A for the year ended December 31, 2023 and our Form 10-Q/A for the fiscal quarter ended March 31, 2024, each filed on the date hereof, subsequent to the end of the period covered by this report, we identified a material weakness in the design of information technology ("IT") general controls ("ITGCs") related to IT systems and applications relevant to preparation of our financial statements.
+Added: As previously reported in our Form 10-K/A for the year ended December 31, 2023, our Form 10-Q/A for the fiscal quarter ended March 31, 2024, and our Form 10-Q for the fiscal quarter ended June 30, 2024, we identified a material weakness in the design of ITGCs related to IT systems and applications relevant to preparation of our financial statements.
In particular, the Company's ITGCs included:
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The Company is in the process of implementing changes associated with the design, implementation and monitoring of ITGCs in the areas of logical access and change management for IT applications that support the Company’s financial statement preparation and reporting processes to ensure that internal controls are designed and operating effectively.
−Removed: Our remediation plans will include:
+Added: Our remediation plans are expected to include:
• Enhancing the current change monitoring control to use an appropriate system source to help ensure a complete population of changes are reviewed to detect if any changes were made outside the Company’s established change control process across all relevant IT components.
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• Increasing the frequency of periodic re-evaluation of user access privileges.
−Removed: • Training of relevant personnel on the design and operation of our ITGCs over financial reporting.
+Added: • Training relevant personnel on the design and operation of our ITGCs over financial reporting.
We believe that these actions, collectively, will remediate the material weakness identified.
−Removed: However, we will not be able to conclude that we have completely remediated the material weakness until the applicable controls are fully implemented and operated for a sufficient period of time and management has concluded, through formal testing, that the remediated controls are operating effectively.
+Added: However, we will not be able to conclude that we have completely remediated the material weakness until the applicable controls are fully implemented and have operated for a sufficient period of time and management concludes, through formal testing, that the remediated controls are operating effectively.
We will continue to monitor the design and effectiveness of these and other processes, procedures, and controls and will make any further changes management deems appropriate.
Changes in Internal Control Over Financial Reporting
−Removed: Except for the unremediated material weaknesses noted above, there were no changes to our internal control over financial reporting that were identified in connection with the evaluation referenced above that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
+Added: Except for the continuing remediation of the material weaknesses noted above, there were no changes to our internal control over financial reporting that were identified in connection with the evaluation referenced above that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
OTHER INFORMATION
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.