Item 4. Controls and Procedures
ITEM
4. CONTROLS AND PROCEDURES
Disclosure
Controls and Procedures
We
maintain disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as
amended, (the “Exchange Act”), that are designed to reasonably ensure that information required to be disclosed in our reports
filed under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the Securities and
Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our
principal executive officer and principal accounting and financial officer, as appropriate, to allow timely decisions regarding required
disclosure.
We
carried out an evaluation under the supervision and with the participation of management, including our Chief Executive Officer (principal
executive officer) and our Chief Financial Officer (principal accounting and financial officer), of the effectiveness of the design and
operation of our disclosure controls and procedures as of October 31, 2023, the end of the period covered by this Quarterly Report
on Form 10-Q. Based upon the evaluation of our disclosure controls and procedures as of October 31, 2023, our Chief Executive Officer
(principal executive officer) and our Chief Financial Officer (principal accounting and financial officer) concluded that, as of such
date, our disclosure controls and procedures were effective at the reasonable assurance level.
Changes
in Internal Control over Financial Reporting
There
have been no changes in our internal control over financial reporting that occurred during the quarter ended October 31, 2023 that
have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Limitations
on Effectiveness of Controls and Procedures
Our
management, including our Chief Executive Officer (principal executive officer) and our Chief Financial Officer (principal accounting
and financial officer), does not expect that our disclosure controls and procedures or our internal control over financial reporting
will prevent or detect all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable,
not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact
that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent
limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of
fraud, if any, have been detected. These inherent limitations include
the realities that judgments in decision making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally,
controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management override of
the controls. The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events,
and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over
time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures. Because
of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.
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PART
II - OTHER INFORMATION
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