What changed in this filing

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Item 4. Controls and Procedures

2022-07-12 compared with 2022-01-19 · 21 added, 18 removed, 17 unchanged (70% of the section changed)

4 unchanged sentences

and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness

of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of November 30, 2021.

that evaluation, our principal executive officer and principal financial officer concluded that, as of November 30, 2021, our disclosure

controls and procedures were not effective to ensure that information required to be disclosed in reports filed by us under the Securities

Exchange Act of 1934 is recorded, processed, summarized and reported within the required time periods and is accumulated and communicated

to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions

regarding required disclosure.

As of November 30, 2021, we did not maintain effective controls over our control

Although we have now developed and effectively communicated to our employees our accounting policies and procedures.

improved our segregation of duties, instituted more consistent practices and have received SOC Type 1 accreditation, our Board of

Directors does not currently have any independent members and no director qualifies as an audit committee financial expert as

defined in Item 407(d)(5)(ii) of Regulation S-K.

Management has determined that this circumstance constitute a material

As of November 30, 2021, we did not maintain effective controls over financial statement disclosure.

Specifically,

controls were not designed and in place to ensure that all disclosures required were originally addressed in our financial statements.

of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of May 31, 2022.

Based upon that

evaluation, our principal executive officer and principal financial officer concluded that, as of May 31, 2022, our disclosure controls

and procedures were not effective to ensure that information required to be disclosed in reports filed by us under the Securities Exchange

Act of 1934 is recorded, processed, summarized and reported within the required time periods and is accumulated and communicated to our

management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding

required disclosure.

As of May 31, 2022, we did not maintain effective controls over our control environment.

Specifically, we have not developed and effectively communicated to our employees our accounting policies and procedures.

This has resulted in inconsistent practices.

Further, the Board of Directors does not currently have any independent members and no director qualifies as an audit committee financial expert as defined in Item 407(d)(5)(ii) of Regulation S-K.

Since these entity level programs have a pervasive effect across the organization, management has determined that these circumstances constitute a material weakness.

As of May 31, 2022, we did not maintain effective controls over financial statement disclosure.

Specifically, controls were not designed and in place to ensure that all disclosures required were originally addressed in our financial statements.

Accordingly, management has determined that this control deficiency constitutes a material weakness.

9 unchanged sentences

Change in Internal Controls over Financial Reporting

During this reporting period the Company instituted many policies and procedures,

adjusted the corporate structure and has received SOC Type 1 accreditation.

This constitutes a material improvement in internal controls.

The only change in internal controls was the implementation

of the Company’s new CRM/ERP/Accounting software.

This change in our internal controls over financial reporting that occurred during

the period covered by this report, should not have materially affected, or is not reasonably likely to materially affect, our internal

controls over financial reporting.

PART II — OTHER INFORMATION

LEGAL PROCEEDINGS

This item is not applicable to smaller reporting companies.

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.

What changed 10-Q

Item 4. Controls and Procedures