CONTROLS AND PROCEDURES
−Removed: Evaluation of Disclosure
−Removed: Controls and Procedures
−Removed: have established disclosure controls and procedures designed to ensure that information required to be disclosed in the reports that we
−Removed: file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in SEC rules
−Removed: and forms and is accumulated and communicated to management, including the principal executive officer and principal financial officer,
−Removed: to allow timely decisions regarding required disclosure.
−Removed: principal executive officer and principal financial officer, with the assistance of other members of the Company’s management, have
−Removed: evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e)
−Removed: and 15d-15(e) under the Exchange Act) as of the end of the period covered by this quarterly report.
−Removed: Based upon our evaluation, each of
−Removed: our principal executive officer and principal financial officer has concluded that the Company’s internal control over financial
−Removed: reporting was not effective as of the end of the period covered by this Quarterly Report on Form 10-Q because the Company has not yet
−Removed: completed its remediation of the material weakness previously identified and disclosed in the Company’s Annual Report on Form 10-K
−Removed: for the year ended April 30, 2022, the end of its most recent fiscal year.
−Removed: Specifically,
−Removed: management has identified the following material weaknesses:
+Added: Evaluation of Disclosure Controls
+Added: and Procedures
+Added: We have established
+Added: disclosure controls and procedures designed to ensure that information required to be disclosed in the reports that we file or submit
+Added: under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms and is
+Added: accumulated and communicated to management, including the principal executive officer and principal financial officer, to allow timely
+Added: decisions regarding required disclosure.
+Added: Our principal executive
+Added: officer and principal financial officer, with the assistance of other members of the Company’s management, have evaluated the effectiveness
+Added: of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under
+Added: the Exchange Act) as of the end of the period covered by this quarterly report.
+Added: Based upon our evaluation, each of our principal executive
+Added: officer and principal financial officer has concluded that the Company’s internal control over financial reporting was not effective
+Added: as of the end of the period covered by this Quarterly Report on Form 10-Q because the Company has not yet completed its remediation of
+Added: the material weakness previously identified and disclosed in the Company’s Annual Report on Form 10-K for the year ended April 30,
+Added: 2022, the end of its most recent fiscal year.
+Added: Specifically, management
+Added: has identified the following material weaknesses:
we do not have sufficient resources in our accounting function, which
7 unchanged sentences
affecting our processes .
−Removed: material weakness is a control deficiency or combination of control deficiencies that result in more than a remote likelihood that a material
−Removed: misstatement of the annual or interim financial statements will not be prevented or detected.
+Added: A material weakness
+Added: is a control deficiency or combination of control deficiencies that result in more than a remote likelihood that a material misstatement
+Added: of the annual or interim financial statements will not be prevented or detected.
Planned Remediation
−Removed: are implementing measures designed to improve our internal control over financial reporting to remediate material weaknesses, including
−Removed: the following:
+Added: We are implementing
+Added: measures designed to improve our internal control over financial reporting to remediate material weaknesses, including the following:
· Formalizing our internal control documentation and strengthening supervisory reviews by our management;
· Adding additional accounting personnel and segregating duties amongst accounting personnel.
−Removed: continues to work to improve its controls related to our material weaknesses, specifically relating to user access and change management
−Removed: surrounding our information technology systems and applications.
−Removed: Management will continue to implement measures to remediate material
−Removed: weaknesses, such that these controls are designed, implemented, and operating effectively.
+Added: Management continues
+Added: to work to improve its controls related to our material weaknesses, specifically relating to user access and change management surrounding
+Added: our information technology systems and applications.
+Added: Management will continue to implement measures to remediate material weaknesses,
+Added: such that these controls are designed, implemented, and operating effectively.
The remediation actions include:
−Removed: (i) enhancing
−Removed: design and documentation related to both user access and change management processes and control activities;
+Added: (i) enhancing design and
+Added: documentation related to both user access and change management processes and control activities;
and (ii) developing and communicating
3 unchanged sentences
ongoing basis:
−Removed: · Engaging a third-party specialist to assist management with
−Removed: improving the Company’s overall control environment, focusing on change management and access controls;
−Removed: · Implementing new applications and systems that are aligned
−Removed: with management’s focus on creating strong internal controls.
−Removed: are currently working to improve and simplify our internal processes and implement enhanced controls, as discussed above, to address the
−Removed: material weaknesses in our internal control over financial reporting and to remedy the ineffectiveness of our disclosure controls and
−Removed: These material weaknesses will not be considered to be remediated until the applicable remediated controls are operating for
−Removed: a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.
−Removed: Despite the existence of these material weaknesses, we believe that
−Removed: the condensed financial statements included in the period covered by this Quarterly Report on Form 10-Q fairly present, in all material
−Removed: respects, our financial condition, results of operations and cash flows for the periods presented in conformity with U.S.
−Removed: generally accepted
−Removed: accounting principles.
+Added: · Engaging a third-party specialist to assist management with improving the Company’s overall control
+Added: environment, focusing on change management and access controls;
+Added: · Implementing new applications and systems that are aligned with management’s focus on creating strong
+Added: internal controls.
+Added: We are currently
+Added: working to improve and simplify our internal processes and implement enhanced controls, as discussed above, to address the material weaknesses
+Added: in our internal control over financial reporting and to remedy the ineffectiveness of our disclosure controls and procedures.
+Added: These material
+Added: weaknesses will not be considered to be remediated until the applicable remediated controls are operating for a sufficient period of time
+Added: and management has concluded, through testing, that these controls are operating effectively.
+Added: Despite the existence
+Added: of these material weaknesses, we believe that the condensed financial statements included in the period covered by this Quarterly Report
+Added: on Form 10-Q fairly present, in all material respects, our financial condition, results of operations and cash flows for the periods presented
+Added: in conformity with U.S.
+Added: generally accepted accounting principles.
Changes in Internal Control
−Removed: Except as detailed above,
−Removed: during the quarter ended July 31, 2022, there was no change in our internal control over financial reporting that materially affected,
−Removed: or is reasonably likely to materially affect, our internal control over financial reporting.
+Added: Except as detailed above, during the six
+Added: months ended October 31, 2022, there was no change in our internal control over financial reporting that materially affected, or is reasonably
+Added: likely to materially affect, our internal control over financial reporting.
PART II — OTHER INFORMATION
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.