Item 4. Controls and Procedures
Item
4 – Controls and Procedures
Evaluation
of Disclosure Controls and Procedures
Our
management, with the participation of our Principal Executive Officer and Principal Financial Officer, evaluated the effectiveness of
our disclosure controls and procedures as of June 30, 2026, pursuant to Rules 13a-15(b) and 15d-15(b) under the Securities Exchange Act
of 1934, as amended. Disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports
we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s
rules and forms and that such information is accumulated and communicated to management, including our Principal Executive Officer and
Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
Based
on this evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures
were not effective as of June 30, 2026 due to the material weaknesses in our internal control over financial reporting described below.
The
material weaknesses identified by management include the following:
●
Lack
of Experienced Accounting Team - AMC lacks qualified in-house accounting staff and resources with adequate knowledge of U.S.
GAAP, and proper period-end financial closing and accrual processes. A third-party consulting firm has been engaged to prepare financial
statements and footnote disclosures in accordance with U.S. GAAP.
●
Lack
of Segregation of Duties - The Company separates the duties at certain areas, but there is only one person responsible for various
functions of the Company, including processing payments and human resource functions. All other individuals involved in these processes
are engaged through independent contractor roles.
●
Lack
of sufficient inventory management process and control system - AMC does not have a sufficient inventory management process or
control system.
●
Lack
of proper approval for related party transactions - AMC lacks a formal approval process for related party transactions.
In
addition, the Company does not currently maintain an internal audit function. Management considered this factor in evaluating the overall
effectiveness of the Company’s internal control environment.
These
material weaknesses could result in material misstatements of the Company’s annual or interim financial statements that would not
be prevented or detected on a timely basis. Accordingly, management concluded that the Company did not maintain effective disclosure
controls and procedures as of June 30, 2026.
Remediation
Plan
Management
has continued to implement measures designed to remediate the material weaknesses described above. These remediation efforts include
strengthening the Company’s finance and accounting organization, enhancing review and approval procedures, formalizing accounting
policies and internal control documentation, improving inventory management processes, and establishing more formal controls over related-party
transactions.
The
Company also continues to utilize qualified external accounting professionals to assist with its financial reporting process while management
works to strengthen its internal accounting function.
Although
management believes these remediation efforts will improve the Company’s internal control environment, the material weaknesses
will not be considered remediated until the applicable controls have been appropriately designed, implemented, operated for a sufficient
period of time, and management has concluded, through testing, that the controls are operating effectively.
Changes
in Internal Control over Financial Reporting
There
were no changes in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the
Exchange Act) during the quarter ended June 30, 2026 that have materially affected, or are reasonably likely to materially affect, the
Company’s internal control over financial reporting.
Part
II - Other Information
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.