Controls and Procedures
−Removed: a) The Company's Chief Executive Officer and Chief Financial Officer have evaluated the effectiveness of the Company's disclosure controls and procedures (as such term is defined in Rules 13a-14(c) and 15d-14(c) under the Securities Exchange Act of 1934, as amended (the "Exchange Act") as of the end of the period covered by this Form 10-Q (the "Evaluation Date").
−Removed: Based on such evaluation, such officers has concluded that, as of the Evaluation Date, 1) the Company's disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in reports the Company files under the Securities Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and 2) the Company's disclosure controls and procedures are effective to ensure that information required to be disclosed in the reports that the Company files or submits under the Exchange Act is accumulated and communicated to our management, including our chief executive officer and chief financial officer, to allow timely decisions regarding required disclosure.
−Removed: c) Changes in Internal Controls.
−Removed: Effective September 2, 2008, the Company hired a new Chief Financial Officer.
−Removed: However, we do not believe that this will have a material affect on our internal control over financial reporting.
−Removed: CFP, acquired as of January 1, 2009, has its own industry specific accounting and financial reporting software package managed by its own accounting department.
−Removed: Its financial results and financial position are incorporated into the Company's overall control environment.
−Removed: There has been no change in our internal control over financial reporting that occurred during our most recent fiscal quarter that has materially affected or is reasonably likely to materially affect our internal control over financial reporting.
+Added: Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated, as of the end of the period covered by this Quarterly Report on Form 10-Q, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act).
+Added: Based on that evaluation, and as a result of the material weaknesses described below, our Chief Executive Officer and Chief
+Added: Financial Officer concluded that, as of February 28, 2022, our disclosure controls and procedures were not effective at the reasonable assurance level.
+Added: A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of a company’s annual and interim financial statements will not be detected or prevented on a timely basis.
+Added: In connection with our initial public offering, we identified a material weakness in the design of our internal controls, which could adversely affect our ability to record, process, summarize and report financial data.
+Added: We have not yet designed and implemented user access controls to ensure appropriate segregation of duties that would adequately restrict user and privileged access to the financially relevant systems and data to appropriate personnel.
+Added: We also do not have a properly designed internal control system that identifies critical processes and key controls.
+Added: In order to remediate these material weaknesses, we are taking the following steps, among others:
+Added: continued hiring of additional qualified accounting and financial reporting personnel to support division of responsibilities;
+Added: improving and updating our systems;
+Added: developing IT general controls to manage access and program changes across our key systems and the execution of improvements to application controls within our systems;
+Added: implementing processes and controls to better identify and manage segregation of duties.
+Added: We will not be able to fully remediate the material weaknesses until these steps have been completed and have been operating effectively for a sufficient period of time.
Part II - Other Information
Legal Proceedings
+Added: There have been no material changes to the Risk Factors disclosed in the final prospectus of our Registration Statement on Form S-1 (Reg.
+Added: 333-261278) filed with the SEC on April 13, 2022.
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.