1 unchanged sentence
Evaluation of Disclosure Controls and Procedures
−Removed: Our Management is responsible
−Removed: for establishing and maintaining disclosure controls and procedures that are designed to ensure that information required to be disclosed
−Removed: in our reports under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported
−Removed: within the time periods specified in the rules and forms of the Securities and Exchange Commission (the “SEC”), and that such
−Removed: information is accumulated and communicated to our Management, including our Chief Executive Officer and Chief Financial Officer, as appropriate,
−Removed: to allow timely decisions regarding required disclosure based closely on the definition of “disclosure controls and procedures”
−Removed: in Rule 15d-15(e) under the Exchange Act.
−Removed: In designing and evaluating the disclosure controls and procedures, Management recognized that
−Removed: any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired
−Removed: control objectives, and Management was required to apply its judgment in evaluating the cost-benefit relationship of possible controls
−Removed: and procedures.
−Removed: Our Chief Executive Officer and
−Removed: Chief Financial Officer have evaluated the effectiveness of the design and operation of our disclosure controls and procedures.
−Removed: upon the foregoing, our Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2025, the disclosure controls
−Removed: and procedures of our Company were not effective to ensure that the information required to be disclosed in our Exchange Act reports was
−Removed: recorded, processed, summarized and reported on a timely basis due to material weakness in internal controls as identified below.
−Removed: As reported in our Annual Report
−Removed: on Form 10-K for the year ended December 31, 2024, Management identified the following material weaknesses:
+Added: Our Management is responsible for establishing and maintaining disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission (the “SEC”), and that such information is accumulated and communicated to our Management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure based closely on the definition of “disclosure controls and procedures” in Rule 15d-15(e) under the Exchange Act.
+Added: In designing and evaluating the disclosure controls and procedures, Management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and Management was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
+Added: Our Chief Executive Officer and Chief Financial Officer have evaluated the effectiveness of the design and operation of our disclosure controls and procedures.
+Added: Based upon the foregoing, our Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2025, the disclosure controls and procedures of our Company were not effective to ensure that the information required to be disclosed in our Exchange Act reports was recorded, processed, summarized and reported on a timely basis due to material weakness in internal controls as identified below.
+Added: As reported in our Annual Report on Form 10-K for the year ended December 31, 2024, Management identified the following material weaknesses:
Ineffective design and implementation over Information Technology General Controls (“ITGCs”)
10 unchanged sentences
Changes in Internal Control Over Financial Reporting
−Removed: The Company is continuing to actively
−Removed: work to remediate the material weaknesses described above, including the need for additional remediation steps and implementing additional
−Removed: measures to remediate the underlying causes that give rise to the material weaknesses.
−Removed: During the three months ended June 30, 2025, the
−Removed: Company has taken various actions to strengthen our internal control over financial reporting, including:
+Added: The Company is continuing to actively work to remediate the material weaknesses described above, including the need for additional remediation steps and implementing additional measures to remediate the underlying causes that give rise to the material weaknesses.
+Added: During the three months ended September 30, 2025, the Company has taken various actions to strengthen our internal control over financial reporting, including:
Continue to review access in NetSuite ERP to ensure the proper segregation of duties and additional training courses to ensure the employees are trained and able to resolve issues timely.
2 unchanged sentences
Increasing and monitoring the adequacy of staffing levels and expertise with the requisite technical knowledge and skills to support continued enhancement on the controls and procedures surrounding documentation of review and formalization of reconciliations, accounting policies and controls.
−Removed: Continue to manage a segregation of duties between
−Removed: the preparer and the approver of reconciliation and supporting schedules which included hiring additional staff.
−Removed: The material weaknesses will be
−Removed: considered remediated when Management concludes that, through testing, the applicable remedial controls are designed, implemented and
−Removed: operating effectively.
−Removed: As Management continues to evaluate and improve disclosure controls and procedures and internal control over financial
−Removed: reporting, the Company may decide to take additional measures to address control deficiencies or determine to modify, or in appropriate
−Removed: circumstances not to complete, certain of the remediation measures identified.
+Added: Continue to manage a segregation of duties between the preparer and the approver of reconciliation and supporting schedules which included hiring additional staff.
+Added: Except for the above, there were no other changes in our internal control over financial reporting that occurred during the quarter ended September 30, 2025, that materially affected, or are reasonably likely to materially affect, our internal control over financials reporting.
+Added: The material weaknesses will be considered remediated when Management concludes that, through testing, the applicable remedial controls are designed, implemented and operating effectively.
+Added: As Management continues to evaluate and improve disclosure controls and procedures and internal control over financial reporting, the Company may decide to take additional measures to address control deficiencies or determine to modify, or in appropriate circumstances not to complete, certain of the remediation measures identified.
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.