Item 4. Controls and Procedures
ITEM
4. CONTROLS AND PROCEDURES
Evaluation
of Disclosure Controls and Procedures
Our
principal executive officer and principal financial officer are responsible for establishing and maintaining our disclosure controls
and procedures. Such officers have concluded (based upon their evaluation of these controls and procedures as of the end of the period
covered by this report) that our disclosure controls and procedures are effective to ensure that information required to be disclosed
by us in this report is accumulated and communicated to management, including our principal executive and principal financial officer
as appropriate, to allow timely decisions regarding required disclosure.
As
required by Rules 13a-15 and 15d-15 under the Exchange Act, our Chief Executive Officer and Chief Financial Officer carried out an evaluation
of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2023. Based upon this evaluation,
our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e)
and 15d-15(e) under the Exchange Act) were effective as of June 30, 2023.
Changes
in Internal Control Over Financial Reporting
Our
principal executive officer and principal financial officer have also indicated that, upon evaluation, there were no changes in our internal
control over financial reporting or other factors during the period covered by this report that have materially affected, or are reasonably
likely to materially affect, our internal control over financial reporting.
Our
management, including our principal executive officer and principal financial officer, does not expect that our disclosure controls or
our internal controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide
only reasonable, not absolute, assurance that the objectives of the control system are met. In addition, the design of a control system
must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because
of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues
and instances of fraud, if any, within a company have been detected. These inherent limitations include the realities that judgments
in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented
by the individual acts of some persons, by collusion of two or more people or by management override of the control. The design of any
system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance
that any design will succeed in achieving its stated goals under all potential future conditions. Because of these inherent limitations
in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.
19
Table of Contents
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.