Item 4. Controls and Procedures
Item
4 . Controls and Procedures.
Evaluation
of Disclosure Controls and Procedures
Under
the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer,
we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Securities and Exchange Act of 1934
Rule 13(a)-15(e). Disclosure controls and procedures are designed to provide reasonable assurance that the information required to be
disclosed in the reports that we file or submit under the Exchange Act has been appropriately recorded, processed, summarized and reported
on a timely basis and are effective in ensuring that such information is accumulated and communicated to the Company’s management,
as appropriate to allow timely decisions regarding required disclosure. Based on this evaluation, our Chief Executive Officer and our
Chief Financial Officer concluded that as of March 31, 2022, our disclosure controls and procedures are not effective.
Management
has identified the following material weaknesses in our internal control over financial reporting:
Management
has concluded that there is a material weakness due to the control environment. The control environment is impacted due to the company’s
inadequate segregation of duties.
In
an effort to remediate the identified material weakness and enhance our internal control over financial reporting, we have hired additional
personnel and are reassigning control responsibilities to help ensure that we are able to properly implement internal control procedures.
Since
the assessment of the effectiveness of our internal control over financial reporting did identify material weaknesses, management considers
its internal control over financial reporting to be ineffective.
Management
believes that the material weakness set forth above did not have an effect on our financial results.
Changes
in Internal Control over Financial Reporting
There
have been no changes in the Company’s internal control over financial reporting during the three months ended March 31, 2022 that
have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART
II-OTHER INFORMATION
Item
1. Legal Proceedings.
Neither
the Company nor its subsidiaries are party to or have property that is the subject of any material pending legal proceedings. We may
be subject to ordinary legal proceedings incidental to our business from time to time that are not required to be disclosed under this
Item 1.
Item
1A. Risk Factors.
Not
required because we are a smaller reporting company.
15
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