13 unchanged sentences
of achieving the desired control objectives.
−Removed: the supervision and with the participation of our management, including our principal executive officer and our principal financial officer,
+Added: the supervision and with the participation of our management, including our principal executive officer and principal financial officer,
we are required to perform an evaluation of our disclosure controls and procedures, as such term is defined in Rule 13a-15(e) under the
−Removed: Exchange Act.
−Removed: As of September 30, 2022 our management has completed their evaluation and has concluded that our disclosure controls and
−Removed: procedures were not effective, as a result of the material weaknesses in internal control over financial reporting described below, and
−Removed: thus that there remains a reasonable possibility that a material misstatement of the Company’s interim financial statements will
−Removed: not be prevented or detected on a timely basis.
−Removed: Our assessment of internal controls over financial reporting does not include an evaluation
−Removed: by the Company’s registered public accounting firm.
+Added: Exchange Act, as of March 31, 2023.
+Added: has completed such evaluation and has concluded that our disclosure controls and procedures were not effective to provide reasonable
+Added: assurance that information required to be disclosed by us in reports we file or submit under the Exchange Act is appropriate to allow
+Added: timely decisions regarding required disclosures.
+Added: As a result of the material weakness in internal controls over financial reporting described
+Added: below, we concluded that our disclosure controls and procedures as of March 31, 2023 were not effective.
Weaknesses in Internal Control over Financial Reporting
−Removed: assessed the effectiveness of the Company’s internal control over financial reporting as of the quarter ended September 30, 2022
−Removed: based on the framework established in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations
−Removed: of the Treadway Commission.
−Removed: Based on this assessment, management has determined that the Company’s internal control over financial
−Removed: reporting as of September 30, 2022 was not effective.
−Removed: material weakness, as defined in the standards established by the Sarbanes-Oxley, is a deficiency, or a combination of deficiencies,
−Removed: in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our annual or
−Removed: interim consolidated financial statements will not be prevented or detected on a timely basis.
−Removed: ineffectiveness of the Company’s internal control over financial reporting was due to the following material weaknesses:
+Added: assessed the effectiveness of our internal control over financial reporting as of March 31, 2023 based on the framework established in
+Added: Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
+Added: on this assessment, management has determined that our internal control over financial reporting as of March 31, 2023 was not effective.
+Added: material weakness, as defined in the standards established by Sarbanes-Oxley, is a deficiency, or a combination of deficiencies, in internal
+Added: control over financial reporting such that there is a reasonable possibility that a material misstatement of our annual or interim consolidated
+Added: financial statements will not be prevented or detected on a timely basis.
+Added: ineffectiveness of our internal control over financial reporting was due to the following material weaknesses:
of adherence to formal policies and procedures;
of risk assessment procedures on internal controls to detect financial reporting risks in a timely manner;
−Removed: of sufficient formal procedures and controls to achieve complete and accurate financial reporting and disclosures, including controls
−Removed: over the preparation and review of journal entries and account reconciliations.
+Added: of sufficient formal management testing over documented formal procedures and controls, and time to evaluate continuous effectiveness
+Added: of controls to achieve complete and accurate financial reporting and disclosures, including documented controls over the preparation
+Added: and review of journal entries and account reconciliations.
Plan to Remediate the Material Weaknesses
−Removed: has been implementing and continues to implement measures designed to ensure that control deficiencies contributing to the material weakness
+Added: has been implementing and continues to implement measures designed to ensure that control deficiencies contributing to the material weaknesses
are remediated, such that these controls are designed, implemented, and operating effectively.
The remediation actions include:
+Added: management personnel, including our Chief Financial Officer, who is overseeing the financial reporting process and implementation
+Added: of enhanced controls and governance;
of external financial consulting firm to continue to enhance financial reporting, financial operations and internal controls;
1 unchanged sentence
of key procedures and controls using a risk-based approach.
+Added: is committed to maintaining a strong internal controls environment and implementing measures designed to help ensure that control deficiencies
+Added: contributing to the material weaknesses are remediated as soon as possible.
+Added: We have documented key procedures and controls using a risk-based
+Added: approach and have, therefore, made progress toward remediation.
+Added: We continue to implement our remediation plan, which includes continued
+Added: engagement of an external financial consulting firm to enhance financial reporting and operations as well as design and implementation
+Added: We will consider the material weaknesses remediated after the applicable controls operate for a sufficient period of time,
+Added: and Management has concluded, through testing, that the controls are operating effectively.
will continue to monitor and evaluate the effectiveness of our internal controls and procedures over financial reporting on an ongoing
1 unchanged sentence
in Internal Control Over Financial Reporting
−Removed: than described above there have been no changes in our internal control over financial reporting that occurred during the three months
−Removed: ended September 30, 2022 that have materially affected, or that are reasonably likely to materially affect, our internal control over
−Removed: financial reporting.
+Added: than described above, there have been no changes in our internal control over financial reporting that occurred during our first quarter
+Added: of 2023 that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.
II - 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.