Item 4. Controls and Procedures
ITEM
4 Controls and Procedures
Evaluation
of Disclosure Controls and Procedures
We
conducted an evaluation, with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the
design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as
of June 30, 2021 to ensure that information required to be disclosed by us in the reports filed or submitted by us under the Exchange
Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s
rules and forms, including to ensure that information required to be disclosed by us in the reports filed or submitted by us under the
Exchange Act is accumulated and communicated to our management, including our principal executive and principal financial officers, or
persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based on that evaluation,
our Chief Executive Officer and Chief Financial Officer concluded that as of June 30, 2021, our disclosure controls and procedures were
not effective at the reasonable assurance level due to the following material weakness in our internal control over financial reporting:
●
Due
to our small number of employees, we have limited segregation of duties, as a result of which there is insufficient independent review
of duties performed.
Remediation
Plan
On June 28, 2021, near
the end of our most recently completed fiscal quarter, we hired a full-time Chief Financial Officer. Since then, our new Chief Financial
Officer has been implementing controls to provide segregation of duties and other controls to remediate our disclosure controls and internal
control over financial reporting. We believe that our implementation of the remediation plan has removed the material weakness and that
our disclosure controls and procedures are now effective.
Changes
in Internal Control over Financial Reporting
There
were no changes in our internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act,
during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal
control over financial reporting.
24
PART
II - OTHER INFORMATION
ITEM
1 Legal Proceedings
None.
ITEM
1A Risk Factors
Not
applicable to smaller reporting companies.
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