Item 4. Controls and Procedures
ITEM 4. CONTROLS
AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures
(as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that
are designed to ensure that information required to be disclosed in our reports filed 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, and that
such information is accumulated and communicated to our management, including our Principal Executive Officer and Principal Financial
and Accounting Officer, as appropriate to allow timely decisions regarding required disclosure.
We carried out an evaluation under the supervision
and with the participation of management, including our Principal Executive Officer and Principal Financial and Accounting Officer, of
the effectiveness of the design and operation of our disclosure controls and procedures as of September 30, 2024, the end of the period
covered by this report. Based on that evaluation, our Principal Executive Officer and Principal Financial and Accounting Officer have
concluded that our disclosure controls and procedures were effective as of September 30, 2024.
Internal Control over Financial Reporting
Our management is responsible for establishing
and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) promulgated under the
Exchange Act as a process designed by, or under the supervision of, our principal executive officer and principal financial officer and
effected by the Board, management, and other personnel, to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance with GAAP and includes those policies and procedures
that:
●
Pertain to the maintenance of records that in reasonable detail accurately
and fairly reflect the transactions and dispositions of the assets of the Company;
●
Provide reasonable assurance that transactions are recorded as necessary
to permit preparation of financial statements in accordance with GAAP, and that our receipts and expenditures of are being made only
in accordance with authorizations of our management and directors; and
●
Provide reasonable assurance regarding prevention or timely detection
of unauthorized acquisition, use, or disposition of our assets that could have a material effect on the financial statements.
Because of inherent limitations, our internal
control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can
provide only reasonable assurance with respect to financial statement preparation and presentation. Projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.
Changes in Internal Control over Financial
Reporting
There were no changes in our internal controls
over financial reporting during the third quarter of 2024, which were identified in connection with management’s evaluation required
by paragraph (d) of Rules 13a-15 and 15d-15 under the Exchange Act, which have materially affected, or are reasonable likely to materially
affect, our internal control over financial reporting.
23
PART II. OTHER INFORMATION
ITEM 1. LEGAL
PROCEEDINGS
From time to time, we
may be involved in various claims and legal actions in the ordinary course of business. We are not currently subject to any material
legal proceedings outside the ordinary course of our business.
ITEM 1A. RISK FACTORS
As of the date of this report, there have been
no material changes to the Risk Factors disclosed in our Annual Report on Form 10-K for the year ended December 31, 2023.
ITEM 2. UNREGISTERED
SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None.
ITEM 3. DEFAULTS
UPON SENIOR SECURITIES
None.
ITEM 4. MINE
SAFETY DISCLOSURES
Not applicable.
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.