What changed in this filing

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Item 4. Controls and Procedures

2026-05-15 compared with 2025-11-12 · 23 added, 12 removed, 2 unchanged (95% of the section changed)

Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms.

Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of September 30, 2025.

Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms as a result of the following material weaknesses:

(1) lack of a functioning audit committee, (2) lack of a majority of outside directors on our Board of Directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures;

(3) inadequate segregation of duties consistent with control objectives;

and (4) management consists of only six (6) individuals which may result in control deficiencies and the absence of sufficient other mitigating controls.

A “material weakness” is a deficiency, or combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements would not be prevented or detected on a timely basis.

Changes in Internal Controls

There has been no change in the Company’s internal control over financial reporting during the three months ended September 30, 2025 that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting.

Management will continue to monitor and evaluate the effectiveness of our internal controls and procedures over financial reporting on an ongoing basis and is committed to taking further action and implementing additional improvements as necessary.

We maintain disclosure

controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act.

Disclosure controls and procedures are controls

and other procedures designed to ensure that the information required to be disclosed by us in the reports that we file or submit under

the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.

Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to

be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including

our principal executive officer and our principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Based on an evaluation

under the supervision and with the participation of the Company’s management, the Company’s principal executive officer and

principal financial officer have concluded that the Company’s disclosure controls and procedures as defined in Rules 13a-15(e) and

15d-15(e) under the Exchange Act were effective as of March 31, 2026 to provide reasonable assurance that information required to be disclosed

by the Company in reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the

time periods specified in the SEC rules and forms and (ii) accumulated and communicated to the Company’s management, including its

principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

have implemented improvements in our disclosure controls so that we can make timely filings of current reports.

Changes in Internal

There has been no change

in the Company’s internal control over financial reporting during the three months ended March 31, 2026 that has materially affected,

or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

Management will continue

to monitor and evaluate the effectiveness of our internal controls and procedures over financial reporting on an ongoing basis and is

committed to taking further action and implementing additional improvements as necessary.

PART 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.

What changed 10-Q

Item 4. Controls and Procedures