What changed in this filing

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Item 4. Controls and Procedures

2021-05-13 compared with 2020-11-16 · 21 added, 52 removed, 2 unchanged (97% of the section changed)

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 Exchange Act that are designed to ensure that information

required to be disclosed by a company in the reports that it files or submits 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 a company in the reports

that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its

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

management, with the participation of our Chief Executive Officer and our Chief Financial Officer, evaluated the effectiveness

of our disclosure controls and procedures as of September 30, 2020.

Based on the evaluation of our disclosure controls and procedures

as of September 30, 2020, our Chief Executive Officer and Chief Financial Officer concluded that, as of such date our disclosure

controls were not effective due to the material weaknesses as disclosed in our annual report on form 10-K for the year ended December

31, 2019 and in our Amendment No.

1 of Form 10-Q/A for the quarterly period ended June 30, 2020.

A material weakness is a deficiency, or a combination

of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement

of our annual or interim financial statements will not be prevented or detected on a timely basis.

The material weakness previously identified

during management’s assessment and reported in our 2019 Form 10-K was the lack of sufficient technical expertise on certain

accounting and tax requirements for new and unusual transactions.

These control deficiencies could result in a material misstatement

of accounts or disclosures that would result in a material misstatement to our interim or annual financial statements that would

not be prevented or detected.

In connection with the identification of an

error that resulted in the restatement described in Note 3 of our condensed consolidated financial statements included in our Quarterly

Report on Form 10-Q/A for the period ended June 30, 2020, we also identified a material weakness related to controls over the purchasing

and receiving of inventory.

Specifically, there was a lack of formalized purchasing and receiving processes and controls and the

functions were decentralized.

To address the material weakness reported in

our 2019 Form 10-K, we have hired an additional employee in our accounting team and have increased the involvement of consultants

with the required expertise to help ensure new and unusual transactions are appropriately recorded in order to remediate the material

We believe that these actions will help remediate the previously identified material weakness.

To address the material

weakness reported in our Quarterly Report on Form 10-Q/A for the period ended June 30, 2020, we have centralized the purchasing

and receiving functions and have added new processes and controls to ensure purchasing and receiving are recorded completely and

Additionally, the Company is implementing a new enterprise resource planning (“ERP”) system, which will

enable us to further enhance the processes and controls related to inventory, including purchasing and receiving.

We have implemented

additional control procedures to address the material weaknesses and we believe these actions will help remediate the previously

identified material weaknesses.

The weaknesses, however, will not be considered remediated until the applicable controls operate

for a sufficient period of time and management is able to conclude that these controls are operating effectively.

Changes in Internal Control over Financial

Other than the efforts noted above to remediate

the previously reported material weaknesses, there have been no changes in our internal control over financial reporting during

the quarter ended September 30, 2020, that has materially affected or, are reasonably likely to materially affect, our internal

control over financial reporting.

PART II –

of Disclosure Controls and Procedures

maintain “disclosure controls and procedures,”

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

that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under

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

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

required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated

to the company’s management, including its principal executive and principal financial officers, as appropriate to allow

timely decisions regarding required disclosure.

Our management, with the participation of our Chief Executive Officer and our

Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of March 31, 2021.

the evaluation of our disclosure controls and procedures as of March 31, 2021, our Chief Executive Officer and Chief Financial

Officer concluded that, as of such date, our disclosure controls were effective.

in Internal Control over Financial Reporting

we previously reported on a Form 8-K, on February 22, 2021, our Board of Directors appointed Brian L.

Brown, CPA as the Company’s

Chief Financial Officer.

Other than the appointment of Mr.

Brown as the Company’s Chief Financial Officer, there

have been no changes in our internal control over financial reporting during the three months ended March 31, 2021, that has materially

affected or, are reasonably likely to materially affect, our internal control over financial reporting.

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