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Item 9A. Controls and Procedures

2025-02-21 compared with 2024-03-29 · 98 added, 108 removed, 197 unchanged (51% of the section changed)

1 unchanged sentence

Evaluation of Disclosure Controls and Procedures

Our management conducted an evaluation, with the

participation of our Chief Executive Officer, who is our principal executive officer and our principal financial and accounting officer,

of the effectiveness of our 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”) as of the end of the period covered by this annual report on Form 10-K.

on that evaluation, we concluded that because of the material weakness and significant deficiencies in our internal control over financial

reporting described below, our disclosure controls and procedures were not sufficient as of December 31, 2022.

Such weaknesses and deficiencies

are principally caused by our lack of employees and financial resources.

Our management conducted an evaluation, with the participation

of our Chief Executive Officer, who is our principal executive officer and our principal financial and accounting officer, of the effectiveness

of our 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”) as of the end of the period covered by this annual report on Form 10-K.

Based on that evaluation, we

concluded that because of the material weakness and significant deficiencies in our internal control over financial reporting described

below, our disclosure controls and procedures were not sufficient as of December 31, 2024.

Such weaknesses and deficiencies are principally

caused by our lack of employees and financial resources.

OTHER INFORMATION

During the quarter ended December 31, 2023, no

director or officer adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as each term is

defined in Item 408(a) of Regulation S-K.

During the quarter ended December 31, 2024, no director

or officer adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as each term is defined in

Item 408(a) of Regulation S-K.

DISCLOSURE REGARDING FOREIGN JUSRISDICTIONS

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Director, Chief Executive Officer and Chief Financial Officer

Cacciamatta has served as our sole director and officer since August 1, 2020.

He was elected to the Board of Directors of California

First Leasing Corporation in June 2001.

Danilo Cacciamatta

has served as our sole director and officer since August 1, 2020.

He was elected to the Board of Directors of California First Leasing

Corporation in June 2001.

In June 2020, he was elected to the Board of Directors of West Texas Resources.

was the CEO of Cacciamatta Accountancy Corporation, a PCAOB registered independent public accounting firm specializing in audits of SEC

reporting companies, from 1989 to 2010.

Cacciamatta was the

CEO of Cacciamatta Accountancy Corporation, a PCAOB registered independent public accounting firm specializing in audits of SEC reporting

companies, from 1989 to 2010.

From 1972 to 1988, Mr.

Cacciamatta was with KPMG Peat Marwick, first as a management consultant

in Milan, Italy, and later in the audit group of the Orange County office in California.

Cacciamatta was with KPMG Peat Marwick, first as a management consultant in Milan,

Italy, and later in the audit group of the Orange County office in California.

He was elected to partnership in 1980.

license from the state of California is currently inactive.

Cacciamatta graduated from Pomona College with a B.A in economics and

the University of California at Riverside with an M.B.A.

His CPA license

from the state of California is currently inactive.

Cacciamatta graduated from Pomona College with a B.A in economics and the University

of California at Riverside with an M.B.A.

CONFLICTS OF INTEREST –

Our sole director and officer is, or may become,

in his individual capacity, an officer, director, controlling shareholder and/or partner of other entities engaged in a variety of businesses.

Our sole director and officer is, or may become, in

his individual capacity, an officer, director, controlling shareholder and/or partner of other entities engaged in a variety of businesses.

Thus, there exist potential conflicts of interest including, among other things, time, efforts, and corporation opportunity, involved

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CORPORATE OPPORTUNITIES

no requirements in our Articles of Incorporation or Bylaws which requires officers and directors of the Company to disclose to us business

requirements in our Articles of Incorporation or Bylaws which requires officers and directors of the Company to disclose to us business

opportunities which come to their attention.

7 unchanged sentences

in accordance with our bylaws.

does not maintain a separate audit, nominating or compensation committee.

Our Board does

not maintain a separate audit, nominating or compensation committee.

Functions customarily performed by such committees are performed

by the Board as a whole.

we have not adopted a Code of Ethics applicable to our principal executive officer and principal financial officer because the Company

has no meaningful operations.

Code of Ethics

have not adopted a Code of Ethics applicable to our principal executive officer and principal financial officer because the Company has

no meaningful operations.

The Company does not believe that a formal written code of ethics is necessary at this time.

3 unchanged sentences

EXECUTIVE COMPENSATION

Cacciamatta was our sole director and officer for fiscal years 2021 and 2022.

He served on an interim basis until August 1, 2020, on which

date he was formally elected to these positions.

Cacciamatta is our sole director and officer.

compensation during the two fiscal years ended December 31, 2024, was as follows:

13 unchanged sentences

each person who is known by us to own beneficially more than 5% of our outstanding Common Stock.

otherwise indicated, the persons named in the table have sole voting and dispositive power with respect to all shares beneficially owned,

subject to community property laws where applicable.

Except as otherwise

indicated, the persons named in the table have sole voting and dispositive power with respect to all shares beneficially owned, subject

to community property laws where applicable.

Name and Address of Beneficial Owner

12 unchanged sentences

Financial statements

Our unaudited financial statements are included

herein commencing on page F-1 following.

Our unaudited financial statements are included herein

commencing on page F-1 following.

Financial statement schedules

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FORM 10-K SUMMARY

TO UNAUDITED FINANCIAL STATEMENTS

INDEX TO UNAUDITED

FINANCIAL STATEMENTS

Balance Sheets as of December 31, 2024 and 2023

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Total liabilities and deficit

10, 2021, the Company implemented a 10,000 for 1 reverse split of its issued and outstanding shares of common stock.

Except for shares

authorized, all references to number of shares and per share information have been retroactively adjusted to reflect such split.

to unaudited financial statements.

S ee notes to

unaudited financial statements.

STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS)

13 unchanged sentences

Basic and diluted

*On March 10, 2021, the Company implemented a

10,000 for 1 reverse split of its issued and outstanding shares of common stock.

Except for shares authorized, all references to number

of shares and per share information have been retroactively adjusted to reflect such split.

to unaudited financial statements.

S ee notes to

unaudited financial statements.

STATEMENTS OF CHANGES IN DEFICIT

Common Stock*

Balance, December 31, 2022

4 unchanged sentences

$ (32,300,436 )

10, 2021, the Company implemented a 10,000 for 1 reverse split of its issued and outstanding shares of common stock.

Except for shares

authorized, all references to number of shares and per share information have been retroactively adjusted to reflect such split.

to unaudited financial statements.

unaudited financial statements.

STATEMENTS OF CASH FLOWS

14 unchanged sentences

Cash paid for interest

to unaudited financial statements.

to Unaudited Financial Statements

unaudited financial statements.

Notes to Unaudited

Financial Statements

Nature of business and organization

Corporation (the “Company”) was incorporated in Colorado on February 2, 1986, under the name Coastal Financial Corp.

5, 1994, Coastal Financial Corp.

December 5, 1994, Coastal Financial Corp.

changed its name to BDR Industries, Inc.

which changed its name on October 16, 1995, to ConectiSys Corporation.

which changed its name on October 16, 1995, to

ConectiSys Corporation.

was engaged in the development of a low-cost automatic meter reading, or AMR, solution until it ceased all business activity in 2008.

Note 2 –

Basis of Presentation and Summary of significant accounting policies

of presentation

The accompanying

financial statements have been prepared in accordance with the generally accepted accounting principles in the United States of America

GAAP”) and pursuant to the rules and regulations of the Securities Exchange Commission (“SEC”).

The accompanying financial statements have been prepared

in accordance with the generally accepted accounting principles in the United States of America (“U.S.

GAAP”) and pursuant

to the rules and regulations of the Securities Exchange Commission (“SEC”).

changed its fiscal year end from September 30 to December 31 on January 31, 2023.

The change did not result in any material differences

in the Company’s financial statements because the Company has minimal activities and its quarterly operating results are immaterial.

in the Company’s financial statements because the Company has minimal activities and its quarterly operating results are not material.

Cash and cash equivalents

Cash and cash equivalents consist of amounts of

cash on hand and bank deposits.

estimates and assumptions

Cash and cash equivalents consist of amounts of cash

on hand and bank deposits.

Use of estimates

and assumptions

The preparation of financial statements in conformity

3 unchanged sentences

Actual results could differ from these estimates.

The Company accounts for income taxes under the

asset and liability method.

Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences

between the financial statement carrying amounts of existing assets and liabilities and their perspective tax bases.

Deferred tax assets

and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences

are expected to be recovered or settled.

The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income

in the period that includes the enactment date.

Valuation allowances are recorded, when necessary, to reduce deferred tax assets to the

amount expected to be realized.

The Company accounts for income taxes under the asset

and liability method.

Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between

the financial statement carrying amounts of existing assets and liabilities and their perspective tax bases.

Deferred tax assets and liabilities

are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected

to be recovered or settled.

The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the

period that includes the enactment date.

Valuation allowances are recorded, when necessary, to reduce deferred tax assets to the amount

expected to be realized.

The Company has adopted the provisions of ASC 740,

1 unchanged sentence

and Contingencies

In the ordinary course of business, the Company

is subject to certain contingencies, including legal proceedings and claims arising out of the business that relate to a wide range of

matters, such as government investigations and tax matters.

The Company recognizes a liability for such contingency if it determines it

is probable that a loss has occurred and a reasonable estimate of the loss can be made.

The Company may consider many factors in making

these assessments including historical and specific facts and circumstances of each matter.

In the ordinary course of business, the Company is

subject to certain contingencies, including legal proceedings and claims arising out of the business that relate to a wide range of matters,

such as government investigations and tax matters.

The Company recognizes a liability for such contingency if it determines it is probable

that a loss has occurred and a reasonable estimate of the loss can be made.

The Company may consider many factors in making these assessments

including historical and specific facts and circumstances of each matter.

Basic earnings per share are computed by dividing

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Going concern

The accompanying financial statements have been

prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going concern.

Additional capital infusion is necessary in order to fund current expenditures, acquire business opportunities and achieve profitable

The accompanying financial statements have been prepared

in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going concern.

capital infusion is necessary in order to fund current expenditures, acquire business opportunities and achieve profitable operations.

This factor raises substantial doubt about the Company’s ability to continue as a going concern.

2 unchanged sentences

However, there can be no assurance that management will be successful in this

Loss Per Share

The following

table sets forth the computation of basic and diluted loss per share for the years presented:

Years ended December 31,

Weighted average shares outstanding*

Net loss per share

March 10, 2021, the Company implemented a 10,000 to 1 reverse split of its issued and outstanding shares of common stock.

The number of

post-split shares held by each shareholder will be rounded up to the nearest digit, with a minimum of 1 share.

Accordingly, our transfer

agent will determine the exact number of shares outstanding post-split.

The computation of basic and diluted Loss per Share was retroactively

adjusted for all periods presented.

number of authorized shares of capital stock, as amended, is currently 300,000,000, consisting of 250,000,000 common shares, no par value,

and 50,000,000 shares of preferred stock.

The number of post-split common shares outstanding is 888,579, of which 838,100 are owned by

our sole director and officer.

Of the 50,000,000 shares of preferred stock, 1,000,000 shares are designated Class A, $1.00 par value per

share, with each share having voting rights equal to 100 common shares.

In addition, 1,000,000 shares are designated Class B, $1.00 par

value per share, with each share convertible into 10 common shares.

Note 3 –

The total number

of authorized shares of capital stock, as amended, is currently 300,000,000, consisting of 250,000,000 common shares, no par value, and

50,000,000 shares of preferred stock.

The number of post-split common shares outstanding is 888,579, of which 838,100 are owned by our

sole director and officer.

Of the 50,000,000 shares of preferred stock, 1,000,000 shares are designated Class A, $1.00 par value per share,

with each share having voting rights equal to 100 common shares.

In addition, 1,000,000 shares are designated Class B, $1.00 par value

per share, with each share convertible into 10 common shares.

The remaining 48,000,000 preferred shares authorized are undesignated.

None of the preferred shares are issued and outstanding.

Pursuant to the requirements of Section 13 or

15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned,

thereunto duly authorized.

of the preferred shares are issued and outstanding.

Pursuant to the requirements of Section 13 or 15(d)

of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto

duly authorized.

CONECTISYS CORPORATION

3 unchanged sentences

Principal Accounting Officer

March 29, 2024

February 21, 2025

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-K

Item 9A. Controls and Procedures