Item 4. Controls and Procedures
Item
4. Controls and Procedures .
Disclosure Controls
and Procedures
Disclosure controls and procedures
are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted
under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported
within the time periods specified in the rules and forms of the Securities and Exchange Commission. Disclosure controls and procedures
include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed
or submitted under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief
Financial Officer, to allow timely decisions regarding required disclosure.
As required by Rules 13a-15 and
15d-15 under the Exchange Act, our Chief Executive Officer and Chief Financial Officer carried out an evaluation of the effectiveness
of the design and operation of our disclosure controls and procedures as of March 31, 2026. Based upon their evaluation, our Chief Executive
Officer and Chief Financial Officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)
under the Exchange Act) were effective.
Changes in Internal Control over Financial Reporting
During our most recently completed
fiscal quarter, there has been no change in our internal control over financial reporting that has materially affected, or is reasonably
likely to materially affect, our internal control over financial reporting.
Inherent Limitations on Effectiveness of Controls
The effectiveness of any system
of internal control over financial reporting, including ours, is subject to inherent limitations, including the exercise of judgment in
designing, implementing, operating, and evaluating the controls and procedures, and the inability to eliminate misconduct completely.
Accordingly, in designing and evaluating the disclosure controls and procedures, management recognizes that any system of internal control
over financial reporting, including ours, no matter how well designed and operated, can only provide reasonable, not absolute assurance
of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that
there are resource constraints, and that management is required to apply its judgment in evaluating the benefits of possible controls
and procedures relative to their costs. Moreover, 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. We intend to continue to monitor and upgrade our internal controls as necessary or appropriate for our business but cannot
assure you that such improvements will be sufficient to provide us with effective internal control over financial reporting.
17
PART
II
OTHER
INFORMATION
Item
1. Legal Proceedings.
None
Item
1A. Risk Factors.
Not
required for a smaller reporting company.
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.