Item 4. Controls and Procedures
Item 4. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
We maintain disclosure controls and procedures
(Disclosure Controls) within the meaning of Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended, or the Exchange
Act. Our Disclosure Controls are designed to ensure that information required to be disclosed by us in the reports we file or submit under
the Exchange Act, such as this Quarterly Report on Form 10-Q, is recorded, processed, summarized and reported within the time periods
specified in the Securities and Exchange Commission’s rules and forms. Our Disclosure Controls are also designed to ensure that
such information is accumulated and communicated to our management, including our Chief Executive Officer and Principal Financial Officer,
as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating our Disclosure Controls, management
recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving
the desired control objectives, and management necessarily applied its judgment in evaluating and implementing possible controls and procedures.
As of the end of the period covered by this Quarterly Report on Form 10-Q, we evaluated the effectiveness of the design and operation
of our Disclosure Controls, which was done under the supervision and with the participation of our management, including our Chief Executive
Officer and Principal Financial Officer. Based on the evaluation of our Disclosure Controls, our Chief Executive Officer and Principal
Financial Officer has concluded that, as of March 31, 2021, our Disclosure Controls were not effective due to a material weakness in the
Company’s internal control over financial reporting. The ineffectiveness of our internal control over financial reporting at
March 31, 2021, was due to an insufficient degree of segregation of duties among our accounting and financial reporting personnel. During
the remainder of 2021, we intend to work to remediate the material weaknesses identified above, which could include the addition of accounting
and financial reporting personnel and/or the engagement of accounting and personnel consultants on a limited-time basis until we add a
sufficient number of personnel.
Change in Internal Control over Financial Reporting
Except as described above, there were no changes in
our internal control over financial reporting that occurred during the three months ended March 31, 2021 that have materially affected,
or are reasonably likely to materially affect, our internal control over financial reporting.
PART II - OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
None
Item 1A. RISK FACTORS
Not required to be provided by smaller reporting companies.
Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
None
Item 3. DEFAULTS UPON SENIOR SECURITIES
None.
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.