Item 4. Controls and Procedures
Item
4. Controls and Procedures .
Evaluation
of Disclosure Controls and Procedures
As
of the end of the period covered by this Quarterly Report on Form 10-Q, we carried out an evaluation, under the supervision and with
the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness
of the design and operation of our disclosure controls and procedures (as defined in the Exchange Act Rules 13a-15(e)) (the “Exchange
Act”). Based on the foregoing evaluation, our principal executive officer and principal financial officer concluded that, as of
June 30, 2025, our disclosure controls and procedures were effective.
Disclosure
controls and procedures are designed to ensure that information required to be disclosed in the Company’s reports filed or submitted
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 in its reports filed under the Exchange Act is accumulated and communicated to management, including the Company’s
principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.
Management’s
Report on Internal Control Over Financial Reporting
Our
management, including our principal executive officer and principal financial officer, is responsible for establishing and maintaining
adequate internal control over financial reporting (as defined in Rules 13a-15(f) under the Exchange Act). Internal control over financial
reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation
of financial statements for external purposes in accordance with U.S. GAAP. Our internal control over financial reporting includes those
policies and procedures that: (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of our assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with U.S. GAAP, and that our receipts and expenditures are being made only in accordance
with authorizations of our management and directors; and (iii) provide reasonable assurance regarding prevention or timely detection
of unauthorized acquisition, use, or disposition of our assets that could have a material effect on the financial statements.
Under
the supervision and with the participation of our management, including our principal executive officer and principal financial officer,
we conducted an evaluation of the effectiveness of our internal control over financial reporting as of June 30, 2025, based on the Internal
Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) (2013 Framework).
Based on this evaluation, our principal executive officer and principal financial officer have concluded that our internal controls over
financial reporting as of June 30, 2025, were effective.
Changes
in Internal Control Over Financial Reporting
There
were no changes in internal controls over financial reporting during the three and six months ended June 30, 2025.
Inherent
Limitations of the Effectiveness of Controls
Management
does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent or detect all
error and fraud. A control system, no matter how well designed and operated, is based upon certain assumptions and can provide only reasonable,
not absolute, assurance that its objectives will be met. Further, no evaluation of controls can provide absolute assurance that misstatements
due to error or fraud will not occur or that all control issues and instances of fraud, if any, within the Company have been detected.
32
PART
II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
We
are not currently a party to any lawsuit or proceeding which, in the opinion of management, is likely to have a material adverse effect
on us or our business.
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.