CONTROLS AND PROCEDURES
−Removed: Evaluation of Disclosure Controls and
−Removed: We are required to maintain “disclosure controls and procedures” as such term is defined in Rule
−Removed: 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”).
−Removed: Based on their evaluation as of the end of the
−Removed: period covered by this report, our Chief Executive Officer and our Chief Financial Officer have concluded that our disclosure
−Removed: controls and procedures were not effective to ensure that the information relating to our company, required to be disclosed in our
−Removed: Securities and Exchange Commission (“SEC”) reports (i) is recorded, processed, summarized and reported within the time
−Removed: periods specified in SEC rules and forms, and (ii) is accumulated and communicated to our management, including our Chief Executive
−Removed: Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure as a result of material weaknesses in
−Removed: our internal control over financial reporting for the following reasons:
−Removed: · Due to our small number of employees and limited
−Removed: resources, we have limited segregation of duties, as a result of which there is insufficient independent review of duties performed.
−Removed: · As a result of a lack of qualified accounting
−Removed: personnel, we rely on outside consultants for the preparation of our financial reports, including financial statements and management’s
−Removed: discussion and analysis, which could lead to overlooking items requiring disclosure.
−Removed: · Difficulty applying complex accounting principles.
−Removed: continue to monitor our internal control over financial reporting on an ongoing basis and are committed to taking further action and implementing
−Removed: additional enhancements or improvements, as necessary and as funds allow.
−Removed: We do not, however, expect that the material weaknesses in our
−Removed: disclosure controls will be remediated until such time as we have added additional personnel, including additional accounting and administrative
−Removed: staff, allowing improved internal control over financial reporting.
+Added: Evaluation of Disclosure Controls and Procedures .
+Added: We are required to maintain “disclosure controls and procedures” as such term is defined in Rule 13a-15(e) under the Securities
+Added: Exchange Act of 1934 (the “Exchange Act”).
+Added: Based on their evaluation as of the end of the period covered by this report, our
+Added: Chief Executive Officer and our Chief Financial Officer have concluded that our disclosure controls and procedures were not effective
+Added: to ensure that the information relating to our company, required to be disclosed in our Securities and Exchange Commission (“SEC”)
+Added: reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and (ii) is accumulated
+Added: and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding
+Added: required disclosure as a result of material weaknesses in our internal control over financial reporting result from limited segregation
+Added: of duties and limited multiple levels of review in the financial close process, along with a lack of well-established policies and procedures
+Added: to identify, approve, and report related party transactions.
+Added: The continuing weakness resulted in our management’s
+Added: failure to account for 5,000,000 options to purchase shares of our common stock granted to a consultant with a fair value of approximately
+Added: $230,000 during the period ended March 31, 2023.
+Added: We will continue to monitor our internal control
+Added: over financial reporting on an ongoing basis and are committed to taking further action and implementing additional enhancements or improvements,
+Added: as necessary and as funds allow.
+Added: We do not, however, expect that the material weaknesses in our disclosure controls will be remediated
+Added: until such time as we have added additional personnel, including additional accounting and administrative staff, allowing improved internal
+Added: control over financial reporting.
Changes in Internal Control Over Financial
2 unchanged sentences
to materially affect, our internal control over financial reporting.
−Removed: OTHER INFORMATION
+Added: PART II – OTHER INFORMATION
LEGAL PROCEEDINGS
−Removed: From time to time, the Company
−Removed: may become a party to legal actions or proceedings in the ordinary course of its business.
−Removed: At March 31, 2022, there were no such actions
−Removed: or proceedings, either individually or in the aggregate, that, if decided adversely to the Company’s interests, the Company believes
−Removed: would be material to its operation or cash flow.
+Added: From time to time, the Company may become a party
+Added: to legal actions or proceedings in the ordinary course of its business.
+Added: At June 30, 2024, there were no such actions or proceedings, either
+Added: individually or in the aggregate, that, if decided adversely to the Company’s interests, the Company believes would be material
+Added: to its operation or cash flow.
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.