What changed in this filing

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Item 4. Controls and Procedures

2021-02-17 compared with 2020-08-27 · 67 added, 13 removed, 2 unchanged (98% of the section changed)

Controls and Procedures

As of the end of the period covered by

this report, our principal executive officer and principal financial officer, evaluated the effectiveness of our “disclosure

controls and procedures,”

as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934.

that evaluation, we concluded that, as of the date of the evaluation, our disclosure controls and procedures were not effective

to provide reasonable assurance that information required to be disclosed in our periodic filings under the Securities Exchange

Act of 1934 is accumulated and communicated to management, including the officers, to allow timely decisions regarding required

It should be noted that a control system, no matter how well designed and operated, can provide only reasonable, not

absolute, assurance that it will detect or uncover failures within the Company to disclose material information otherwise required

to be set forth in the Company’s periodic reports.

During the period covered by this report,

there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely

to materially affect, the Company’s internal control over financial reporting.

Evaluation of Disclosure Controls and Procedures

The Company’s Chief Executive Officer

and Chief Financial Officer have evaluated the effectiveness of the Company’s disclosure controls and procedures as of September

The term “disclosure controls and procedures,”

as defined in Rule 13a-15(e) under the Securities Exchange

Act of 1934, as amended (the “Exchange Act”), means controls and other procedures of a company that are designed to

ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is

recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms.

recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of

achieving their objectives and management necessarily applies its judgment in evaluating the cost benefit relationship of possible

controls and procedures.

Based on its evaluation, management concluded as of December 31, 2020 that its disclosure controls and

procedures were not effective because of material weaknesses in our internal control over financial reporting, described below

in Management’s Report on Internal Control Over Financial Reporting.

Notwithstanding the identified material weaknesses,

management believes the financial statements included in this Form 10-Q fairly represent in all material respects our financial

condition, results of operations and cash flows at and for the periods presented in accordance with U.S.

Management’s Report on Internal Control

Over Financial Reporting

The Company’s management is responsible

for establishing and maintaining adequate internal control over financial reporting.

Responsibility, estimates and judgments by

management are required to assess the expected benefits and related costs of control procedures.

The objectives of internal control

include providing management with reasonable, but not absolute, assurance that assets are safeguarded against loss from unauthorized

use or disposition, and that transactions are executed in accordance with management’s authorization and recorded properly

to permit the preparation of consolidated financial statements in conformity with accounting principles generally accepted in the

United States.

The Company’s Chief Executive Officer and Chief Financial Officer assessed the effectiveness of its internal

control over financial reporting as of December 31, 2020.

In making this assessment, its management used the criteria based on

the framework in Internal Control - Integrated Framework 2013 issued by the Committee of Sponsoring Organizations of the Treadway

The Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of December 31, 2020,

its internal control over financial reporting was not effective in providing reasonable assurance regarding the reliability of

financial reporting and the preparation of financial statements for external purposes in accordance with US generally accepted

accounting principles.

The Company’s Chief Executive Officer and Chief Financial Officer reviewed the results of their assessment

with its board of directors.

Based on its evaluation under this framework,

management concluded that its internal control over financial reporting was not effective as of the evaluation date due to the

factors stated below.

Insufficient Resources:

The Company has inadequate

number of personnel with requisite expertise in the key functional areas of finance and accounting to be able to have

appropriately designed and operating entity level controls including risk assessment;

information and communication;

and financial reporting.

Inadequate Segregation of Duties:

The Company has

inadequate number of personnel to properly segregate duties to implement control procedures.

Inherent Limitations on Effectiveness of

Internal control over financial reporting

has inherent limitations which include but is not limited to the use of independent professionals for advice and guidance, interpretation

of existing and/or changing rules and principles, segregation of management duties, scale of organization, and personnel factors.

Internal control over financial reporting is a process that involves human diligence and compliance and is subject to lapses in

judgment and breakdowns resulting from human failures.

Internal control over financial reporting also can be circumvented by collusion

or improper management override.

Because of its inherent limitations, internal control over financial reporting may not prevent

or detect misstatements on a timely basis, however these inherent limitations are known features of the financial reporting process

and it is possible to design into the process safeguards to reduce, though not eliminate, this risk.

Therefore, even those systems

determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

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.

No changes in Internal Control over Financial

Reporting has been made since fiscal year end 2020.

Part II Other Information

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-Q

Item 4. Controls and Procedures