What changed in this filing

/stocks — the workspaceLOADING

Item 4. Controls and Procedures

2023-07-14 compared with 2023-01-17 · 48 added, 28 removed, 26 unchanged (75% of the section changed)

2 unchanged sentences

management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure

controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of November 30, 2022.

disclosure controls and procedures are designed to ensure that information required to be disclosed by us in reports that we file or

submit under the Exchange Act is (1) recorded, processed, summarized and reported within the time periods specified in the SEC’s

rules and forms, and (2) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer,

as appropriate to allow timely decisions regarding required disclosure.

Our management 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.

on such evaluation of our disclosure controls and procedures as of November 30, 2022, our Chief Executive Officer and Chief Financial

Officer concluded that due to the existence of material weaknesses in our internal controls over financial reporting, as discussed in

more detail in our Annual Report on Form 10-K for the year ended February 28, 2022, our disclosure controls and procedures were not completely

effective as of November 30, 2022.

Management has continued to monitor the implementation of the remediation plan described below.

previously disclosed in our Annual Report on Form 10-K for the year ended February 28, 2022, management concluded that material weaknesses

existed in our internal control over financial reporting.

Specifically, we determined that:

controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of May 31, 2023.

Our disclosure

controls and procedures are designed to ensure that information required to be disclosed by us in reports that we file or submit under

the Exchange Act is (1) recorded, processed, summarized and reported within the time periods specified in the SECs rules and forms,

and (2) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate

to allow timely decisions regarding required disclosure.

Our management 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.

on such evaluation of our disclosure controls and procedures as of May 31, 2023, our Chief Executive Officer and Chief Financial Officer

concluded that due to the existence of material weaknesses in our internal controls over financial reporting, as discussed in more detail

below, our disclosure controls and procedures were not completely effective as of May 31, 2023.

Management has continued to monitor the

implementation of the remediation plan described below.

quarterly report on internal control over financial reporting

Companys internal control over financial reporting ( ICFR ) is designed under the supervision of our Chief

Executive Officer, acting in the capacity of principal executive officer, and our Chief Financial Officer, acting in the capacity of

principal financial officer, and effected by our board of directors, management and other personnel, to provide reasonable assurance

regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with

generally accepted accounting principles, or GAAP.

The Companys ICFR includes those policies and procedures that:

to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the Companys

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in

accordance with GAAP, and that the Companys receipts and expenditures are being made only in accordance with authorizations of

the Companys management and directors;

and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized

acquisition, use, or disposition of the Companys assets that could have a material effect on the financial statements.

management of the Company is responsible for establishing and maintaining adequate ICFR for the Company.

Our management assessed the

effectiveness of the Companys internal control over financial reporting as of May 31, 2023 in accordance with the framework in Internal

Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO

Framework ).

As a quickly growing development-stage company with limited resources, management is in the process of building

the necessary infrastructure of controls, following the COSO Framework, to ensure that more stringent policies and procedures will be

in place in the near future.

However, based on our current review, management concluded that, during the period covered by this report,

material weaknesses in ICFR as follows:

did not have written documentation of our internal control policies and procedures.

12 unchanged sentences

Conduct and Ethics, which reflects the overall corporate principles, policies and values that provides overall guidance for our control

is committed to improving our internal control processes and believes that the measures described above should remediate the material

weaknesses identified and strengthen internal control over financial reporting.

As we continue to evaluate and improve internal control

over financial reporting, additional measures to remediate the material weaknesses or modifications to certain of the remediation procedures

described above may be necessary.

The material weaknesses will not be considered remediated until the applicable remediated controls

operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.

Notwithstanding the material weaknesses in our internal control over financial reporting, we believe that our consolidated financial

statements contained in this Quarterly Report on Form 10-Q fairly present our financial position, results of operations and cash flows

for the period covered thereby.

Notwithstanding

the assessment that our ICFR was not effective as of May 31, 2023 and that there are material weaknesses as identified herein, we believe

that our consolidated financial statements contained in this Quarterly Report fairly present our financial position, results of operations

and cash flows for the period covered thereby in all material respects.

We are committed to continuing to improve our internal control

processes and we are undertaking measures to remediate the material weaknesses we have identified and generally strengthen our internal

control over financial reporting.

We will also continue to further review, optimize, and enhance our financial reporting controls and

These material weaknesses will not be considered remediated until the applicable remediated controls operate for a sufficient

period of time and management has concluded, through testing, that these controls are operating effectively.

in internal control over financial reporting

1 unchanged sentence

control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during our fiscal

quarter ended November 30, 2022, that have materially affected, or are reasonably likely to materially affect, our internal control over

financial reporting.

quarter ended May 31, 2023, that have materially affected, or are reasonably likely to materially affect, our internal control over financial

II – OTHER INFORMATION

5 unchanged sentences

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