What changed in this filing

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Item 4. Controls and Procedures

2025-07-15 compared with 2025-01-14 · 27 added, 22 removed, 68 unchanged (42% of the section changed)

13 unchanged sentences

Based on such evaluation of our disclosure controls

and procedures as of November 30, 2024, 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 effective as of November 30, 2024.

Management has continued to monitor the implementation of the remediation plan

described below.

and procedures as of May 31, 2025, 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 effective as of May 31, 2025.

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

Management’s quarterly report on internal

22 unchanged sentences

changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

“smaller reporting company” as defined in Item 10(f)(1) of Regulation S-K under the Securities Act.

For as long as we continue

to be a smaller reporting company, we may take advantage of exemptions from various reporting requirements that are applicable to other

public companies that are not smaller reporting companies.

Our management, including our principal financial

officer, assessed the effectiveness of the Company’s internal control over financial reporting as of November 30, 2024 in accordance

officer, assessed the effectiveness of the Company’s internal control over financial reporting as of May 31, 2025 in accordance

with the framework in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations

of the Treadway Commission (the “ COSO Framework ”).

of the Treadway Commission.

Based on this assessment,

Management concluded that certain aspects of the Company's internal control over financial reporting as of November 30, 2024, were not

Management concluded that certain aspects of the Company's internal control over financial reporting as of May 31, 2025, were not effective.

A material weakness,

as defined in standards established pursuant to the Sarbanes-Oxley Act, is a deficiency or combination of deficiencies in internal controls

over financial reporting such that there is a reasonable possibility that a material misstatement for our annual or interim consolidated

over financial reporting such that there is a reasonable possibility that a material misstatement or our annual or interim consolidated

financial statements will not be prevented or detected on a timely basis.

6 unchanged sentences

Plan to Remediate the Material Weaknesses:

Management has taken

significant steps towards remediation of these material weaknesses in 2023, including implementing measures designed to address the control

deficiencies.

While progress has been made in designing and implementing these controls, testing and validating their effectiveness has

yet to commence.

has taken significant steps towards remediation of these material weaknesses in 2023, including implementing measures designed address

the control deficiencies.

While progress has been made in designing and implementing these controls, testing and validating their effectiveness

has yet to commence .

The remediation actions include:

Management has documented a complete set of controls incorporating segregation of duties, separate individuals performing and reviewing controls, and proper authorization and segregation of duties around payments and expenditures in 2023.

While significant progress has been made in implementing most of these controls, the process is not yet complete.

Management continues to work on finalizing the implementation and expects to complete it throughout 2025.

Management has documented a complete set of controls

incorporating segregation of duties, separate individuals performing and reviewing controls, and proper authorization and segregation

of duties around payments and expenditures in 2023.

While significant progress has been made in implementing most of these controls, the

process is not yet complete.

Management continues to work towards completing the implementation and anticipates further progress during

Management has implemented corporate governance policies and charters that will further align the Company’s governance procedures with the requirements noted in the Sarbanes-Oxley Act, including a Codes of Business Conduct and Ethics, which reflects the overall corporate principles, policies and values that provides overall guidance for our control procedures.

Notwithstanding the assessment that our ICFR was

not effective as of November 30, 2024 and that there is a material weaknesses as identified herein, we believe that our consolidated financial

not effective as of May 31, 2025 and that there is a 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

1 unchanged sentence

We are committed to continuing to improve our internal control processes and we are undertaking

measures to remediate the material weakness we have identified and generally strengthen our internal control over financial reporting.

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 procedures.

This material weakness

These material weaknesses

will not be considered remediated until the applicable remediated controls operate for a sufficient period of time and management has

3 unchanged sentences

by the Company as described above, there have been no other changes in our internal 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, 2024, that have materially

affected, or are reasonably likely to materially affect, our internal control over financial reporting.

13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during our fiscal quarter ended May 31, 2025, that have materially affected,

or are reasonably likely to materially affect, our internal control over financial reporting.

PART II – OTHER INFORMATION

4 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