5 unchanged sentences
As required by Rule 13a-15(b) under the Exchange Act, we have evaluated, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures (as defined in rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this quarterly report.
−Removed: Based upon our evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures were not effective as of the end of the period covered by this Quarterly Report on Form 10-Q because the Company has not yet completed its remediation of the material weaknesses previously identified and disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2023.
−Removed: Notwithstanding the identified material weaknesses, the Company's management, including our Chief Executive Officer and Chief Financial Officer, believes that the consolidated financial statements included in this Quarterly Report on Form 10-Q fairly present in all material respects our financial condition and results of operations for the three months ended December 31, 2023 in accordance with U.S.
−Removed: Generally Accepted Accounting Principles.
−Removed: Material Weakness in Internal Control Over Financial Reporting
−Removed: A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company's annual or interim financial statements will not be prevented or detected on a timely basis.
−Removed: During the audit process related to our fiscal year ended March 31, 2023, management, in connection with our independent auditors, identified the following material weaknesses:
−Removed: - The Company did not design relevant control activities necessary to address all identified risks of material misstatement or in some circumstances, controls were designed appropriately but were implemented late in the fiscal year not allowing a sufficient period of time to evidence operating effectiveness.
−Removed: - The Company did not design and implement control activities to ensure completeness and accuracy of key reports used in the performance of certain controls.
−Removed: - Management review were not designed to operate at a level of precision sufficient to identify all potential material errors.
−Removed: - Certain controls were not executed or performed or were performed without sufficient documentation supporting the execution of the controls.
−Removed: - The Company had inadequate segregation of duties for certain business transactions.
−Removed: Plan for Remediation of Material Weakness
−Removed: In the prior year, the Company identified that the number of accounting personnel and the limited utilization of information technology in its control structure were the primary contributing factors to the material weaknesses identified.
−Removed: The Company hired additional personnel during the fiscal year ended March 31, 2023 ("fiscal 2023") and believes it is adequately staffed to execute the remediation plans developed by management.
−Removed: The previously identified material weaknesses have not been remediated due to ongoing post-acquisition integration during fiscal 2023.
−Removed: The operation of the full business in a new enterprise resource planning ("ERP") system is the most significant piece of this integration.
−Removed: All of the Company's flat-roll segment locations were integrated into the new ERP system as of February 2023.
−Removed: The Company's tubular segment went live under the new ERP system at the start of August 2023.
−Removed: The Company expects the new ERP system to allow for many of the Company’s current manual controls and missing controls to be performed by the design and capabilities of the ERP system rather than relying on manual human execution.
−Removed: With most of the post-acquisition integration completed, the Company expects its additional personnel will be able to dedicate the necessary time during the fiscal year ended March 31, 2024 to improve the design, documentation and execution of internal controls.
−Removed: The Company has also engaged a consultant to assist with remediation efforts and to support the Company's design, documentation and testing of internal controls.
−Removed: We will continue to monitor the design and effectiveness of these procedures and controls and make any further changes the Company determines appropriate.
−Removed: We believe the additional investment in human capital and technology described above will allow the Company to remediate the material weaknesses identified.
−Removed: However, the material weaknesses will not be considered remediated until the applicable remedial actions operate effectively for a sufficient period of time.
−Removed: Changes in Internal Controls over Financial Reporting
−Removed: Except as discussed above, there were no changes in the Company's internal control over financial reporting that occurred during the fiscal quarter ended December 31, 2023 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.
+Added: Based on this evaluation, the Company’s CEO and principal financial officer have concluded that the Company’s disclosure controls and procedures were effective as of the end of the fiscal quarter ended June 30, 2024 to ensure that information that is required to be disclosed by the Company in the reports it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to the Company’s management, including the CEO and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.
+Added: There were no changes in the Company’s internal control over financial reporting that occurred during the fiscal quarter ended June 30, 2024 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
FRIEDMAN INDUSTRIES, INCORPORATED
−Removed: Three Months Ended December 31, 2023
+Added: Three Months Ended June 30, 2024
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.