Item 4. Controls and Procedures
Item
4.
Controls
and Procedures
Disclosure Controls and Procedures
Our management,
with the participation of our Chief Executive Officer and Chief Financial Officer, our principal executive officer and principal
interim financial officer, respectively, evaluated the effectiveness 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 report. Disclosure controls and procedures
include, without limitation, controls and procedures designed to provide reasonable assurance that information we are required
to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the
time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management,
including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required
disclosure. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of September 30,
2020, our disclosure controls and procedures were not effective due to a material weakness in our internal control over financial
reporting. Specifically, we currently lack sufficient accounting personnel with the appropriate level of knowledge, experience
and training in U.S. GAAP and SEC reporting requirements.
Changes to Internal Control over Financial Reporting
We have taken, and are taking, certain
actions to remediate the material weakness related to our lack of U.S. GAAP experience. We have engaged consultants with U.S. GAAP
knowledge and experience to supplement our current internal accounting personnel and assist us in the preparation of our financial
statements to ensure that our financial statements are prepared in accordance with U.S. GAAP.
Other than discussed above, there were
no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that occurred during
the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control
over financial reporting.
29
PART
II. OTHER INFORMATION
Item
1.
Legal
Proceedings
As
described in our Annual Report for the year ended December 31, 2019 and the footnotes of this Quarterly Report, we are party to
a number of legal proceedings. There have been no material developments in those proceedings during the three months ended September
30, 2020.
Item
1A.
Major
Risk Factors
Not
applicable.
Item
2.
Unregistered
Sales of Equity Securities and Use of Proceeds
None.
Item
3.
Defaults
upon Senior Securities
None.
Item
4.
Mine
Safety Disclosure
Not
applicable.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.