Item 4. Controls and Procedures
Item
4. Controls and Procedures.
Evaluation
of Disclosure Controls and Procedures
The
Company maintains disclosure controls and procedures, as such terms are defined in Rules 13a-15(e) under the Exchange Act. The Company,
under the supervision and with the participation of its management, including its Chief Executive Officer and Chief Financial Officer,
has evaluated the effectiveness of the design and operation of such disclosure controls and procedures for this Report. Based upon that
evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures
were not effective as of June 30, 2026 to provide reasonable assurance that material information required to be disclosed by the Company
in this Report was recorded, processed, summarized and communicated to the Company’s management as appropriate and within the time
periods specified in SEC rules and forms.
As
part of our plan to remediate our controls which were not effective, we are performing a full review of our internal control procedures.
We have implemented, and plan to continue to implement, new controls and new processes. We have hired and plan to continue to hire additional
qualified personnel and establish more robust processes to support our internal control over financial reporting, including clearly defined
roles and responsibilities. The Company anticipates time being required to complete the implementation and to assess and ensure the sustainability
of these controls. The effectiveness will not be considered remediated until the applicable controls operate for a sufficient period
of time and management has concluded, through testing, that these controls are operating effectively.
Changes
in Internal Control over Financial Reporting
There
have not been any changes in the Company’s internal control over financial reporting, as such term is defined in Rules 13a-15(f)
and 15d-15(f) under the Exchange Act, during the Company’s last fiscal quarter that have materially affected, or are reasonably
likely to materially affect, its internal control over financial reporting.
57
PART
II – OTHER INFORMATION
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