1 unchanged sentence
Evaluation of Disclosure control and Procedures .
−Removed: We carried out an evaluation, under the supervision, and with the participation of our management, including our principal executive officer (our CEO) and principal financial officer (our CFO), of the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)).
−Removed: Based upon that evaluation, our principal executive officer and principal financial officer concluded that, as of June 30, 2022, the period covered in this report, our disclosure controls and procedures were not effective to ensure that information required to be disclosed in reports filed under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the required time periods and is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure due to material weaknesses in internal control over financial reporting further described below.
−Removed: Despite the identified material weaknesses, management concluded that the consolidated financial statements included in this Quarterly Report on Form 10-Q present fairly, in all material respects, the financial position, results of operations and cash flows for the periods disclosed in conformity with GAAP.
−Removed: Frazier & Deeter, LLC, the Company’s independent registered public accounting firm, has issued an unqualified opinion on our consolidated financial statements as of and for the year ended September 30, 2021.
−Removed: They were not engaged to perform, and did not perform, an audit of internal control over financial reporting.
−Removed: These material weaknesses had no impact on our consolidated financial statements in prior years.
+Added: We carried out an evaluation, under the supervision, and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)).
+Added: Based upon that evaluation, as of December 31, 2022 , we concluded that the Company's disclosure, controls, and procedures were effective .
Management’s Report on Internal Control Over Financial Reporting .
9 unchanged sentences
Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected.
−Removed: Our management assessed the effectiveness of our internal control over financial reporting as of June 30, 2022.
+Added: Our management assessed the design and effectiveness of our internal control over financial reporting as of December 31, 2022.
In making this assessment, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) of 2013 regarding Internal Control –
Integrated Framework.
−Removed: Based on our assessment using those criteria, our management concluded that our internal controls over financial reporting was ineffective as of June 30, 2022.
−Removed: Management noted the following deficiencies that management believes to be material weaknesses:
−Removed: The Company does not have sufficient written documentation of our internal control policies and procedures.
−Removed: Written documentation of key internal control over financial reporting is a requirement of Section 404 of the Sarbanes-Oxley Act;
−Removed: Management has not established appropriate and rigorous procedures for evaluating internal control over financial reporting for all of its subsidiaries;
−Removed: Management does not have sufficient resources to maintain adequate segregation of duties and maintain its internal control environment.
−Removed: In response to the above identified weaknesses in our internal control over financial reporting, we have completed an engagement with a third party that assisted management in improving the documentation of our internal control policies and procedures and developed an internal testing plan to document our evaluation of effectiveness of our internal controls.
−Removed: Based on the work completed as of June 30, 2022, we expect to conclude on these remediation initiatives during the fiscal year ended September 30, 2022.
−Removed: We continue to evaluate testing of our internal control policies and procedures, including assessing internal and external resources that may be available to complete these tasks, but do not know when these tasks will be completed.
−Removed: A material weakness (within the meaning of PCAOB Auditing Standard No.
−Removed: 2201) 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 our annual or interim financial statements will not be prevented or detected on a timely basis.
−Removed: A “significant deficiency”
−Removed: is a deficiency, or a combination of deficiencies, in internal control over financial reporting that is less severe than a material weakness, yet important enough to merit attention by those responsible for oversight of the company’s financial reporting.
−Removed: Other than as noted above, there were no changes in our internal control over financial reporting that occurred during the quarter ended June 30, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
+Added: Based on our assessment using those criteria, as of December 31, 2022, our management concluded that our internal controls over financial reporting were operating effectively.
+Added: There were no changes in our internal control over financial reporting that occurred during the quarter ended December 31, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II –
1 unchanged sentence
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.