Controls and Procedures.
−Removed: Evaluation of Disclosure Controls
−Removed: and Procedures
+Added: Evaluation of Disclosure Controls and Procedures
Our Principal Executive
−Removed: Officer and Chief Financial Officer (the “Certifying Officers”) are responsible for establishing and maintaining disclosure
+Added: Officer and Chief Financial Officer (the “Certifying Officers”) are responsible for establishing and maintaining disclosure
controls and procedures for the Company.
2 unchanged sentences
The Certifying Officers
−Removed: are responsible for establishing and maintaining adequate internal control over financial reporting for the Company used the “Internal
−Removed: Control over Financial Reporting Integrated Framework”
−Removed: issued by Committee of Sponsoring Organizations (“COSO”)
−Removed: to conduct an extensive review of the Company’s “disclosure controls and procedures”
−Removed: (as defined in the Exchange
−Removed: Act, Rules 13a-15(e) and 15-d-15(e)) as of the end of each of the periods covered by this Report (the “Evaluation Date”).
−Removed: Based upon that evaluation, the Certifying Officers concluded that, as of March 31, 2021, our disclosure controls and procedures
−Removed: were not effective in ensuring that the information we were required to disclose in reports that we file or submit under the Securities
−Removed: and Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in SEC
−Removed: rules and forms.
−Removed: The deficiencies are attributed to the fact that the Company does not have adequate resources to address complex
−Removed: accounting issues, as well as an inadequate number of persons to whom it can segregate accounting tasks within the Company so as
−Removed: to ensure the segregation of duties between those persons who approve and issue payment from those persons who are responsible
−Removed: to record and reconcile such transactions within the Company’s accounting system.
−Removed: These control deficiencies will be monitored
−Removed: and attention will be given to the matter as we continue to accelerate through our current growth stage.
+Added: are responsible for establishing and maintaining adequate internal control over financial reporting for the Company used the
+Added: “Internal Control over Financial Reporting Integrated Framework” issued by the Committee of Sponsoring Organizations
+Added: (“COSO”) to conduct an extensive review of the Company’s “disclosure controls and procedures” (as
+Added: defined in the Exchange Act, Rules 13a-15(e) and 15-d-15(e)) as of the end of each of the periods covered by this Report (the “Evaluation
+Added: Based upon that evaluation, the Certifying Officers concluded that, as of September 30, 2021, our disclosure controls
+Added: and procedures were not effective in ensuring that the information we were required to disclose in reports that we file or submit
+Added: under the Securities and Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods
+Added: specified in SEC rules and forms.
+Added: The deficiency is attributed to the fact that the Company does not have an adequate number of
+Added: persons to whom it can segregate accounting tasks within the Company so as to ensure the segregation of duties between those
+Added: persons who approve and issue payment from those persons who are responsible to record and reconcile such transactions within the
+Added: Company’s accounting system.
+Added: This control deficiency will be monitored and attention will be given to this matter as we increase
+Added: our personnel.
The Certifying Officers
−Removed: based their conclusion on the fact that the Company has identified material weaknesses in controls over financial reporting, detailed
−Removed: In order to reduce the impact of these weaknesses to an acceptable level, the Company has contracted with consultants with
−Removed: expertise in U.S.
−Removed: GAAP and SEC financial reporting standards to review and compile all financial information prior to filing that
−Removed: information with the SEC.
−Removed: However, even with the added expertise of these consultants, we still expect to be deficient in our internal
−Removed: controls over disclosure and procedures until sufficient capital is available to hire the appropriate internal accounting staff
−Removed: and individuals with requisite GAAP and SEC financial reporting knowledge.
−Removed: There have been no significant changes in internal controls
−Removed: or in other factors that could significantly affect internal controls subsequent to the date of their evaluation, including any
−Removed: corrective actions with regard to significant deficiencies and material weaknesses.
+Added: based their conclusion on the fact that the Company has identified a material weakness in controls over financial reporting, detailed
+Added: We expect to be deficient in our internal controls over disclosure and procedures until sufficient capital is available
+Added: to hire the appropriate internal accounting staff.
Changes in Internal Controls
−Removed: There have been
−Removed: no changes in our internal controls over financial reporting during the nine months ended March 31, 2021 that have materially affected
+Added: There have been no changes
+Added: in our internal controls over financial reporting during the three months ended September 30, 2021 that have materially affected
or are reasonably likely to materially affect our internal controls.
−Removed: PART II —
−Removed: OTHER INFORMATION
+Added: PART II — OTHER INFORMATION
Legal Proceedings.
−Removed: There are presently
−Removed: no material pending legal proceedings other than in the ordinary course of business to which the Company or any of its subsidiaries,
−Removed: is a party or as to which any of its property is subject, and no such proceedings are known to the Company to be threatened or
−Removed: contemplated against it.
+Added: There are presently no material
+Added: pending legal proceedings other than in the ordinary course of business to which the Company or any of its subsidiaries, is a party
+Added: or as to which any of its property is subject, and no such proceedings are known to the Company to be threatened or contemplated
+Added: Risk Factors.
+Added: Risk factors that may affect
+Added: our business and financial results are discussed within Item 1A ”Risk Factors” of our annual report for the fiscal
+Added: year ended June 30, 2021 on Form 10-K (“2021 Form 10-K”) filed with the SEC on September 24, 2021.
+Added: have been no material changes to the disclosures relating to this item from those set forth in our 2021 Form 10-K.
+Added: Unregistered Sales of Equity Securities and Use of Proceeds.
+Added: Defaults Upon Senior Securities.
+Added: Mine Safety Disclosures.
+Added: Not applicable.
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.