CONTROLS AND PROCEDURES
−Removed: of Disclosure Controls and Procedures
−Removed: management has evaluated, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer,
−Removed: the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange
−Removed: Act of 1934) as of the end of the period covered by this report.
−Removed: Based upon that evaluation, our Chief Executive Officer and Chief Financial
−Removed: Officer have concluded that, as of September 30, 2023, our disclosure controls and procedures were not effective in ensuring that information
−Removed: required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is (i) recorded, processed,
−Removed: summarized, and reported within the time periods specified in the rules and forms of the SEC and (ii) accumulated and communicated to
−Removed: our management, including our principal executive and principal accounting officers, or persons performing similar functions, as appropriate
−Removed: to allow timely decisions regarding required disclosure.
−Removed: to the IPO, due to accounting resource constraints, we have had limited review controls.
−Removed: These constraints have resulted in (1) a lack
−Removed: of segregation of duties, since we have a limited administrative staff, and (2) lack of internal controls structure review.
−Removed: of these constraints, as of September 30, 2023, we had material weaknesses in our internal control over financing reporting.
+Added: of Application of U.S.
+Added: GAAP and Disclosure Controls and Procedures
+Added: management has evaluated, under the supervision and with the participation of our Chief Executive Officer and Chief Financial
+Added: Officer, the effectiveness of our (i) controls over the application of U.S.
+Added: GAAP based on guidance and interpretations issued by the
+Added: Financial Accounting Standards Board through the Accounting Standards Codification and Accounting Standards Updates and (ii)
+Added: disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) as of the
+Added: end of the period covered by this report.
+Added: Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have
+Added: concluded that, as of March 31, 2024, our U.S.
+Added: GAAP reporting and disclosure controls and procedures were not effective in ensuring
+Added: that information required to be reported under U.S.
+Added: GAAP and disclosed by us in the reports that we file or submit under the
+Added: Securities Exchange Act of 1934 is (i) recorded, processed, summarized, and reported within the time periods specified in the rules
+Added: and forms of the SEC and (ii) accumulated and communicated to our management, including our principal executive and principal
+Added: accounting officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required
+Added: Due to accounting
+Added: resource constraints, we have had limited review controls.
+Added: These constraints have resulted in (i) a lack of segregation of duties
+Added: since we have a limited administrative staff, (ii) a lack of internal controls structure review and (iii) a restatement of our
+Added: unaudited financial statements as of and for the three and nine month periods ended September 30, 2023.
+Added: As a result of these
+Added: constraints, we had material weaknesses in our internal control over financing reporting as of March 31, 2024.
Company’s assessment identified certain material weaknesses which are set forth below:
9 unchanged sentences
situation, we would need to hire additional staff or financial consultant support.
−Removed: Following completion of the IPO, we are assessing
+Added: We are assessing
our capabilities to hire additional staff to facilitate greater segregation of duties.
15 unchanged sentences
in Internal Control over Financial Reporting
−Removed: than the remediation efforts described above, there were no changes in our internal controls over financial reporting during our first
−Removed: two fiscal quarters that have materially affected, or are reasonably likely to materially affect, our internal control over financial
+Added: than the remediation efforts described above, there were no changes in our internal controls over financial reporting during the
+Added: quarter ended March 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over
+Added: financial reporting.
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.