Item 4. Controls and Procedures
ITEM
4. CONTROLS AND PROCEDURES
We
maintain disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, that are
designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded,
processed, summarized, and reported within the time periods specified in SEC rules and forms, and that such information is accumulated
and communicated to our management, including our Chief Executive Officer, to allow timely decisions regarding required disclosure. In
designing and evaluating our disclosure controls and procedures, management recognized that disclosure controls and procedures, no matter
how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls
and procedures are met. Additionally, in designing disclosure controls and procedures, our management necessarily was required to apply
its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure
controls and procedures also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance
that any design will succeed in achieving its stated goals under all potential future conditions.
Under
the supervision and with the participation of our management, we conducted an evaluation, as of June 30, 2021, of the effectiveness of
the design and operations of our disclosure controls and procedures. Based upon our evaluation, our management, including our principal
executive officer and principal financial officer, has concluded that, as of June 30, 2021, our disclosure controls and procedures were
not effective due to our limited internal audit functions and lack of ability to have multiple levels of transaction review.
The Company intends to address
the foregoing deficiency by upgrading its accounting software to an ERP (“Enterprise Resource Planning”), a cloud-based solution,
which would add the necessary controls to manage day to day activities such as accounting, procurement, project management, risk management
and compliance as well as to automate the consolidation process of its entities, adding a level of reliability to the Company’s
financial reporting. The Company proposes to add personnel to address the lack of ability to have multiple level transaction review. Management
is addressing these steps immediately and has executed an agreement on August 11, 2021, to start implementation of replacing its current
software to an ERP cloud-based solution. Management anticipates being fully operational by the second quarter of 2022.
Changes
in Internal Controls
There
have been no changes in our internal control over financial reporting during the six months ended June 30, 2021 that have materially
affected, or are reasonably likely to materially affect, our internal control over financial reporting.
38
PART
II: OTHER INFORMATION
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