What changed in this filing

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Item 4. Controls and Procedures

2020-12-11 compared with 2020-06-04 · 40 added, 32 removed, 7 unchanged (91% of the section changed)

1 unchanged sentence

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation

of our management, including our principal executive officer and the principal financial officer, we have conducted an evaluation

of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e)

under the Securities and Exchange Act of 1934, as of the end of the period covered by this report.

Based on that evaluation

and considering the material weakness in internal control over financial reporting reported in Item 9A of the Annual Report on

Form 10-K for the year ended July 31, 2019, the Company’s principal executive officer and principal financial officer, concluded

that the Company’s disclosure controls and procedures were not effective as of April 30, 2020.

Management, with the participation of the

Company’s Chief Executive Officer and Chief Accounting Officer, evaluated the effectiveness of our disclosure controls and

procedures as of July 31, 2020.

The term “disclosure controls and procedures,”

as defined in Rules 13a-15(e) and 15d-15(e)

under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), means controls and other procedures of

a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits

under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules

Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information

required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated

to the company’s management, including its principal executive and principal financial officers, as appropriate to allow

timely decisions regarding required disclosure.

Management recognizes that any controls and procedures, no matter how well designed

and operated, can provide only reasonable assurance of achieving their objectives.

Based on the evaluation of our disclosure controls

and procedures as of October 31, 2020, our Chief Executive Officer and Chief Accounting Officer concluded that, as of such date,

as a result of the material weaknesses in internal control over financial reporting that are described below in Management's Report

on Internal Control Over Financial Reporting, our disclosure controls and procedures were not effective.

As previously reported in our Annual Report

2 unchanged sentences

Insufficient Resources:

an inadequate number of personnel with requisite expertise in the key functional areas of finance and accounting.

Inadequate Segregation of Duties:

have an inadequate number of personnel to properly implement control procedures.

Lack of Audit Committee:

did not have a functioning audit committee, resulting in lack of independent oversight in the establishment and monitoring of required

internal controls and procedures.

have an inadequate number of personnel with requisite expertise in the key functional areas of finance and accounting.

Inadequate Segregation

We have an inadequate number of personnel to properly implement segregation of duties control procedures.

We are committed to improving our internal

control over financial reporting and (1) will continue to use third-party specialists to address shortfalls in staffing and to

assist us with accounting and finance responsibilities;

(2) will increase the frequency of independent reconciliations of significant

accounts, which will mitigate the lack of segregation of duties until there are sufficient personnel;

and (3) may consider appointing

additional outside directors and audit committee members in the future.

In light of the material weakness described

above, as of April 30, 2020, prior to the filing of this Form 10-Q for the period ended April 30, 2020, management determined

that key quarterly controls were performed timely and also performed additional procedures, including validating the completeness

and accuracy of the underlying data used to support the amounts reported in the quarterly financial statements.

These control activities

and additional procedures have allowed us to conclude that, notwithstanding the material weaknesses, the financial statements in

this Form 10-Q fairly present, in all material respects, our financial position, results of operations, and cash flows for the

periods presented in conformity with United States GAAP.

We are committed to improving the internal

controls and will (1) continue to use third party specialists to address shortfalls in staffing and to assist the Company with

accounting and finance responsibilities, (2) increase the frequency of independent reconciliations of significant accounts, which

will mitigate the lack of segregation of duties until there are sufficient personnel, and (3) we have formed an audit committee,

which is in the process of evaluating our system of internal controls.

Except as described above, there have been

no changes in our internal control over financial reporting that occurred during the nine months ended April 30, 2020 that have

materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II OTHER INFORMATION

Legal Proceedings

Our company is not a party to any legal

above, prior to the filing of this Form 10-Q for the period ended October 31, 2020, management determined that key quarterly

controls were performed timely and also performed additional procedures, including validating the completeness and accuracy of

the underlying data used to support the amounts reported in the quarterly financial statements.

These control activities and additional

procedures have allowed us to conclude that, notwithstanding the material weaknesses, the financial statements in this Form 10-Q

fairly present, in all material respects, our financial position, results of operations, and cash flows for the periods presented

in conformity with United States GAAP.

Changes in Internal Control Over Financial

have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange

Act) that occurred during the period covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably

likely to materially affect, our internal control over 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.

What changed 10-Q

Item 4. Controls and Procedures