Item 4. Controls and Procedures
ITEM
4. CONTROLS AND PROCEDURES
During
the quarter ended June 30, 2021, 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)). Based upon that evaluation, our principal executive officer and principal financial officer
concluded that, as of the end of the period covered in this report, our disclosure controls and procedures were ineffective to ensure
that information required to be disclosed in reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed,
summarized and reported within the required time periods specified in the Commission’s rules and forms 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.
Our
principal executive officer and principal financial officer, do not expect that our disclosure controls and procedures or our internal
controls will prevent all error or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not
absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact
that there are resource constraints and the benefits of controls must be considered relative to their costs. Due to 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.
To
address the material weaknesses, we performed additional analysis and other post-closing procedures in an effort to ensure our financial
statements included in this annual report have been prepared in accordance with generally accepted accounting principles. In addition,
we engaged accounting consultants to assist in the preparation of our financial statements. Accordingly, management believes that
the financial statements included in this report fairly present in all material respects our financial condition, results of operations
and cash flows for the periods presented.
Changes
in Internal Control over Financial Reporting
There
have been no changes in our internal controls over financial reporting that occurred during the quarter ended June 30, 2021, that have
materially or are reasonably likely to materially affect, our internal controls over financial reporting.
20
PART
II - OTHER INFORMATION
ITEM
1. LEGAL PROCEEDINGS
There
are no claims, actions, suits, proceedings, or investigations that are currently pending or, to the Company’s knowledge, threatened
by or against the Company or respecting its operations or assets, or by or against any of the Company’s officers, directors, or
affiliates.
ITEM
1A. RISK FACTORS
We
are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and, as such, are not required to provide
the information under this Item.
ITEM
2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None.
ITEM
3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM
4. MINE SAFETY DISCLOSURES
Not
applicable.
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