Item 4. Controls and Procedures
Item 4. Controls and Procedures
Disclosure controls and procedures are controls and
other procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act
is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls
and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our
reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer
and Chief Financial Officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.
As required by Rules 13a-15 and 15d-15 under the
Exchange Act, our management, with the participation of our Chief Executive Officer and Chief Financial Officer, carried out an evaluation
of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2025.
In our Quarterly Report on Form 10-Q for the quarter
ended March 31, 2025, we reported that our disclosure controls and procedures were not effective due to the identification of certain
material weaknesses in our internal control over financial reporting. During the second quarter of 2025, we implemented remediation measures
designed to address these material weaknesses, which included:
● Enhancing our financial reporting policies and procedures;
● Engaging a new external accounting firm with SEC reporting
expertise to provide enhanced support for our financial closing and reporting processes;
● Enhancing the internal documentation retention and storage
system to improve accessibility and audit readiness.
Management tested the design and operating effectiveness
of the remediated controls and concluded that the previously identified material weaknesses have been remediated as of June 30, 2025.
Based on this evaluation, our management concluded that our disclosure controls and procedures were effective as of June 30, 2025.
We believe, however, that a controls system, no matter how
well designed and operated, cannot provide absolute assurance that the objectives of the controls systems are met, and no
evaluation of controls can provide absolute assurance that all control issues and instances of fraud or error, if
any, within a company have been detected.
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PART II—OTHER INFORMATION
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.