Item 4. Controls and Procedures
Item 4. Controls and Procedures
Changes in Internal Control Over Financial Reporting.
None.
Disclosure Controls and Procedures
We maintain “disclosure controls and procedures,”
as the Securities and Exchange Commission (“SEC”) defines such term. We have designed these controls and procedures
to reasonably assure that information required to be disclosed in our reports filed under the Exchange Act, such as this Form 10-Q,
is recorded, processed, summarized, and reported within the periods specified in the SEC’s rules and forms. We have also
designed our disclosure controls to provide reasonable assurance that such information is accumulated and communicated to the Chief
Executive Officer, as appropriate, to allow them to make timely decisions regarding our required disclosures.
Our management has evaluated the effectiveness
of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934) as of
September 30, 2014. Based on this evaluation, the Chief Executive Officer concluded that our Company’s disclosure controls
and procedures, including the accumulation and communication of disclosures to the Company’s Chief Executive Officer as appropriate
to allow timely decisions regarding required disclosure, were not effective as of this date to provide reasonable assurance that
information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed,
summarized and reported within the time periods specified by the SEC’s rules and forms. Based on this evaluation, we
have concluded that there are material weaknesses in our disclosure controls and procedures and they were not effective for the
following reasons:
·
Due to our relatively small size we do not have segregation of duties which is a deficiency in our disclosure controls. We are currently working on the resources to cure this deficiency.
Management’s Report on Internal Control Over Financial
Reporting .
Our management is responsible for establishing
and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act). Our internal
control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes.
Because of its inherent limitations, internal
control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective
can provide only reasonable assurance of achieving their control objectives. Our management, including our Chief Executive Officer,
does 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.
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.
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Our management, with the participation of the
principal executive officer, evaluated the effectiveness of the Company’s internal control over financial reporting as of
September 30, 2014. In making this assessment, our management used the criteria set forth by the Committee of Sponsoring Organizations
of the Treadway Commission (“COSO”) in Internal Control – Integrated Framework. As a result of its review, management
identified a material weakness in the internal control over financial reporting as described in our annual report on Form 10-K
for the year ended March 31, 2014. Based on this evaluation, our management concluded that, as of September 30, 2014, our internal
control over financial reporting was not comprehensive. Management acknowledges that as a smaller reporting entity, it is difficult
to have adequate accounting staff to perform appropriate additional reviews of the financial statements.
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.