What changed in this filing

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Item 4. Controls and Procedures

2024-10-31 compared with 2024-05-02 · 34 added, 42 removed, 13 unchanged (85% of the section changed)

CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls

and Procedures

Our Chief Executive Officer and Chief Financial Officer (the principal

executive officer and principal financial officer, respectively) conducted an evaluation 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 Exchange Act of 1934, as amended (“Exchange

The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange

Act means controls and other procedures of a company that are designed to ensure that information required to be disclosed by the Company

in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified

of Disclosure Controls and Procedures

Chief Executive Officer (our principal executive officer) and Chief Financial Officer (our

principal financial officer and principal accounting officer) have concluded based on their evaluation as of September 30, 2024, that

our “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of

1934, as amended (“Exchange Act”)) are not effective due to a material weakness.

The term “disclosure

controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange

Act, means controls and other procedures of a company

that are designed to ensure that

information required to be disclosed by the

company in the reports it files or submits 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 also 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, or persons performing

similar functions, as appropriate, to allow timely decisions regarding required disclosure.

In accordance with SEC rules, an evaluation was performed under the supervision

and with the participation of our Principal Executive Officer and Principal Financial Officer of the effectiveness, as of March 31,

2024, of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act).

control over financial reporting” includes those policies and procedures that:

(1) pertain to the maintenance of records that in reasonable detail accurately

and fairly reflect the transactions and dispositions of the assets of the issuer;

(2) provide reasonable assurance that transactions are recorded as necessary

to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures

of the issuer are being made only in accordance with authorizations of management and directors of the issuer;

(3) provide reasonable assurance regarding prevention or timely detection of

unauthorized acquisition, use or disposition of the issuer’s assets that could have a material effect on the financial statements.

A material weakness

is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility

that a material misstatement of a company’s annual and interim financial statements will not be detected or prevented on a timely

A material weakness was discovered relating to the valuation and disclosure of level 3 investments during fiscal 2023 as well

as level 2 investments for the three months ended December 31, 2023.

We are continuing to remediate this weakness.

While we no longer

hold any level 3 investments, all of the investments in our portfolio continue to be considered level 2 investments because they are

either thinly traded, or we own a substantial percentage of total outstanding shares.

While we believe that our fair value assessment

and disclosures at March 31, 2024, are appropriate, we are continuing to monitor our internal controls.

Based on that evaluation as of March 31, 2024, our Chief Executive Officer

and Chief Financial Officer concluded that the disclosure controls and procedures are not effective.

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 officer and principal financial officer and principal accounting officer, or persons performing similar functions, as appropriate,

to allow timely decisions regarding required disclosure.

material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a

reasonable possibility that a material misstatement of a company’s annual and interim financial statements will not be detected

or prevented on a timely basis.

A material weakness was discovered relating to controls related to the existence of inventory during fiscal

2024 and as of September 30, 2024, we are continuing to remediate this weakness.

While we believe that our inventory exists and is accurately

recorded and properly valued at September 30, 2024, we are continuing to expand our internal controls over the existence of inventory

and have hired a warehouse manager in the second quarter of fiscal 2025 to ensure that we successfully implement effective standard operating

procedures, provide adequate training to stockroom personnel, and continue our cycle count procedures.

Control over Financial Reporting

During the three months ended

March 31, 2024, there were no changes in our internal controls over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under

the Exchange Act) that have materially affected, or are reasonably likely to materially affect, our internal controls over financial

the three months ended September 30, 2024, there were no changes in our internal controls over financial reporting (as defined in Rule

13a-15(f) and 15d-15(f) under the Exchange Act) that have materially affected, or are reasonably likely to materially

affect, our internal controls over financial reporting.

Inherent Limitations

4 unchanged sentences

necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections of any

evaluation of effectiveness to future periods are subject to the risks that controls may become inadequate because of changes in conditions,

or that the degree of compliance with the policies or procedures may deteriorate.

Because of its

inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections of any evaluation

of effectiveness to future periods are subject to the risks that controls may become inadequate because of changes in conditions, or that

the degree of compliance with the policies or procedures may deteriorate.

II — OTHER INFORMATION

2 unchanged sentences

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