What changed in this filing

/stocks — the workspaceLOADING

Item 4. Controls and Procedures

2023-11-14 compared with 2023-05-15 · 26 added, 24 removed, 47 unchanged (52% of the section changed)

15 unchanged sentences

Based upon the foregoing, our Chief Executive Officer and Chief Financial Officer concluded

that, as of March 31, 2023, the disclosure controls and procedures of our Company were not effective to ensure that the information required

to be disclosed in our Exchange Act reports was recorded, processed, summarized and reported on a timely basis due to the material weaknesses

in financial reporting as discussed below.

that, as of September 30, 2023, the disclosure controls and procedures of our Company were not effective to ensure that the information

required to be disclosed in our Exchange Act reports was recorded, processed, summarized and reported on a timely basis due to the material

weaknesses in financial reporting as discussed below.

Weaknesses and Corrective Actions

8 unchanged sentences

that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.

following material weaknesses in our internal control over financial reporting continued to exist at March 31, 2023:

following material weaknesses in our internal control over financial reporting continued to exist at September 30, 2023:

do not have written documentation of our internal control policies and procedures.

6 unchanged sentences

should be performed by separate individuals;

lack an audit committee of our board of directors;

have insufficient monitoring and review controls over the financial reporting closing process, including the lack of individuals

with current knowledge of US GAAP.

of audit committee of our board of directors;

monitoring and review controls over the financial reporting closing process, including the lack of individuals with current knowledge

outsource certain of the functions that would normally be performed by a principal financial officer to assist us in implementing the

necessary financial controls over the financial reporting and the utilization of internal management and staff to effectuate these controls.

believe that these material weaknesses primarily relate, in part, to our lack of sufficient staff with appropriate training in US GAAP

believe that these material weaknesses primarily relate, in part, to our lack of sufficient staff with appropriate training in U.S.

and SEC rules and regulations with respect to financial reporting functions, and the lack of robust accounting systems, as well as the

lack of sufficient resources to hire such staff and implement these accounting systems.

to raising sufficient additional capital, we plan to take a number of actions in the future to correct these material weaknesses including,

but not limited to, establishing an audit committee of our board of directors comprising at least two independent directors, adding

experienced accounting and financial personnel and retaining third-party consultants to review our internal controls and recommend improvements.

We will need to take additional measures to fully mitigate these issues, and the measures we have taken, and expect to take, to improve

our internal controls may not be sufficient to (1) address the issues identified, (2) ensure that our internal controls are effective

or (3) ensure that the identified material weakness or other material weaknesses will not result in a material misstatement of our annual

or interim financial statements.

In addition, other material weaknesses may be identified in the future.

If we are unable to correct

deficiencies in internal controls in a timely manner, our ability to record, process, summarize and report financial information accurately

and within the time periods specified in the rules and forms of the SEC will be adversely affected.

This failure could negatively affect

the market price and trading liquidity of our common stock, cause investors to lose confidence in our reported financial information,

subject us to civil and criminal investigations and penalties, and generally materially and adversely impact our business and financial

plan to take a number of actions in the future to correct these material weaknesses including, but not limited to, establishing an audit

committee of our board of directors comprised of at least two independent directors, adding experienced accounting and financial personnel

and retaining third-party consultants to review our internal controls and recommend improvements, subject to receiving sufficient additional

If we receive sufficient capital, we hope to increase the chief financial officer’s role from part-time to full-time as

the next step in building out our accounting department.

We will need to take additional measures to fully mitigate these issues, and

the measures we have taken, and expect to take, to improve our internal controls may not be sufficient to (1) address the issues identified,

(2) ensure that our internal controls are effective or (3) ensure that the identified material weakness or other material weaknesses

will not result in a material misstatement of our annual or interim financial statements.

In addition, other material weaknesses may

be identified in the future.

If we are unable to correct deficiencies in internal controls in a timely manner, our ability to record,

process, summarize and report financial information accurately and within the time periods specified in the rules and forms of the SEC

will be adversely affected.

This failure could negatively affect the market price and trading liquidity of our Common Stock, cause investors

to lose confidence in our reported financial information, subject us to civil and criminal investigations and penalties, and generally

materially and adversely impact our business and financial condition.

on Effectiveness of Controls and Procedures

6 unchanged sentences

in Internal Controls over Financial Reporting

were no changes in our internal controls over financial reporting that occurred during the quarter ended March 31, 2023 that have materially

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

were no changes in our internal controls over financial reporting that occurred during the quarter ended September 30, 2023 that have

materially affected, or are reasonably likely to materially affect, our internal controls 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