What changed in this filing

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Item 9A. Controls and Procedures

2022-08-15 compared with 2021-08-12 · 84 added, 102 removed, 212 unchanged (47% of the section changed)

9A Controls and Procedures

and Procedures

of disclosure controls and procedures:

3 unchanged sentences

the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange

Commission’s rules and (ii) accumulated and communicated to our management, including our chief executive officer (also working

as our chief financial officer), as appropriate to allow timely decisions regarding disclosure.

3 unchanged sentences

control over financial reporting :

Company’s management is responsible for establishing and maintaining adequate internal controls over financial reporting for the

Due to limited resources, Management conducted an evaluation of internal controls based on criteria established in Internal

Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

results of this evaluation determined that our internal control over financial reporting was ineffective for the years ended of April

2 unchanged sentences

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

misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis.

A significant

1 unchanged sentence

material weakness, yet important enough to merit attention by those responsible for oversight of our financial reporting.

Management’s

assessment identified the following material weakness in internal control over financial reporting:

small size of our Company limits our ability to achieve the desired level of separation of duties for proper internal controls and

financial reporting, particularly as it relates to financial reporting to assure material disclosures or implementation of newly

issued accounting standards are included.

A secondary review over annual and quarterly filings does occur with an outside party.

Due to the departure of the Controller, the current CEO and CFO roles are being fulfilled by the same individual.

We do not have

an audit committee.

We do not believe we have met the full requirement for separation of duties for financial reporting purposes.

of the material weakness in internal control over financial reporting described above, the Company’s management has concluded that,

as of April 30, 2021 and 2020, the Company’s internal control over financial reporting was not effective based on the criteria

small size of our Company limits our ability to achieve the desired level of separation of

duties for proper internal controls and financial reporting, particularly as it relates to

financial reporting to assure material disclosures or implementation of newly issued accounting

standards are included.

A secondary review over annual and quarterly filings does occur with

an outside party.

Due to the departure of the Controller, the current CEO and CFO roles are

being fulfilled by the same individual.

We do not have an audit committee.

We do not believe

we have met the full requirement for separation of duties for financial reporting purposes.

of the material weakness in internal control over financial reporting described above, the Company’s management has concluded that,

as of April 30, 2022 and 2021, the Company’s internal control over financial reporting was not effective based on the criteria

in Internal Control - Integrated Framework issued by the COSO.

1 unchanged sentence

reporting to include procedures that:

to the maintenance of records in reasonable detail that fairly reflect the transactions and dispositions of the Company’s assets;

reasonable assurance that transactions are recorded as necessary to permit preparation of the financial statements in accordance

with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations

of management and the Board of Directors;

reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s

assets that could have a material effect on the financial statements.

annual report does not include an attestation report of the Corporation’s registered public accounting firm regarding internal

to the maintenance of records in reasonable detail that fairly reflect the transactions and

dispositions of the Company’s assets;

reasonable assurance that transactions are recorded as necessary to permit preparation of

the financial statements in accordance with generally accepted accounting principles, and

that receipts and expenditures are being made only in accordance with authorizations of management

and the Board of Directors;

reasonable assurance regarding prevention or timely detection of unauthorized acquisition,

use, or disposition of the Company’s assets that could have a material effect on the

financial statements.

annual report does not include an attestation report of the Corporation’s registered public accounting firm regarding internal

control over financial reporting.

Management’s report was not subject to attestation by the Corporation’s independent registered

public accounting firm pursuant to Section 404(c) of the Sarbanes-Oxley Act of 2002, as amended, that permit the Corporation to provide

only the management’s report in this annual report.

9B Other Information

10 Directors and Executive Officers of the Registrant

only the management’s report in this annual report.

and Executive Officers of the Registrant

& b) Identification of Directors and Executive Officers

10 unchanged sentences

following director compensation table is furnished with respect to each director that served during the year ended April 30, 2022:

Director’s Fees Paid

Option Awards

8 unchanged sentences

paid $200 per meeting for their services.

Identification of Certain Significant Employees

Family Relationships

of Certain Significant Employees

Relationships

Risk-McElroy and Bonita P.

Risk have a daughter - mother relationship.

Business Experience of Directors and Executive Officers

Risk-McElroy , Chairman of the Board, Chief Executive Officer, and Chief Financial Officer, has over twenty-seven years of experience

Experience of Directors and Executive Officers

Risk-McElroy , Chairman of the Board, Chief Executive Officer, and Chief Financial Officer, has over twenty-eight years of experience

in the accounting field.

3 unchanged sentences

In 1997, she pursued her career with an accounting manager position at

Kershner’s Auto Korner in Hastings, NE.

She joined the accounting staff at GRI in 1999 and then was promoted to CFO upon retirement

18 unchanged sentences

Company through many years of ups and downs has broad knowledge of her product line and is very customer oriented in trying to sell her

products to the “non-security use”

products to the “non-security use” industry.

Debowey , Director, worked in various retail stores and restaurants until she started at GRI in 1968.

12 unchanged sentences

Wiens took his place on the Board of Directors when his predecessor Mike Nelson, (who is affiliated with Mr.

financial institutions)

Wiens’ financial institutions)

retired from the Board to take another position within the banks and moved away.

Joel’s knowledge and experience in business and

industry span 50+ years and serves as a valuable asset to GRI.

13 unchanged sentences

Before his retirement, Jerry owned and operated several businesses over his career, including Knutsen Oil, Inc.,

Marv’s LP Gas, Inc., and Jerry Knutsen, Inc.

and he co-owned Kimball Ford-Lincoln-Mercury.

6 unchanged sentences

Involvement in Certain Legal Proceedings

Promoters and Control Persons

(g) Promoters

and Control Persons

with Section 16(a) of the Securities Exchange Act of 1934

28 unchanged sentences

Our Board of Directors has determined that we do not have a board member

that qualifies as an “audit committee financial expert”

as defined in Item 401(h) of Regulation S-K, nor do we have a board

member that qualifies as “independent”

as the term is used in Item 7(d)(3)(iv) of Schedule 14A under the Securities Exchange

that qualifies as an “audit committee financial expert” as defined in Item 401(h) of Regulation S-K, nor do we have a board

member that qualifies as “independent” as the term is used in Item 7(d)(3)(iv) of Schedule 14A under the Securities Exchange

Act of 1934, as amended.

2 unchanged sentences

Our Company currently does not have any committees.

11 Executive Compensation

following table sets forth certain information regarding the compensation paid to or accrued by the Company to executive officers for

services rendered in all capacities during each of the Company’s fiscal years ended April 30, 2021 and 2020.

Name and principal

Option Awards

Non-Equity Incentive Plan Compen-sation

Change in Pension Value and Non-qualified Deferred Compen-sation Earnings

All Other Compen-sation

services rendered in all capacities during each of the Company’s fiscal years ended April 30, 2022 and 2021.

Incentive Plan

Compen-sation

Pension Value and

Non-qualified

Compen-sation

Bonita Risk, Director, Shareholder, Employee

4 unchanged sentences

were no other officers compensated in excess of $100,000 for the fiscal years ended April 30, 2022 and 2021.

12 Security Ownership of Certain Beneficial Owners and Management

Ownership of Certain Beneficial Owners and Management

following table sets forth certain information regarding our Common Stock beneficially owned as of April 30, 2022 for (i) each stockholder

9 unchanged sentences

Percentages are determined based on 4,931,188 shares

of Common Stock of the Company issued and outstanding and less treasury shares as of April 30, 2021.

To the best of our knowledge, subject

of Common Stock of the Company issued and outstanding and less treasury shares as of April 30, 2022 To the best of our knowledge, subject

to community and marital property laws, all persons named have sole voting and investment power with respect to such shares, except as

4 unchanged sentences

Executive Officers and Directors:

Bonita Risk –

Bonita Risk – Director

The above director has beneficial ownership over the Kenneth Risk Trust that owns 2,187,056 shares, Bonita Risk Family Irrevocable Trust that owns 732,470 shares, and 27,602 shares owned personally.

1 unchanged sentence

Risk-McElroy Chairman, CEO, & CFO

Less than 1 %

Donna Debowey –

Less than 1 %

Daniel Douglas –

Vice President, Materials

Less than 1 %

Donna Debowey – Director

Daniel Douglas – Vice President, Materials

All Officers and Directors as a group

otherwise indicated, the address of the named beneficial owner is George Risk Industries, Inc., 802 S.

otherwise indicated, the address of the named beneficial owner is George Risk Industries,

Elm St., Kimball, NE 69145.

ownership information for named beneficial owners (other than executive officers and directors of the Company) is taken from statements

filed with the Securities and Exchange Commission pursuant to information made known by the Company and from the Company’s

transfer agent.

ownership information for named beneficial owners (other than executive officers and directors

of the Company) is taken from statements filed with the Securities and Exchange Commission

pursuant to information made known by the Company and from the Company’s transfer agent.

on the net shares outstanding as of April 30, 2022.

This consists of Common Shares issued and outstanding (8,502,881) less treasury

shares (3,556,412).

This consists of Common Shares issued

and outstanding (8,502,881) less treasury shares (3,571,693).

are not aware of any arrangements, including any pledge by any person of our securities, the operation of which may result in a change

in control of the Company.

13 Certain Relationships and Related Party Transactions

Relationships and Related Party Transactions

each of three years ended April 30, 2022, 2021, and 2020, the Company executed transactions with related entities and individuals.

6 unchanged sentences

Joel Wiens, Director

14 Principal Accountant Fees and Services

Accountant Fees and Services

each of the last two fiscal years the Company incurred aggregate fees and expenses for professional services rendered by our principal

2 unchanged sentences

Haynie & Company

CFO Systems, LLC

Carey Schroeder

Haynie & Company

CFO Systems, LLC

Audit-Related Fees

Company incurred aggregate fees and expenses for professional services rendered by our principal accountants for the audit of the Company’s

Carey Schroeder

2) Audit-Related

Company incurred aggregate fees and expenses for professional services rendered by our principal accountants for the audit of the Company’s

employee benefit plan.

4 unchanged sentences

tax planning for the last two fiscal years.

Haynie & Company

Tax Resources Group, Inc.

1 unchanged sentence

Tax Resources Group, Inc .

All Other Fees

Company incurred aggregate fees and expenses for professional services rendered by our principal accountants for restatement of some

of the Company’s 10-Qs and 10-K.

The amounts are listed below:

1 unchanged sentence

CFO Systems, LLC

Haynie & Company

CFO Systems, LLC

The Board of Directors, considered whether, and determined that, the auditor’s provisions of non-audit services were compatible

with maintaining the auditor’s independence.

All the services described above were approved by the Board of Directors pursuant

to its policies and procedures.

15 Exhibits and Reports on Form 8–K

of Incorporation—Filed as Exhibit 5 to the Registrant’s Form 10–K for the fiscal year ended April 10, 1970, and

incorporated by reference herein

of Amendment to the Articles of Incorporation of the Registrant—Filed as Exhibit 1.2 to the Registrant’s Form 10–K

for the fiscal year ended April 30, 1971, and incorporated by reference herein

By-laws—Filed

as Exhibit 1.3 to the Registrant’s Form 10–K for the fiscal year ended April 10, 1971, and incorporated by reference

agreement dated as of February 16, 2011 between Honeywell International, Inc., acting through the ADI business of its Security Group

(“ADI”) and George Risk Industries, Inc.

Filed herewith.

Board of Directors, considered whether, and determined that, the auditor’s provisions

of non-audit services were compatible with maintaining the auditor’s independence.

All the services described above were approved by the Board of Directors pursuant to its

policies and procedures.

and Reports on Form 8–K

Articles of Incorporation—Filed as Exhibit 5 to the Registrant’s Form 10–K for the fiscal year ended April 10, 1970, and incorporated by reference herein

Certificate of Amendment to the Articles of Incorporation of the Registrant—Filed as Exhibit 1.2 to the Registrant’s Form 10–K for the fiscal year ended April 30, 1971, and incorporated by reference herein

By-laws—Filed as Exhibit 1.3 to the Registrant’s Form 10–K for the fiscal year ended April 10, 1971, and incorporated by reference herein

Vendor agreement dated as of February 16, 2011 between Honeywell International, Inc., acting through the ADI business of its Security Group (“ADI”) and George Risk Industries, Inc.

– Filed as Exhibit 10.1 to the Registrant’s Form 10-K for the fiscal year ended April 30, 2012, and incorporated by reference herein.

Certification pursuant to Rule 13a-14(a) of the Chief Executive Officer (Principal Financial and Accounting Officer)

2 unchanged sentences

Portions of this exhibit have been omitted pursuant to a request for confidential treatment under Rule 24b-2 under the Securities Exchange

The request is currently under review.

Pursuant to the requirements of Section 13 or 15(d)

of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned,

thereunto duly authorized.

August 11, 2021

President and Chairman of the Board

to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report

to be signed on its behalf by the undersigned, thereunto duly authorized.

August 11, 2021

President and Chairman of the Board

and Chairman of the Board

to the requirements of the securities exchange act of 1934, this report has been signed below by the following persons on behalf of the

registrant and in the capacities and on the dates indicated.

and Chairman of the Board

DONNA DEBOWEY

August 11, 2021

JERRY KNUTSEN

August 11, 2021

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-K

Item 9A. Controls and Procedures