What changed in this filing

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Item 4. Controls and Procedures

2023-09-14 compared with 2023-03-17 · 24 added, 32 removed, 11 unchanged (84% of the section changed)

Controls and Procedures

and Procedures

management, under the supervision and with the participation of our chief executive officer (also working as our chief financial officer),

evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and

15d-15(e) under the Exchange Act) as of January 31, 2023.

Based on that evaluation, management concluded that the disclosure controls

and procedures employed at the Company were not effective to provide reasonable assurance that the information required to be disclosed

by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported

within the time periods specified in SEC rules and forms.

15d-15(e) under the Exchange Act) as of July 31, 2023.

Based on that evaluation, management concluded that the disclosure controls and

procedures employed at the Company were not effective to provide reasonable assurance that the information required to be disclosed by

us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within

the time periods specified in SEC rules and forms.

our annual report filed on Report 10-K for the year ended April 30, 2023, management identified the following material weakness in our

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.

continue to operate with a limited number of accounting and financial personnel.

For the quarter ending January 31, 2023, the Company

did not have a Controller, but management is looking to fill this position as soon as possible.

Training will be required to fulfill

disclosure control and procedure responsibilities, including review procedures for key accounting schedules and timely and proper documentation

of material transactions and agreements.

Until sufficient training has taken place for this new Controller, we believe this control deficiency

represents material weaknesses in internal control over financial reporting.

To mitigate the effects of the material weakness identified

in our annual report, the Company contracted with an outside CPA to perform a secondary review of our quarterly report filed on Form

the material weaknesses in financial reporting noted above, we believe that our condensed financial statements included in this

report fairly present our financial position, results of operations and cash flows as of and for the periods presented in all

material respects.

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.

A part-time Controller was hired in March 2023, but the current CEO and CFO roles are being fulfilled by the same individual.

do not have an audit committee.

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

the material weaknesses in financial reporting noted above, we believe that our financial statements included in this report fairly present

our financial position, results of operations and cash flows as of and for the periods presented in all material respects.

are committed to the establishment of effective internal controls over financial reporting and will place emphasis on quarterly and year-end

1 unchanged sentence

and agreements, and enhanced review of all schedules and account analyses by experienced accounting department personnel or independent

will continue to follow the standards for the Public Company Accounting Oversight Board (United States) for internal control over financial

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.

in Internal Control Over Financial Reporting

than those mentioned above, there were no changes in our internal control over financial reporting during the fiscal quarter ended January

than those mentioned above, there were no changes in our internal control over financial reporting during the fiscal quarter ended July

31, 2023 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

1 unchanged sentence

OTHER INFORMATION

Legal Proceedings

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