Item 4. Controls and Procedures
ITEM
4. CONTROLS AND PROCEDURES
Disclosure
Controls and Procedures
Disclosure
controls and procedures are designed to ensure that information required to be disclosed in our reports filed or submitted under the
Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC’s rules and forms and
is accumulated and communicated to the Company’s management, as appropriate, in order to allow timely decisions in connection with
required disclosure.
Under
the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer (our
principal executive officer and principal accounting/financial officer), Mr. Ajjarapu and Mr. Sherb, respectively, as of March 31, 2025,
we conducted an evaluation of 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 the end of the period covered by this Quarterly Report. Based on this evaluation,
our Chief Executive Officer and our Chief Financial Officer concluded that as of March 31, 2025, our disclosure controls and procedures
were not effective to provide reasonable assurance that information required to be disclosed in our reports filed with the SEC pursuant
to the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the
SEC and that such information is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow
timely decisions regarding required disclosures.
Limitations
on the Effectiveness of Controls
Management
of the Company, including its Chief Executive Officer and its Chief Financial Officer, does not expect that the Company’s disclosure
controls and procedures or its internal control over financial reporting will prevent or detect all error and all fraud. A control system,
no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives
will be met. 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. Furthermore, because of the inherent limitations in all control systems, no evaluation of controls
can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud,
if any, have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that
breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons or
by the collusion of two or more persons. The design of any system of controls is based in part on certain assumptions about the likelihood
of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future
conditions. Projections of any evaluation of the effectiveness of controls to future periods are subject to risks. Over time, controls
may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures.
Changes
in Internal Control Over Financial Reporting
There
have not been any changes in our internal control over financial reporting during the quarter ended March 31, 2025, that have materially
affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Our
workforce operated primarily in a work from home environment. While pre-existing controls were not specifically designed to operate in
our current work-from-home operating environment, we do not believe that such work-from-home actions have had a material adverse effect
on our internal controls over financial reporting. We have continued to re-evaluate and refine our financial reporting process to provide
reasonable assurance that we could report our financial results accurately and timely.
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Table of Contents
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.