What changed in this filing

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Item 4. Controls and Procedures

2022-05-16 compared with 2021-11-15 · 48 added, 0 removed, 19 unchanged (72% of the section changed)

12 unchanged sentences

Executive Officer and Acting Chief Financial Officer concluded that our disclosure controls and procedures were not effective.

Report on Internal Control over Financial Reporting

management is responsible for establishing and maintaining adequate internal control over financial reporting.

Internal control over

financial reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Securities Exchange Act of 1934 as a process designed

by, or under the supervision of, the company’s principal executive and principal financial officers and effected by the company’s

board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting

and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the

United States of America and includes those policies and procedures that:

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

of the company;

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

accounting principles generally accepted in the United States of America and that receipts and expenditures of the company are being

made only in accordance with authorizations of management and directors of the company;

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.

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

Projections of any evaluation

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

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

All internal control systems, no matter how well designed,

have inherent limitations.

Therefore, even those systems determined to be effective can provide only reasonable assurance with respect

to financial statement preparation and presentation.

Because of the inherent limitations of internal control, there is a risk that material

misstatements may not be prevented or detected on a timely basis by internal control over financial reporting.

However, these inherent

limitations are known features of the financial reporting process.

Therefore, it is possible to design into the process safeguards to

reduce, though not eliminate, this risk.

carried out an assessment, under the supervision and with the participation of our management, including our CEO and Acting CFO, of the

effectiveness of the design and operation of our internal controls over financial reporting, as defined in Rules 13a-15(e) and 15d-15(e)

of the Securities Exchange Act of 1934, as of March 31, 2022.

In making this assessment, management used the criteria set forth by the

Committee of Sponsoring Organizations of the Treadway Commission in Internal Control — Integrated Framework (2013) .

Based on that assessment and on those criteria, our CEO and Acting CFO concluded that our internal control over financial reporting was

not effective as of March 31, 2022.

The principal basis for this conclusion is (i) failure to engage sufficient resources regarding our

accounting and reporting obligations during our startup and (ii) failure to fully document our internal control policies and procedures.

quarterly report does not include an attestation report of our registered public accounting firm regarding internal control over financial

Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules

of the SEC that permit us to provide only the management’s report in this quarterly report.

Company’s management, including the Company’s CEO and Acting CFO, does not expect that the Company’s internal control

over financial reporting will prevent all errors and all fraud.

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 risk that controls may become inadequate because of changes in conditions, or that the degree or compliance with the policies

or procedures may deteriorate.

in Internal Control over Financial Reporting

5 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