What changed in this filing

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Item 4. Controls and Procedures

2024-08-14 compared with 2024-05-13 · 22 added, 24 removed, 75 unchanged (38% of the section changed)

6 unchanged sentences

to our management, including our Chief Executive Officer, to allow timely decisions regarding required disclosure.

required by Rules 13a-15 and 15d-15 under the Exchange Act, our Chief Executive Officer and Chief Financial Officer carried out an

evaluation of the effectiveness of the design and operation of our disclosure controls and procedures.

Based upon their evaluation,

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

of March 31, 2024 due to the material weaknesses described below.

In light of these material weaknesses, we performed additional

analysis as deemed necessary to ensure that our unaudited interim financial statements were prepared in accordance with U.S.

required by Rules 13a-15 and 15d-15 under the Exchange Act, our Chief Executive Officer and Chief Financial Officer carried out an evaluation

of the effectiveness of the design and operation of our disclosure controls and procedures.

Based upon their evaluation, our Chief Executive

Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective as of June 30, 2024 due

to the material weaknesses described below.

In light of these material weaknesses, we performed additional analysis as deemed necessary

to ensure that our unaudited interim financial statements were prepared in accordance with U.S.

generally accepted accounting principles.

Accordingly, management believes that the unaudited condensed consolidated financial

statements included in this Quarterly Report on Form 10-Q present fairly in all material respects our financial position, results of

operations and cash flows for the periods presented.

Accordingly, management believes that the unaudited condensed consolidated financial statements included in this Quarterly Report on

Form 10-Q present fairly in all material respects our financial position, results of operations and cash flows for the periods presented.

of Disclosure Controls and Procedures

19 unchanged sentences

Officer and Chief Financial Officer concluded that, solely due to the below-mentioned material weaknesses, the Company’s disclosure

controls and procedures (as defined in Rules 13a-15 (e) and 15d-15 (e) under the Exchange Act) were not effective as of March 31, 2024.

controls and procedures (as defined in Rules 13a-15 (e) and 15d-15 (e) under the Exchange Act) were not effective as of June 30, 2024.

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

2 unchanged sentences

Prior to March 31, 2024, the Company has the following material weakness outstanding which we consider

remediated as of and during the three-month ended March 31, 2024:

remediated as of and during the period ended March 31, 2024:

As of March 31, 2023, the Company did not update its provision for credit losses correctly.

12 unchanged sentences

the identified material weakness.

consider the following material weaknesses to be outstanding as of March 31, 2024:

consider the following material weaknesses to be outstanding as of June 30, 2024:

Recognition :

During the three months ended March 31, 2024 and March 31, 2023, the Company’s revenue was earned through

certain related party contracts with PCCU that define contractually the revenue earned by the Company from PCCU for account

The Company has identified a material weakness in our internal control over financial reporting related to the need to

enhance the design and operating effectiveness of internal controls over the review of revenue recognition from allocations that

occurs on a monthly basis between the Company and PCCU.

During the six months ended June 30, 2024 and June 30, 2023, the Company’s revenue was earned through certain

related party contracts with PCCU that define contractually the revenue earned by the Company from PCCU for account servicing.

has identified a material weakness in our internal control over financial reporting related to the need to enhance the design and operating

effectiveness of internal controls over the review of revenue recognition from allocations that occurs on a monthly basis between the

Company and PCCU.

remediate this material weakness, the Company has implemented a monthly process with enhanced management review controls to perform and

3 unchanged sentences

Financial Instruments:

During the three months ended March 31, 2024 and March 31, 2023, the Company had a material weakness

with regard to the ineffectiveness in management review controls of the accounting, disclosure and valuation of complex financial

instruments (warrants, deferred consideration, forward purchase agreement, and stock-based compensation).

During the six months ended June 30, 2024 and June 30, 2023, the Company had a material weakness with

regard to the ineffectiveness in management review controls of the accounting, disclosure and valuation of complex financial instruments

(warrants, deferred consideration, forward purchase agreement, and stock-based compensation).

remediate this material weakness, the Company has implemented a quarterly process with enhanced management review controls to perform

12 unchanged sentences

in Internal Control over Financial Reporting

than as noted above in the March 31, 2024 material weaknesses, there was no changes in our internal control over financial reporting

that occurred during the period ended March 31, 2024 covered by this Report on Form 10-Q that has materially affected, or is reasonably

than as noted above in the June 30, 2024 material weaknesses, there was no changes in our internal control over financial reporting that

occurred during the six months ended June 30, 2024 covered by this Report on Form 10-Q that has materially affected, or is reasonably

likely to materially affect, our internal control over financial reporting.

6 unchanged sentences

II - 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