What changed in this filing

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Item 4. Controls and Procedures

2023-08-14 compared with 2023-05-16 · 31 added, 29 removed, 2 unchanged (97% of the section changed)

Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures

that are designed to ensure that information required to be disclosed in our reports under the Exchange Act, is recorded, processed, summarized

and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated

to management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), as appropriate,

to allow timely decisions regarding required disclosure.

In connection with the preparation

of this Quarterly Report on Form 10-Q, as of March 31, 2023, an evaluation was performed under the supervision and with the participation

of our management, including the CEO and CFO, of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e)under

the Exchange Act).

Based on such evaluation, our CEO and CFO concluded that, as of March 31, 2023, our disclosure controls and procedures

were not effective, due solely to the material weaknesses in our internal control over financial reporting related to the accounting of

complex financial instruments due to the errors related to the classification of our warrants and Class A ordinary shares.

in the second quarter of 2022, the Company did not originally account for and classify convertible promissory notes, accrued expenses

and accounts payable, and foreign exchange transactions properly.

To respond to this material weakness, we have devoted, and plan to continue

to devote, significant effort and resources to the remediation and improvement of our internal control over financial reporting.

we have processes to identify and appropriately apply applicable accounting requirements, we plan to enhance our system of evaluating

and implementing the accounting standards that apply to our unaudited condensed financial statements, including through enhanced analyses

by our personnel and third-party professionals with whom we consult regarding complex accounting applications.

The elements of our remediation

plan can only be accomplished over time, and we can offer no assurance that these initiatives will ultimately have the intended effects.

Accordingly, management believes that the condensed 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.

Changes in Internal Control over Financial

There were no changes in our

internal control over financial reporting that occurred during the quarter of the fiscal year covered by this Quarterly Report on Form

10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

of Disclosure Controls and Procedures

maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports under

the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms,

and that such information is accumulated and communicated to management, including our Chief Executive Officer (“CEO”) and

Chief Financial Officer (“CFO”), as appropriate, to allow timely decisions regarding required disclosure.

connection with the preparation of this Quarterly Report on Form 10-Q, as of June 30, 2023, an evaluation was performed under the supervision

and with the participation of our management, including the CEO and CFO, of the effectiveness of our disclosure controls and procedures

(as defined in Rule 13a-15(e)under the Exchange Act).

Based on such evaluation, our CEO and CFO concluded that, as of June 30, 2023,

our disclosure controls and procedures were not effective, due solely to the material weaknesses in our internal control over financial

reporting related to the accounting of complex financial instruments due to the errors related to the classification of our warrants

and Class A ordinary shares.

In addition, in the second quarter of 2022, the Company did not originally account for and classify convertible

promissory notes, accrued expenses and accounts payable, and foreign exchange transactions properly.

To respond to this material weakness,

we have devoted, and plan to continue to devote, significant effort and resources to the remediation and improvement of our internal

control over financial reporting.

While we have processes to identify and appropriately apply applicable accounting requirements, we

plan to enhance our system of evaluating and implementing the accounting standards that apply to our unaudited condensed financial statements,

including through enhanced analyses by our personnel and third-party professionals with whom we consult regarding complex accounting

applications.

The elements of our remediation plan can only be accomplished over time, and we can offer no assurance that these initiatives

will ultimately have the intended effects.

Accordingly, management believes that the condensed 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.

in Internal Control over Financial Reporting

were no changes in our internal control over financial reporting that occurred during the quarter of the fiscal year covered by this

Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over

financial reporting.

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