Item 4. Controls and Procedures
Item 4. Controls and Procedures.
Our Chief Executive Officer and Chief Financial
Officer 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 Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), as of
June 30, 2023, to ensure that information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act
is recorded, processed, summarized and reported, within the time periods specified in the rules and forms of the SEC, including to ensure
that information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is accumulated and communicated
to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding
required disclosure. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of June
30, 2023, our disclosure controls and procedures were not effective at the reasonable assurance level due to the material weaknesses identified
and described in Item 9A(b) of our Annual Report on Form 10-K for the year ended December 31, 2022. However, we believe that subsequent
to the Merger, we have begun to remediate these weaknesses by appointing a new Chief Financial Officer and utilizing the accounting and
financial staff employed by SSI-India.
Our Chief Executive Officer and Chief Financial
Officer do not expect that our disclosure controls or internal controls will prevent all error and all fraud. Although our disclosure
controls and procedures were designed to provide reasonable assurance of achieving their objectives and our Chief Executive Officer and
Chief Financial Officer have determined that our disclosure controls and procedures are effective at doing so, a control system, no matter
how well conceived and operated, can provide only reasonable, not absolute assurance that the objectives of the system are met. Further,
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. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance
that all control issues and instances of fraud, if any, within the Company 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 errors or mistake. Additionally,
controls can be circumvented if there exists in an individual a desire to do so. There can be no assurance that any design will succeed
in achieving its stated goals under all potential future conditions.
Changes in Internal Controls Over Financial
Reporting
There were no changes in our internal controls
over financial reporting that occurred during the period covered by this report that have materially affected, or is reasonably likely
to materially affect, our internal control over financial reporting.
18
PART II – OTHER INFORMATION
Item 1. Legal Proceedings.
Not Applicable.
Item 1A. Risk Factors.
As a “ smaller reporting company, ”
we are not required to provide the information required by this Item.
Item 2. Unregistered Sales of Equity Securities
and Use of Proceeds.
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not applicable.
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.