+Added: Management’s Report on Disclosure
Controls and Procedures
−Removed: Report on Disclosure Controls and Procedures
−Removed: connection with the restatement of the Company’s financial statements included in this Amendment, our Chief Executive Officer and
−Removed: Chief Financial Officer re-evaluated the effectiveness of the design and operation of our disclosure controls and procedures and internal
−Removed: control over financial reporting, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the
−Removed: “ Exchange Act ”), as of September 30, 2023.
−Removed: ensure that information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is recorded, processed,
−Removed: summarized and reported, within the time periods specified in the rules and forms of the SEC, including to ensure that information required
−Removed: to be disclosed by us in the reports filed or submitted by us under the Exchange Act is accumulated and communicated to our management,
−Removed: including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
−Removed: on that re-evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of September 30, 2023, our disclosure
−Removed: controls and procedures and internal control over financial reporting were not effective, due to material weaknesses in SSi’s internal
−Removed: control in that:
−Removed: failed to design controls and procedures to provide reasonable assurance that U.S.
−Removed: GAAP was being properly applied to the matters
−Removed: resulting the restatement of our financial statements, including accounting for merger transaction, recognition of revenue in case
−Removed: of deferred payment sales, recognition of right of use of certain assets and lease liabilities and functional and other classifications,
−Removed: resulting in the accounting errors described in Note 1.
−Removed: Restatement of Previously Issued Condensed Consolidated Financial
−Removed: Statements , of this Amendment.
−Removed: do not have written documentation of our internal control policies and procedures.
−Removed: Written documentation of key internal controls
−Removed: over financial reporting is a requirement of Section 404 of the Sarbanes-Oxley Act.
−Removed: Management evaluated the impact of our failure
−Removed: to have written documentation of our internal controls and procedures on our assessment of our disclosure controls and procedures
−Removed: and has concluded that the control deficiency that resulted represented a material weakness.
−Removed: do not have sufficient segregation of duties within accounting functions, which is a basic internal control.
−Removed: Due to our size and
−Removed: nature, segregation of all conflicting duties may not always be possible and may not be economically feasible.
−Removed: However, to the extent
−Removed: possible, the initiation of transactions, the custody of assets and the recording of transactions should be performed by separate
−Removed: Management evaluated the impact of our failure to have segregation of duties on our assessment of our disclosure controls
−Removed: and procedures and procedures and has concluded that the control deficiency that resulted represented a material weakness.
−Removed: Company has been addressing and remediating these material weaknesses with the support and assistance of the accounting and financial
−Removed: staff employed by our Indian operating subsidiary.
−Removed: We are enhancing the review process for significant transactions to ensure proper
−Removed: accounting treatment under applicable guidelines and are engaging external experts where necessary to assist in the application of accounting
−Removed: principles to complex transactions.
−Removed: In addition, we are implementing a new ERP system which is designed to integrate all business functions
−Removed: within the accounting and financial department to further address the abovementioned weaknesses.
−Removed: Chief Executive Officer and Chief Financial Officer do not expect that our disclosure controls or internal controls will prevent all
−Removed: errors and all fraud.
−Removed: Although our disclosure controls and procedures were designed to provide reasonable assurance of achieving their
−Removed: objectives a control system, no matter how well conceived and operated, can provide only reasonable, not absolute assurance that the
−Removed: objectives of the system are met.
−Removed: Further, the design of any control system is subject to resource constraints and the benefits of controls
−Removed: must be considered relative to their costs.
−Removed: Because of the inherent limitations in all control systems, no evaluation of controls can
−Removed: provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected.
−Removed: These inherent
−Removed: limitations include the fact that judgments in decision-making can be faulty, and that breakdowns can occur because of simple errors
−Removed: Additionally, controls can be circumvented if there exists in an individual a desire to do so.
−Removed: There can be no assurance
−Removed: that any design will succeed in achieving its stated goals under all potential future conditions.
−Removed: Changes in Internal Controls Over Financial Reporting
−Removed: for the remediation efforts described above, there were no changes in our internal controls over financial reporting that occurred during
−Removed: the last fiscal quarter covered by this report that has materially affected, or is reasonably likely to materially affect, our internal
−Removed: control over financial reporting.
+Added: In connection with
+Added: the restatement of the Company’s financial statements included in this Amendment, our Chief Executive Officer and Chief Financial
+Added: Officer re-evaluated the effectiveness of the design and operation of our disclosure controls and procedures and internal control over
+Added: financial reporting, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “ Exchange
+Added: Act ”), as of June 30, 2023.
+Added: To ensure that information
+Added: required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is recorded, processed, summarized and
+Added: reported, within the time periods specified in the rules and forms of the SEC, including to ensure that information required to be disclosed
+Added: by us in the reports filed or submitted by us under the Exchange Act is accumulated and communicated to our management, including our
+Added: Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
+Added: Based on that re-evaluation,
+Added: our Chief Executive Officer and Chief Financial Officer have concluded that as of June 30, 2023, our disclosure controls and procedures
+Added: and internal control over financial reporting were not effective, due to material weaknesses in SSi’s internal control in that:
+Added: We failed to design controls and procedures to provide reasonable assurance
+Added: GAAP was being properly applied to the matters resulting the restatement of our financial statements, including accounting for
+Added: merger transaction, recognition of revenue in case of deferred payment sales, recognition of right of use of certain assets and lease
+Added: liabilities and functional and other classifications, resulting in the accounting errors described in Note 1.
+Added: Restatement of Previously
+Added: Issued Condensed Consolidated Financial Statements of this Amendment.
+Added: We do not have written documentation of our internal
+Added: control policies and procedures.
+Added: Written documentation of key internal controls over financial reporting is a requirement of Section
+Added: 404 of the Sarbanes-Oxley Act.
+Added: Management evaluated the impact of our failure to have written documentation of our internal controls
+Added: and procedures on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted
+Added: represented a material weakness.
+Added: We do not have sufficient segregation of duties
+Added: within accounting functions, which is a basic internal control.
+Added: Due to our size and nature, segregation of all conflicting duties
+Added: may not always be possible and may not be economically feasible.
+Added: However, to the extent possible, the initiation of transactions,
+Added: the custody of assets and the recording of transactions should be performed by separate individuals.
+Added: Management evaluated the impact
+Added: of our failure to have segregation of duties on our assessment of our disclosure controls and procedures and procedures and has concluded
+Added: that the control deficiency that resulted represented a material weakness.
+Added: Remediation Plan
+Added: The Company has been addressing and remediating
+Added: these material weaknesses with the support and assistance of the accounting and financial staff employed by our Indian operating subsidiary.
+Added: We are enhancing the review process for significant transactions to ensure proper accounting treatment under applicable guidelines and
+Added: are engaging external experts where necessary to assist in the application of accounting principles to complex transactions.
+Added: we are implementing a new ERP system which is designed to integrate all business functions within the accounting and financial department
+Added: to further address the abovementioned weaknesses.
+Added: Our Chief Executive Officer and Chief Financial
+Added: Officer do not expect that our disclosure controls or internal controls will prevent all errors and all fraud.
+Added: Although our disclosure
+Added: controls and procedures were designed to provide reasonable assurance of achieving their objectives, a control system, no matter how
+Added: well conceived and operated, can provide only reasonable, not absolute assurance that the objectives of the system are met.
+Added: the design of any control system is subject to resource constraints and the benefits of controls must be considered relative to their
+Added: Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all
+Added: control issues and instances of fraud, if any, within the Company have been detected.
+Added: These inherent limitations include the fact that
+Added: judgments in decision-making can be faulty, and that breakdowns can occur because of simple errors or mistakes.
+Added: Additionally, controls
+Added: can be circumvented if there exists in an individual a desire to do so.
+Added: There can be no assurance that any design will succeed in achieving
+Added: its stated goals under all potential future conditions.
+Added: (b) Changes in Internal Controls Over Financial
+Added: Except for the remediation efforts described
+Added: above, there were no changes in our internal controls over financial reporting that occurred during the last fiscal quarter covered by
+Added: this report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
II – OTHER INFORMATION
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.