4 unchanged sentences
over financial reporting, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “ Exchange
−Removed: Act ”), as of March 31, 2025.
+Added: Act ”), as of June 30, 2025.
To ensure that information required to be disclosed
3 unchanged sentences
our Chief Executive Officer and Interim Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
−Removed: Based on the evaluation performed as of March
+Added: Based on the evaluation performed as of June 30,
2025, as a result of the material weaknesses in internal control over financial reporting that are described below in Management’s
1 unchanged sentence
disclosure controls and procedures were not effective as of such date in that:
−Removed: ● We failed to design adequate controls and procedures
−Removed: to provide reasonable assurance that U.S.
−Removed: GAAP was being properly applied to the matters resulting into the restatement of our quarterly
−Removed: financial statements, including recognition of revenue in case of deferred payment sales, recognition of right of use of certain assets
−Removed: and lease liabilities and functional and other classifications, also leading to certain accounting errors as described in details in the
−Removed: restatement notes as included in the respective amended quarterly financial statements.
−Removed: ● We do not have written documentation of our internal
−Removed: control policies and procedures.
−Removed: Written documentation of key internal controls over financial reporting is a requirement of Section 404
−Removed: of the Sarbanes-Oxley Act.
−Removed: ● We do not have sufficient segregation of duties
−Removed: within accounting functions, which is a basic internal control.
−Removed: Due to our size and nature, segregation of all conflicting duties may
−Removed: not always be possible and may not be economically feasible.
−Removed: However, to the extent possible, the initiation of transactions, the custody
−Removed: of assets and the recording of transactions should be performed by separate individuals.
+Added: ● We failed to design adequate
+Added: controls and procedures to provide reasonable assurance that U.S.
+Added: GAAP was being properly applied to the matters resulting into the restatement
+Added: of our quarterly financial statements, including recognition of revenue in case of deferred payment sales, recognition of right of use
+Added: of certain assets and lease liabilities and functional and other classifications, also leading to certain accounting errors as described
+Added: in details in the restatement notes as included in the respective amended quarterly financial statements.
+Added: ● We do not have written documentation
+Added: of our internal control policies and procedures.
+Added: Written documentation of key internal controls over financial reporting is a requirement
+Added: of Section 404 of the Sarbanes-Oxley Act.
+Added: ● We do not have sufficient segregation
+Added: of duties within accounting functions, which is a basic internal control.
+Added: Due to our size and nature, segregation of all conflicting
+Added: duties 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.
Remediation Plan
16 unchanged sentences
and financial department would help us in further addressing the abovementioned weaknesses.
−Removed: Our Chief Executive Officer and Interim Chief Financial Officer do
−Removed: not expect that our disclosure controls or internal controls will prevent all errors and all fraud.
−Removed: Although our disclosure controls and
−Removed: procedures were designed to provide reasonable assurance of achieving their objectives, a control system, no matter how well conceived
−Removed: and operated, can provide only reasonable, not absolute assurance that the objectives of the system are met.
−Removed: Further, the design of any
−Removed: control system is subject to resource constraints and the benefits of controls must be considered relative to their costs.
−Removed: the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and
−Removed: instances of fraud, if any, within the Company have been detected.
−Removed: These inherent limitations include the fact that judgments in decision-making
−Removed: can be faulty, and that breakdowns can occur because of simple errors or mistakes.
−Removed: There can be no assurance that any design will succeed
−Removed: in achieving its stated goals under all potential future conditions.
+Added: Our Chief Executive Officer and Interim Chief
+Added: Financial Officer do not expect that our disclosure controls or internal controls will prevent all errors and all fraud.
+Added: disclosure controls and procedures were designed to provide reasonable assurance of achieving their objectives, a control system, no matter
+Added: how 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 control
+Added: issues and instances of fraud, if any, within the Company have been detected.
+Added: These inherent limitations include the fact that judgments
+Added: in decision-making can be faulty, and that breakdowns can occur because of simple errors or mistakes.
+Added: There can be no assurance that any
+Added: design will succeed in achieving its stated goals under all potential future conditions.
Changes in Internal Controls Over Financial
−Removed: Except for the remediation efforts described above, there were no changes
−Removed: in our internal controls over financial reporting that occurred during the fiscal quarter covered by this report that has materially affected,
−Removed: or is reasonably likely to materially affect, our internal control over financial reporting.
+Added: Except for the remediation efforts described above,
+Added: there were no changes in our internal controls over financial reporting that occurred during the fiscal quarter covered by this report
+Added: that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
PART 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.