Item 4. Controls and Procedures
ITEM 4. CONTROLS AND PROCEDURES.
Evaluation of Disclosure Controls and Procedures
We carried out an evaluation,
under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer,
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’’). Disclosure controls and procedures
include, without limitation, controls and procedures that are designed to ensure that information required to be disclosed by an issuer
in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including
its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions
regarding required disclosure. Based upon our evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure
controls and procedures were not effective for the six months ended June 30, 2022, in ensuring that information that we are required to
disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods
specified in the SEC rules and forms.
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Changes in Internal Control over Financial
Reporting
During
the six months ended June 30, 2022, we continued to execute upon our 2021 planned remediation actions as disclosed in Item 9A. of our
2021 Annual Report on Form 10-K which was filed with the SEC on April 6, 2022, which are all intended to strengthen our overall control
environment. This includes hiring additional accounting personnel at our corporate headquarters and other locations. We are committed
to maintaining a strong internal control environment and believe that these remediation efforts will represent significant improvements
in our control environment. Our management will continue to monitor, implement, test and evaluate the relevance of our risk-based approach
and the effectiveness of our internal controls and procedures over financial reporting on an ongoing basis and is committed to taking
further action and implementing additional enhancements or improvements, as necessary and as funds allow.
Inherent Limitations over Internal Controls
Internal control over financial
reporting cannot provide absolute assurance of achieving financial reporting objectives because of its inherent limitations, including
the possibility of human error and circumvention by collusion or overriding of controls. Accordingly, even an effective internal control
system may not prevent or detect material misstatements on a timely basis. Also, projections of any evaluation of effectiveness to future
periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance
with the policies or procedures may deteriorate.
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PART II - OTHER INFORMATION
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.