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Re: Long-vestor post# 13229

Thursday, 05/01/2014 2:06:46 PM

Thursday, May 01, 2014 2:06:46 PM

Post# of 20265
Thank you - I was just there.

However, nothing "illegal" as some would purport.

I am not advocating for tax noncompliance - more indicative of a looong string of poor management decisions !

In my opinion a more serious infraction is the glaring, obvious and admitted, lack of effectiveness of internal control over financial reporting ! (see below)

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http://www.otcmarkets.com/edgar/GetFilingPdf?FilingID=9796776


Effectiveness of internal control over financial reporting

Under the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer, we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as defined in Rules 13a-15(f)
and 15d-15(f)) under the Exchange Act. Management conducted its evaluation based on the framework in Internal Control – Integrated
Framework issued by the Committee on Sponsoring Organizations of the Treadway Commission (COSO). Based on that evaluation, our Chief Executive Officer and our Chief Financial Officer have concluded that, as of April 30, 2013, our internal control over financial reporting was not effective due to material weaknesses in the system of internal control. A material weakness is a deficiency, or combination of deficiencies, that creates a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected in a timely manner.

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Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is accumulated and communicated to management,
including our Chief Executive Officer and Chief Financial Officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.

The material weaknesses assessed by our management were related to the tracking and valuation of our inventory, management determined that a material weakness existed in the processes, procedures and controls related to the preparation of our financial statements. This material weakness could result in the reporting of financial information and disclosures in future consolidated annual and interim financial statements that
are not in accordance with generally accepted accounting principles.

The Company expects to take the following steps to remedy these weaknesses:

1. Continue the implementation and training of an ERP system in which will improve the segregation of duties issues and automate the tracking of costs related to inventory

2. Hire additional staff to assist the Controller to implement procedures improving the transaction processing, reconciliation and reporting process of inventory.

3. Hire a Principle Financial Officer to solely act in the capacity of CFO and relieve the current duties as performed by the Principle Executive Officer.

The Company expects to remediate these weaknesses prior to the completion of the quarter ended September 30, 2014.

The Company deemed that the internal control over financial reporting for the Company as of December 31, 2013 is not effective.

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