Viewbix Inc

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.

Management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act. The Company’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with U.S. GAAP.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. 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.

As of December 31, 2022, the Company concluded that its internal controls over financial reporting was not effective due to the exclusion of Gix Media and Cortex from its assessment, as they constituted 99% of the assets of the Company. During the year ended December 31, 2023, the Company reviewed the existing internal controls and procedures of Gix Media and Cortex in order to identify existing control deficiencies and design new controls or adjust existing controls in order to improve the Company’s controls and procedures (the “Review”).

Following the Review, the Company, including its Chief Executive Officer and Chief Financial Officer, performed an evaluation of its internal control over financial reporting as of and for the year ended December 31, 2023, according to Rules 13a-15(e) or 15d-15(e) under the Exchange Act, and concluded based on that evaluation that as of December 31, 2023, its internal control over financial reporting is effective.

This Annual Report on Form 10-K does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to rules of the SEC that permit the Company, as a non-accelerated filer, to provide only management’s report in this annual report on Form 10-K.

As disclosed above, during the year ended December 31, 2023, the Company reviewed the existing processes and controls of Gix Media and Cortex and designed new controls or adjusted the design of existing controls in order to improve its processes and controls. Other than these new or adjusted controls, there were no changes to our internal controls over financial reporting during the year ended December 31, 2023 that have materially affected or are reasonably likely to materially affect our internal controls over financial reporting.