{"url_path":"/sec/eqs/10-q/2026/item-4","section_key":"item-4","section_title":"Item 4 Controls and Procedures","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-20","source_url":"https://www.sec.gov/Archives/edgar/data/878932/0001712543-26-000039-index.html","accession_number":"0001712543-26-000039","cik":"0000878932","ticker":"EQS","issuer_name":"EQUUS TOTAL RETURN, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/878932/0001712543-26-000039-index.html","primary_entity_key":"0000878932","primary_entity_name":"EQUUS TOTAL RETURN, INC."},"word_count":743,"has_tables":true,"body_markdown":"Item 4. Controls and Procedures\n\n** **\n\n**Evaluation of Disclosure Controls and Procedures**\n\n** **\n\nWe maintain\ndisclosure controls and other procedures that are designed to ensure that information required to be disclosed by the Fund in the reports\nthat we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the\nSEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive\nOfficer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.\n\n \n\nOur management,\nwith the participation of our Fund’s Chief Executive Officer and Chief Financial Officer, have evaluated the effectiveness of the\ndesign and operations of the Fund’s “disclosure controls and procedures” (as defined in Rule 13a-15(e) under the Securities\nExchange Act of 1934) as of March 31, 2026. Based on their evaluation, our Chief Executive Officer and Chief Financial Officer concluded\nthat the Fund’s disclosure controls and procedures were not effective due to the material weaknesses in internal control over financial\nreporting described below.\n\n \n\nMaterial Weakness in Internal Control over Financing Reporting\nExisting as March 31, 2026\n\n** **\n\nA material\nweakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable\npossibility that a material misstatement of a company's annual or interim consolidated financial statements will not be prevented or detected\non a timely basis.\n\n \n\nManagement\nperformed an assessment of the effectiveness of the Fund’s internal control over financial reporting as of March 31, 2026, based\nupon criteria in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway\nCommission (“COSO”). Based on this assessment, management has concluded that the Fund did not maintain effective internal\ncontrol over financial reporting as of March 31, 2026, due to the material weaknesses described below.\n\n \n\nA material\nweakness was identified in our internal control over financial reporting relating to our controls over applying technical accounting guidance\nto complex nonrecurring events and transactions.\n\n \n\nAlthough\nthis material weakness did not result in a material misstatement of our consolidated financial statements for the periods presented, there\nis a possibility that, had the material weakness continued undetected, it could have led to a material misstatement of complex non-recurring\nevents and related disclosures. Accordingly, management has concluded that this control deficiency constitutes a material weakness.\n\n \n\nManagement\nconcluded that the previously disclosed material weakness relating to the Fund’s controls relating to the design and operation of\nmanagement review over the valuation of the Fund’s portfolio investments, including management’s review procedures over the\ncompleteness and accuracy of the underlying data and information supplied to third parties assisting management by recommending a range\nof reasonable fair values, continued to exist as of March 31, 2026.\n\n \n\nManagement\nbelieves that the financial statements included in this Quarterly Report on Form 10-Q present fairly in all material respects the Fund’s\nfinancial condition, results of its operations, changes in its net assets and its cash flows for the periods presented. We believe that\nthe consolidated financial statements included in this Quarterly Report on Form 10-Q are accurate.\n\n \n\n 41 \n\n[Table of Contents](#TableOfContents) \n\nWe have\nbegun the process of, and we are focused on, enhancing effective internal control measures to improve our internal control over financial\nreporting and remediate the material weaknesses. Our internal control remediation efforts include the following:\n\n \n\n·Working with consultants to establish controls and\nprotocols relating applying technical accounting guidance to nonrecurring events and transactions.\n\n \n\n·Enhancing existing controls that address the completeness\nand accuracy of underlying data and information supplied to third parties assisting management in its determination of fair value and\nin the performance of management review controls over the valuation of the Fund’s portfolio securities; and\n\n \n\n·Enhancing policies and procedures to improve the precision of review\nand evidence of review procedures performed to demonstrate effective design and operation of such controls.\n\n \n\nWe believe\nour planned actions to enhance our processes and controls will address the material weakness, but these actions are subject to ongoing\nmanagement evaluation, and we will need a period of execution to demonstrate remediation. We are committed to the continuous improvement\nof our internal control over financial reporting and will continue to diligently review our internal control over financial reporting.\n\n \n\nThere\nwere no other changes in our internal control over financial reporting during the quarter ended September 30, 2025 that have materially\naffected, or are reasonably likely to affect, our internal control over financial reporting.\n\n \n\nPart II. Other Information"}