{"url_path":"/sec/shmdw/10-k/2026/item-15","section_key":"item-15","section_title":"Item 15 CONTROLS AND PROCEDURES**","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/1987240/0001104659-26-062643-index.html","accession_number":"0001104659-26-062643","cik":"0001987240","ticker":"SHMD","issuer_name":"SCHMID Group N.V.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1987240/0001104659-26-062643-index.html","primary_entity_key":"0001987240","primary_entity_name":"SCHMID Group N.V."},"word_count":671,"has_tables":true,"body_markdown":"**ITEM 15. CONTROLS AND PROCEDURES**\n\nA.Disclosure Controls and Procedures\n\nAs required by Rule 13a-15 under the Exchange Act, management, including our CEO and CFO, evaluated the effectiveness of our disclosure controls and procedures. Our chief executive officer and our chief financial officer have concluded that, as of December 31, 2025, our disclosure controls and procedures were ineffective, as in 2025 the Company became delinquent in filing its annual report on Form 20-F relating to fiscal year 2024, due to unresolved accounting and liquidity issues it faced. See “*Item 4. History and Development of the Company*”.\n\nDisclosure controls and procedures refer to controls and other procedures designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. Disclosure controls and procedures include, without limitations, controls and procedures designed to ensure that information required to be disclosed by us in our reports that we file or submit under the Exchange Act is accumulated and communicated to management, including our principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding our required disclosures.\n\nB.Management’s Annual Report on Internal Control Over Financial Reporting\n\nManagement is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act.\n\nOur management conducted an assessment of the effectiveness of our internal control over financial reporting based on the criteria set forth in “Internal Control-Integrated Framework (2013)” issued by the Committee of Sponsoring Organizations of the Treadway Commission (“**COSO**”). Based on this assessment, management concluded that, as of December 31, 2024, our internal control over financial reporting was ineffective based on criteria established in the COSO 2013 framework. Though the Company took steps to remediate existing material weaknesses in its internal controls in 2025, two material weaknesses were again identified for the year ended December 31, 2025.\n\nOne weakness related to the number of employees in the accounting and financial reporting teams with IFRS and SEC expertise and one weakness related to the shortcomings in design and implementation of effective controls over certain general information technology controls for IT systems. The remediation steps taken included intensive additional training for Company employees in the area of IFRS. The Company continues to seek advice from external experts for special topics that go beyond our day-to-day business. We consider this approach to be appropriate for a company of our size. In the area of IT controls, we have closely examined the security of our IT systems and closed previously identified vulnerabilities. Employee threat awareness was improved with relevant training. The authorization concept was completely revised. The Company has hired external IT security firms to conduct simulated phishing and spam attack exercises as part of our cybersecurity program. In addition to internal control measures, the network and critical systems are continuously monitored by experienced security experts using AI applications checking for unusual activity, achieving an increased level of security.\n\nC.Attestation Report of the Registered Public Accounting Firm\n\nThis Annual Report does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting as such report is not required for emerging growth companies. Our independent registered public accounting firm will not be required to opine on the effectiveness of our internal control over financial reporting until we are no longer an emerging growth company.\n\nD.Change in Internal Control Over Financial Reporting\n\nThere were a number of remediation steps taken and changes made in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the year ended December 31, 2025, relating to the material weaknesses identified, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. See “*Item 15.B Management’s Annual Report on Internal Control Over Financial Reporting*” for details.\n\n101\n\n[Table of Contents](#TOC)"}