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EX-31.1 - EX-31.1 - NewHydrogen, Inc.v191622_ex31-1.htm
EX-32.1 - EX-32.1 - NewHydrogen, Inc.v191622_ex32-1.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q
(Mark One)

x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2010
 
¨ TRANSITION REPORT UNDER SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM __________ TO __________

COMMISSION FILE NUMBER: 333-138910

BIOSOLAR, INC.
(Name of registrant in its charter)

Nevada
 
20-4754291  
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer Identification No.)
 
27936 Lost Canyon Road, Suite 202 , Santa Clarita, CA 91387
(Address of principal executive offices) (Zip Code)

Issuer’s telephone Number: (661) 251-0001

WITH COPIES TO:

Gregory Sichenzia, Esq.
Marcelle S. Balcombe, Esq.
Sichenzia Ross Friedman Ference LLP
61 Broadway, 32 nd Flr.
New York, New York 10006
(212) 930-9700

Indicate by check mark whether the registrant (1) has filed all reports required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  x No  o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes  o No  o
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o
Accelerated filer o
Non-accelerated filer o
Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  o No  x
 
The number of shares of registrant’s common stock outstanding, as of July 29, 2010 was 151,066,777.

 
 

 
 
BIOSLAR, INC.
INDEX

PART I: FINANCIAL INFORMATION    
     
ITEM 1:
FINANCIAL STATEMENTS (Unaudited)
    3  
 
Balance Sheets
    3  
 
Statements of Operations
    4  
 
Statement of Shareholders' Equity
    5  
 
Statements of Cash Flows
    6  
 
Notes to the Financial Statements
    7  
ITEM 2:
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
    9  
ITEM 3 :
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    11  
ITEM 4:
CONTROLS AND PROCEDURES
    11  
PART II: OTHER INFORMATION    
       
Item 1
LEGAL PROCEEDINGS
    12  
ITEM 1A :
RISK FACTORS
    12  
ITEM 2
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
    12  
ITEM 3
DEFAULTS UPON SENIOR SECURITIES
    12  
ITEM 4
REMOVED AND RESERVED
    12  
ITEM 5
OTHER INFORMATION
    12  
ITEM 6:
EXHIBITS
    12  
SIGNATURES
      14  

 
2

 
 

ITEM 1. FINANCIAL STATEMENTS

BIOSOLAR, INC.
(A Development Stage Company)
BALANCE SHEETS

   
June 30, 2010
   
December 31, 2009
 
   
(Unaudited)
       
ASSETS
           
             
CURRENT ASSETS
           
Cash & cash equivalents
  $ 194,956     $ 289,229  
Certificates of deposits
    -       147,288  
Inventory, raw materials
    17,339       17,076  
Prepaid expenses
    88,516       12,416  
                 
TOTAL CURRENT ASSETS
    300,811       466,009  
                 
PROPERTY AND EQUIPMENT
               
Machinery and equipment
    76,281       74,643  
Computer
    1,978       1,978  
      78,259       76,621  
Less accumulated depreciation
    (14,552 )     (10,638 )
                 
NET PROPERTY AND EQUIPMENT
    63,707       65,983  
                 
OTHER ASSETS
               
Patents, net of amortization of $40
    120,510       86,334  
Deposit
    770       770  
                 
TOTAL OTHER ASSETS
    121,280       87,104  
                 
TOTAL ASSETS
  $ 485,798     $ 619,096  
                 
LIABILITIES AND SHAREHOLDERS' EQUITY
               
                 
CURRENT LIABILITIES
               
Accounts payable
  $ 2,043     $ 2,533  
Accrued expense
    -       750  
                 
TOTAL CURRENT LIABILITIES
    2,043       3,283  
                 
SHAREHOLDERS' EQUITY
               
Common stock, $0.0001 par value; 500,000,000 authorized common shares 151,066,777 and 147,766,777 shares issued and outstanding, respectively
    15,106       14,776  
Additional paid in capital
    3,603,021       3,315,351  
Deficit accumulated during the development stage
    (3,134,372 )     (2,714,314 )
                 
TOTAL SHAREHOLDERS' EQUITY
    483,755       615,813  
                 
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
  $ 485,798     $ 619,096  
 
The accompanying notes are an integral part of these financial statements

 
3

 

BIOSOLAR, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)

                           
From Inception
 
                           
April 24, 2006
 
   
For the Three Months Ended
   
For the Six Months Ended
   
through
 
   
June 30, 2010
   
June 30, 2009
   
June 30, 2010
   
June 30, 2009
   
June 30, 2010
 
                               
REVENUE
  $ -     $ -     $ -     $ -     $ -  
                                         
OPERATING EXPENSES
                                       
General and administrative expenses
    171,376       141,155       324,065       286,905       2,648,473  
Research and development
    50,702       10,940       91,718       25,641       555,089  
Depreciation and amortization
    1,964       1,285       3,914       2,570       14,592  
                                         
TOTAL OPERATING EXPENSES
    224,042       153,380       419,697       315,116       3,218,154  
                                         
LOSS FROM OPERATIONS BEFORE  OTHER INCOME
    (224,042 )     (153,380 )     (419,697 )     (315,116 )     (3,218,154 )
                                         
TOTAL OTHER INCOME
                                       
Interest income
    100       1,027       439       2,527       86,982  
                                         
LOSS BEFORE PROVISION FOR TAXES
    (223,942 )     (152,353 )     (419,258 )     (312,589 )     (3,131,172 )
                                         
Income taxes
    -       -       (800 )     (800 )     (3,200 )
                                         
NET LOSS
  $ (223,942 )   $ (152,353 )   $ (420,058 )   $ (313,389 )   $ (3,134,372 )
                                         
BASIC AND DILUTED LOSS PER SHARE
  $ (0.00 )   $ (0.00 )   $ (0.00 )   $ (0.00 )        
                                         
WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING BASIC AND DILUTED
    149,275,568       133,366,777       148,525,341       133,366,777          

The accompanying notes are an integral part of these financial statements

 
4

 

BIOSOLAR, INC.
(A Development Stage Company)
STATEMENTS OF SHAREHOLDERS’ EQUITY

                     
Deficit
       
                     
Accumulated
       
               
Additional
   
during the
       
   
Common stock
   
Paid-in
   
Development
       
   
Shares
   
Amount
   
Capital
   
Stage
   
Total
 
                               
Balance at December 31, 2009
    147,766,777     $ 14,776     $ 3,315,351     $ (2,714,314 )   $ 615,813  
                                         
Issuance of common shares in May 2010 for services
                                       
(800,000 common shares issued at a fair value of $0.11 per share) (unaudited)
    800,000       80       87,920       -       88,000  
                                         
Issuance of common shares in May 2010 for cash
                                       
(2,500,000 common shares issued at a price of $0.08 per share) (unaudited)
    2,500,000       250       199,750       -       200,000  
                                         
Net loss for the six months ended June 30, 2010 (unaudited)
    -       -       -       (420,058 )     (420,058 )
                                         
Balance at June 30, 2010 (unaudited)
    151,066,777     $ 15,106     $ 3,603,021     $ (3,134,372 )   $ 483,755  

The accompanying notes are an integral part of these financial statements

 
5

 

BIOSOLAR, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)

               
From Inception
 
               
April 24, 2006
 
   
Six Months Ended
   
through
 
   
June 30, 2010
   
June 30, 2009
   
June 30, 2010
 
CASH FLOWS FROM OPERATING ACTIVITIES:
                 
Net loss
  $ (420,058 )   $ (313,389 )   $ (3,134,372 )
Adjustment to reconcile net loss to net cash used in operating activities
                       
Depreciation and amortization expense
    3,914       2,570       14,592  
Issuance of stock for services
    -       -       237,260  
  Changes in Assets and Liabilities
                       
(Increase) Decrease in:
                       
Inventory
    (263 )     -       (17,339 )
Prepaid expenses
    11,900       4,432       (516 )
Deposits
    -       (7,163 )     (770 )
Increase (Decrease) in:
            -          
Accounts payable
    (490 )             2,043  
Accrued expenses
    (750 )     (20,800 )     -  
Credit card payable
    -       3,006       -  
                         
NET CASH USED IN OPERATING ACTIVITIES
    (405,747 )     (331,344 )     (2,899,102 )
                         
CASH FLOWS FROM INVESTING ACTIVITIES:
                       
Purchase of equipment
    (1,638 )     -       (78,259 )
Patent expenditures
    (34,176 )     (7,923 )     (120,550 )
Proceeds from /(investments in) certificate of deposits
    147,288       225,739       -  
                         
NET CASH (USED)/PROVIDED IN INVESTING ACTIVITIES
    111,474       217,816       (198,809 )
                         
CASH FLOWS FROM FINANCING ACTIVITIES:
                       
Proceeds from common stock subcription payable
    -       203,000       203,000  
Proceeds from issuance of common stock
    200,000       -       3,089,867  
                         
NET CASH PROVIDED IN FINANCING ACTIVITIES
    200,000       203,000       3,292,867  
                         
NET INCREASE/(DECREASE) IN CASH
    (94,273 )     89,472       194,956  
                         
CASH, BEGINNING OF PERIOD
    289,229       33,391       -  
                         
CASH, END OF PERIOD
    194,956       122,863       194,956  
                         
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
                       
Interest paid
  $ -     $ -     $ -  
Taxes paid
  $ 800     $ 800     $ 3,200  
                         
SUPPLEMENTAL SCHEDULE OF NON-CASH ACTIVITIES
                       
Common stock issued for prepaid services
  $ 88,000     $ -     $ 88,000  
 
The accompanying notes are an integral part of these financial statements

 
6

 

BIOSOLAR, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS-UNAUDITED
June 30, 2010

1.
Basis of Presentation
The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X.  Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have been included.  Operating results for the six months ended June 30, 2010 are not necessarily indicative of the results that may be expected for the year ending December 31, 2010.  For further information refer to the financial statements and footnotes thereto included in the Company's Form 10-K for the year ended December 31, 2009.

Going Concern
The accompanying financial statements have been prepared on a going concern basis of accounting, which contemplates continuity of operations, realization of assets and liabilities and commitments in the normal course of business.  The accompanying financial statements do not reflect any adjustments that might result if the Company is unable to continue as a going concern.  The Company does not generate significant revenue, and has negative cash flows from operations, which raise substantial doubt about the Company’s ability to continue as a going concern.  The ability of the Company to continue as a going concern and appropriateness of using the going concern basis is dependent upon, among other things, additional cash infusion.  The Company has obtained funds from its shareholders since its inception. It is Management's plan to generate additional working capital from investors, and then continue to pursue its business plan and purposes.

2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

This summary of significant accounting policies of Biosolar, Inc. is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements.

Development Stage Activities and Operations
The Company is in its initial stages of formation and has insignificant revenues. A development stage activity is one in which all efforts are devoted substantially to establishing a new business and even if planned principal operations have commenced, revenues are insignificant.

Revenue Recognition
The Company will recognize revenue when services are performed, and at the time of shipment of products, provided that evidence of an arrangement exists, title and risk of loss have passed to the customer, fees are fixed or determinable, and collection of the related receivable is reasonably assured. To date, the Company has had no revenues and is in the development stage.

Cash and Cash Equivalent
The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.

Investments
Certificate of Deposits with banking institutions are short-term investments with initial maturities of more than 90 days. The carrying amount of these investments is a reasonable estimate of fair value due to their short-term nature.

7

 
BIOSOLAR, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS-UNAUDITED
JUNE 30, 2010

2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Loss per Share Calculations
Loss per Share calculates basic earnings per share and diluted earnings per share. Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of common shares available. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The Company’s diluted loss per share is the same as the basic loss per share for the six months ended June 30, 2010 as the inclusion of any potential shares would have had an anti-dilutive effect due to the Company generating a loss.

Recently Issued Accounting Pronouncements

Management reviewed accounting pronouncements issued during the six months ended June 30, 2010, and no pronouncements were adopted during the period.

3.
CAPITAL STOCK

During the six months ended June 30, 2010, the Company issued 2,500,000 shares of common stock at a price of $0.08 per share for cash of $200,000; issued 800,000 shares of common stock at a fair value of $0.11 per share for prepaid services.

4.
SUBSEQUENT EVENT

 
Management has evaluated subsequent events according to the requirements of ASC TOPIC 855, and has determined there are no subsequent events to be reported.

 
8

 
 
ITEM 2:  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Special Note on Forward-Looking Statements.

Certain statements in “Management’s Discussion and Analysis or Plan of Operation” below, and elsewhere in this annual report, are not related to historical results, and are forward-looking statements. Forward-looking statements present our expectations or forecasts of future events. You can identify these statements by the fact that they do not relate strictly to historical or current facts. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements frequently are accompanied by such words such as “may,” “will,” “should,” “could,” “expects,” “plans,” “intends,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue,” or the negative of such terms or other words and terms of similar meaning. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, achievements, or timeliness of such results. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of such forward-looking statements. We are under no duty to update any of the forward-looking statements after the date of this annual report. Subsequent written and oral forward looking statements attributable to us or to persons acting in our behalf are expressly qualified in their entirety by the cautionary statements and risk factors set forth below and elsewhere in this annual report, and in other reports filed by us with the SEC.

You should read the following description of our financial condition and results of operations in conjunction with the financial statements and accompanying notes included in this report beginning on page F-1.
 
Overview
 
We are developing an innovative technology to produce bio-based materials from renewable plant sources that will reduce the cost per watt of Photovoltaic solar modules.  Most of the solar industry is focused on photovoltaic efficiency to reduce cost, but we are introducing a new dimension of cost reduction by replacing petroleum-based plastic solar module components with durable bio-based components.  The process for producing electricity from sunlight is known as Photovoltaics. Photovoltaic ("PV") is the science of capturing and converting sun light into electricity.

We are focusing our research and product development efforts on producing bio-based components that meet the thermal and durability requirements of current PV solar module manufacturing processes for conventional crystalline cell designs as well as thin film PV devices in an effort to capitalize on what we perceive as cost advantages to current petroleum based PV solar module components.

We are focusing our research and product development efforts on bio-based backsheets, substrates,  superstrates, module, and panel components.
 
We were incorporated in the State of Nevada on April 24, 2006, as BioSolar Labs, Inc. Our name was changed to BioSolar, Inc. on June 8, 2006. Our principal executive offices are located at 27936 Lost Canyon Road, Suite 202, Santa Clarita, California 91387, and our telephone number is (661) 251-0001. Our fiscal year end is December 31.

Application of Critical Accounting Policies
 
Our discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates, including those related to impairment of property, plant and equipment, intangible assets, deferred tax assets and fair value computation using the Black Scholes option pricing model. We base our estimates on historical experience and on various other assumptions, such as the trading value of our common stock and estimated future undiscounted cash flows, that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions; however, we believe that our estimates, including those for the above-described items, are reasonable.

 
9

 

 
Use of Estimates

In accordance with accounting principles generally accepted in the United States, management utilizes estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. These estimates and assumptions relate to recording net revenue, collectibility of accounts receivable, useful lives and impairment of tangible and intangible assets, accruals, income taxes, inventory realization, stock-based compensation expense and other factors. Management believes it has exercised reasonable judgment in deriving these estimates. Consequently, a change in conditions could affect these estimates.

Fair Value of Financial Instruments

Our cash, cash equivalents, investments, inventory, prepaid expenses, and accounts payable are stated at cost which approximates fair value due to the short-term nature of these instruments.
 
Recently Issued Accounting Pronouncements

            Management reviewed accounting pronouncements issued during the six months ended June 30, 2010, and no pronouncements were adopted during the period.

RESULTS OF OPERATIONS – THREE AND SIX MONTHS ENDED JUNE 30, 2010 COMPARED TO THE THREE AND SIX MONTHS ENDED JUNE 30, 2009

OPERATING EXPENSES

General and Administrative Expenses

General and administrative (“G&A”) expenses increased by $30,221 to $171,376 for the three months ended June 30, 2010, compared to the same prior period. The G&A expenses increased by $37,160 to $324,065 for the six months ended June 30, 2010, compared to the same prior period. This increase in G&A expenses was the result of an increase in consulting and marketing fees to promote the Company.

Research and Development

Research and Development (“R&D”) expenses increased by $39,762 to $50,702 for the three months ended June 30, 2010, compared to the same prior period. The R&D expenses increased by $66,077 to $91,718 for the six months ended June 30, 2010, compared to the same prior period. This increase in R&D expenses was the result of an increase in outside services by corporations for testing the product, and an increase in materials and supplies to produce samples.

Net Loss

Our Net Loss increased by $71,589 to $(223,942) for the three months ended June 30, 2010, compared to the same prior period. The Net Loss increased by $106,669 to $420,058 for the six months ended June 30, 2010, compared to the same prior period. The increase in Net Loss was due to an increase in G&A and R&D expenses.  Currently the Company is in its development stage and had no revenues.

LIQUIDITY AND CAPITAL RESOURCES

As of June 30, 2010, we had $298,768 of working capital as compared to $462,726 for the year ended December 31, 2009. This decrease of $163,958 was due primarily to an overall decrease in current assets.
 
During the six months ended June 30, 2010, the Company used $(405,747) of cash for operating activities, as compared to $(331,344) for the same prior period. The increase of $74,403 in the use of cash for operating activities was primarily due to an increase in  prepaid expenses.
 
 
10

 

 
Cash provided in investing activities for the six months ended June 30, 2010 was $111,474, as compared to cash provided of $217,816 for the same prior period. The net change of $106,342 in investing activities was primarily due to a decrease of $78,451in the proceeds from investing in certificate of deposits compared to the same prior period, and the purchase of intangible and tangible assets in the current period of $35,814 as compared to $7,923 for the same prior period.
 
Cash provided from financing activities was $200,000 for the six months ended June 30, 2010, as compared to $203,000 for the same prior period. Our capital needs have primarily been met from the proceeds of private placements, as we are currently in the development stage and had no revenues.
 
Our financial statements as of June 30, 2010 have been prepared under the assumption that we will continue as a going concern from inception (April 24, 2006) through June 30, 2010. Our independent registered public accounting firm has issued their report dated March 24, 2010 that included an explanatory paragraph expressing substantial doubt in our ability to continue as a going concern without additional capital becoming available. Our ability to continue as a going concern ultimately is dependent on our ability to generate a profit which is dependent upon our ability to obtain additional equity or debt financing, attain further operating efficiencies and, ultimately, to achieve profitable operations. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

PLAN OF OPERATION AND FINANCING NEEDS
 
We are engaged in the development of an innovative technology to produce bio-based materials from renewable plant sources that will reduce the cost per watt of Photovoltaic solar modules.

Our plan of operation within the next twelve months is to utilize our cash balances to fully commercialize our bio-based backsheet component (BioBacksheetTM) to replace the petroleum based backsheet in crystalline photovoltaic modules. In addition, we intend to further enhance test programs to determine the physical properties and characteristics that will be most suitable for the further development of biobased solar module components, and build solar modules, as we attempt to validate the commercial viability of our product. We believe that our current cash and investment balances will be sufficient to support development activity and general and administrative expenses for the next three months. Management estimates that it will require additional cash resources during 2010, based upon its current operating plan and condition. We will be investigating additional financing alternatives, including equity and/or debt financing. There is no assurance that capital in any form would be available to us, and if available, on terms and conditions that are acceptable. If we are unable to obtain sufficient funds during the next six months, we may be forced to reduce the size of our organization, which could have a material adverse impact on, or cause us to curtail and/or cease the development of our products.
  
Off-Balance Sheet Arrangements
 
We do not have any off balance sheet arrangements that are reasonably likely to have a current or future effect on our financial condition, revenues, results of operations, liquidity or capital expenditures.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK  
  
n/a
 
ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this report, we conducted an evaluation, under the supervision and with the participation of our chief executive officer and chief financial officer of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act). Based upon this evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is: (i) recorded, processed, summarized and reported, within the time periods specified in the Commission's rules and forms, and (ii) accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

There was no change to our internal control over financial reporting that occurred during our last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 
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PART II - OTHER INFORMATION
  
ITEM 1. LEGAL PROCEEDINGS

None.
 
ITEM 1A. RISK FACTORS  
 
There are no material changes from the risk factors previously disclosed in the Registrant’s Form 10-K filed on March 24, 2010.
 
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 
During the period covered by this report, the Company sold 2,500,000 shares of common stock for total proceeds of $200,000 at a price of $.08 per share.

Also, during the period covered by this report, the Company issued 800,000 shares of common stock for a fair value of $88,000 at a price of $0.11 per share, as compensation for services to the Company.

The Company relied on an exemption pursuant to Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended in connection with the sale and issuances of its shares of common stock described above.
 
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
 
None
 
ITEM 4. (REMOVED AND RESERVED)

ITEM 5. OTHER INFORMATION
 
None
 
ITEM 6. EXHIBITS  

Exhibit No.
 
Description
     
3.1
 
Articles of Incorporation of Biosolar Labs, Inc. filed with the Nevada Secretary of State on April 24, 2006. ( Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on November 22, 2006)
     
3.2
 
Articles of Amendment of Articles of Incorporation of Biosolar Labs, Inc. filed with the Nevada Secretary of State on May 25, 2006.( Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on November 22, 2006)
     
3.3
 
Articles of Amendment of Articles of Incorporation of Biosolar Labs, Inc. filed with the Nevada Secretary of State on June 8, 2006. ( Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on November 22, 2006)
     
3.4
 
 Bylaws of Biosolar, Inc.( Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on November 22, 2006)
 
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MATERIAL CONTRACTS
 
10.1
 
 Form of Subscription Agreement dated as of May 26, 2006. ( Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on November 22, 2006)
     
10.2
 
 Form of Subscription Agreement dated as of July 17, 2006. ( Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on November 22, 2006)
     
10.3
 
 Form of Subscription Agreement dated as of October 11, 2006. ( Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on November 22, 2006)
     
14.1
 
Code of Ethics ( Incorporated by reference to the Company’s annual report on Form 10-K filed with the SEC on March 25, 2008)
     
31.1
 
Certification by Chief Executive Officer and Acting Chief Financial Officer pursuant to Sarbanes-Oxley Section 302 (filed herewith).
     
32.1
 
Certification by Chief Executive Officer and Acting Chief Financial Officer pursuant to 18 U.S.C. Section 1350 (filed herewith).

 
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SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Los Angeles, State of California, on July 29, 2010.

 
BIOSOLAR
   
By:
/s/ David Lee  
 
Chief Executive Officer (Principal Executive
Officer ) and Acting Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)

 
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