Attached files
file | filename |
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EX-31.1 - Solaris Power Cells, Inc. | ex31-1.htm |
EX-32.1 - Solaris Power Cells, Inc. | ex32-1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 1
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2015
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission file number 000-53982
SOLARIS POWER CELLS, INC.
(Exact name of registrant as specified in its charter)
Nevada | 46-3386352 | |
(State or other jurisdiction | (I.R.S. Employer | |
of incorporation or organization) | Identification No. |
3111
E. Tahquitz Canyon Way, Palm Springs, California, 92262
(Address of principal executive offices) (zip code)
760-600-5272
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed 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 [ ]
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 [X] No [ ]
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. (Check one):
Large accelerated filer [ ] | Accelerated filer [ ] |
(Do not check if a smaller reporting company) | |
Non-accelerated filer [ ] | 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 [ ] No [X]
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date 104,713,782 common shares issued and outstanding as at November 11, 2015.
Explanatory Note
This Amendment No. 1 to the Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2015 (the “10-Q Report”) is being filed solely to file Exhibit 101 XBRL interactive data files that were inadvertently omitted. This Amendment No. 1 does not otherwise change or update the disclosures set forth in the 10-Q Report as originally filed and does not otherwise reflect events occurring after the original filing of the 10-Q Report.
EXHIBIT INDEX
Exhibit Number | Description of Exhibit | |
(3) | Articles of Incorporation and Bylaws | |
3.1 | Articles of Incorporation (incorporated by reference from our Registration Statement on Form SB-2 filed on September 18, 2007) | |
3.2 | Certificate of Change dated effective August 12, 2013 (incorporated by reference from our Current Report on Form 8-K filed on August 16, 2013) | |
3.3 | Bylaws (incorporated by reference from our Registration Statement on Form SB-2 filed on September 18, 2007) | |
(5) | Departure of Directors or Certain Officers | |
5.1 | Departure of Raymond Madick on July 21, 2014 (incorporated by reference from our Current Report on Form 8-K filed on July 22, 2014) | |
5.2 | Departure of Vincent Palmieri on September 2, 2014 as its CEO. (incorporated by reference from our Current Report on Form 8-K filed on September 19, 2014) | |
5.3 | Departure of Vincent Palmieri on September 29, 2014 as a board member. (incorporated by reference from our Current Report on Form 8-K filed on September 30, 2014) | |
(10) | Material Contracts | |
10.1 | Lease Agreement dated April 1, 2014 (incorporated by reference from our Current Report on Form 8-K filed on April 4, 2014) | |
10.2 | Sale of exempt non-affiliate unregistered equities dated May 20, 2014 (incorporated by reference from our Current Report on Form 8-K filed on May 20, 2014) | |
10.3 | Debt financing secured by 135,000,000 shares on September 2, 2014 (incorporated by reference from our Current Report on Form 8-K filed on September 8, 2014) | |
(21) | Subsidiaries | |
21.1 | None | |
(31) | Rule 13a-14 Certifications | |
31.1* | Section 302 Certification under Sarbanes-Oxley Act of 2002 of Leonard M. Caprino | |
(32) | Section 1350 Certifications | |
32.1* | Section 906 Certification under Sarbanes-Oxley Act of 2002 of Leonard M. Caprino | |
101.INS* |
XBRL Instance Document | |
101.SCH* | XBRL Taxonomy Extension Schema | |
101.CAL* | XBRL Taxonomy Extension Calculation Linkbase | |
101.DEF* | XBRL Taxonomy Extension Definition Linkbase | |
101.LAB* | XBRL Taxonomy Extension Label Linkbase | |
101.PRE* | XBRL Taxonomy Extension Presentation Linkbase |
*Filed herewith
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
SOLARIS POWER CELLS, INC.
/s/ Leonard M. Caprino | |
Leonard M. Caprino | |
Chief Executive Officer | |
(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer) | |
Date: November 18, 2015 |