Attached files

file filename
EX-32.2 - EXHIBIT 32.2 - Solar Energy Initiatives, Inc.ex322.htm
EX-31.2 - EXHIBIT 31.2 - Solar Energy Initiatives, Inc.ex312.htm
EX-31.1 - EXHIBIT 31.2 - Solar Energy Initiatives, Inc.ex311.htm
EX-32.1 - EXHIBIT 32.1 - Solar Energy Initiatives, Inc.ex321.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-------------------------
FORM 10-Q
(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 January 31, 2011

                                        OR

|_|   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from ___________    to       ___________


Solar Energy Logo
http://www.solarenergyinitiatives.com/index.html

Solar Energy Initiatives, Inc.

(Exact name of registrant as specified in its charter)

     
Delaware
333-148155
 
20-5241121
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)
 
818 A1A North
Suite 202
Ponte Vedra Beach, Florida 32082
 (Address of principal executive offices including zip code)
 
(904) 644-6090
Registrant’s telephone number, including area code:



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 a 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 the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [  ] Accelerated filer [  ] 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]

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:  as of March 22, 2011 the Company had 100,000,000 shares of its common stock, par value per share $0.001, issued and outstanding.
 
  
 
 
 
 
 

 

 


Explanatory Note

The purpose of this Amendment No. 1 to Solar Energy Initiatives, Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended January 31, 2011, filed with the Securities and Exchange Commission on March 23, 2011 (the “Form 10-Q”), is solely to amend to provide the proper text in Exhibits 31.1 and 31.2 to the Form 10-Q.
 
No other changes have been made to the Form 10-Q.  This Amendment No. 1 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-Q.
 
ITEM  6.    Exhibits
                                         
Exhibit Number   
 
Description
   
3.1
 
Certificate of Incorporation.(1)
   
3.2
 
By-Laws. (1)
   
3.3
 
Certificate of Amendment dated August 2, 2006(1)
   
3.4
 
Certificate of Amendment dated February 2, 2007(1)
   
3.5
 
Certificate of Amendment to the Certificate of Incorporation (6)
   
3.6
 
Certificate of Amendment to the Certificate of Incorporation (8)
   
4.1
 
0784655 B.C. LTD Promissory Note with the Company.(2)
   
4.2
 
Amended Convertible Debenture Purchase and Sale Agreement between 0784655 B.C. LTD, Envortus and the Company. (2)
   
4.3
 
Agreement for distribution of solar panels between an Asian Solar Photovoltaic Manufacturer and the Company*(9)
   
4.4
 
Form of Warrant issued to the April and May 2009 Investors (10)
   
4.5
 
Form of Subscription Agreement entered into by the April and May 2009 Investors (10)
   
4.6
 
Form of Securities Purchase Agreement (11)
   
4.7
 
Form of Common Stock Purchase Warrant (11)
   
10.1
 
Employment Agreement by and between Brad Holt and the Company(4)
   
10.2  
 
Employment Agreement by and between David Fann and the Company(4)
   
10.3  
 
Employment Agreement by and between David Surette and the Company(4)
   
10.4  
 
Employment Agreement by and between Michael Dodak and the Company(4)
   
10.5
 
Website Purchase Agreement by and among NP Capital Corp, SEI Acquisition, Inc., Solar Energy, Inc., David H. Smith Revocable Trust dated June 16, 1993 and David Smith (7)
   
10.6
 
Agreement entered between David Fann and Solar Energy Initiatives Inc dated March 16, 2011 (12)
   
10.7
 
Agreement entered between Michael Dodak and Solar Energy Initiatives Inc dated March 16, 2011 (12)
   
10.8
 
Amendment No. 1 dated March 21, 2011 to the Agreement between David Fann and Solar Energy Initiatives, Inc. (12)
   
10.9
 
Amendment No. 1 dated March 21, 2011 to the Agreement between Michael Dodak and Solar Energy Initiatives, Inc. (12)
   
31.1
 
Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
   
31.2
 
Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
   
32.1
 
Certifications pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
   
32.2
 
Certifications pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
   


* Portions of this exhibit have been redacted pursuant to a request for confidential treatment submitted to the Securities Exchange Commission.

(1) Incorporated by reference to the Form SB-2 Registration Statement filed with the Securities Exchange Commission on December 17, 2007.
 
(2) Incorporated by reference to the Form SB-2 Registration Statement filed with the Securities Exchange Commission on February 1, 2008.
 
(3) Incorporated by reference to the Form S-1 Registration Statement filed with the Securities Exchange Commission on March 6, 2008.
 
(4)  Incorporated by reference to the Form S-1 Registration Statement filed with the Securities Exchange Commission on April 1, 2008.

(5) Incorporated by reference to the Form S-1 Registration Statement filed with the Securities Exchange Commission on April 25, 2008.

(6) Incorporated by reference to the Form 8K Current Report filed with the Securities Exchange Commission on August 1, 2008.

(7) Incorporated by reference to the Form 8K Current Report filed with the Securities Exchange Commission on August 27, 2008.

(8) Incorporated by reference to the Form 8K Current Report filed with the Securities Exchange Commission on September 25, 2008.

(9) Incorporated by reference to the Form S-1 Registration Statement filed with the Securities Exchange Commission on May 21, 2008.

(10) Incorporated by reference to the Form 8-K Current Report filed with the Securities Exchange Commission on May 22, 2009.
 
(11) Incorporated by reference to the Form 8-K Current Report filed with the Securities Exchange Commission on March 8, 2010.

(12) Incorporated by reference to the Form 10-Q Quarterly Report filed with the Securities Exchange Commission on March 23, 2011.


 


 
 

 
 

 
 
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.


 
SOLAR ENERGY INITIATIVES, INC..
     
Dated: April 28, 2011
By:
/s/David Fann
   
David  Fann
   
Chief Executive Officer
   
(Principal Executive Officer)
 
Dated: April 28, 2011
By:
/s/   Michael Dodak
   
Michael Dodak
   
Interim Chief Financial Officer
   
(Principal Financial and Accounting Officer)
 
 
Dated: April 28, 2011
By:
/s/Pierre Besuchet
   
Pierre Besuchet
   
Director
     

Dated: April 28, 2011
By:
/s/J. Everett Airington
   
J. Everett Airington
   
Director