Solid Solar Energy, Inc. (Form: S-1, Received: 08/16/2012 17:18:40)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM S-1

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Solid Solar Energy, Inc.

(Exact Name of Registrant as specified in its charter)

Nevada		3433		27-2181718
(State or other Jurisdiction of Incorporation or Organization)		(Primary Standard Industrial Classification Code Number)		(I.R.S. Employer Identification No.)

Solid Solar Energy, Inc.

110 Greene Street, Suite 403

New York, New York 10012

Tel: ( 315) 207-3222

Facsimile: (917) 210-2846

(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)

Mohit Bhansali

President and Chief Executive Officer

Solid Solar Energy, Inc.

110 Greene Street, Suite 403

New York, New York 10012

Tel: ( 315) 207-3222

Facsimile: (917) 210-2846

(Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent for Service)

Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this registration statement.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. þ

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act of 1933 registration statement number of the earlier effective registration statement for the same offering. ¨

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨

Indicate by a 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. (Check One):

Large Accelerated Filer ¨	Accelerated Filer ¨
Non-Accelerated Filer ¨ (Do not check if a smaller reporting company)	Smaller Reporting Company þ

CALCULATION OF REGISTRATION FEE

Title of Each Class of Securities to be Registered	Amount to be Registered (1)	Proposed Maximum Offering Price per Share	Proposed Maximum Aggregate Offering Price (2)	Amount of Registration Fee
Common stock, par value $0.0001 per share	9,442,455	$0.10 (3)	$944,245.50	$108.21
Total	9,442,455		$944,245.50	$108.21

(1)	Pursuant to Rule 416 under the Securities Act, the shares of common stock offered hereby also include an indeterminate number of additional shares of common stock as may from time to time become issuable by reason of anti-dilution provisions, stock splits, stock dividends, recapitalizations or other similar transactions.
(2)	Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(o) under the Securities Act.
(3)	Based on the sales price paid by certain selling stockholders in our most recent private placement on May 29, 2012.

THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT SHALL FILE A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION STATEMENT SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(a) OF THE SECURITIES ACT OF 1933 OR UNTIL THE REGISTRATION STATEMENT SHALL BECOME EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO SAID SECTION 8(a), MAY DETERMINE.

The information in this prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and we are not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

SUBJECT TO COMPLETION, DATED AUGUST 16, 2012

PRELIMINARY PROSPECTUS

9,442,455 Shares

Solid Solar Energy, Inc.

Common Stock

This prospectus relates to the sale by the selling stockholders identified in this prospectus of up to 9,442,455 shares of our common stock. All of these shares of our common stock are being offered for resale by the selling stockholders.

The selling stockholders may sell some or all of their shares at a fixed price of $0.10 per share until our shares are quoted on the OTC Bulletin Board, and thereafter at prevailing market prices or privately negotiated prices. The offering price bears no relationship to our assets, book value, earnings or any other customary investment criteria. We will not receive any proceeds from the sale of these shares by the selling stockholders. We will bear all costs relating to the registration of these shares of our common stock.

Our common stock is not currently listed for trading on any exchange. It is our intention to seek quotation on the OTC Bulletin Board but an application to trade our common stock has not been filed by a market maker on our behalf as of the date of this prospectus. There can be no assurances that our common stock will be approved for trading on the OTC Bulletin Board, or any other trading exchange.

Investing in our common stock is highly speculative and involves a high degree of risk. You should carefully consider the risks and uncertainties described under the heading “Risk Factors” beginning on page 2 of this prospectus before making a decision to purchase our common stock.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense.

The date of this prospectus is __________, 2012

TABLE OF CONTENTS

PROSPECTUS SUMMARY		1
SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS		2
RISK FACTORS		2
USE OF PROCEEDS		7
MARKET FOR OUR COMMON STOCK AND RELATED STOCKHOLDER MATTERS		8
DIVIDEND POLICY		8
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS		8
BUSINESS		12
MANAGEMENT		15
EXECUTIVE COMPENSATION		16
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS		16
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT		17
SELLING STOCKHOLDERS		18
DESCRIPTION OF SECURITIES		19
PLAN OF DISTRIBUTION		20
LEGAL MATTERS		21
EXPERTS		22
WHERE YOU CAN FIND ADDITIONAL INFORMATION		22
INDEX TO FINANCIAL STATEMENTS		F-1

You should rely only on the information contained in this prospectus. We have not authorized any other person to provide you with different information. If anyone provides you with different or inconsistent information, you should not rely on it. We are not making an offer to sell these securities in any jurisdiction where an offer or sale is not permitted. You should assume that the information appearing in this prospectus is accurate only as of the date on the front cover of this prospectus. Our business, financial condition, results of operations and prospects may have changed since that date.

PROSPECTUS SUMMARY

The following summary highlights information contained elsewhere in this prospectus. This summary may not contain all of the information that may be important to you. You should read this entire prospectus carefully, including the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our historical financial statements and related notes included elsewhere in this prospectus. In this prospectus, unless the context provides otherwise, the terms “the Company,” “we,” “us,” and “our” refer to Solid Solar Energy, Inc.

Overview and Corporate History

Solid Solar Energy, Inc. is a development stage company incorporated in the state of Nevada on January 18, 2008 for the purpose of exploring potential applications of holographic technology in solar energy applications . As of the date of this prospectus, our operations have principally involved the purchase of one residential power plan solar customer agreement for the design, permitting, construction, installation, testing and activation of a solar photovoltaic system pursuant to which we assumed the seller’s obligations to maintain and repair the solar facility. We have not generated any revenue to date.

In the future, however, we plan to focus the majority of our resources on (i) developing solar modules that are enhanced with holographic optical technology, (ii) forming an advisory board comprised of experts in the fields of renewable energy and holographic technology that will serve as a “think tank” to conduct research and engage in advocacy in the field of renewable energy and (iii) designing, marketing and installing solar, wind and other renewable energy power systems. There presently exist no agreements or understandings as to any of the foregoing.

On July 30, 2012, we filed amended and restated articles of incorporation in order to, among other things, change our authorized shares of capital stock to 200,000,000 shares of common stock and 50,000,000 shares of preferred stock from 75,000,000 total authorized shares of capital stock, change the par value of our common and preferred stock to $0.0001 per share from $0.001 per share, allow for the indemnification of our directors, officers, employees or agents to the fullest extent permitted by the Nevada Revised Statutes, eliminate the individual liability of our directors and officers to the fullest extent permitted by the Nevada Revised Statutes and provide for our board of directors to issue series and classes of preferred stock with different features.

The Offering

Common stock offered by selling stockholders		This prospectus relates to the sale by certain selling stockholders of 9,442,455 shares of our common stock sold to investors in private placement transactions in 2010, 2011 and 2012

Offering price		$0.10 per share until a market develops and thereafter at market prices or privately negotiated prices

Common stock outstanding before and after the offering		10,442,655 shares (1)

Use of proceeds		We will not receive any proceeds from the sale of the common stock by the selling stockholders

Market for the common stock		There is no market for our securities. Our common stock is not currently listed for trading on any exchange. It is our intention to seek quotation on the OTC Bulletin Board but an application to trade our common stock has not been filed by a market maker on our behalf as of the date of this prospectus. There can be no assurances that our common stock will be approved for trading on the OTC Bulletin Board, or any other trading exchange. There is no assurance that a trading market will develop, or, if developed, that it will be sustained. Therefore, a purchaser of our common stock may find it difficult to resell the securities offered herein should the purchaser desire to do so when eligible for public resale.

Risk Factors		You should carefully consider the information set forth in this prospectus and, in particular, the specific factors set forth in the “Risk Factors” section beginning on page 2 of this prospectus before deciding whether or not to invest in our common stock.

___________________________

(1)

Represents the number of shares of our common stock outstanding as of August 15, 2012. Does not include an aggregate of 99,987,953 shares of common stock held by Mohit Bhansali, our sole officer and director, that have not vested. Mr. Bhansali is entitled to exercise voting rights with respect to the unvested shares.

SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS

This prospectus contains forward-looking statements. Such statements include statements regarding our expectations, hopes, beliefs or intentions regarding the future, including but not limited to statements regarding our market, strategy, competition, development plans (including acquisitions and expansion), financing, revenues, operations, and compliance with applicable laws. Forward-looking statements involve certain risks and uncertainties, and actual results may differ materially from those discussed in any such statement. Factors that could cause actual results to differ materially from such forward-looking statements include the risks described in greater detail in the following paragraphs. All forward-looking statements in this document are made as of the date hereof, based on information available to us as of the date hereof, and we assume no obligation to update any forward-looking statement. Market data used throughout this prospectus is based on published third party reports or the good faith estimates of management, which estimates are based upon their review of internal surveys, independent industry publications and other publicly available information. Although we believe that such sources are reliable, we do not guarantee the accuracy or completeness of this information, and we have not independently verified such information.

RISK FACTORS

Risks Relating to our Business

We are a development stage company, have only lost money, and may never be able to implement our business plan or achieve any revenues or profitability. Therefore, at this stage of our business, potential investors have a high probability of losing their entire investment.

We were established on January 18, 2008 and have a limited operating history. We are in the development stage and are subject to all of the risks inherent in the establishment of a new business enterprise. We have had no revenue to date and have incurred losses of $383 and $0 for the years ended December 31, 2011 and 2010, respectively, and $2,576, $0, $2,718, $0 and $3,101 for the three and six month periods ended June 30, 2012 and 2011 and for the period January 18, 2008 (date of inception) through June 30, 2012, respectively. We have no significant assets or financial resources.

As a development stage company, we are a highly speculative venture involving significant financial risk. It is uncertain as to when we will become profitable, if ever. In the future we plan to focus the majority of our resources on (i) developing solar modules that are enhanced with holographic optical technology, (ii) forming an advisory board comprised of experts in the fields of renewable energy and holographic technology that will serve as a “think tank” to conduct research and engage in advocacy in the field of renewable energy and (iii) designing, marketing and installing solar, wind and other renewable energy power systems. However, there presently exist no agreements or understandings as to any of the foregoing. There is nothing at this time on which to base an assumption that our business will prove to be successful or that we will ever be able to generate revenues or operate profitably. The revenue and profitability of our proposed business and operations is unproven as the lack of operating history makes it difficult to evaluate the future prospects of our business.

Our independent registered public accounting firm has issued an unqualified opinion on our financial statements with a “going concern” paragraph.

Our independent registered public accounting firm’s opinion on our financial statements has a “going concern” explanatory paragraph. Such opinion may make parties reluctant to extend trade credit to us and thereby make it more difficult for us to conduct our business. In addition, such an opinion from the independent registered public accounting firm may also make third parties reluctant to do business with us or to invest funds in our company, thereby raising difficulties for us in the conduct of our business.

We will likely require additional resources to fully implement our business plan and may be forced to curtail or cease operations if we are not able to obtain additional financing in the future.

We will require additional resources in order to implement our business plan. Additional financing may take the form of equity or debt financings depending upon prevailing market conditions. These financings may not be available or, if available, may be on terms that are not favorable to us and could result in dilution to our stockholders and reduction of the market value of our common stock. If we obtain debt financing, we may be required to pledge accounts receivables, inventories, equipment, patents or other assets as collateral, which would be subject to seizure by our creditors if we were to default under the debt agreements, we could be required to comply with financial and other covenants that could limit our flexibility in conducting our business and put us at a disadvantage compared to our competitors, and we would be required to use our available cash to pay debt service. Since the terms and availability of any financing depends to a large degree upon general economic conditions and third parties over which we have no control, we can give no assurance that we will obtain the needed financing or that we will obtain such financing on attractive terms. In addition, our ability to obtain financing depends on a number of other factors, many of which are also beyond our control, such as interest rates and national and local business conditions. If the cost of obtaining needed financing is too high or the terms of such financing are otherwise unacceptable in relation to the strategic opportunity we are presented with, we may decide to forego that opportunity. If adequate capital is not available to us, we would likely be required to significantly curtail or possibly even cease our operations.

We are heavily dependent upon our sole officer and director. The loss of Mr. Bhansali, upon whose knowledge, leadership and technical expertise we rely, would harm our ability to execute our business plan.

We are dependent on the continued contributions of Mr. Bhansali, whose knowledge and leadership would be difficult to replace. If we were to lose his services, or if he were not available to us when we needed him, our ability to execute our business plan would be harmed and we may be forced to cease operations until such time as we could hire a suitable replacement.

Our sole officer and director may have conflicts of interest and only devote a portion of his business time to us which could materially and adversely affect us and our business .

Mr. Bhansali is not required to work exclusively for us and does not devote all of his time to our operations. Presently, Mr. Bhansali allocates only a portion of his time to the operation of our business. As Mr. Bhansali is currently employed elsewhere in addition to serving as our sole officer and director, he is able to commit to us only up to ten hours a week. Therefore, it is possible that his pursuit of other activities may slow our operations and accordingly reduce our financial results. Mr. Bhansali also serves as the sole officer and director of Icarus Wind Energy, Inc., a renewable energy company. I t is possible that a conflict of interest with regard to Mr. Bhansali may arise based on his employment with Icarus Wind Energy, Inc. or other companies.

We may not be able to effectively control and manage our growth.

Our strategy envisions a period of potentially rapid growth. We currently maintain nominal administrative and personnel capacity due to the nature of our business, and our expected growth may impose a significant burden on our future planned administrative and operational resources. The growth of our business may require significant investments of capital and increased demands on our management, workforce and facilities. We will be required to substantially expand our administrative and operational resources and attract, train, manage and retain qualified management and other personnel. Failure to do so or satisfy such increased demands would interrupt or have a material adverse effect on our business and results of operations.

If our residential solar project is found to cause injury, have defects, or fail to meet industry standards, we will incur substantial litigation, judgment, product liability, and product recall costs, which could cause our business to fail.

It is not likely but possible that users of our residential solar project could be electrocuted, burned or otherwise injured or even killed by products used in the solar project, whether by product malfunctions, defects, improper installation, vandalism, misuse by the customer or other causes. As we are responsible for the maintenance of this solar project, we may face an inherent risk of exposure to product liability claims or class action suits in the event that the solar power project results in injury or damage, whether we are at fault or not. Further, we may be subject to liability for any accidents or injury that may occur in connection with the use of any future wind turbine products or due to claims of defective design, integrity or durability of the products. We plan to purchase general liability insurance and product liability insurance, but do not have either form of insurance at this time, so may not have adequate resources in the event of a successful claim against us. The successful assertion of claims against us could result in material reputational and/or monetary damages and, if our insurance protection is inadequate, could require us to make significant payments.

Our residential solar project may require us to place independent contractors and technicians on our customer’s property, which could give rise to claims against us.

If we are unsuccessful in adequately maintaining our residential solar project, we could damage or cause a material adverse change to the customer’s premises or property, which could give rise to claims against us. Any such claims could be material in dollar amount and/or could significantly damage our reputation. In addition, we are exposed to various risks and liabilities associated with placing independent contractors and technicians in the workplaces of others, including possible claims of errors and omissions based on the alleged actions of such personnel, including harassment, theft of client property, criminal activity and other claims.

A drop in the retail price of conventional energy sources may negatively impact our ability to become profitable.

We believe that a customer’s decision to purchase or install renewable power capabilities is primarily driven by the cost of electricity from other sources and their anticipated return on investment resulting from purchase of a renewable power system. Fluctuations in economic and market conditions that impact the prices of conventional energy sources, such as decreases in the prices of oil and other fossil fuels, could cause the demand for renewable power systems to decline, which would have a negative impact on our ability to become profitable.

Existing regulations, and changes to such regulations, may present technical, regulatory and economic barriers to the purchase and use of wind power products, which may significantly reduce demand for our future products.

Installations of renewable power systems are subject to oversight and regulation in accordance with national and local ordinances, building and electrical codes, zoning, environmental protection regulation, utility interconnection requirements for metering and other rules and regulations. If we fail to observe these shifting requirements on a national, state, or local level, in providing our products and services, we may incur claims and/or reputational damage. Changes in utility electric rates or net metering policies could also have a negative effect on our business. Government regulations or utility policies pertaining to renewable power systems are unpredictable, may limit our ability to charge market rates and may result in significant additional expenses or delays and, as a result, could cause a significant reduction in our revenues and/or demand for renewable energy systems and our services.

If a reduction or elimination of government and economic incentives occurs, our revenue may decline and our business may fail.

Today, the cost of solar, wind, and other eco-friendly power exceeds retail electric rates in many locations. As a result, federal, state and local government bodies in many countries, most notably Germany, Japan, Spain, Italy, Portugal, France, South Korea and the United States, have provided incentives in the form of feed-in tariffs, rebates, tax credits and other incentives to end users, distributors, system integrators and manufacturers of alternative power products to promote the use of alternative energy in on-grid applications and to reduce dependency on other forms of energy. In the United States there is a 30% federal tax credit for purchases of wind turbines which would likely have a material positive effect on our sales. This tax credit lowers the price for alternative power products for end users, which in turn makes our products a more attractive alternative to utility costs. This federal tax credit is set to expire if not renewed on December 31, 2016. Moreover, some states have varying programs that assist the alternative energy industry for end users. Some states provide rebates, others provide tax credits and some provide production credits. We have not researched the extent of these incentives on a state by state basis, nor have we researched the incentives that exist in other countries. However, the domestic and the other local and foreign government economic incentives that exist could be reduced or eliminated altogether. Reductions in, or eliminations or expirations of, governmental incentives could result in lower revenues and greater expenses for our businesses, which could have a material adverse effect on our business, including our operating results, financial condition and cash flow.

Technological changes in the power industry may render any future products uncompetitive or obsolete, causing our future market share to decline and our business to fail.

The alternative power market is characterized by continually changing technology requiring improved features, such as higher quality, increased efficiency, higher power output and lower price. We currently do not have any products or technologies, but if we do acquire any renewable power technology, any failure to further refine the technology and develop and introduce new power products could cause our products to become uncompetitive or obsolete, which could reduce our market share and cause our revenues to decline. The alternative power industry is rapidly evolving and competitive. We will need to invest significant financial resources in research and development to keep pace with technological advances in the alternative power industry and to effectively compete in the future. A variety of competing technologies are under development by other companies that could result in lower manufacturing costs or higher product performance than those expected for our products. While we intend to continually improve our products, our development efforts may be rendered obsolete by the technological advances of others, and other technologies may prove more advantageous for the commercialization of alternative power products. Should this occur, it could have a material adverse effect on our business, including our operating results, financial condition and cash flow.

Once we acquire renewable power technology, if we fail to respond to changes in customer preferences in a timely manner, our sales may be adversely affected, and our business may fail.

The renwable power industry is highly competitive, and other suppliers will likely be attempting to gain competitive advantages as well. Our financial performance will depend on our ability to identify, originate and define industry trends, as well as to anticipate, gauge and react to changing customer preferences in a timely manner. If we misjudge the demands of the renewable energy market, it could have a material adverse effect on our business, including our operating results, financial condition and cash flow.

Because we expect to be dependent on third parties, should those services be interrupted or become more costly, we may experience a material adverse effect on the acceptance of our brand and our business may fail.

Once we commence development of holographic solar modules and other renewable energy technologies, we expect that we will be dependent on third parties, especially distributors and installers. We may face potential losses if any of the services provided by these third parties are interrupted or become more costly, which could have a material adverse effect on our business, including our operating results, financial condition and cash flow.

If any of the products we expect to sell infringe on the intellectual property rights of others, we may find ourselves involved in costly litigation, which could cause our business to fail.

We cannot be certain that the products we will develop, design, market or install in the future will not infringe on issued patents, trademarks and/or copyright rights of others. We may be subject to legal proceedings and claims from time to time in our ordinary course of business arising out of intellectual property rights of others. These legal proceedings can be very costly, and could have a material adverse effect on our business, including our operating results, financial condition and cash flow.

If we are not granted full protection for property rights over our name and trademark, we may have difficulty safeguarding our name or the public’s identification of our brand resulting in a potential loss of any competitive advantage.

Our future success will depend, in part, on our ability to obtain and enforce intellectual property rights over any products we may develop, design, market and install and over our name and trademark in both the United States and other countries. We do not have any trademark applications pending and we have not obtained any trademark or trade name registrations. There can be no assurance that the steps we intend to take to protect our rights will be adequate, that we will be able to secure protections or registrations for our rights or marks in the United States or in foreign countries or that third parties will not infringe upon our territorial rights or misappropriate our technology, designs, copyrights, trademarks, service marks, domain name and similar proprietary rights. In addition, effective intellectual property protection may be unenforceable or limited in certain foreign countries. It is possible that our competitors or others will adopt product or service names similar to ours, thereby impeding our ability to build brand identity which could possibly lead to customer confusion. Our inability to protect our intellectual property adequately could have a material adverse effect on the acceptance of our brand and on our business, financial condition and operating results. In the future, litigation may be necessary to enforce and protect our territorial distribution rights, our trade secrets, copyrights and other intellectual property rights. Litigation would divert management resources and be expensive and may not effectively protect our intellectual property. We may be subject to litigation for claims of infringement of the rights of others or to determine the scope and validity of the territorial and/or intellectual property rights of others. If other parties file applications for marks used or registered by us, we may have to oppose those applications and participate in administrative proceedings to determine priority of rights to the mark, which could result in substantial costs to us due to the diversion of management’s attention and the expense of such litigation, even if the eventual outcome is favorable to us. Adverse determinations in such litigation could result in the loss of certain of our proprietary intellectual property.

Risks Relating to Our Organization

Our articles of incorporation authorize our board to create new series of preferred stock without further approval by our stockholders, which could adversely affect the rights of the holders of our common stock.

Our board of directors has the authority to fix and determine the relative rights and preferences of preferred stock. Our board of directors also has the authority to issue preferred stock without further stockholder approval. As a result, our board of directors could authorize the issuance of a series of preferred stock that would grant to holders the preferred right to our assets upon liquidation, the right to receive dividend payments before dividends are distributed to the holders of common stock and the right to the redemption of the shares, together with a premium, prior to the redemption of our common stock. In addition, our board of directors could authorize the issuance of a series of preferred stock that has greater voting power than our common stock or that is convertible into our common stock, which could decrease the relative voting power of our common stock or result in dilution to our existing stockholders.

Your ability to influence corporate decisions may be limited because Mohit Bhansali, our sole officer and director, owns a controlling percentage of our common stock.

Mr. Bhansali, our sole officer and director, beneficially owns approximately 91.45% of our outstanding common stock. As a result of this stock ownership, Mr. Bhansali can control all matters submitted to our stockholders for approval, including the election of directors and approval of any merger, consolidation or sale of all or substantially all of our assets. This concentration of voting power could delay or prevent an acquisition of our company on terms that other stockholders may desire. In addition, as the interests of Mr. Bhansali and our minority stockholders may not always be the same, this large concentration of voting power may lead to stockholder votes that are inconsistent with the best interests of our minority stockholders or the best interest of us as a whole.

We are subject to the reporting requirements of federal securities laws, which can be expensive and may divert resources from other projects, thus impairing our ability grow.

We are subject to reporting and other obligations under the Securities Exchange Act of 1934, as amended, including the requirements of Section 404 of the Sarbanes-Oxley Act. Section 404 requires us to conduct an annual management assessment of the effectiveness of our internal controls over financial reporting. These reporting and other obligations place significant demands on our financial resources.

It may be time consuming, difficult and costly for us to develop and implement the internal controls and reporting procedures required by the Sarbanes-Oxley Act. We will need to hire additional financial reporting, internal controls and other finance personnel in order to develop and implement appropriate internal controls and reporting procedures. If we are unable to comply with the internal controls requirements of the Sarbanes-Oxley Act, then we may not be able to obtain the independent accountant certifications required by such act, which may preclude us from keeping our filings with the Securities and Exchange Commission (the “SEC”) current and interfere with the ability of investors to trade our securities and for our shares to be quoted on the OTC Bulletin Board or to list on any national securities exchange.

If we fail to establish and maintain an effective system of internal control, we may not be able to report our financial results accurately or to prevent fraud. Any inability to report and file our financial results accurately and timely could harm our reputation and adversely impact the trading price of our common stock.

Effective internal control is necessary for us to provide reliable financial reports and prevent fraud. If we cannot provide reliable financial reports or prevent fraud, we may not be able to manage our business as effectively as we would if an effective control environment existed, and our business and reputation with investors may be harmed. As a result, our small size and any current internal control deficiencies may adversely affect our financial condition, results of operation and access to capital. We have not performed an in-depth analysis to determine if historical un-discovered failures of internal controls exist, and may in the future discover areas of our internal control that need improvement.

Our management’s relative lack of public company experience could put us at greater risk of incurring fines or regulatory actions for failure to comply with federal securities laws and could put us at a competitive disadvantage.

Mr. Bhansali, our sole officer and director, has very limited experience in managing and operating a public company. Any failure to comply or adequately comply with federal securities laws, rules or regulations could subject us to fines or regulatory actions, which may materially adversely affect our business, prospects, results of operations and financial condition. As a result of Mr. Bhansali’s minimal public company experience, we may have to spend more time and money to comply with legally mandated corporate governance policies than our competitors whose management teams have public company experience.

Public company compliance may make it more difficult to attract and retain officers and directors.

The Sarbanes-Oxley Act and new rules subsequently implemented by the SEC have required changes in corporate governance practices of public companies. As a public company, we expect these new rules and regulations to increase our compliance costs in 2012 and beyond and to make certain activities more time consuming and costly. As a public company, we also expect that these new rules and regulations may make it more difficult and expensive for us to obtain director and officer liability insurance in the future and we may be required to accept reduced policy limits and coverage or incur substantially higher costs to obtain the same or similar coverage. As a result, it may be more difficult for us to attract and retain qualified persons to serve on our board of directors or as executive officers.

USE OF PROCEEDS

The selling stockholders will receive all of the proceeds from the sale of the shares offered by them under this prospectus. We will not receive any proceeds from the sale of the shares by the selling stockholders covered by this prospectus.

MARKET FOR OUR COMMON STOCK AND RELATED STOCKHOLDER MATTERS

There is currently no public or other market for our common stock, and we cannot guarantee that any such market will develop in the foreseeable future. It is our intention to seek quotation on the OTC Bulletin Board but an application to trade our common stock has not been filed by a market maker on our behalf as of the date of this prospectus. There can be no assurances that our common stock will be approved for trading on the OTC Bulletin Board, or any other trading exchange. As of August 15, 2012, there were 10,442,655 shares of our common stock issued and outstanding, not including 99,987,953 shares of common stock held by our sole officer and director that have not yet vested. Our shares are held by 14 shareholders of record.

DIVIDEND POLICY

We have not declared nor paid any cash dividend on our common stock, and we currently intend to retain future earnings, if any, to finance the expansion of our business, and we do not expect to pay any cash dividends in the foreseeable future. The decision whether to pay cash dividends on our common stock will be made by our board of directors, in their discretion, and will depend on our financial condition, results of operations, capital requirements and other factors that our board of directors considers significant.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

The Company was incorporated in the state of Nevada on January 18, 2008. It is a development stage company in accordance with the Financial Accounting Standards Board’s (“FASB”) ASC 915 Financial Reporting for Development Stage Entities . The Company was formed to provide residential users access to affordable renewable energy. The Company installs and maintains solar energy panel systems on residential housing units at no cost to the end user. Revenue is derived from renewable energy credits/certificates and billing of solar converted electricity. In the future, however, the Company plans to focus the majority of its resources on (i) developing solar modules that are enhanced with holographic optical technology, (ii) forming an advisory board comprised of experts in the fields of renewable energy and holographic technology that will serve as a “think tank” to conduct research and engage in advocacy in the field of renewable energy and (iii) designing, marketing and installing solar, wind and other renewable energy power systems. There presently exist no agreements or understandings as to any of the foregoing.

Recent Developments

On July 30, 2012, the Company filed amended and restated articles of incorporation in order to, among other things, change its authorized shares of capital stock to 200,000,000 shares of common stock and 50,000,000 shares of preferred stock from 75,000,000 total authorized shares of capital stock and change the par value of its common and preferred stock to $0.0001 per share from $0.001 per share.

On April 13, 2010 the Company issued an aggregate of 9,245,455 shares of common stock to founders in exchange for total cash in the amount of $10,220. 9,200,000 shares of common stock were sold at the purchase price of $0.0011 per share and 45,455 shares of common stock were sold at the purchase price of $0.0022.

On April 21, 2010, the Company sold 10,000 shares of common stock to an investor at the purchase price of $0.05 per share for total proceeds of $500.

Throughout 2011, the Company sold 72,000 shares of common stock to investors at the purchase price of $0.05 per share for total proceeds of $3,600, including 1,000 shares to Andrew Uribe, our former sole officer and director.

On May 29, 2012, the Company sold 110,000 shares of common stock to investors at the purchase price of $0.05 per share for total proceeds of $5,500 and 5,000 shares of common stock to investors at the purchase price of $0.10 per share for total proceeds of $500.

On June 4, 2012, the Company issued an aggregate of 14,163,683 shares of common stock to Mohit Bhansali, the Company’s sole officer and director. 100 shares vested immediately on the date of grant, 4,721,195 shall vest on the first anniversary of the date of grant, 4,721,194 shall vest on the second anniversary of the date of grant and 4,721,194 shall vest on the third anniversary of the date of grant.

On July 30, 2012, the Company issued an aggregate of 85,824,470 shares to Mr. Bhansali. 100 shares vested immediately on the date of grant and 28,608,123 shares shall vest on each of the first, second and third anniversaries of the date of grant.

On July 30, 2012, Mr. Bhansali purchased 1,000,000 shares of common stock at the purchase price of $0.0001 per share.

There are no warrants or options outstanding to acquire any additional shares of common stock of the Company

In December 2011, the Company purchased a residential power plan solar customer agreement for the design, permitting, construction, installation, testing and activation of a solar photovoltaic system pursuant to which the Company assumed the seller’s obligations to maintain and repair the solar facility. The Company paid the seller of the customer agreement $10,000 upon signing of the agreement and agreed to pay the seller an additional $15,000 upon receipt of a federal tax credit issued in connection with the photovoltaic system.

Significant Accounting Policies

Use of Estimates

The Company prepares its financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”), which require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Financial Instruments

The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization.

Cash

The Company considers all highly liquid investments with an original maturity of three months or less at the date of acquisition to be cash equivalents. There were no cash equivalents at December 31, 2011 and 2010 or at June 30, 2012.

Long-lived Assets

Property and equipment is stated at cost. Depreciation is computed by the straight-line method over estimated useful lives (five years). The carrying amount of all long-lived assets is evaluated periodically to determine if adjustment to the depreciation and amortization period or the unamortized balance is warranted. Based upon its most recent analysis, the Company believes that no impairment of property and equipment existed at December 31, 2011 and June 30, 2012.

Long-lived assets such as property, equipment and identifiable intangibles are reviewed for impairment whenever facts and circumstances indicate that the carrying value may not be recoverable. When required impairment losses on assets to be held and used are recognized based on the fair value of the asset. The fair value is determined based on estimates of future cash flows, market value of similar assets, if available, or independent appraisals, if required. If the carrying amount of the long-lived asset is not recoverable from its undiscounted cash flows, an impairment loss is recognized for the difference between the carrying amount and fair value of the asset. When fair values are not available, the Company estimates fair value using the expected future cash flows discounted at a rate commensurate with the risk associated with the recovery of the assets. We did not recognize any impairment losses for any periods presented.

Revenue Recognition

The Company recognizes revenue when it is realized or realizable and estimable in accordance with ASC 605, “Revenue Recognition”. There was no revenue for the years ended December 31, 2011 and 2010 or the three and six month periods ended June 30, 2012.

Research and Development

The Company expenses research and development costs when incurred. Research and development costs include designing, prototyping and testing of product. Indirect costs related to research and developments are allocated based on percentage usage to the research and development. The Company spent $0 in research and development costs for the period January 18, 2008 (date of inception) through December 31, 2011 and for the three and six months ended June 30, 2012 and 2011.

Share-Based Compensation

Share-based payments to employees, including grants of employee stock options are recognized as compensation expense in the financial statements based on their fair values, in accordance with FASB ASC 718. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period). The Company had no common stock options or common stock equivalents granted or outstanding for all periods presented. The company may issue shares as compensation in the future periods for employee services.

Deferred Income Taxes and Valuation Allowance

The Company accounts for income taxes under FASB ASC 740 “Income Taxes.” Under the asset and liability method of FASB ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under FASB ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.

Net Income (Loss) per Common Share

Net income (loss) per share is calculated in accordance with FASB ASC 260, “Earnings per Share.” The weighted-average number of common shares outstanding during each period is used to compute basic earning or loss per share. Diluted earnings or loss per share is computed using the weighted average number of shares and diluted potential common shares outstanding. Dilutive potential common shares are additional common shares assumed to be exercised.

Property and Equipment

Property consists of equipment purchased for the production of revenues. Assets are depreciated over their useful lives when placed in service.

Recent Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued standards that are not yet effective will not have a material impact on our financial position or results of operations upon adoption.

Results of Operations

For the years ended December 31, 2011 and 2010, the three and six months ended June 30, 2012 and June 30, 2011and the period January 18, 2008 (date of inception) through June 30, 2012

Revenues

We had no revenues for the fiscal years ended December 31, 2011 and 2010, the three and six months ended June 31, 2012, and for the period from January 18, 2008 (Inception) through June 30, 2012

O perating Expenses

Our operating expenses are comprised of office expenses, bank service charges and license and permits. For the fiscal year ended December 31, 2011, we had total operating expenses of $256, which were comprised of bank service charges of $30 and licenses and permits charges of $226. We had no operating expenses for the fiscal year ended December 31, 2010. For the three and six months ended June 30, 2012 and the period January 18, 2008 (date of inception) through June 30, 2012, operating expenses were $2,535, $0, $2,637, $0 and $2,893, respectively. Our operations have primarily been of a start-up company and expenditures have been limited to activities related to financing activities. These expenses resulted in net losses for the periods presented.

Liquidity and Capital Resources – Going Concern

The Company’s financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenue sufficient to cover its operating cost and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan to obtain such resources for the Company includes obtaining capital from potential new investors, management and significant stockholders sufficient to meet its minimal operating expenses. However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans.

There is no assurance that the Company will be able to obtain sufficient additional funds when needed or that such funds, if available, will be obtainable on terms satisfactory to the Company. In addition, profitability will ultimately depend upon the level of revenues received from business operations and there is no assurance the Company will attain profitability.

The Company currently has a working capital deficit of $7,776, as of June 30, 2012. The working capital deficit at December 31, 2011 was $11,063. The Company had $368 of cash flows provided by operating activities for the six month period ended June 30, 2012 and $388 was used in operating flows for the period January 18, 2008 (date of inception) through June 30, 2012.

The Company currently has $9,932 in cash, as of June 30, 2012, to meet its current liabilities. The cash on hand is not considered sufficient to meet the obligations over the following twelve month period and management considers it necessary to raise funds through sale of equity issues (common stock) or through traditional debt financing. The Company’s shareholders have expressed continued support during the funding period; however there is no written commitment of their continued support. Company’s management believes that the current balance of cash will satisfy limited operations, through the registration process, of approximately three to six months.

The financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

Off-Balance Sheet Arrangements

We did not engage in any off-balance sheet arrangements during the fiscal years ended December 31, 2011 or 2010 or during the three and six month periods ended June 30, 2012 and 2011.

Certain Risks and Uncertainties

Certain statements in this Prospectus, including certain statements contained in “Business” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” constitute “forward-looking statements”. The words or phrases “can be,” “may,” “could,” “would,” “expects,” “believes,” “seeks,” “estimates,” “projects” and similar words and phrases are intended to identify such forward-looking statements. Such forward-looking statements are subject to various risks and uncertainties, including those described in the section “Risk Factors”, and we caution you that any forward-looking information provided by or on behalf of us is not a guarantee of future performance. Our actual results could differ materially from those anticipated by such forward-looking statements due to a number of factors, some of which are beyond our control. All such forward-looking statements are current only as of the date on which such statements were made. We do not undertake any obligation to publicly update any forward-looking statement to reflect events or circumstances after the date on which any such statement is made or to reflect the occurrence of unanticipated events.

BUSINESS

Holographic Optics

We intend to develop solar modules that are enhanced with holographic optical technology. We anticipate that our solar modules will alternate strips of traditional solar cells with parallel strips of holographic film. Where light hits the solar cells directly, it will be converted to electricity as in traditional solar modules. Where light hits the holographic film, the hologram will diffract the light, and select the most optimum portions of the spectrum for additional energy harvesting. The selected light will then be channeled through the glass to the cells -- through a natural property of the glass known as “total internal reflection” -- where the light will be converted into additional energy. This selection and redirection of the optimal portion of the sunlight to the solar cells is expected to generate up to 30% more kilowatt hours per watt of silicon when compared to traditional solar modules.

The holographic modules create a striking rainbow/prismatic effect that changes depending upon the direction of the sunlight. We plan to use tempered laminated glass which will provide strength and safety for the modules making them suitable for use in residential, office and commercial buildings. We anticipate that the holographic technology will be able to be used for different mounting conditions, providing maximum energy harvesting for horizontally or vertically mounted applications when compared to traditional modules.

Competition

We face intense competition. Many of our competitors are larger, have more established businesses and substantially greater resources.

We believe that we will compete, in part, on the basis of cost, customer service and responsiveness to customer needs and delivery capabilities.

We believe our principal PV installation competitors in the United States include:

Prism Solar Technologies , a producer of solar modules and holograms focused on small scale projects in New York and Arizona;

Clear Skies Solar, Inc. , a PV installation company currently focused on residential and corporate solar thermal systems in New Jersey, California and New York and currently our sole supplier;

GoSolar, Inc ., a PV installation company currently focused on residential systems, solar thermal, and wind power, in the Long Island, New York region;

Power Light Corporation , a wholly owned subsidiary of SunPower, that is focused on large-scale commercial projects, headquartered in California, with employees throughout the U.S., Europe and Asia;

SolarCity, a California based provider of solar systems to residential, commercial and government customers;

Premier Power Renewable Energy, Inc. , provides solar power systems and solutions to residential homeowners, commercial and industrial enterprises, municipalities, and other solar energy providers in the United States and Spain. It designs, engineers, installs, and integrates photovoltaic systems.

Central Solar Systems, a large California based provider of systems to residential, commercial and government markets;

The Solar Center, Inc ., a large regional competitor that currently installs in New Jersey, southern New York, Long Island and Connecticut; and

Sun Edison, LLC , which focuses on large scale commercial and government projects and delivers solar electricity as a service, not a product.

Principal Suppliers and Customers

We do not yet have any suppliers or customers for our proposed holographic solar modules or types of other renewable energy systems.

As of the date of this prospectus, our operations have principally involved the purchase of one residential power plan solar customer agreement from Clear Skies Solar, Inc. for the design, permitting, construction, installation, testing and activation of a solar photovoltaic system located in New Jersey pursuant to which we assumed the seller’s obligations to maintain and repair the solar facility. We consider Clear Skies Solar, Inc. to be one of our main competitors.

Intellectual Property

We do not have any p atents, trademarks, licenses, franchises, concessions, royalty agreements or other types of intellectual property.

Research and Development

We have not expended any funds in the fiscal years ended December 31, 2011 and 2010 on research and development activities.

Employees

We do not have any employees aside from Mr. Bhansali. We anticipate that we will engage individuals as outside consultants to provide additional assistance in our operations on an as-needed basis. We may further expand our current management team and employee headcount in the future to retain skilled directors, officers, and employees with experience relevant to our business focus.

Regulatory Matters

Our operations are also subject to a variety of federal, state and local laws, rules and regulations relating to worker safety, zoning, building and electrical codes, and the use, storage, discharge and disposal of environmentally sensitive materials. Because we purchase and do not manufacture our solar power system, we do not use, generate, store or discharge toxic, volatile or otherwise hazardous chemicals and wastes. We do not engage in such activities in connection with any research and development activities. We believe that we are in compliance in all material respects with all laws, rules, regulations and requirements that affect our business. Further, we believe that compliance with such laws, rules, regulations and requirements does not impose a material impediment on our ability to conduct business.

Solar Energy Industry

We believe that economic and national security issues, technological advances, environmental regulations seeking to limit emissions from the use of fossil fuels, air pollution regulations restricting the release of greenhouse gasses, aging electricity transmission infrastructure and limited and a sometimes unreliable supply of fossil fuels, has made reliance on traditional sources of fuel for generating electricity less attractive. Government policies, in the form of both regulation and incentives, have accelerated the adoption of solar technologies by businesses and consumers. For example, in the United States, the 2005 energy bill enacted a three year 30% investment tax credit for solar which was renewed and extended for eight years in November, 2008. In January 2006 California approved the largest solar program in the country’s history that provides for long term subsidies in the form of rebates to encourage use of solar energy where possible.

Government Subsidies and Incentives

Various subsidies and tax incentive programs exist at the federal and state level to encourage the adoption of solar power including capital cost rebates, performance-based incentives, feed-in tariffs, tax credits and net metering. Capital cost rebates provide funds to customers based on the cost or size of a customer’s solar power system. Performance-based incentives provide funding to a customer based on the energy produced by their solar system. Under a feed-in tariff subsidy, the government sets prices that regulated utilities are required to pay for renewable electricity generated by end-users. The prices are set above market rates and may be differentiated based on system size or application. Feed-in tariffs pay customers for solar power system generation based on kilowatt-hours produced, at a rate generally guaranteed for a period of time. Tax credits reduce a customer’s taxes at the time the taxes are due. Under net metering, a customer can generate more energy than it uses, during which periods the electricity meter will spin backwards. During these periods, the customer “lends” electricity to the grid, retrieving an equal amount of power at a later time. Net metering programs enable end-users to sell excess solar electricity to their local utility in exchange for a credit against their utility bills. Net metering programs are usually combined with rebates, and do not provide cash payments if delivered solar electricity exceeds their utility bills. In addition, several states have adopted renewable portfolio standards, or RPS, which mandate that a certain portion of electricity delivered to customers come from a list of eligible renewable energy resources. Under a RPS the government requires regulated utilities to supply a portion of their total electricity generation in the form of electricity from renewable sources. Some programs further specify that a portion of the renewable energy quota must be from solar generated electricity.

Despite the benefits of solar power, there are also certain risks and challenges faced by users of solar power. Solar power is heavily dependent on government subsidies to promote acceptance by mass markets. We believe that the near-term growth in the solar energy industry depends significantly on the availability and size of these government subsidies and on the ability of the industry to reduce the cost of generating solar electricity. The market for solar energy products is, and for some time will continue to be, heavily dependent on public policies that support growth of solar energy. There can be no assurances that such policies will continue despite the November 2008 eight year renewal of the 30% investment tax credit applicable to solar energy projects. Decrease in the level of rebates, incentives or other governmental support for solar energy would have an adverse affect on the industry and on our ability to sell our products.

Building Codes

We are required to obtain building permits and comply with local ordinances and building and electrical codes for each project, the cost of which we plan to include in our estimated costs for each proposal.

MANAGEMENT

The following table sets forth information regarding our sole officer and director. All directors hold office for one-year terms until the election and qualification of their successors. Officers are elected by the board of directors and serve at the discretion of the board.

Name		Age		Positions with the Company
Mohit Bhansali		38		Chief Executive Officer, President, Chief Financial Officer, Treasurer, Secretary and Director

Mohit Bhansali, Chief Executive Officer, President, Chief Financial Officer, Secretary and Director. Mr. Bhansali has served as our Chief Executive Officer and a director since December 26, 2011 and as our President, Chief Financial Officer, Treasurer and Secretary since December 27, 2011. In addition, Mr. Bhansali has served as the Chief Executive Officer and a director of Icarus Wind Energy, Inc. since December 26, 2011 and as the President, Chief Financial Officer, Treasurer and Secretary of Icarus Wind Energy since December 27, 2011, as a co-founder and the Chief Operating Officer of Equity Stock Transfer since November 11, 2011, as a partner of Deadbeat Records LLC since 2010, as a securities specialist at Sichenzia Friedman Ference LLP from 2009 through 2011 and as a securities specialist at Haynes and Boone, LLP from 2006 through 2009. Mr. Bhansali worked as an equity trader from 1999 through 2002. Mr. Bhansali’s qualifications to serve on the board include his entrepreneurial experience and his knowledge of capital markets.

Directors’ and Officers’ Liability Insurance

We have not obtained directors’ and officers’ liability insurance insuring Mr. Bhansali against liability for acts or omissions in his capacity as a director or officer. Such insurance may also insure us against losses which we may incur in indemnifying our officers and directors. Mr. Bhansali shall have indemnification rights under applicable laws, and our articles of incorporation and bylaws.

Board Independence

We are not a listed issuer and, as such, are not subject to any director independence standards. Using the definition of independence set forth in the rules of the Nasdaq Stock Market, Mr. Bhansali would be considered an independent director of the Company.

Board Committees

We expect our board of directors, in the future, to appoint an audit committee, nominating committee and compensation committee, and to adopt charters relative to each such committee. We intend to appoint such persons to committees of the board of directors as are expected to be required to meet the corporate governance requirements imposed by a national securities exchange, although we are not required to comply with such requirements until we elect to seek a listing on a national securities exchange. In addition, we intend that a majority of our directors will be independent directors, of which at least one director will qualify as an “audit committee financial expert,” within the meaning of Item 407(d)(5) of Regulation S-K, as promulgated by the Securities and Exchange Commission. We do not currently have an “audit committee financial expert” since we currently do not have an audit committee in place.

Except as may be provided in our bylaws, we do not currently have specified procedures in place pursuant to which whereby security holders may recommend nominees to the Board of Directors.

Code of Ethics

We have not yet adopted a Code of Ethics although we expect to as we develop our infrastructure and business.

EXECUTIVE COMPENSATION

Summary Compensation Table

The following table summarizes the overall compensation earned over each of the past two fiscal years ending December 31, 2011 by each person who served as our principal executive officer during fiscal 2011.

Name and Principal Position	Year	Salary ($)		Stock Awards ($) (1)		All Other Compensation ($)		Total ($)
Mohit Bhansali (2)	2011		0		0		0		0
(Current Chief Executive Officer, President, Chief Financial Officer, Treasurer, Secretary and Director)	2010		—		—		—		—

Andrew Uribe (3)	2011		0		0		—		0
(Former President, Treasurer, Secretary and Director)	2010		0		0		—		0

(1) Reflects the grant date fair values of stock awards calculated in accordance with FASB Accounting Standards Codification Topic 718.

(2) Mr. Bhansali was appointed our Chief Executive Officer on December 26, 2011 and our President, Chief Financial Officer, Treasurer and Secretary on December 27, 2011.

(3) Mr. Uribe resigned from all positions with us on December 27, 2011.

Outstanding Equity Awards at Fiscal Year-End

There were no outstanding equity awards issued to our named executive officers as of December 31, 2011.

Director Compensation

The compensation paid to Mr. Bhansali and Mr. Uribe for the years ending December 31, 2011 and 2010 is fully set forth above.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

On July 3, 2011, we issued 1,000 shares of common stock to Mr. Uribe, our former sole officer and director, at a purchase price of $0.05 per share.

Equity Stock Transfer has provided transfer agent services to the Company free of charge since May 2012. Mr. Bhansali is Equity Stock Transfer’s Chief Operating Officer.

On June 4, 2012, we issued an aggregate of 14,163,683 shares of common stock to Mr. Bhansali. 100 shares vested immediately on the date of grant, 4,721,195 shares shall vest on the first anniversary of the date of grant and 4,721,194 shares shall vest on each of the second and third anniversaries of the date of grant.

On July 30, 2012, we issued an aggregate of 85,824,470 shares to Mr. Bhansali. 100 shares vested immediately on the date of grant and 28,608,123 shares shall vest on each of the first, second and third anniversaries of the date of grant.

On July 30, 2012, Mr. Bhansali purchased 1,000,000 shares of common stock at the purchase price of $0.0001 per share.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth information with respect to the beneficial ownership of our common stock as of August 15, 2012 by:

·	each person known by us to beneficially own more than 5.0% of our common stock;

·	each of our directors;

·	each of the named executive officers; and

·	all of our directors and executive officers as a group.

The percentages of common stock beneficially owned are reported on the basis of regulations of the SEC governing the determination of beneficial ownership of securities. Under the rules of the SEC, a person is deemed to be a beneficial owner of a security if that person has or shares voting power, which includes the power to vote or to direct the voting of the security, or investment power, which includes the power to dispose of or to direct the disposition of the security. Except as indicated in the footnotes to this table, each beneficial owner named in the table below has sole voting and sole investment power with respect to all shares beneficially owned and each person’s address is c/o Solid Solar Energy, Inc., 110 Greene Street, Suite 403, New York, New York 10012. As of August 15, 2012, we had 10,442,655 shares issued and outstanding.

Name and Address of Beneficial Owner	Number of Shares Beneficially Owned(1)	Percentage Beneficially Owned (1)
Mohit Bhansali
All directors and executive officers as a group (1 person)(2)	100,988,153 (2)	91.45%

(1)

Shares of common stock beneficially owned and the respective percentages of beneficial ownership of common stock assumes the exercise of all options, warrants and other securities convertible into common stock beneficially owned by such person or entity currently exercisable or exercisable within 60 days of August 15, 2012. Shares issuable pursuant to the exercise of stock options and warrants exercisable within 60 days are deemed outstanding and held by the holder of such options or warrants for computing the percentage of outstanding common stock beneficially owned by such person, but are not deemed outstanding for computing the percentage of outstanding common stock beneficially owned by any other person.

(2)

Includes (i) 1,000,200 vested shares of common stock, (ii) 4,721,195 shares of common stock that shall vest on June 4, 2013, (iii) 4,721,194 shares of common stock that shall vest on each of June 4, 2014 and June 4, 2015 and (iv) 28,608,123 shares of common stock that shall vest on each of July 30, 2013, July 30, 2014 and July 30, 2015.

SELLING STOCKHOLDERS

Up to 9,442,455 shares of common stock are being offered by this prospectus, all of which are being registered for sale for the accounts of the selling stockholders. The selling stockholders purchased these shares in private placement transactions that were exempt under the registration provisions of the Securities Act of 1933, as amended.

The shares of common stock referred to above are being registered to permit public sales of the shares, and the selling stockholders may offer the shares for resale from time to time pursuant to this prospectus. The selling stockholders may also sell, transfer or otherwise dispose of all or a portion of their shares in transactions exempt from the registration requirements of the Securities Act of 1933, as amended, or pursuant to another effective registration statement covering those shares. We may from time to time include additional selling stockholders in supplements or amendments to this prospectus.

The table below sets forth certain information regarding the selling stockholders and the shares of our common stock offered by them in this prospectus. The selling stockholders have not had a material relationship with us within the past three years other than as described in the footnotes to the table below or as a result of their acquisition of our shares or other securities. To our knowledge, subject to community property laws where applicable, each person named in the table has sole voting and investment power with respect to the shares of common stock set forth opposite such person’s name.

Beneficial ownership is determined in accordance with the rules of the SEC. In computing the number of shares beneficially owned by a selling stockholder and the percentage of ownership of that selling stockholder, shares of common stock underlying any convertible securities held by that selling stockholder that are exercisable within 60 days of August 15, 2012 are included. Those shares, however, are not deemed outstanding for the purpose of computing the percentage ownership of any other selling stockholder. Each selling stockholder’s percentage of ownership of our outstanding shares in the table below is based upon 10,442,655 shares of common stock outstanding as of August 15, 2012. The 10,442,655 shares do not include 99,987,953 shares of common stock held by our sole officer and director that have not yet vested.

	Ownership Before Offering				Ownership After Offering(1)
Selling Stockholder	Number of shares of common stock beneficially owned		Number of shares offered		Number of shares of common stock beneficially owned		Percentage of common stock beneficially owned
Auracana LLC (2)		50,000		50,000		--		--
Benjamin Brauser		10,000		10,000		--		--
Peter DiCharia		1,000		1,000		--		--
David Frydman		2,000		2,000		--		--
Harlan Gardiner		2,500		2,500		--		--
Grander Holdings, Inc. 401(k) Profit Sharing Plan (3)		50,000		50,000		--		--
Ezra Green		10,000		10,000		--		--
Barry Honig		4,600,000		4,600,000
Edward Karr		50,000		50,000		--		--
Renee Kesner		4,645,455 (4) (5)		4,645,455 (4) (5)
Paradox Capital Partners (5)		4,645,455 (4)		4,645,455 (4))		--		--
Sanjay Singla		10,000		10,000		--		--
Stetson Capital Investments, Inc. (6)		10,000		10,000		--		--
Andrew Uribe		1,000		1,000		--		--

(1)	Represents the amount of shares that will be held by the selling stockholders after completion of this offering based on the assumptions that (a) all shares registered for sale by the registration statement of which this prospectus is part will be sold and (b) that no other shares of our common stock beneficially owned by the selling stockholders are acquired or are sold prior to completion of this offering by the selling stockholders. However, the selling stockholders may sell all, some or none of the shares offered pursuant to this prospectus and may sell other shares of our common stock that they may own pursuant to another registration statement under the Securities Act of 1933 or sell some or all of their shares pursuant to an exemption from the registration provisions of the Securities Act of 1933, as amended, including under Rule 144. To our knowledge there are currently no agreements, arrangements or understanding with respect to the sale of any of the shares that may be held by the selling stockholders after completion of this offering or otherwise.
(2)	Glenn Kesner is the President of Auracana LLC and, in such capacity, has voting and dispositive power over the securities held for the account of this selling stockholder.
(3)	Michael Brauser is the Trustee of Grander Holdings, Inc. 401(k) Profit Sharing Plan and, in such capacity, has voting and dispositive power over the securities held for the account of this selling stockholder.
(4)	Includes (i) 45,455 shares of our common stock held by Renee Kesner and 4,600,000 shares of our common stock held by Paradox Capital Partners, LLC. Harvey Kesner and Renee Kesner are husband and wife.
(5)	Harvey Kesner is the Manager of Paradox Capital Partners, LLC and, in such capacity, has voting and dispositive power over the securities held for the account of this selling stockholder.
(6)	John Stetson is the President of Stetson Capital Investments, Inc. and, in such capacity, has voting and dispositive power over the securities held for the account of this selling stockholder.

DESCRIPTION OF SECURITIES

Authorized and Outstanding Capital Stock

We have authorized 250,000,000 shares of capital stock, par value $0.0001 per share, of which 200,000,000 are shares of common stock and 50,000,000 are shares of preferred stock.

As of August 15, 2012, we had the following issued and outstanding securities on a fully diluted basis:

	•	10,442,655 shares of common stock;
	•	No shares of preferred stock; and

•

An aggregate of 99,987,953 unvested shares of common stock held by Mr. Bhansali including (i) 4,721,195 shares of common stock that shall vest on June 4, 2013, (ii) 4,721,194 shares of common stock that shall vest on each of June 4, 2014 and June 4, 2015 and (iii) 28,608,123 shares of common stock that shall vest on each of July 30, 2013, July 30, 2014 and July 30, 2015. Mr. Bhansali is entitled to exercise voting rights with respect to the unvested shares.

Common Stock

The holders of our common stock are entitled to one vote per share. In addition, the holders of our common stock will be entitled to receive ratably dividends, if any, declared by our board of directors out of legally available funds; however, the current policy of our board of directors is to retain earnings, if any, for operations and growth. Upon liquidation, dissolution or winding-up, the holders of our common stock will be entitled to share ratably in all assets that are legally available for distribution. The holders of our common stock will have no preemptive, subscription, redemption or conversion rights. The rights, preferences and privileges of holders of our common stock will be subject to, and may be adversely affected by, the rights of the holders of any series of preferred stock, which may be designated solely by action of our board of directors and issued in the future.

Preferred Stock

Our board of directors will be authorized, subject to any limitations prescribed by law, without further vote or action by our stockholders, to issue from time to time shares of preferred stock in one or more series. Each series of preferred stock will have the number of shares, designations, preferences, voting powers, qualifications and special or relative rights or privileges as shall be determined by our board of directors, which may include, among others, dividend rights, voting rights, liquidation preferences, conversion rights and preemptive rights.

Indemnification of Directors and Officers

Nevada Revised Statutes (“NRS”) Sections 78.7502 and 78.751 provide us with the power to indemnify any of our directors and officers. The director or officer must have conducted himself/herself in good faith and reasonably believe that his/her conduct was in, or not opposed to, our best interests. In a criminal action, the director, officer, employee or agent must not have had reasonable cause to believe his/her conduct was unlawful.

Under NRS Section 78.751, advances for expenses may be made by agreement if the director or officer affirms in writing that he/she believes he/she has met the standards and will personally repay the expenses if it is determined such officer or director did not meet the standards.

We are also permitted to apply for insurance on behalf of any director, officer, employee or other agent for liability arising out of his actions, whether or not the NRS would permit indemnification.

Insofar as indemnification for liabilities arising under the Securities Act may be permitted for our directors, officers and controlling persons pursuant to the foregoing provisions, or otherwise, we have been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable.

Limitation of Liability of Directors

Our Amended and Restated Articles of Incorporation provides a limitation of liability such that no director or officer shall be personally liable to us or any of our stockholders for damages for breach of fiduciary duty as a director or officer, involving any act or omission of any such director or officer, provided there was no intentional misconduct, fraud or a knowing violation of the law, or payment of dividends in violation of NRS Section 78.300.

PLAN OF DISTRIBUTION

	•	ordinary brokerage transactions and transactions in which the broker-dealer solicits purchasers;
	•	block trades in which the broker-dealer will attempt to sell the shares as agent but may position and resell a portion of the block as principal to facilitate the transaction;

	•	purchases by a broker-dealer as principal and resale by the broker-dealer for its account;
	•	conducting business in places where business practices and customs are unfamiliar and unknown;

	•	an exchange distribution in accordance with the rules of the applicable exchange;
	•	privately negotiated transactions;

	•	settlement of short sales entered into after the date of this prospectus;
	•	broker-dealers may agree with the selling stockholders to sell a specified number of the shares at a stipulated price per share;

	•	through the writing or settlement of options or other hedging transactions, whether through an options exchange or otherwise;
	•	a combination of any of these methods of sale; or

•

any other method permitted pursuant to applicable law.

The selling stockholders may also sell shares under Rule 144 under the Securities Act, if available, rather than under this prospectus.

Broker-dealers engaged by the selling stockholders may arrange for other brokers-dealers to participate in sales. Broker-dealers may receive commissions or discounts from the selling stockholders (or, if any broker-dealer acts as agent for the purchaser of shares, from the purchaser) in amounts to be negotiated. Each selling stockholder does not expect these commissions and discounts relating to its sales of shares to exceed what is customary in the types of transactions involved.

Under applicable rules and regulations under the Exchange Act, any person engaged in the distribution of the shares may not simultaneously engage in market making activities with respect to our common stock for a period of two business days prior to the commencement of the distribution. In addition, the selling stockholders will be subject to applicable provisions of the Exchange Act and the rules and regulations thereunder, including Regulation M, which may limit the timing of purchases and sales of shares of our common stock by the selling stockholders or any other person. We have advised the selling stockholders that the anti-manipulation rules of Regulation M under the Exchange Act may apply to sales of shares in the market and to the activities of the selling stockholders and their affiliates. In addition, we will make copies of this prospectus available to the selling stockholders for the purpose of satisfying the prospectus delivery requirements of the Securities Act and have informed them of the need to deliver a copy of this prospectus to each purchaser at or prior to the time of the sale.

In connection with the sale of our common stock or interests therein, the selling stockholders may enter into hedging transactions with broker-dealers or other financial institutions, which may in turn engage in short sales of the common stock in the course of hedging the positions they assume. The selling stockholders may also sell shares of our common stock short and deliver these securities to close out their short positions, or loan or pledge the common stock to broker-dealers that in turn may sell these securities. The selling stockholders may also enter into option or other transactions with broker-dealers or other financial institutions or the creation of one or more derivative securities which require the delivery to these broker-dealers or other financial institutions of shares offered by this prospectus, which shares these broker-dealers or other financial institutions may resell pursuant to this prospectus (as supplemented or amended to reflect these transactions).

The selling stockholders and any broker-dealers or agents that are involved in selling the shares may be deemed to be “underwriters” within the meaning of the Securities Act in connection with these sales. In this event, any commissions received by these broker-dealers or agents and any profit on the resale of the shares purchased by them may be deemed to be underwriting commissions or discounts under the Securities Act. Each selling stockholder has informed us that it does not have any agreement or understanding, directly or indirectly, with any person to distribute the common stock. In no event shall any broker-dealer receive fees, commissions and markups which, in the aggregate, would exceed eight percent (8%).

We are required to pay certain fees and expenses incurred by us incident to the registration of the shares. We have agreed to indemnify the selling stockholders against certain losses, claims, damages and liabilities, including liabilities under the Securities Act.

The selling stockholders may agree to indemnify any agent, dealer or broker-dealer that participates in transactions involving sales of the shares against certain liabilities, including liabilities arising under the Securities Act.

Because selling stockholders may be deemed to be “underwriters” within the meaning of the Securities Act, they will be subject to the prospectus delivery requirements of the Securities Act. In addition, any securities covered by this prospectus which qualify for sale pursuant to Rule 144 under the Securities Act may be sold under Rule 144 rather than under this prospectus. There is no underwriter or coordinating broker acting in connection with the proposed sale of the shares by the selling stockholders.

LEGAL MATTERS

_________________ will pass upon the validity of the shares of our common stock to be sold in this offering.

EXPERTS

Our audited financial statements as of December 31, 2011 and 2010 and for the years then ended have been included in this prospectus in reliance on the report of Peter Messineo, CPA, an independent registered public accounting firm (the report on the financial statements contains an explanatory paragraph regarding the Company's ability to continue as a going concern) appearing elsewhere herein given on the authority of said firm as experts in auditing and accounting.

WHERE YOU CAN FIND ADDITIONAL INFORMATION

We have filed with the SEC a registration statement on Form S-1, together with any amendments and related exhibits, under the Securities Act with respect to our shares of common stock offered by this prospectus. The registration statement contains additional information about us and the shares of common stock that we are offering in this prospectus.

We file annual, quarterly and current reports and other information with the SEC under the Exchange Act. Such reports and other information filed by the Company with the SEC are available free of charge on the SEC’s website. You may also request a copy of those filings, excluding exhibits, from us at no cost. These requests should be addressed to us at: Mohit Bhansali, President and Chief Executive Officer, Solid Solar Energy, Inc., 110 Greene Street, Suite 403, New York, New York 10012. The public may read and copy any materials filed by the Company with the SEC at the SEC’s Public Reference Room at 100 F Street, NE, Room 1580, Washington, DC 20549. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC at www.sec.gov . The contents of these websites are not incorporated into this filing by reference. Further, the Company’s references to the URLs for these websites are intended to be inactive textual references only.

SOLID SOLAR ENERGY, INC. (A Development Stage Entity) INDEX TO FINANCIAL STATEMENTS December 31, 2011 and 2010

				Page


Report of Independent Registered Public Accounting Firm				F-2

Balance Sheets at December 31, 2011 and 2010				F-3

Statements of Operations for the years ended December 31, 2011, 2010 and the period January 18, 2008 (date of inception) through December 31, 2011				F-4

Statements of Changes in Shareholders’ Deficit for the period January 18, 2008 (date of inception) through December 31, 2011				F-5

Statements of Cash Flows for the year ended December 31, 2011, 2010 and the period January 18, 2008 (date of inception) through December 31, 2011				F-6

Notes to Audited Financial Statements				F-7

F-1

Peter Messineo

Certified Public Accountant

1982 Otter Way Palm Harbor FL 34685

peter@pm-cpa.com

T 727.421.6268 F 727.674.0511

Report of Independent Registered Public Accounting Firm

Board of Directors and Stockholders

Solid Solar Energy, Inc.

East Orange, New Jersey

I have audited the accompanying balance sheets of Solid Solar Energy, Inc. (a development stage entity) as of December 31, 2011 and 2010 and the related statements of operations, stockholder's deficit and cash flows for the years then ended and for the period January 18, 2008 (date of inception) through December 31, 2011. These financial statements are the responsibility of the Company's management. My responsibility is to express an opinion on these financial statements based on my audits.

I conducted my audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor was I engaged to perform, an audit of its internal control over financial reporting. My audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, I express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as, evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Solid Solar Energy, Inc. (a development stage entity) as of December 31, 2011 and 2010 and the results of its operations and its cash flows for the years then ended and for the period January 18, 2008 (date of inception) through December 31, 2011 in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has incurred a loss since inception, has insufficient revenue to cover operating costs or develop its operating plan, has an accumulated deficit and may be unable to raise further equity. These factors raise substantial doubt about its ability to continue as a going concern. Management’s plans regarding those matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

s/ Peter Messineo, CPA

Peter Messineo, CPA

Palm Harbor, Florida

May 3, 2012

F-2

Solid Solar Energy, Inc.
(A Development Stage Entity)
BALANCE SHEETS

	December 31,			December 31,
	2011			2010
ASSETS
Current Assets
Cash and cash equivalents	$	3,564		$	10,720
Stock subscription receivable, in escrow		500			-
Total Current Assets		4,064			10,720

Property and equipment, net of accumulated
depreciation of $0 and $0, respectively		25,000			-

TOTAL ASSETS	$	29,064		$	10,720

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accrued interest	$	127		$	-
Note payable		15,000			-

TOTAL LIABILITIES		15,127			-

Stockholders' Equity
Common stock: 75,000,000 authorized; $0.001 par value
9,327,455 and 9,255,455 shares issued and outstanding		9,327			9,255
Additional paid in capital		4,993			1,465
Accumulated deficit during development stage		(383	)		-
Total Stockholders' Equity		13,937			10,720

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	29,064		$	10,720

The accompanying notes are an integral part of these financial statements.

F-3

Solid Solar Energy, Inc.
(A Development Stage Entity)

							January 18, 2008
							(inception)
	December 31,						through
	2011			2010			December 31, 2011

Revenues	$	-		$	-		$	-

Operating Expenses:
General and administrative		256			-			256
Total operating expenses		256			-			256

Net loss from operations		(256	)		-			(256	)

Other income (expense)
Interest expense		(127	)		-			(127	)

NET LOSS	$	(383	)	$	-		$	(383	)

BASIC AND DILUTED LOSS PER SHARE	$	(0.00	)	$	(0.00	)

WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING		9,245,455			9,291,356

The accompanying notes are an integral part of these financial statements.

F-4

Solid Solar Energy, Inc.
(A Development Stage Entity)
STATEMENT OF STOCKHOLDERS' EQUITY

							Accumulated
					Additional		Deficit
	Common Stock				Paid in		Development
	Shares		Amount		Capital		Stage			Total

Balance at Inception, January 18, 2008		-	$	-	$	-	$	-		$	-

Balance at December 31, 2009		-		-		-		-			-

Issuance of common stock for cash to founders, April 13, 2010, at $.0011 per share		9,200,000		9,200		920		-			10,120
Issuance of common stock for cash, April 13, 2010, at $.0022 per share		45,455		45		55		-			100
Issuance of common stock for cash, April 23, 2010 at $.0022 per share		10,000		10		490		-			500

Balance at December 31, 2010		9,255,455		9,255		1,465		-			10,720

Issuance of common stock for cash, July 3, 2011 at $.05 per share		72,000		72		3,528		-			3,600

Net loss								(383	)		(383	)

Balance, December 31, 2011		9,327,455	$	9,327	$	4,993	$	(383	)	$	13,937

The accompanying notes are an integral part of these financial statements.

F-5

Solid Solar Energy, Inc.
(A Development Stage Entity)
STATEMENTS OF CASH FLOWS

						January 18, 2008
	December 31,					(inception) through
	2011			2010		December 31, 2011

CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(383	)	$	-	$	(383	)
Adjustment to reconcile Net Income to net
cash provided by operations:
Changes in assets and liabilities:
Accrued interest		127			-		127
Net Cash Used in Operating Activities		(256	)		-		(256	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of equipment		(10,000	)		-		(10,000	)
Net Cash Used in Investing Activities		(10,000	)		-		(10,000	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock		3,100			10,720		3,100
Net Cash Provided by Financing Activities		3,100			10,720		3,100

Net increase (decrease) in cash and cash equivalents		(7,156	)		10,720		(7,156	)
Cash and cash equivalents, beginning of period		10,720			-		10,720
Cash and cash equivalents, end of period	$	3,564		$	10,720	$	3,564

Supplemental Cash Flow Information:
Cash paid for interest	$	-		$	-	$	-
Cash paid for taxes	$	-		$	-	$	-

Non-Cash Transactions:
Stock subscription receivable	$	500		$	-	$	500
Note issued for the purchase of equipment	$	15,000		$	-	$	15,000

The accompanying notes are an integral part of these financial statements.

F-6

NOTE 1. NATURE OF BUSINESSS

ORGANIZATION

Solid Solar Energy, Inc. (“The Company”) was incorporated on January 8, 2008 in the State of Nevada as a for-profit Company. The Company is a development stage company in accordance with FASB ASC 915 Financial Reporting for Development Stage Entities .

The Company was formed to provide residential users access to affordable renewable energy. The Company installs and maintains solar energy panel systems on residential housing units at no cost to the end user. Revenue is derived from renewable energy credits/certificates and billing of solar converted electricity.

The Company is headquartered East Orange, New Jersey. The elected year end is December 31.

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES

GOING CONCERN

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan to obtain such resources for the Company include, obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses. However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans.

USE OF ESTIMATES

The Company prepares its financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP"), which require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

FINANCIAL INSTRUMENTS

F-7

CASH

LONG-LIVED ASSETS

Property and equipment is stated at cost. Depreciation is computed by the straight-line method over estimated useful lives (5 years). The carrying amount of all long-lived assets is evaluated periodically to determine if adjustment to the depreciation and amortization period or the unamortized balance is warranted. Based upon its most recent analysis, the Company believes that no impairment of property and equipment existed at December 31, 2011.

REVENUE RECOGNITION

The Company recognizes revenue when it is realized or realizable and estimable in accordance with ASC 605, “Revenue Recognition”. There was no revenue for the year ended December 31, 2011 and 2010.

ADVERTISING

Advertising costs are expensed as incurred. No advertising costs were incurred for the year ending December 31, 2011 and 2010.

RESEARCH AND DEVELOPMENT

SHARE-BASED COMPENSATION

Share-based payments to employees, including grants of employee stock options are recognized as compensation expense in the financial statements based on their fair values, in accordance with FASB ASC Topic 718. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period). The Company had no common stock options or common stock equivalents granted or outstanding for all periods presented. The company may issue shares as compensation in the future periods for employee services.

The Company may issue restricted stock to consultants for various services. Cost for these transactions will be measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The value of the common stock is to be measured at the earlier of (i) the date at which a firm commitment for performance by the counterparty to earn the equity instruments is reached or (ii) the date at which the counterparty's performance is complete. The company has not issued any shares as compensation for services associated with the registration of the common shares and for the years ended December 31, 2011 and 2010 and for the period January 18, 2008 (date of inception) through December 31, 2011.

F-8

DEFERRED INCOME TAXES AND VALUATION ALLOWANCE

NET INCOME (LOSS) PER COMMON SHARE

Basic net income (loss) per common share is based on the weighted average number of shares of common stock outstanding at since December 31, 2011 and 2010. As of December 31, 2011 and 2010, the Company had no dilutive potential common shares.

RECENT ACCOUNTING PRONOUNCEMENTS

In December 2011, the FASB issued ASU 2011-11, Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities (ASU 2011-11). This newly issued accounting standard requires an entity to disclose both gross and net information about instruments and transactions eligible for offset in the statement of financial position as well as instruments and transactions executed under a master netting or similar arrangement and was issued to enable users of financial statements to understand the effects or potential effects of those arrangements on its financial position. This ASU is required to be applied retrospectively and is effective for fiscal years, and interim periods within those years, beginning on or after January 1, 2013. As this accounting standard only requires enhanced disclosure, the adoption of this standard is not expected to have an impact our financial position or results of operations.

In June 2011, the FASB issued ASU No. 2011-05, “Comprehensive Income (Topic 220): Presentation of Comprehensive Income” (ASU 2011-05). This newly issued accounting standard (1) eliminates the option to present the components of other comprehensive income as part of the statement of changes in stockholders’ equity; (2) requires the consecutive presentation of the statement of net income and other comprehensive income; and (3) requires an entity to present reclassification adjustments on the face of the financial statements from other comprehensive income to net income. The amendments in this ASU do not change the items that must be reported in other comprehensive income or when an item of other comprehensive income must be reclassified to net income nor do the amendments affect how earnings per share is calculated or presented. In December 2011, the FASB issued

F-9

In May 2011, the FASB issued ASU No. 2011-04, “Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs”, which is intended to improve comparability of fair value measurements presented and disclosed in financial statements prepared in accordance with U.S. generally accepted accounting principles and International Financial Reporting Standards. This standard clarifies the application of existing fair value measurement requirements including (1) the application of the highest and best use valuation premise, (2) the methodology to measure the fair value of an instrument classified in a reporting entity’s shareholders’ equity, (3) disclosure requirements for quantitative information on Level 3 fair value measurements and (4) guidance on measuring the fair value of financial instruments managed within a portfolio. In addition, the standard requires additional disclosures of the sensitivity of fair value to changes in unobservable inputs for Level 3 securities. This standard is effective for interim and annual reporting periods ending on or after December 15, 2011. The adoption of this guidance has not had a significant impact on the Company’s financial statements.

Except for rules and interpretive releases of the SEC under authority of federal securities laws and a limited number of grandfathered standards, the FASB Accounting Standards Codification ™ ( “ ASC ” ) is the sole source of authoritative GAAP literature recognized by the FASB and applicable to the Company. Management has reviewed the aforementioned rules and releases and believes any effect will not have a material impact on the Company’s present or future financial statements.

NOTE 3. PROPERTY AND EQUIPMENT

Property consists of equipment purchased for the production of revenues. As of December 31,:

	2011		2010
Production equipment	$	25,000	$	-
Less accumulated depreciation		-		-
Property and equipment, net	$	25,000	$	-

Assets are depreciated over there useful lives when placed in service. Depreciation expense was $0 for the years ending December 31, 2011 and 2010 and for the period January 18, 2008 (date of inception) through December 31, 2011.

NOTE 4. NOTES PAYABLE

The Company has issued a promissory note payable, in the amount of $15,000, resulting from purchase agreement with the original equipment manufacturer (“OEM”). The note has no defined repayment date, as repayment is upon receiving government energy credits, considered to be realized within year. There is no stated interest rate on the note. The Company has recorded interest expense at the applicable federal rate, in the amount of $127, in recognition of the discount effect of the non-interest bearing arrangement.

NOTE 5. INCOME TAXES

The Company has not recognized an income tax benefit for its operating losses generated based on uncertainties concerning its ability to generate taxable income in future periods. The tax benefit for the periods presented is offset by a valuation allowance established against deferred tax assets arising from the net operating losses and other temporary differences, the realization of which could not be considered more likely than not. In future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not. As of December 31, 2011 the Company had a net loss of $383 and for the period January 18, 2008 (Date of Inception) through December 31, 2011, the Company had incurred losses of $383. The net operating loss in the amount of $383 resulting from operating activities generated a deferred tax asset at effective statutory rates of approximately $130. The deferred tax asset has been off-set by an equal valuation allowance.

F-10

NOTE 6. EQUITY TRANSACTIONS

PREFERRED STOCK

There is no authorized preferred stock of the Company. The Company has no preferred stock issued or outstanding.

COMMON STOCK

The authorized common stock of the Company consists of 75,000,000 shares with a par value of $0.001.

On April 13, 2010 the Company issued 9,245,455 shares of common stock to founders in exchange for cash in the amount of $10,220. The Company received cash in the amount of $10,120 in exchange for 9,200,000 shares of common stock ($.011 per share) and cash of $100 in exchange for 45,455 common shares ($.022 per share).

On April 23, 2010, the Company sold 10,000 common shares to an investor, at $0.05 per share, for proceeds of $500.

On July 3, 2011, the Company sold 72,000 common shares to investors, including 1,000 shares to its former sole officer and director, at $0.05 per share, for proceeds of $3,600.

WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares of common stock of the Company.

NOTE 6. COMMITMENTS AND CONTINGENCIES

RELATED PARTY CONSIDERATION

The Company's shareholders have pledged support to fund continuing operations; however there is no written commitment to this effect. The Company is dependent upon the continued support of these parties.

Some of the officers and directors of the Company are involved in other business activities and may, in the future, become involved in other business opportunities that become available. They may face a conflict in selecting between the Company and other business interests. The Company has not formulated a policy for the resolution of such conflicts.

The Company does not have employment contracts with its key employees, including the officers of the Company.

The Company does not own or lease property or lease office space. The office space used by the Company was arranged by the founders of the Company to use at no charge.

The amounts and terms of the above transactions may not necessarily be indicative of the amounts and terms that would have been incurred had comparable transactions been entered into with independent third parties.

PRODUCT WARRANTEES

The Company has no history of warranty costs and expenditures. The Company purchases products directly from manufacturer and relies upon warranties provided by such OEM. Any costs are to be expensed as incurred until such time that potential future costs may be estimated. As of December 31, 2011 and 2010, no such costs have been incurred or are anticipated; therefore no liability reserve has been established.

LEGAL MATTERS

From time to time the Company may become a party to litigation matters involving claims against the Company. Management believes that there are no current matters that would have a material effect on the Company’s financial position or results of operations.

NOTE 7. SUBSEQUENT EVENTS

Management has evaluated subsequent events and is not aware of any significant events that occurred subsequent to the balance sheet date through the date of filing of this registration with the Securities and Exchange Commission (“SEC”) that would have a material impact on our financial statements.

F-11

SOLID SOLAR ENERGY, INC. (A Development Stage Entity) INDEX TO FINANCIAL STATEMENTS June 30, 2012

				Page

Balance Sheets at June 30, 2012 (unaudited) and December 31, 2011 (audited)				F-13

Statements of Operations for the three and six months ended June 30, 2012, 2011 and the period January 18, 2008 (date of inception) through June 30, 2012 (unaudited)				F-14

Statements of Changes in Shareholders’ Deficit for the period January 18, 2008 (date of inception) through June 30, 2012				F-15

Statements of Cash Flows for the six months ended June 30, 2012, 2011 and from January 18, 2008 (date of inception) through June 30, 2012 (unaudited)				F-16

Notes to Financial Statements (unaudited)				F-17

F-12

Solid Solar Energy
(A Development Stage Entity)
BALANCE SHEETS

	June 30,			December 31,
	2012			2011
	(unaudited)			(audited)
ASSETS
Current Assets
Cash and cash equivalents	$	9,932		$	3,564
Stock subscription receivable, in escrow		-			500
Total Current Assets		9,932			4,064

Property and equipment, net of accumulated
depreciation of $0 and $0, respectively		25,000			25,000

TOTAL ASSETS	$	34,932		$	29,064

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued expenses	$	2,708		$	127
Notes Payable		15,000			15,000
Total Current Liabilities		17,708			15,127

TOTAL LIABILITIES		17,708			15,127

Stockholders' Equity
Preferred Shares; $0.0001 par value; 50,000,000 shares
authorized; 0 shares issued and outstanding		-			-
Common stock: 200,000,000 authorized; $0.0001 par value
23,606,138 and 9,327,455 shares issued and outstanding		236			93
Additional paid in capital		759,059			14,227
Unearned compensation		(738,970	)
Accumulated deficit during development stage		(3,101	)		(383	)
Total Stockholders' Equity		17,224			13,937

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	34,932		$	29,064

*On July 30, 2012 the Company filed amended and restated articles of incorporation, increasing authorized shares and amended the par value. Changes have been retroactively stated.

The accompanying notes are an integral part of these financial statements.

F-13

Solid Solar Energy
(A Development Stage Entity)
STATEMENTS OF OPERATIONS (unaudited)

	For the three months ended					For the six months ended					January 18, 2008
	For the three months ended					For the six months ended					(inception)
	June 30,					June 30,					through
	2012			2011		2012			2011		June 30, 2012

Revenues	$	-		$	-	$	-		$	-	$	-

Operating Expenses:
General and administrative		2,535			-		2,637			-		2,893
Total operating expenses		2,535			-		2,637			-		2,893

Net loss from operations		(2,535	)		-		(2,637	)		-		(2,893	)

Other income (expense)
Interest expense		(41	)		-		(81	)		-		(208	)
Income taxes		-			-		-			-		-

NET LOSS	$	(2,576	)	$	-	$	(2,718	)	$	-	$	(3,101	)

BASIC AND DILUTED LOSS PER SHARE	$	(0.00	)	$	-	$	(0.00	)	$	-

WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING		13,571,570			9,255,455		1,449,512			9,255,455

The accompanying notes are an integral part of these financial statements.

F-14

Solid Solar Energy
(A Development Stage Entity)
STATEMENTS OF STOCKHOLDERS' EQUITY

										Accumulated
					Additional					Deficit
	Common Stock				Paid in		Unearned			Development
	Shares		Amount *		Capital		Compensation			Stage			Total

Balance at Inception, January 18, 2008		-	$	-	$	-	$	-		$	-		$	-

Issuance of common stock for cash:
founders on April 13, 2010, $.0011 per share		9,200,000		92		10,028								10,120
Investor on April 13, 2010, $.0022 per share		45,455		-		100								100
Investor on April 21, 2010, $.05 per share		10,000		-		500								500

Net income (audited)											-			-

Balance at the year ended, December 31, 2010		9,255,455		92		10,628		-			-			10,720

Issuance of common stock for cash on July 3, 2011 for $.05 per share		72,000		1		3,599								3,600

Net loss (audited)											(383	)		(383	)

Balance at year ended, December 31, 2011		9,327,455		93		14,227		-			(383	)		13,937

Issuance of common stock for cash:
Investors on May 29, 2012, $.10 per share		5,000		-		500								500
Investors on May 29, 2012, $.05 per share		110,000		1		5,499								5,500

Shares issued for service, June 4, 2012, valued at $.0522		14,163,683		142		738,833		(738,975	)					-
Shares vested under deferred compensation arrangement								5						5

Net loss (unaudited)											(2,718	)		(2,718	)

Balance at, June 30, 2012		23,606,138	$	236	$	759,059	$	(738,970	)	$	(3,101	)	$	17,224

* On July 30, 2012, the Company filed amended and restated articles of incorporation, increasing authorized shares and amended the par value. Changes have been retroactively stated.

The accompanying notes are an integral part of these financial statements.

F-15

Solid Solar Energy
(A Development Stage Entity)
STATEMENTS OF CASH FLOWS (unaudited)

						January 18, 2008
						(inception)
	For the six months ended June 30,					through
	2012			2011		June 30, 2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(2,718	)		-	$	(3,101	)
Adjustment to reconcile net loss to net
cash provided by operations:
Stock based compensation		5					5
Changes in assets and liabilities:
Other current assets		500					-
Accrued Expense		2,581			-		2,708
Net Cash Provided by (Used in) Operating Activities		368			-		(388	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Property and Equipment		-			-		(10,000	)
Net Cash Used in Investing Activities		-			-		(10,000	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock		6,000					20,320
Net Cash Provided by Financing Activates		6,000			-		20,320

Net increase (decrease) in cash and cash equivalents		6,368					9,932
Cash and cash equivalents, beginning of period		3,564					-
Cash and cash equivalents, end of period	$	9,932		$	-	$	9,932


Supplemental Cash Flow Information
Cash paid for interest	$	-		$	-	$	-
Cash paid for taxes	$	-		$	-	$	-

Non-cash Transactions:
Note issued for the purchase of equipment	$	-		$	-	$	15,000

The accompanying notes are an integral part of these financial statements.

F-16

SOLID SOLAR ENERGY

(A Development Stage Entity)

Notes to Financial Statements

June 30, 2012 and 2011

(unaudited)

NOTE 1. NATURE OF BUSINESSS

ORGANIZATION

Solid Solar Energy, Inc. (“The Company”) was incorporated on January 18, 2008 in the State of Nevada as a for-profit Company. The Company was formed to provide residential users access to affordable renewable energy. The Company installs and maintains solar energy panel systems on residential housing units at no cost to the end user. Revenue is derived from renewable energy credits/certificates and billing of solar converted electricity.

The Company is headquartered New York, New York. The Company is a development stage company in accordance with FASB ASC 915 Financial Reporting for Development Stage Entities . The elected year end is December 31.

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES

GOING CONCERN

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan to obtain such resources for the Company include, obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses. However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans.

USE OF ESTIMATES

F-17

BASIS OF PRESENTATION

In the opinion of management, all adjustments consisting of normal recurring adjustments necessary for a fair statement of (a) the result of operations for the three and six month periods ended June 30, 2012 and 2011 and the period January 18, 2008 (date of inception) through June 30, 2012; (b) the financial position at June 30, 2012; and (c) cash flows for the six month periods ended June 30, 2012 and 2011 and the period January 18, 2008 (date of inception) through June 30, 2012, have been made.

FINANCIAL INSTRUMENTS

CASH

LONG-LIVED ASSETS

REVENUE RECOGNITION

The Company recognizes revenue when it is realized or realizable and estimable in accordance with ASC 605, “Revenue Recognition”. There was no revenue from inception (January 18, 2012) has been recognized.

ADVERTISING

Advertising costs are expensed as incurred. No advertising costs were incurred for the three and six months ended June 30, 2012.

RESEARCH AND DEVELOPMENT

SHARE-BASED COMPENSATION

Share-based payments to employees, including grants of employee stock options are recognized as compensation expense in the financial statements based on their fair values, in accordance with FASB ASC Topic 718. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period). The Company had no common stock options or common stock equivalents granted or outstanding for all periods presented. The company may issue shares as compensation in the future periods for employee services.

F-18

The Company may issue restricted stock to consultants for various services. Cost for these transactions will be measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The value of the common stock is to be measured at the earlier of (i) the date at which a firm commitment for performance by the counterparty to earn the equity instruments is reached or (ii) the date at which the counterparty's performance is complete. The company has not issued any shares as compensation for services associated with the registration of the common shares and for the three and six months ended June 30, 2012 and for the period January 18, 2008 (date of inception) through June 30, 2012.

DEFERRED INCOME TAXES AND VALUATION ALLOWANCE

NET INCOME (LOSS) PER COMMON SHARE

Basic net income (loss) per common share is based on the weighted average number of shares of common stock outstanding at the three and six month periods prior to June 30, 2012. As of June 30, 2012, the Company had no dilutive potential common shares.

RECENTLY ACCOUNTING PRONOUNCEMENTS

F-19

NOTE 3. PROPERTY AND EQUIPMENT

Property consists of equipment purchased for the production of revenues. As of:

	June 30, 2012		December 31, 2011
Production equipment	$	25,000	$	25,000
Less accumulated depreciation		-		-
Property and equipment, net	$	25,000	$	25,000

Assets are depreciated over there useful lives when placed in service. Assets were not put into operation as of June 30, 2012. Depreciation expense was $0 for the three and six months ended June 30, 2012 and 2011 and for the period January 18, 2008 (date of inception) through June 30, 2012.

NOTE 4. NOTES PAYABLE

The Company has issued a promissory note payable, in the amount of $15,000, resulting from purchase agreement with the original equipment manufacturer (“OEM”). The note has no defined repayment date, as repayment is upon receiving government energy credits, considered to be realized within year. There is no stated interest rate on the note. The Company has recorded interest expense at the applicable federal rate, in the amount of $208, in recognition of the discount effect of the non-interest bearing arrangement.

NOTE 5. INCOME TAXES

The Company has not recognized an income tax benefit for its operating losses generated based on uncertainties concerning its ability to generate taxable income in future periods. The tax benefit for the periods presented is offset by a valuation allowance established against deferred tax assets arising from the net operating losses and other temporary differences, the realization of which could not be considered more likely than not. In future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not. The Company had incurred losses from inception resulting from operating activities, generated a deferred tax asset at effective statutory rates of approximately $1,055. The deferred tax asset has been off-set by an equal valuation allowance.

NOTE 6. EQUITY TRANSACTIONS

PREFERRED STOCK

There is no authorized preferred stock of the Company. In June the company filed amended and restated articles to change its total authorized share amount and par value and to add preferred shares (but not issue any preferred shares). The Company has no preferred stock issued or outstanding.

COMMON STOCK

The authorized common stock of the Company consists of 75,000,000 shares with a par value of $0.001. Please reference Note 8, Subsequent Events, for restated shares and par value.

On April 21, 2010, the Company sold 10,000 common shares to an investor, at $0.05 per share, for proceeds of $500.

On July 3, 2011, the Company sold 72,000 common shares to investors, at $0.05 per share, for proceeds of $3,600. This includes 1,000 shares sold to the Company's former sole officer and director.

F-20

On May 29, 2012, the Company sold 5,000 common shares to investors, at $0.10 per share, for proceeds of $500, and sold 110,000 common shares to investors, at $0.05 per share, for proceeds of $5,500.

On June 4, 2012, the Company issued an aggregate of 14,163,683 shares of common stock to Mohit Bhansali, the Company’s sole officer and director. 100 shares vested immediately on the date of grant, 4,721,195 shall vest on the first anniversary of the date of grant, 4,721,194 shares shall vest on each of the second and third anniversaries of the date of grant. Compensation expense, in the amount of $738,975 is to be recognized over the vesting period.

WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares of common stock of the Company.

NOTE 7. COMMITMENTS AND CONTINGENCIES

RELATED PARTY CONSIDERATION

The controlling shareholders have pledged support to fund continuing operations; however there is no written commitment to this effect. The Company is dependent upon the continued support of these parties.

The Company does not have employment contracts with its key employees, including the officers of the Company.

The Company does not own or lease property or lease office space. The office space used by the Company was arranged by the founders of the Company to use at no charge.

Our stock transfer agent, Equity Stock Transfer, has provided services to the Company free of charge since May 2012. Mr. Bhansali is Equity Stock Transfer’s Chief Operating Officer.

PRODUCT WARRANTEES

The Company has no history of warranty costs and expenditures. The Company purchases products directly from manufacturer and relies upon warranties provided by such OEM. Any costs are to be expensed as incurred until such time that potential future costs may be estimated. As of June 30, 2012, no such costs have been incurred or are anticipated; therefore no liability reserve has been established.

LEGAL MATTERS

From time to time, the Company may become a party to litigation matters involving claims against the Company. Management believes that there are no current matters that would have a material effect on the Company’s financial position or results of operations.

NOTE 8. SUBSEQUENT EVENTS

F-21

On July 30, 2012, Mr. Bhansali purchased 1,000,000 shares of common stock at the purchase price of $0.0001 per share. The Company is to recognize compensation expense, in the amount of $52,074, for the difference in the fair market value of shares (based on the weighted average of shares transacted on May 29, 2012, the last trades with independent third parties) and the cash price paid.

Management has evaluated subsequent events through August 14, 2012, the date the financial statements were available to be issued. Management is not aware of any significant events that occurred subsequent to the balance sheet date that would have a material effect on the financial statements thereby requiring adjustment or disclosure.

PART II - INFORMATION NOT REQUIRED IN PROSPECTUS

Item 13. Other Expenses of Issuances and Distribution.

The following table sets forth the costs and expenses payable by us in connection with the issuance and distribution of the securities being registered. None of the following expenses are payable by the selling stockholders. All of the amounts shown are estimates, except for the SEC registration fee.

SEC registration fee	$	108.20
Legal fees and expenses	$	25,000.00
Accounting fees and expenses	$	2,500.00
Miscellaneous	$	0
TOTAL	$	27,608.20

Item 14. Indemnification of Directors and Officers.

We are also permitted to apply for insurance on behalf of any director, officer, employee or other agent for liability arising out of his actions, whether or not the NRS would permit indemnification.

II-1

Item 15. Recent Sales of Unregistered Securities.

On April 13, 2010 we issued an aggregate of 9,245,455 shares of common stock to founders in exchange for total cash in the amount of $10,220. 9,200,000 shares of common stock were sold at the purchase price of $0.0011 per share and 45,455 shares of common stock were sold at the purchase price of $0.0022.

On April 21, 2010, we sold 10,000 shares of common stock to an investor at the purchase price of $0.05 per share for total proceeds of $500.

Throughout 2011, we sold 72,000 shares of common stock to investors, including 1,000 shares to our former sole officer and director, at the purchase price of $0.05 per share for total proceeds of $3,600.

In 2012, we sold 110,000 shares of common stock to investors at the purchase price of $0.05 per share for total proceeds of $5,500 and 5,000 shares of common stock to investors at the purchase price of $0.10 per share for total proceeds of $500.

On June 4, 2012, we issued an aggregate of 14,163,683 shares of common stock to Mohit Bhansali, our sole officer and director. 100 shares vested immediately on the date of grant, 4,721,195 shares shall vest on the first anniversary of the date of grant and 4,721,194 shares shall vest on each of the second and third anniversaries of the date of grant.

On July 30, 2012, Mr. Bhansali purchased 1,000,000 shares of common stock at the purchase price of $0.0001 per share.

The issuances described above were deemed to be exempt from the registration requirements of the Securities Act of 1933 by virtue of Section 4(2) thereof, as a transaction by an issuer not involving a public offering.

Item 16. Exhibits and Financial Statement Schedules.

(a) Exhibits.

The exhibits to the registration statement are listed in the Exhibit Index to this registration statement and are incorporated by reference herein.

(b) Financial Statement Schedules.

All financial statement schedules have been omitted, since the required information is not applicable or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements and notes thereto.

Item 17. Undertakings.

The undersigned registrant hereby undertakes:

(1) To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:

(i) To include any prospectus required by Section 10(a)(3) of the Securities Act of 1933;

(ii) To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20 percent change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement;

II-2

(iii) To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement.

(2) That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

(3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.

(4) That, for the purpose of determining liability under the Securities Act of 1933 to any purchaser, each prospectus filed pursuant to Rule 424(b) as part of a registration statement relating to an offering, other than registration statements relying on Rule 430B or other than prospectuses filed in reliance on Rule 430A, shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such first use, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such date of first use.

(5) Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

II-3

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, State of New York on the 16th day of August, 2012.

SOLID SOLAR ENERGY, INC. (Registrant)

By:	/s/ Mohit Bhansali
	Name:	Mohit Bhansali
	Title:	President and Chief Executive Officer (Principal Executive Officer)

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.

Name	Title	Date

/s/ Mohit Bhansali	President, Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary and Director	August 16, 2012
Mohit Bhansali

EXHIBIT INDEX


Exhibit No.		Exhibit Description
3.1		Articles of Incorporation
3.2		Amended and Restated Articles of Incorporation
3.3		Bylaws
5.1*		Opinion of ___________________________
10.1		Form of Subscription Agreement.
10.2		Agreement of Sale by and among Solid Solar Energy, Inc., Clear Skies Solar, Inc. and Clear Skies Financial Corp., dated December 9, 2011
10.3**		Restricted Stock Agreement by and between Solid Solar Energy, Inc. and Mohit Bhansali, dated June 4, 2012
10.4**		Restricted Stock Agreement by and between Solid Solar Energy, Inc. and Mohit Bhansali, dated July 30, 2012
10.5**		Management Equity Subscription Agreement by and between Solid Solar Energy, Inc. and Mohit Bhansali, dated July 30, 2012
21.1		List of Subsidiaries
23.1		Consent of Peter Messineo, CPA
23.2*		Consent of _______________________ (Included in Exhibit 5.1)

* To be filed by amendment.

** Management contract or compensatory plan or arrangement.

BYLAWS

SOLID SOLAR ENERGY, INC.

(a Nevada corporation)

_____________

ARTICLE I

STOCKHOLDERS

1. CERTIFICATES REPRESENTING STOCK . Certificates representing stock in the corporation shall be signed by, or in the name of, the corporation by the Chairperson or Vice-Chairperson of the Board of Directors, if any, or by the Chief Executive Officer or a President and by the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary of the corporation. Any or all the signatures on any such certificate may be a facsimile. In case any officer, transfer agent, or registrar who has signed or whose facsimile signature has been placed upon a certificate shall have ceased to be such officer, transfer agent, or registrar before such certificate is issued, it may be issued by the corporation with the same effect as if such person were such officer, transfer agent, or registrar at the date of issue.

Whenever the corporation shall be authorized to issue more than one class of stock or more than one series of any class of stock, and whenever the corporation shall issue any shares of its stock as partly paid stock, the certificates representing shares of any such class or series or of any such partly paid stock shall set forth thereon the statements prescribed by the Chapter 78 of the General Corporation Law of Nevada (the “Private Corporations Law”). Any restrictions on the transfer or registration of transfer of any shares of stock of any class or series shall be noted conspicuously on the certificate representing such shares.

The corporation may issue a new certificate of stock or uncertificated shares in place of any certificate theretofore issued by it, alleged to have been lost, stolen, or destroyed, and the Board of Directors may require the owner of the lost, stolen, or destroyed certificate, or such owner's legal representative, to give the corporation a bond sufficient to indemnify the corporation against any claim that may be made against it on account of the alleged loss, theft, or destruction of any such certificate or the issuance of any such new certificate or uncertificated shares.

2 . UNCERTIFICATED SHARES . Subject to any conditions imposed by the Private Corporations Law, the Board of Directors of the corporation may provide by resolution or resolutions that some or all of any or all classes or series of the stock of the corporation shall be uncertificated shares. Within a reasonable time after the issuance or transfer of any uncertificated shares, the corporation shall send to the registered owner thereof any written notice prescribed by the Private Corporations Law.

3. FRACTIONAL SHARE INTERESTS . The corporation may, but shall not be required to, issue fractions of a share. If the corporation does not issue fractions of a share, it shall (1) arrange for the disposition of fractional interests by those entitled thereto, (2) pay in cash the fair value of fractions of a share as of the time when those entitled to receive such fractions are determined, or (3) issue scrip or warrants in registered form (either represented by a certificate or uncertificated) or bearer form (represented by a certificate) which shall entitle the holder to receive a full share upon the surrender of such scrip or warrants aggregating a full share. A certificate for a fractional share or an uncertificated fractional share shall, but scrip or warrants shall not unless otherwise provided therein, entitle the holder to exercise voting rights, to receive dividends thereon, and to participate in any of the assets of the corporation in the event of liquidation. The Board of Directors may cause scrip or warrants to be issued subject to the conditions that they shall become void if not exchanged for certificates representing the full shares or uncertificated full shares before a specified date, or subject to the conditions that the shares for which scrip or warrants are exchangeable may be sold by the corporation and the proceeds thereof distributed to the holders of scrip or warrants, or subject to any other conditions which the Board of Directors may impose.

4. STOCK TRANSFERS . Upon compliance with provisions restricting the transfer or registration of transfer of shares of stock, if any, transfers or registration of transfers of shares of stock of the corporation shall be made only on the stock ledger of the corporation by the registered holder thereof, or by the registered holder's attorney thereunto authorized by power of attorney duly executed and filed with the Secretary of the corporation or with a transfer agent or a registrar, if any, and, in the case of shares represented by certificates, on surrender of the certificate or certificates for such shares of stock properly endorsed and the payment of all taxes due thereon.

5. RECORD DATE FOR STOCKHOLDERS . In order that the corporation may determine the stockholders entitled to notice of or to vote at any meeting of stockholders or any adjournment thereof, the Board of Directors may fix a record date, which record date shall not precede the date upon which the resolution fixing the record date is adopted by the Board of Directors, and which record date shall not be more than sixty nor less than ten days before the date of such meeting. If no record date is fixed by the Board of Directors, the record date for determining stockholders entitled to notice of or to vote at a meeting of stockholders shall be at the close of business on the day next preceding the day on which notice is given, or, if notice is waived, at the close of business on the day next preceding the day on which the meeting is held. A determination of stockholders of record entitled to notice of or to vote at a meeting of stockholders shall apply to any adjournment of the meeting; provided, however, that the Board of Directors may fix a new record date for the adjourned meeting. In order that the corporation may determine the stockholders entitled to consent to corporate action in writing without a meeting, the Board of Directors may fix a record date, which record date shall not precede the date upon which the resolution fixing the record date is adopted by the Board of Directors, and which date shall not be more than ten days after the date upon which the resolution fixing the record date is adopted by the Board of Directors. If no record date has been fixed by the Board of Directors, the record date for determining the stockholders entitled to consent to corporate action in writing without a meeting, when no prior action by the Board of Directors is required by the Private Corporations Law, shall be the first date on which a signed written consent setting forth the action taken or proposed to be taken is delivered to the corporation by delivery to its principal place of business or an officer or agent of the corporation having custody of the book in which proceedings of meetings of stockholders are recorded. If no record date has been fixed by the Board of Directors and prior action by the Board of Directors is required by the Private Corporations Law, the record date for determining stockholders entitled to consent to corporate action in writing without a meeting shall be at the close of business on the day on which the Board of Directors adopts the resolution taking such prior action. In order that the corporation may determine the stockholders entitled to receive payment of any dividend or other distribution or allotment of any rights or the stockholders entitled to exercise any rights in respect of any change, conversion, or exchange of stock, or for the purpose of any other lawful action, the Board of Directors may fix a record date, which record date shall not precede the date upon which the resolution fixing the record date is adopted, and which record date shall be not more than sixty days prior to such action. If no record date is fixed, the record date for determining stockholders for any such purpose shall be at the close of business on the day on which the Board of Directors adopts the resolution relating thereto.

6. MEANING OF CERTAIN TERMS . As used herein in respect of the right to notice of a meeting of stockholders or a waiver thereof or to participate or vote thereat or to consent or dissent in writing in lieu of a meeting, as the case may be, the term "share" or "shares" or "share of stock" or "shares of stock" or "stockholder" or "stockholders" refers to an outstanding share or shares of stock and to a holder or holders of record of outstanding shares of stock when the corporation is authorized to issue only one class of shares of stock, and said reference is also intended to include any outstanding share or shares of stock and any holder or holders of record of outstanding shares of stock of any class upon which or upon whom the articles of incorporation confers such rights where there are two or more classes or series of shares of stock or upon which or upon whom the Private Corporations Law confers such rights notwithstanding that the incorporation may provide for more than one class or series of shares of stock, one or more of which are limited or denied such rights thereunder; provided, however, that no such right shall vest in the event of an increase or a decrease in the authorized number of shares of stock of any class or series which is otherwise denied voting rights under the provisions of the articles ofincorporation, except as any provision of law may otherwise require.

7. STOCKHOLDER MEETINGS .

- TIME . The annual meeting shall be held on the date and at the time fixed, from time to time, by the directors, provided, that the first annual meeting shall be held on a date within thirteen months after the organization of the corporation, and each successive annual meeting shall be held on a date within thirteen months after the date of the preceding annual meeting. A special meeting shall be held on the date and at the time fixed by the directors.

- PLACE . Annual meetings and special meetings may be held at such place, either within or without the State of Nevada, as the directors may, from time to time, fix. Whenever the directors shall fail to fix such place, the meeting shall be held at the registered office of the corporation in the State of Nevada. The board of directors may also, in its sole discretion, determine that the meeting shall not be held at any place, but may instead be held solely by means of remote communication as authorized by Section 78.320 of the Nevada Private Corporations Law. If a meeting by remote communication is authorized by the board of directors in its sole discretion, and subject to guidelines and procedures as the board of directors may adopt, stockholders and proxyholders not physically present at a meeting of stockholders may, by means of remote communication participate in a meeting of stockholders and be deemed present in person and vote at a meeting of stockholders whether such meeting is to be held at a designated place or solely by means of remote communication, provided that (a) the corporation shall implement reasonable measures to verify that each person deemed present and permitted to vote at the meeting by means of remote communication is a stockholder or proxyholder, (b) the corporation shall implement reasonable measures to provide such stockholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the stockholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, and (c) if any stockholder or proxyholder votes or takes other action at the meeting by means of remote communication, a record of such vote or other action shall be maintained by the corporation.

- CALL . Annual meetings and special meetings may be called by the directors or by any officer instructed by the directors to call the meeting.

- NOTICE OR WAIVER OF NOTICE . Written notice of all meetings shall be given, which shall state the place, if any, date, and hour of the meeting, the means of remote communication, if any, by which stockholders and proxyholders may be deemed to be present in person and vote at such meeting, and in the case of a special meeting, the purpose or purposes for which the meeting is called. The notice of an annual meeting shall state that the meeting is called for the election of directors and for the transaction of other business which may properly come before the meeting, and shall (if any other action which could be taken at a special meeting is to be taken at such annual meeting) state the purpose or purposes. The notice of any meeting shall also include, or be accompanied by, any additional statements, information, or documents prescribed by the Private Corporations Law. Except as otherwise provided by the Private Corporations Law, the written notice of any meeting shall be given not less than ten days nor more than sixty days before the date of the meeting to each stockholder entitled to vote at such meeting. If mailed, notice is given when deposited in the United States mail, postage prepaid, directed to the stockholder at such stockholder’s address as it appears on the records of the corporation. If a meeting is adjourned to another time or place, notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxyholders may be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken. At the adjourned meeting the corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than 30 days, or if after the adjournment a new record date is fixed for the adjourned meeting, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. Whenever notice is required to be given under the Private Corporations Law, articles of incorporation or bylaws, a written waiver signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time stated therein, shall be deemed equivalent to notice. Attendance of a stockholder at a meeting of stockholders shall constitute a waiver of notice of such meeting, except when the stockholder attends the meeting for the express purpose of objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the articles of incorporation or these bylaws.

- STOCKHOLDER LIST . The officer who has charge of the stock ledger of the corporation shall prepare and make, at least ten days before every meeting of stockholders, a complete list of the stockholders entitled to vote at the meeting, arranged in alphabetical order, and showing the address of each stockholder and the number of shares registered in the name of each stockholder. Such list shall be open to the examination of any stockholder, for any purpose germane to the meeting for a period of at least ten days prior to the meeting on a reasonably accessible electronic network, provided that the information required to gain access to such list is provided with the notice of the meeting or during ordinary business hours at the principal place of business of the corporation. In the event that the corporation determines to make the list available on an electronic network, the corporation may take reasonable steps to ensure that such information is available only to stockholders of the corporation. If the meeting is to be held at a place, then the list shall be produced and kept at the time and place of the meeting during the whole time thereof, and may be inspected by any stockholder who is present. If the meeting is to be held solely by means of remote communication, then the list shall also be open to the examination of any stockholder during the whole time of the meeting on a reasonably accessible electronic network, and the information required to access such list shall be provided with the notice of the meeting. The stock ledger shall be the only evidence as to who are the stockholders entitled to examine the stock ledger, the list required by this section or the books of the corporation, or to vote in person or by proxy at any meeting of stockholders.

- CONDUCT OF MEETING . Meetings of the stockholders shall be presided over by one of the following officers in the order of seniority and if present and acting - the Chairperson of the Board, if any, the Vice-Chairperson of the Board, if any, the Chief Executive Officer, President, an Executive Vice-President, or, if none of the foregoing is in office and present and acting, by a chairperson to be chosen by the stockholders. The Secretary of the corporation, or in such Secretary's absence, an Assistant Secretary, shall act as secretary of every meeting, but if neither the Secretary nor an Assistant Secretary is present the chairperson of the meeting shall appoint a secretary of the meeting.

- PROXY REPRESENTATION . Each stockholder entitled to vote at a meeting of stockholders or to express consent or dissent to corporate action in writing without a meeting may authorize another person or persons to act for such stockholder by proxy, but no such proxy shall be voted or acted upon after 3 years from its date, unless the proxy provides for a longer period. A stockholder may execute a writing authorizing another person or persons to act for such stockholder as proxy. Execution may be accomplished by the stockholder or such stockholder’s authorized officer, director, employee or agent signing such writing or causing such person’s signature to be affixed to such writing by any reasonable means including, but not limited to, by facsimile signature. A stockholder may also authorize another person or persons to act for such stockholder as proxy by transmitting or authorizing the transmission of a telegram, cablegram, or other means of electronic transmission to the person who will be the holder of the proxy or to a proxy solicitation firm, proxy support service organization or like agent duly authorized by the person who will be the holder of the proxy to receive such transmission, provided that any such telegram, cablegram or other means of electronic transmission must either set forth or be submitted with information from which it can be determined that the telegram, cablegram or other electronic transmission was authorized by the stockholder. If it is determined that such telegrams, cablegrams or other electronic transmissions are valid, the inspectors or, if there are no inspectors, such other persons making the determination shall specify the information upon which they relied. Any copy, facsimile telecommunication or other reliable reproduction of the writing or transmission created pursuant to Section 78.355 of the Private Corporations Law may be substituted or used in lieu of the original writing or transmission for any and all purposes for which the original writing or transmission could be used, provided that such copy, facsimile telecommunication or other reproduction shall be a complete reproduction of the entire original writing or transmission. A duly executed proxy shall be irrevocable if it states that it is irrevocable and, if, and only as long as, it is coupled with an interest sufficient in law to support an irrevocable power. A proxy may be made irrevocable regardless of whether the interest with which it is coupled is an interest in the stock itself or an interest in the corporation generally.

- INSPECTORS . The directors, in advance of any meeting, may, but need not, appoint one or more inspectors of election to act at the meeting or any adjournment thereof. If an inspector or inspectors are not appointed, the person presiding at the meeting may, but need not, appoint one or more inspectors. In case any person who may be appointed as an inspector fails to appear or act, the vacancy may be filled by appointment made by the directors in advance of the meeting or at the meeting by the person presiding thereat. Each inspector, if any, before entering upon the discharge of duties of inspector, shall take and sign an oath faithfully to execute the duties of inspector at such meeting with strict impartiality and according to the best of such inspector's ability. The inspectors, if any, shall determine the number of shares of stock outstanding and the voting power of each, the shares of stock represented at the meeting, the existence of a quorum, the validity and effect of proxies, and shall receive votes, ballots, or consents, hear and determine all challenges and questions arising in connection with the right to vote, count and tabulate all votes, ballots, or consents, determine the result, and do such acts as are proper to conduct the election or vote with fairness to all stockholders. On request of the person presiding at the meeting, the inspector or inspectors, if any, shall make a report in writing of any challenge, question, or matter determined by such inspector or inspectors and execute a certificate of any fact found by such inspector or inspectors.

- QUORUM . The holders of a majority of the outstanding shares of stock shall constitute a quorum at a meeting of stockholders for the transaction of any business. The stockholders present may adjourn the meeting despite the absence of a quorum.

- VOTING . Each share of stock shall entitle the holder thereof to one vote. Directors shall be elected by a plurality of the votes of the shares present in person or represented by proxy at the meeting and entitled to vote on the election of directors. Any other action shall be authorized by a majority of the votes cast except where the Private Corporations Law prescribes a different percentage of votes and/or a different exercise of voting power, and except as may be otherwise prescribed by the provisions of the articles of incorporation and these Bylaws. In the election of directors, and for any other action, voting need not be by ballot.

8. STOCKHOLDER ACTION WITHOUT MEETINGS . Except as any provision of the Private Corporations Law may otherwise require, any action required by the Private Corporations Law to be taken at any annual or special meeting of stockholders, or any action which may be taken at any annual or special meeting of stockholders, may be taken without a meeting, without prior notice and without a vote, if a consent in writing, setting forth the action so taken, shall be signed by the holders of outstanding stock having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares entitled to vote thereon were present and voted. A telegram, cablegram or other electronic transmission consenting to an action to be taken and transmitted by a stockholder or proxyholder, or by a person or persons authorized to act for a stockholder or proxyholder, shall be deemed to be written, signed and dated for the purposes of this section, provided that any such telegram, cablegram or other electronic transmission sets forth or is delivered with information from which the corporation can determine that the telegram, cablegram or other electronic transmission was transmitted by the stockholder or proxyholder or by a person or persons authorized to act for the stockholder or proxyholder and the date on which such stockholder or proxyholder or authorized person or persons transmitted such telegram, cablegram or electronic transmission. The date on which such telegram, cablegram or electronic transmission is transmitted shall be deemed to be the date on which such consent was signed. No consent given by telegram, cablegram or other electronic transmission shall be deemed to have been delivered until such consent is reproduced in paper form and until such paper shall be delivered to the corporation by delivery to its principal place of business or an officer or agent of the corporation having custody of the book in which the proceedings of meetings of stockholders are recorded, to the extent and in the manner provided by resolution of the board of directors of the corporation. Any copy, facsimile or other reliable reproduction of a consent in writing may be substituted or used in lieu of the original writing for any and all purposes for which the original writing could be used, provided that such copy, facsimile or other reproduction shall be a complete reproduction of the entire original writing. Prompt notice of the taking of the corporate action without a meeting by less than unanimous written consent shall be given to those stockholders who have not consented in writing. Action taken pursuant to this paragraph shall be subject to the provisions of Section 78.320 of the Private Corporations Law.

ARTICLE II

DIRECTORS

1. FUNCTIONS AND DEFINITION . The business and affairs of the corporation shall be managed by or under the direction of the Board of Directors of the corporation. The Board of Directors shall have the authority to fix the compensation of the members thereof. The use of the phrase "whole board" herein refers to the total number of directors which the corporation would have if there were no vacancies.

2. QUALIFICATIONS AND NUMBER . A director need not be a stockholder, a citizen of the United States, or a resident of the State of Nevada. The initial Board of Directors shall consist of one person. Thereafter the number of directors constituting the whole board shall be at least one. Subject to the foregoing limitation and except for the first Board of Directors, such number may be fixed from time to time by action of the stockholders or of the directors, or, if the number is not fixed, the number shall be one. The number of directors may be increased or decreased by action of the stockholders or of the directors.

3. ELECTION AND TERM . The first Board of Directors, unless the members thereof shall have been named in the articles of incorporation, shall be elected by the incorporator or incorporators and shall hold office until the first annual meeting of stockholders and until their successors are elected and qualified or until their earlier resignation or removal. Any director may resign at any time upon notice given in writing or by electronic transmission to the corporation. Thereafter, directors who are elected at an annual meeting of stockholders, and directors who are elected in the interim to fill vacancies and newly created directorships, shall hold office until the next annual meeting of stockholders and until their successors are elected and qualified or until their earlier resignation or removal. Except as the Private Corporations Law may otherwise require, in the interim between annual meetings of stockholders or of special meetings of stockholders called for the election of directors and/or for the removal of one or more directors and for the filling of any vacancy in that connection, newly created directorships and any vacancies in the Board of Directors, including unfilled vacancies resulting from the removal of directors for cause or without cause, may be filled by the vote of a majority of the remaining directors then in office, although less than a quorum, or by the sole remaining director.

4. MEETINGS .

- TIME . Meetings shall be held at such time as the Board shall fix, except that the first meeting of a newly elected Board shall be held as soon after its election as the directors may conveniently assemble.

- PLACE . Meetings shall be held at such place within or without the State of Nevada as shall be fixed by the Board.

- CALL . No call shall be required for regular meetings for which the time and place have been fixed. Special meetings may be called by or at the direction of the Chairperson of the Board, if any, the Vice-Chairperson of the Board, if any, of the President, or of a majority of the directors in office.

- NOTICE OR ACTUAL OR CONSTRUCTIVE WAIVER . No notice shall be required for regular meetings for which the time and place have been fixed. Written, oral, or any other mode of notice of the time and place shall be given for special meetings in sufficient time for the convenient assembly of the directors thereat. Whenever notice is required to be given under the Private Corporations Law, articles of incorporation or bylaws, a written waiver signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time stated therein, shall be deemed equivalent to notice. Attendance of any such person at a meeting shall constitute a waiver of notice of such meeting, except when such person attends a meeting for the express purpose of objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the directors need be specified in any written waiver of notice.

- QUORUM AND ACTION . A majority of the whole Board shall constitute a quorum except when a vacancy or vacancies prevents such majority, whereupon a majority of the directors in office shall constitute a quorum, provided, that such majority shall constitute at least one-third of the whole Board. A majority of the directors present, whether or not a quorum is present, may adjourn a meeting to another time and place. Except as herein otherwise provided, and except as otherwise provided by the Private Corporations Law, the vote of the majority of the directors present at a meeting at which a quorum is present shall be the act of the Board. The quorum and voting provisions herein stated shall not be construed as conflicting with any provisions of the Private Corporations Law and these Bylaws which govern a meeting of directors held to fill vacancies and newly created directorships in the Board or action of disinterested directors.

Any member or members of the Board of Directors or of any committee designated by the Board, may participate in a meeting of the Board, or any such committee, as the case may be, by means of conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear each other.

- CHAIRPERSON OF THE MEETING . The Chairperson of the Board, if any and if present and acting, shall preside at all meetings. Otherwise, the Vice-Chairperson of the Board, if any and if present and acting, or the President, if present and acting, or any other director chosen by the Board, shall preside.

5. REMOVAL OF DIRECTORS . Except as may otherwise be provided by the Private Corporations Law, any director or the entire Board of Directors may be removed, with or without cause, by the holders of a majority of the shares then entitled to vote at an election of directors.

6. COMMITTEES . The Board of Directors may designate one or more committees, each committee to consist of one or more of the directors of the corporation. The Board may designate one or more directors as alternate members of any committee, who may replace any absent or disqualified member at any meeting of the committee. In the absence or disqualification of any member of any such committee or committees, the member or members thereof present at any meeting and not disqualified from voting, whether or not such member or members constitute a quorum, may unanimously appoint another member of the Board of Directors to act at the meeting in the place of any such absent or disqualified member. Any such committee, to the extent provided in the resolution of the Board, shall have and may exercise all the powers and authority of the Board of Directors in the management of the business and affairs of the corporation with the exception of any power or authority the delegation of which is prohibited by Section 78.125 of the Private Corporations Law, and may authorize the seal of the corporation to be affixed to all papers which may require it.

7. WRITTEN ACTION . Any action required or permitted to be taken at any meeting of the Board of Directors or any committee thereof may be taken without a meeting if all members of the Board or committee, as the case may be, consent thereto in writing or electronic transmission, and the writing or writings or electronic transmission or transmissions are filed with the minutes of proceedings of the Board or committee. Such filing shall be in paper form if the minutes are maintained in paper form and shall be in electronic form if the minutes are maintained in electronic form.

ARTICLE III

OFFICERS

The officers of the corporation shall consist of a Chief Executive Officer, President, a Secretary, a Treasurer, and, if deemed necessary, expedient, or desirable by the Board of Directors, a Chairperson of the Board, a Vice-Chairperson of the Board, one or more Executive Vice-Presidents, one or more other Vice-Presidents, one or more Assistant Secretaries, one or more Assistant Treasurers, and such other officers with such titles as the resolution of the Board of Directors choosing them shall designate. Except as may otherwise be provided in the resolution of the Board of Directors choosing such officer, no officer other than the Chairperson or Vice-Chairperson of the Board, if any, need be a director. Any number of offices may be held by the same person, as the directors may determine.

Unless otherwise provided in the resolution choosing such officer, each officer shall be chosen for a term which shall continue until the meeting of the Board of Directors following the next annual meeting of stockholders and until such officer's successor shall have been chosen and qualified.

All officers of the corporation shall have such authority and perform such duties in the management and operation of the corporation as shall be prescribed in the resolutions of the Board of Directors designating and choosing such officers and prescribing their authority and duties, and shall have such additional authority and duties as are incident to their office except to the extent that such resolutions may be inconsistent therewith. The Secretary or an Assistant Secretary of the corporation shall record all of the proceedings of all meetings and actions in writing of stockholders, directors, and committees of directors, and shall exercise such additional authority and perform such additional duties as the Board shall assign to such Secretary or Assistant Secretary. Any officer may be removed, with or without cause, by the Board of Directors. Any vacancy in any office may be filled by the Board of Directors.

ARTICLE IV

CORPORATE SEAL

The corporate seal shall be in such form as the Board of Directors shall prescribe.

ARTICLE V

FISCAL YEAR

The fiscal year of the corporation shall be fixed, and shall be subject to change, by the Board of Directors.

ARTICLE VI

CONTROL OVER BYLAWS

Subject to the provisions of the articles of incorporation and the provisions of the Private Corporations Law, the power to amend, alter, or repeal these Bylaws and to adopt new Bylaws may be exercised by the Board of Directors or by the stockholders.

ARTICLE VII

INDEMNIFICATION

A director or officer of the Corporation shall have no personal liability to the Corporation or its stockholders for damages for breach of fiduciary duty as a director or officer, except for damages for breach of fiduciary duty resulting from (a) acts or omissions which involve intentional misconduct, fraud, or a knowing violation of law, or (b) the payment of dividends in violation of the Nevada Revised Statutes as it may from time to time be amended or any successor provision thereto.

Number of Shares Subscribed For:
Name of Subscriber:
Signature of Subscriber
Address of Subscriber:
Subscriber’s SS#:

Grant Date	June 4, 2012
Total number of Shares Granted	14,163,683
Vesting Frequency and Occurrence	100 Shares shall vest immediately upon the date of grant 4,721,195 Shares shall vest on the first anniversary of the date of grant 4,721,194 Shares shall vest on each of the second and third anniversaries of the date of grant

Grant Date	July 30, 2012
Total number of Shares Granted	85,824,470
Vesting Frequency and Occurrence	100 Shares shall vest immediately upon the date of grant 28,608,123 Shares shall vest on each of the first and second anniversaries of the date of grant

GRANTEE	SOLID SOLAR ENERGY, INC.

/s/ Mohit Bhansali	By:	/s/ Mohit Bhansali
Signature		Mohit Bhansali

Mohit Bhansali	Title:	President and Chief Executive Officer
Print Name
Address: