10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

x	ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
		For the fiscal year ended  May 31, 2009
o	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
		For the transition period from _________ to ________
		Commission file number:	333-145910

SunSi Energies Inc.
(Exact name of registrant as specified in its charter)
Nevada		20-8584329
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
45 Main Street, Suite 309 Brooklyn, New York		11201
(Address of principal executive offices)		(Zip Code)
Registrant’s telephone number:  646-205-0291
Securities registered under Section 12(b) of the Exchange Act:
Title of each class	Name of each exchange on which registered
None	not applicable
Securities registered under Section 12(g) of the Exchange Act:
Title of each class	Name of each exchange on which registered
None	not applicable

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes o No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o       No x

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes o      No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o                                                     Accelerated filer o

Non-accelerated filer o                                           Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).   Yes o   No x

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.  Not Available.

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.   26,760,000 as of  August 21, 2009.

DOCUMENTS INCORPORATED BY REFERENCE

None.

TABLE OF CONTENTS

		Page
PART I
Item 1.	Business	3
Item 1A.	Risk Factors	9
Item 1B.	Unresolved Staff Comments	10
Item 2.	Properties	10
Item 3.	Legal Proceedings	10
Item 4.	Submission of Matters to a Vote of Security Holders	10
PART II
Item 5.	Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities	10
Item 6.	Selected Financial Data	11
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	11
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	14
Item 8.	Financial Statements and Supplementary Data	14
Item 9.	Changes In and Disagreements With Accountants on Accounting and Financial Disclosure	14
Item 9A(T).	Controls and Procedures	14
Item 9B.	Other Information	15
PART III
Item 10.	Directors, Executive Officers and Corporate Governance	15
Item 11.	Executive Compensation	18
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	19
Item 13.	Certain Relationships and Related Transactions, and Director Independence	20
Item 14.	Principal Accountant Fees and Services	20

PART IV
Item 15.	Exhibits, Financial Statement Schedules	21

 PART I

Item 1.   Business

In General

The company (“Company” or “SunSi”) incorporated in Nevada on January 30, 2007.  On March 24, 2009, the Company changed its name to SunSi Energies Inc. (fka Bold View Resources, Inc.) and changed its business focus to the acquisition of Trichlorosilane production facilities in China in order to produce the raw materials required in the solar photovoltaic industry.  Our principal executive office is currently located in Brooklyn, New York and our website is www.sunsienergies.com.  Our common stock trades on the Over the Counter Bulletin Board under the ticker symbol “SSIE”.

SunSi is positioned to take advantage of one of the fastest growing trends and markets in the world today – the clean and renewable alternative energy market – specifically the solar energy market. Specifically, SunSi aims to acquire and develop a portfolio of high quality Trichlorosilane (“TCS”) production facilities that are strategically located and possess a potential for future growth and expansion. Relatively unknown, but essential to the solar energy industry, TCS is the main feedstock of the solar energy industry, used in the production of silicon, which in turn is used in the production of solar photovoltaic (PV) energy producing panels.

Acquisition of TCS Production Facilities

The Company plans to base its Asian based operations through its 100% owned subsidiary SunSi Energies Hong Kong Ltd., a Hong Kong-based company (“SunSi HK”) which currently has no operations but has entered into a joint venture agreement to purchase 90% of Zibo Baoyun Chemical Plant (“ZBC”) in Zibo, China, a major TCS producer, as well as its related transportation company, the Zibo Baoxin Transportation Co Ltd. (“ZBT”), which transports the finished TCS product from the ZBC TCS manufacturing facility to clients across China.  The ZBC facility in Zibo currently has a production capacity of 25,000 metric tons (“MT”) of TCS annually.

The terms of the joint venture agreement require the Company to pay $10,000,000 USD for the acquisition of the ZBC and ZBT assets and to expand the current ZBC production capacity to 45,000 MT of TCS.

Additionally, the Company intends to raise an additional $6,000,000 USD to make other potential acquisitions of TCS manufacturing facilities and for general corporate purposes.

Zibo Baoyun Chemical Plant

ZBC was founded in February 2003 and has a current production capacity of 25,000 MT of TCS per year. TCS is the key feedstock for almost all PV solar cells and modules produced today (over 90% in 2008).

While we do not have complete assurance that we will not encounter issues that would make the ZBC acquisition unsuitable for our strategy, we feel that ZBC’s assets satisfy most or all of the criteria we have established.  If we encounter insurmountable issues in the ZBC acquisition, our board of directors will pursue the acquisition of different TCS manufacturing facilities, which may include multiple smaller TCS manufacturing facilities instead of one larger facility at a single location, or the ZBC facility.

ZBT: Transportation and Delivery

In addition to the planned acquisition of ZBC, we intend to acquire ZBT, a transportation company which transports the finished product from the chemical facility to clients across China. With a total capacity of over 160 tons, ZBT’s fleet includes over 25 vehicles, 5 of which are heavy loading equipment. ZBT holds special permits and licenses to transport dangerous goods within China. If acquired, we plan on growing the ZBT fleet of vehicles to deliver the additional TCS produced by the new expansion facility.

3

The Trichlorosilane Industry

Trichlorosilane is a colorless liquid containing silica powder, hydrogen and chlorine. It is the key intermediate compound used to produce extremely pure polysilicon, from which computer chips and solar cells are made.

The solar PV value chain (diagram shown below) consists in a number of specific and distinct steps from the production of TCS (first step in the value chain – Polysilicon) to the end use in projects (last in the value chain – Modules).  On a normalized scale (100%), TCS production and polysilicon manufacturing tend to achieve the highest profit, followed by the ingots and wafers.

The buyers of Trichlorosilane, and other companies along the solar PV value chain, have enjoyed tremendous growth in the past few years, as China is trying to move away from coal power generation (over 65% of the electricity in 2008 was generated by coal). Because of these government incentives and the ‘go green’ attitude of local governments, this trend is expected to maintain itself in the near future.

Outside of China, the solar energy industry growth has been even more dynamic. In fact, the global solar energy industry has grown by over 849% since 2000, from an installed capacity of 877 Mega Watts (MW) in 2000 to over 10,000 MW at the end of 2008. These figures represent a compounded annual growth rate (CAGR) of almost 40% for the same period.

The outlook and industry forecast for the next 4 years, as reported by Solarbuzz, is extremely positive and is headed toward an additional growth spurt of 39% by the end of 2009. By 2012, it will be over 135% over the 2007 levels.

The five countries leading the way in the next five years are:

China	35.8 % CAGR
Thailand	35.7 % CAGR
Indonesia	34.9 % CAGR
India	34.3 % CAGR
South Africa	29.7 % CAGR

4

Equipment Suppliers

The ZBC facility is situated within a region that specializes in the chemical industry. Most standard equipment can therefore be sourced locally. Some equipment needs to be customized specifically for the production of TCS. This customization can also be achieved locally. The local management team already has experience working with the different suppliers and the suppliers are also well aware of the equipment requirements specific to TCS production.

Site Selection

The ZBC facility is part of the Zibo New & High-tech Industrial Development Zone, this location will also give us access to supply and product transportation as well as high concentration of customers due to the heavy truck and train volume in the area.

The ZBC facility site includes utilities infrastructure and highway access.  When we assessed this acquisition, we considered the following:

·   Part of Industrial Development Zone with government incentives

·   Proximity to feedstock suppliers;

·   Proximity to ports;

·   Road, rail and water transportation infrastructure at the site;

·   Existing storage and transfer infrastructure;

·   TCS market proximity; and

·   Skilled labor availability.

If we do not proceed with the ZBC acquisition, and decide to move forward with the acquisition of other TCS production facilities, we will need to identify suitable sites using the criteria above.

Site Infrastructure and Improvements

Although the basic infrastructure is already in place, we will need to make some improvements to the ZBC site before beginning the development of the expansion TCS production facility. The full extent of the improvements and their exact costs will not be known until most of the work has been completed.  However, it is likely that the ZBC site will require some renovations and improvements to be able to accommodate the new 20,000 MT TCS production facility.

Facility Expansion Project Financing

We estimate the total cost of expansion to the plant and the purchase of equipment, financing, pre-production period and start-up expenses, will be approximately $10,000,000 USD.

Our plan is to raise this amount through the sale of equity securities, however if we are unable to raise this amount through the sale of equity securities, we will need to secure additional debt financing to complete the expansion project.  If necessary, we intend to negotiate terms and conditions for a construction/term loan and revolving line of credit with various banking institutions.  However, there is no assurance that debt financing will be available or, if available, on terms that are favorable to us.  We have no commitment for the debt financing or equity needed for the plant expansion.  We do not intend to leverage the expansion project to more than 60 percent debt to 40 percent equity. In addition, if we are unable to raise sufficient equity capital to commence development of the plant expansion, we may pursue the plant expansion through alternative ownership structures, such as joint ventures with other entities.

5

Environmental and Other Regulatory Matters; Governmental Approvals

Before we begin the expansion project, we will be required to obtain various environmental, construction and operating permits. Permits for the expansion of an existing facility are generally easier to obtain than permits for new infrastructures. We will be responsible for obtaining all permits. If permitting delays occur, construction of the plant may be delayed.

In addition, permitting and environmental and other regulatory requirements may change in the future.  Changes in permitting and regulatory requirements could make compliance more difficult and costly.  If we are unable to obtain necessary permits or to comply with the requirements of such permits or any other environmental regulations, our business may be adversely affected and we may not be able to construct or operate the plant.

Regulatory Permits

We will be subject to regulations and will need to obtain a number of permits, which may include zoning and building permits, environmental permits as well as work safety permits. To date, we have not begun the permitting process, but intend to commence that activity as soon as the necessary financing is in place.  Once we begin the permitting process, we believe that obtaining the necessary permits will generally take between one and three months.

All the permits above can be obtained in parallel to the construction work and should therefore not affect the realization of the expansion. If for any reason any of these permits are not granted, renovation costs for the plant may increase or the plant may not be operated at all.  In addition, the provincial and local governments could impose conditions or other restrictions in the permits that are detrimental to us or that increase permit requirements or the testing protocols and methods necessary to obtain a permit either before, during or after the permitting process.  The Zibo state could also modify the requirements for obtaining a permit.  This would likely have a material adverse impact on our operations, cash flows and financial performance.

TCS Quality Testing Procedures

Quality targets are set in function of the required purity levels of TCS.  Purity levels are currently being tested prior to shipment as well as by the customer at the receiving end. Some impurities such as Calcium, Magnesium and Copper are currently not being tested as this is not required by China industry standards. To achieve our exportation objectives, new testing installations will have to be implemented to meet the requirements of western customers. There is currently an officer specifically assigned to quality control at theZBC facility.

ZBC and ZBT Employees and Operations

The ZBC facility and ZBT currently employ approximately 110 employees. Upon completion of the acquisition and plant expansion, we believe that our operations will require 40 additional full-time employees to operate the new production facility as well 10 new employees to increase transportation capacity. We anticipate that wages in China will be approximately $3,500 per employee per year once the plant is fully operational. The company management and shared business functions such as finance and human resources are not expected to require additional resources.

6

Sales and Marketing

ZBC currently has two very stable clients for its TCS and we intend to continue working with them in the future. In 2008, both companies purchased over 5,900 MT of TCS from the ZBC facility and in 2009, ZBC expects to deliver approximately 25,000 MT to the same two companies.

ZBC Current TCS Customers:

1.    Luo Yang Zhong Silicon Hi-tech Technology Development Co. Ltd

China Silicon Corporation Ltd.

2.    Jiangsu Zhong Neng Silicon Industry Technology Development Co. Ltd

GCL Silicon Technology Holdings Inc. - http://www.gcl-silicon.com/

As production increases and to continuously achieve our sales objectives, we are looking to diversify our customer base both within and outside of China. A healthy pipeline of prospective customers in China is currently being built through business development and participation in trade shows. The international markets where we see significant growth potential are Asia, the United States and Europe. The identified site for the development of the TCS plant is strategically positioned for exportation due to its proximity to two major ports.

Inputs and Procurement Plan

ZBC already has contracts with key suppliers of silica powder, chlorine liquid and methanol. Chlorine liquid and methanol are currently sourced locally in Zibo whereas silica powder is sourced from Jiangxi. We foresee that our current suppliers will be able to meet the demand of the new production facility being developed.

Government Incentives and Regulations

China

Although China supplies half the world's solar panels, it contributes very little to demand as the cost of tapping solar energy to generate electricity remains steep and investors find little economic sense in pursuing solar projects in China where incentives are few. To improve the situation, China's government announced in March that it would offer to pay 20 yuan ($2.90) per watt of solar systems fixed to roofs and which have a capacity of more than 50 kilowatt peak (kwp). The subsidy, which could cover half the cost of installing the system, attracted applications equivalent to the building of 1 gigawatt of solar power.

China is expected to raise its 2020 solar power generation target more than fivefold to at least 10 GW. With incentives, analysts expect over 2 GW in new solar capacity will be installed as early as 2011, up from just over 100 MW in 2008. To further attract investors, Beijing may align its solar energy policy with an incentive scheme used in Europe and the United States called "feed-in tariff," which guarantees above-market prices for generating solar power. Beijing's proposed tariff and other perks should help generate decent returns given that local labor and equipment costs are cheap.

United States

The U.S. federal government and various state governments have created incentive programs to encourage electricity production from renewable energy sources including solar.  The federal incentive programs include corporate tax credits and federal grant programs. State incentive programs include tax exemptions and credits for U.S. producers as well as feed-in tariff programs in particular states such as California. These various incentives will benefit electricity producers but also equipment manufacturers and polysilicon makers due to increased demand.

7

The most important recent development in the world of U.S renewable energy incentives is the American Recovery and Reinvestment Act. Some of the highlights include:

·   Renewable Energy Grants through the Department of Treasury: Provides grants equal to 30 percent of the cost of solar property placed in service during 2009 and 2010, in lieu of the section 48 investment tax credit.

·   Renewable Energy Loan Guarantee Program: Establishes a temporary DOE loan guarantee program for renewable energy projects, renewable energy manufacturing facilities and electric power transmission projects. Appropriates $6 billion to pay the credit subsidy costs which should support $60 billion worth of loan guarantees. Eligible renewable projects are those that generate electricity or thermal energy and facilities that manufacture related components.

·   Renewable Energy Manufacturing Investment Credit: Provides up to $2.3 billion to fund 30 percent investment tax credit for manufacturing assets used to manufacture advanced energy property.

·   Solar on Federal Property Program: Appropriates $5.5 billion to be deposited into the Federal Buildings Fund for expenditures to construct, repair and make alterations on federal buildings to increase the energy efficiency, including installing solar energy equipment.

·   Department of Energy Funding: Appropriates $16.8 billion to DOE’s Office of Energy Efficiency and Renewable Energy, including $2.5 billion for applied research, development, demonstration and deployment projects.

·   New Clean Renewable Energy Bonds: Provides an additional $1.6 billion for new clean renewable energy bonds to finance facilities that generate electricity from renewable energy sources including solar facilities.

The combination of these incentives is expected to drive an increase in the demand for solar energy related equipment and components.

Europe

Countries such as Germany and Spain have feed-in tariff programs to boost electricity production from solar, wind and other renewable energy. In a typical feed-in tariff program, utilities are required to buy all the electricity generated from renewable sources, such as solar and wind, and pay rates that are higher than the prices for conventional power.  Such programs have turned Germany and Spain into lucrative markets for solar equipment makers. France, which is big on nuclear power generation, recently expanded its feed-in tariff program. The French government said it would allow solar power projects on commercial rooftops to get 45 euro cents per kilowatt hour, higher than the rates set for 2009 in Germany. The UK government is also in the process of creating a feed-in tariff program to boost electricity production from renewable energy. The program is scheduled to begin in 2010.

Competition

We expect to be in direct competition with producers of TCS.  Many of these producers have significantly greater resources than we do.  We also expect the number of competitors to increase significantly in the future.  The development of other TCS plants, particularly those in close proximity to the plant, will increase the supply of TCS and may result in lower local TCS and glycerin prices and higher costs for feedstock.

8

We will be in direct competition with numerous other TCS plants that produce the same products that we do.  We plan to compete with other TCS producers on the basis of price of TCS, delivery service, decreased transportation costs and our commitment to sustainability.

Currently, there are approximately 25 TCS producers which capacity are relatively small, and less than 10 have a production capacity of over 2,000 MT per year.

In recent years, however, China’s TCS industry showed a marked growth.  For example, in 2004, only 4 producers held a total annual production capacity of approximately 4,280 MT and in 2005, the total production increased to 22,000 MT with 14 producers in place, out of which 6 maintained a production capacity of 2,000 MT per year or above. In 2006, the total production capacity raised to approximately 30,000 MT. As the demand for TCS increased so did production capacity, but not enough to stop the price of TCS from increasing; allowing producers to generate remarkable profits.

Today, the price of TCS in China is approximately $1,100 USD per MT and the number of producers has grown to over 20, holding a total production capacity exceeding 145,000 MT per year. China’s TCS producers are mainly located in Jiangxi, Tangshan of Hebei, Zibo of Shandong, Chongqing of Sichuan, Wuhan of Hubei, and Shanghai. The following table gives the top five major producers.

Zibo Baoyun Chemical Plant, Zibo	25,000 MT / year
Leshan Yongxiang Resins Co., Ltd., Sichuan	25,000 MT / year
Tangshan Sunfar Silicon Industries Co., Ltd.	20,000 MT / year
Huaxiang Chemical Industry Co., Ltd., Hubei	15,000 MT / year
Kaihua Synthetic Material Co., Ltd., Zhejiang	10,000 MT / year

Prior Business

Prior to March 24, 2009, we were Bold View Resources, Inc., an exploration stage company that intended to engage in the exploration of mineral properties.  We had acquired an option to purchase (the “Option”) an interest in mineral claims known as the Cupro mineral claims. During the fiscal year ended May 31, 2009, we allowed the Option to expire according to the terms of the controlling Mining Option Agreement.  We have no plans to pursue mineral mining at this time.

Employees

We have 1 full-time and 0 part-time employees.

Research and Development Expenditures

We have not incurred any research or development expenditures since our incorporation.

Item 1A.   Risk Factors.

A smaller reporting company is not required to provide the information required by this Item.

9

Item 1B.   Unresolved Staff Comments

A smaller reporting company is not required to provide the information required by this Item.

Item 2.   Properties

We do not own any property.

Corporate Offices

We lease our principal offices at 45 Main Street, Suite 309 Brooklyn, New York, 11201 for an annual fee of $2400. Our phone number is 646-205-0291.

Registered Agent

Our agent for service of process in Nevada is Paracorp Incorporated, 318 N CARSON ST #208, Carson City, NV 89701.

Item 3.   Legal Proceedings

None.

Item 4.   Submission of Matters to a Vote of Security Holders

None.

PART II

Item 5.    Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities

Market Information

Our common stock is currently quoted on the OTC Bulletin Board (“OTCBB”), which is sponsored by FINRA. The OTCBB is a network of security dealers who buy and sell stock. The dealers are connected by a computer network that provides information on current "bids" and "asks", as well as volume information. Our shares are quoted on the OTCBB under the symbol “SSIE.OB.”

The following table sets forth the range of high and low bid quotations for our common stock for each of the periods indicated as reported by the OTCBB. These quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.

As of May 31, 2009, there was not a market for our common stock on the OTCBB.

Fiscal Year Ending May 31, 2009
Quarter Ended	High $	Low $
May 31, 2009	n/a	n/a
Feb 28, 2009	n/a	n/a
Nov 30, 2008	n/a	n/a
Aug 31, 2008	n/a	n/a

10

Holders of Our Common Stock

As of May 31, 2009, we had 26,760,000 shares of our common stock issued and outstanding, held by 37 shareholders of record.

Dividends

The Company has not declared, or paid, any cash dividends since inception and does not anticipate declaring or paying a cash dividend for the foreseeable future.

Nevada law prohibits our board from declaring or paying a dividend where, after giving effect to such a dividend, (i) we would not be able to pay our debts as they came due in the ordinary course of our business, or (ii) our total assets would be less than the sum of our total liabilities plus the amount that would be needed, if the corporation were to be dissolved at the time of distribution, to satisfy the rights of any creditors or preferred stockholders.

Securities Authorized for Issuance under Equity Compensation Plans

We do not have any equity compensation plans.

Recent Sales of Unregistered Securities

None.

Item 6.   Selected Financial Data

A smaller reporting company is not required to provide the information required by this Item.

Item 7.  Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

Certain statements in this report, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.

11

Overview

The Company has re-directed its focus from mineral mining to the acquisition of TCS production facilities in China.  SunSi aims to acquire and develop a portfolio of high quality TCS producing facilities that are strategically located and possess a potential for future growth and expansion. TCS is the main feedstock of the solar energy industry, used in the production of silicon, which in turn is used in the production of solar photovoltaic (PV) energy producing panels.

Acquisition of TCS Production Facilities

The Company plans to base its Asian based operations through its 100% owned subsidiary SunSi Energies Hong Kong, Inc., a Hong Kong-based company (“SunSi HK”) which currently has no operations but has entered into a joint venture agreement to purchase 90% of Zibo Baoyun Chemical Plant (“ZBC”) in Zibo, China, a major TCS producer, as well as its related transportation company, the Zibo Baoxin Transportation Co Ltd. (“ZBT”), which transports the finished TCS product from the ZBC TCS manufacturing facility to clients across China.  The ZBC facility in Zibo currently has a production capacity of 25,000 metric tons (MT) of TCS annually.

The terms of the joint venture agreement require the Company to pay $10,000,000 USD for the acquisition of the ZBC and ZBT assets and in order to expand the current ZBC production capacity to 45,000 MT of TCS.

Additionally, the Company intends to raise an additional $6,000,000 USD to make other potential TCS manufacturing facility acquisitions and for general corporate purposes.

Zibo Baoyun Chemical Plant

ZBC was founded in February 2003 and has a current production capacity of 25,000 MT of TCS per year. TCS is the key feedstock for almost all PV solar cells and modules produced today (over 90% in 2008).

While we do not have complete assurance that we will not encounter issues that would make the ZBC acquisition unsuitable for our strategy, we feel that ZBC’s assets satisfy most or all of the criteria we have established.  If we encounter insurmountable issues in the ZBC acquisition, our board of directors will pursue the acquisition of different TCS manufacturing facilities, which may include multiple smaller TCS manufacturing facilities instead of one larger facility at a single location, or the ZBC facility.

ZBT: Transportation and Delivery

In addition to the planned acquisition of ZBC, we intend to acquire ZBT, a transportation company which transports the finished product from the chemical facility to clients across China. With a total capacity of over 160 tons, ZBT’s fleet includes over 25 vehicles, 5 of which are heavy loading equipment. ZBT holds special permits and licenses to transport dangerous goods within China. If acquired, we plan on growing the ZBT fleet of vehicles to deliver the additional TCS produced by the new expansion facility.

12

Results of Operations for the fiscal years ended May 31, 2009 and 2008

Revenues.  We did not earn any revenues from inception through the period ending May 31, 2009. We do not anticipate earning revenues until such time that we are able to acquire TCS manufacturing facilities and begin our planned business of producing and selling TCS.

Operating Expenses.  We incurred operating expenses for the years ended May 31, 2009 and 2008 in the amounts of $169,855 and $34,377, respectively. Operating expenses for the year ended May 31, 2009 included general and administrative expenses in the amount of $45,420 and professional fees expenses in the amount of $124,435. Operating expenses for the year ended May 31, 2008 included general and administrative expenses in the amount of $24,937 and mining exploration expenses in the amount of $9,440 pursuant to our previous business plan.  The increase in operating expenses from 2008 to 2009 is attributable to the increased cost of locating and conducting due diligence on TCS manufacturing facilities for acquisition, as compared with the operating expenses required by our previous business plan of maintaining an option for claims in the mineral mining industry.

Gross Profit (Loss). We incurred a net loss for the years ended May 31, 2009 and 2008 in the amounts of $169,855 and $34,377, respectively. Our losses for all periods are attributable to operating expenses and our lack of revenue.

Liquidity and Capital Resources

The accompanying consolidated financial statements have been prepared on a going-concern basis, which contemplates the realization of assets and satisfaction of liabilities and other commitments in the normal course of business. The report of our independent auditors contains an explanatory paragraph expressing substantial doubt about the Company’s ability to continue as a going concern.

As of May 31, 2009, we had cash of $4,190 as our only current asset and current liabilities of $164,577. We therefore had a working capital deficit of $160,387 as of May 31, 2009.

The Company is pre-revenue and therefore to implement its business plan of acquiring TCS manufacturing facilities it will need to raise capital.  The Company believes that its existing sources of liquidity, along with cash expected to be generated from the issuance of debt and/or equity securities, will be sufficient to fund its operations, anticipated capital expenditures, working capital and other financing requirements through May 31, 2010. In order to fund capital expenditures or increase working capital above the current plan, or complete any acquisitions, the Company may seek to obtain additional debt or equity financing. It may also need to obtain additional debt or equity financing if it experiences downturns or cyclical fluctuations in its business that are more severe or longer than anticipated, or if the Company fails to achieve anticipated revenue, experiences significant increases in the costs associated with products sales, or if it engages in additional strategic transactions. However, the Company cannot provide assurance that such financing will be available to it on favorable terms, or at all. If, after utilizing the existing sources of capital available to the Company, further capital needs are identified and the Company is not successful in obtaining the financing, it may be forced to curtail its existing or planned future operations.

Critical Accounting Policies

We prepare our consolidated financial statements in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Our management periodically evaluates the estimates and judgments made. Management bases its estimates and judgments on historical experience and on various factors that are believed to be reasonable under the circumstances. Actual results may differ from these estimates as a result of different assumptions or conditions.

13

The methods, estimates, and judgment we use in applying our most critical accounting policies have significant impact on the results we report in our financial statements. The SEC has defined "critical accounting policies" as those accounting policies that are most important to the portrayal of our financial condition and results, and require us to make our most difficult and subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain. Based upon this definition, our most critical estimates are described below under the heading "Revenue Recognition." We also have other key accounting estimates and policies, but we believe that these other policies either do not generally require us to make estimates and judgments that are as difficult or as subjective, or it is less likely that they would have a material impact on our reported results of operations for a given period. Although we believe that our estimates and assumptions are reasonable, they are based upon information presently available, and actual results may differ significantly from these estimates.

Off Balance Sheet Arrangements

As of May 31, 2009, there were no off balance sheet arrangements.

Item 7A.    Quantitative and Qualitative Disclosures About Market Risk

A smaller reporting company is not required to provide the information required by this Item.

Item 8.       Financial Statements and Supplementary Data

See the financial statements annexed to this annual report.

Item 9.       Changes In and Disagreements with Accountants on Accounting and Financial

     Disclosure

None

Item 9A(T).  Controls and Procedures

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in company reports filed or submitted under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include without limitation, controls and procedures designed to ensure that information required to be disclosed in company reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our chief executive officer and treasurer, as appropriate to allow timely decisions regarding required disclosure.

As required by Rules 13a-15 and 15d-15 under the Exchange Act, our chief executive officer and chief financial officer carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of May 31, 2009. Based on their evaluation, they concluded that our disclosure controls and procedures were effective.

14

Our internal control over financial reporting is a process designed by, or under the supervision of, our chief executive officer and chief financial officer and effected by our board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of our financial reporting and the preparation of our financial statements for external purposes in accordance with generally accepted accounting principles. Internal control over financial reporting includes policies and procedures that pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets; provide reasonable assurance that transactions are recorded as necessary to permit preparation of our financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with the authorization of our board of directors and management; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements.

Under the supervision and with the participation of our management, including our chief executive officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on this evaluation under the criteria established in Internal Control – Integrated Framework, our management concluded that our internal control over financial reporting was effective as of May 31, 2009.

This annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit us to provide only management’s report in this annual report.

Changes in Internal Control Over Financial Reporting.

During the most recently completed fiscal quarter, there has been no change in our internal control over financial reporting that has materially affected or is reasonably likely to materially affect, our internal control over financial reporting.

Item 9B.   Other Information

On August 27, 2009, the Company’s Board of Directors approved amended and restated Bylaws of the Company.

PART III

Item 10.    Directors, Executive Officers and Corporate Governance

The following information sets forth the names of our current directors and executive officers, their ages as of May 31, 2009 and their present positions.

Name	Age	Position Held with the Company
Michel G. Laporte	46	President, Chief Executive Officer, and Director
Richard St-Julien	40	Vice-President, Secretary and Director
Daniel Julien	52	Chief Accounting Officer
Kebir Ratnani	58	Director

Set forth below is a brief description of the background and business experience of executive officers and directors.

15

Michel G. Laporte, Director, President & Chief Executive Officer

Michel G. Laporte has been our President, CEO and Director since March 24, 2009.  Prior to this he served as a consultant over the last five years for management of assets around the world in addition to setting up Complex Business Structures combining various countries, entities and domestic as well as international jurisdictions.  He also served as a consultant for various international companines on finance and investments.  Mr. Laporte is also currently president of Methes Energies International Ltd.

Richard St-Julien, Vice President, Secretary & Chief Legal Officer

Richard ST-Julien has been our VP, Secretary and Director since March 24, 2009.  He holds a Bachelor of Law from the University of Ottawa.  Over the last five years, he has been practicing as an attorney in the areas of Commercial and International Law and advises various companies on financing and other corporate matters.  Simultaneously, he has been involved in numerous business ventures as entrepreneur in Canada, in the United States as well as in other countries.

Kébir Ratnani, Director.

Mr. Ratnani has been our Director since March 24, 2009.  He possesses 30 years of experience in the natural gas, electricity, windmill, waste water and water sectors.  Since 2000, he joined SNC-Lavalin International, one of the leading engineering and construction groups in the world and a major player in the ownership of infrastructure and in the provision of operations and maintenance services, as Senior Vice-President.  He is responsible for water, energy and infrastructure projects in Africa, the Middle East and Latin America. Mr. Ratnani serves on the board of Sofame Technologies Inc.

Daniel Julien, Chief Accounting Officer.

Daniel Julienhas been our Chief Accounting Officer since March 24, 2009.  Mr. Julien holds a Bachelor of Business Administration from the University of Ottawa, a Bachelor of Accountant Science from the University of Quebec in Montreal and a member of Chartered Accountant institute.  Since 1985, he has been a practicing accountant in the areas of commercial and industrial businesses. Since February 2009 Mr. Julien has been employed by Methes Energies International Ltd from New York, US  as an Assistant CFO.

Director Independence

As a Company with its common stock listed on the OTCBB, the Company does not have a director independence requirement.

Family Relationships

There are no family relationships between or among the directors, executive officers or persons nominated or chosen by us to become directors or executive officers.

Involvement in Certain Legal Proceedings

To  the best of our knowledge, during the past five years, none of the following  occurred  with  respect  to a present or former director, executive officer, or  employee: (1) any bankruptcy petition filed by or against any business  of which such person was a general partner or executive officer either at  the  time  of the bankruptcy or within two years prior to that time; (2) any conviction in a criminal  proceeding  or  being subject to a pending criminal proceeding  (excluding  traffic  violations and other minor offenses); (3) being subject  to  any order, judgment or decree, not subsequently reversed, suspended or  vacated,  of  any  court  of  competent  jurisdiction,  permanently  or temporarily enjoining, barring, suspending or otherwise limiting his or her involvement in  any  type of business, securities or banking activities; and (4) being found by  a  court  of  competent  jurisdiction  (in  a  civil action), the SEC or the Commodities  Futures  Trading  Commission  to  have  violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.

16

Adverse Proceedings

There exists no material proceeding to which any director or officer is a party adverse to the Company or has a material interest adverse to the Company.

Audit Committee

We do not have a separately-designated standing audit committee. The entire Board of Directors performs the functions of an audit committee, but no written charter governs the actions of the Board when performing the functions of what would generally be performed by an audit committee.

Financial Expert

The Board has determined that the Company does not have a financial expert serving on its Board as audit committee.  The Company plans to retain a financial expert for its audit committee, once formed, as soon as practicable.

Nominating Committee

The Board of Directors does not have a standing nominating committee or any committee performing similar functions. As there are only three Directors serving on the Board, it is the view of the Board that all Directors should participate in the process for the nomination and review of potential Director candidates. It is the view of the Board that the participation of all Directors in the duties of a nominating committee ensures as comprehensive as possible a review of Director candidates.

The Board does not have any formal policy regarding the consideration of director candidates recommended by shareholders; any recommendation would be considered on an individual basis. The Board believes this is appropriate due to the lack of such recommendations made in the past, and its ability to consider the establishment of such a policy in the event of an increase of such recommendations. The Board welcomes properly submitted recommendations from shareholders and would evaluate shareholder nominees in the same manner that it evaluates a candidate recommended by other means. Shareholders may submit candidate recommendations by mail to the Company’s corporate office address. With respect to the evaluation of director nominee candidates, the Board has no formal requirements or minimum standards for the individuals that it nominates. Rather, the Board considers each candidate on his or her own merits. However, in evaluating candidates, there are a number of factors that the Board generally views as relevant and is likely to consider, including the candidate’s professional experience, his or her understanding of the business issues affecting the Company, his or her experience in facing issues generally of the level of sophistication that the Company faces, and his or her integrity and reputation. With respect to the identification of nominee candidates, the Board has not developed a formalized process. Instead, its members and the Company’s senior management have recommended candidates whom they are aware of personally or by reputation.

Code of Ethics

As of May 31, 2009, we had not adopted a Code of Ethics, which would include our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions.  We intend to adopt a Code of Ethics as soon as practicable.

17

Compliance with Section 16(A) of the Exchange Act

Section 16(a) of the Exchange Act requires our officers and directors, and persons who own more than ten percent (10%) of a registered class of our equity securities to file reports of ownership and changes in ownership with the SEC. Officers, directors and greater than ten percent (10%) stockholders are required by SEC regulations to furnish us with copies of all Section 16(a) forms they file. To the best of our knowledge, based solely on review of the copies of such forms furnished to us or amendments thereto, or written representations that no other forms were required, we believe that all Section 16(a) filing requirements applicable to its officers, directors and greater than ten percent (10%) stockholders were complied with during the fiscal year ended May 31, 2009. With respect to any of our former directors, officers, and ten percent (10%) stockholders, we do not have any knowledge of any known failures to comply with the filing requirements of Section 16(a).

Item 11.  Executive Compensation

Compensation Discussion and Analysis

We have not historically and do not currently compensate our executive officers, however, we reserve the right to provide compensation at some time in the future.  Our decision to compensate officers depends on the availability of our cash resources with respect to the need for cash to further our business purposes.

Summary Compensation Table

The table below summarizes all compensation awarded to, earned by, or paid to both to our officers and to our directors for all services rendered in all capacities to us for our fiscal years ended May 31, 2009 and 2008.

SUMMARY COMPENSATION TABLE
Name and principal position	Year ended May 31	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Nonqualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)
Richard Howie, Ex-President, CEO and Director	2008 2007	0 0	0 0	0 0	0 0	0 0	0 0	0 0	0 0
Marilyn Zimmerman, Ex-Secretary, Treasurer and Director	2008 2007	0 0	0 0	0 0	0 0	0 0	0 0	0 0	0 0
Michel LaPorte, CEO and Director	2009	0	0	0	0	0	0	0	0
Richard St-Julien VP and Director	2009	0	0	0	0	0	0	0	0
Kebir Ratnani Director	2009	0	0	0	0	0	0	0	0
Daniel Julien CAO	2009	0	0	0	0	0	0	0	0

18

Outstanding Equity Awards at Fiscal Year-End

As of May 31, 2009, the Company has no outstanding equity awards.

Compensation of Directors

We do not pay any compensation to our directors at this time. However, we reserve the right to compensate our directors in the future with cash, stock, options, or some combination of the above.

Stock Option Plans

We did not have a stock option plan in place as of May 31, 2009.

Compensation Committee Interlocks and Insider Participation

The Board of Directors does not have a standing compensation committee or any committee performing a similar function. As there are only three Directors serving on the Board, it is the view of the Board that all Directors should participate in the process for the for the review of the Company's executive pay practices. It is the view of the Board that the participation of all Directors in the duties of compensation committees ensures not only as comprehensive as possible a review of executive compensation.

Compensation Committee Report

The Board of Directors has reviewed and discussed the Compensation Discussion and Analysis herein with management; and based on the review and discussions, the Board of Directors concluded that the Compensation Discussion and Analysis be included in this annual report on Form 10-K.

Board of Directors

Michel Laporte

Kebir Ratnani

Richard St-Julien

Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related

    Stockholder Matters

The following table sets forth, as of August 21, 2009 certain information as to shares of our common stock owned by (i) each person known by us to beneficially own more than 5% of our outstanding common stock, (ii) each of our directors, and (iii) all of our executive officers and directors as a group:

Title of Class	Name and address of beneficial owner	Number of Shares of Common Stock	Percentage of Common Stock (1)
Common Stock	World Asset Management Inc.	11,500,000	42.97%
Common Stock	Michel G. Laporte	6,000,000	22.42%
Common Stock	Richard St-Julien	0	0%
Common Stock	Kebir Ratnani	0	0%
Common Stock	Daniel Julien	0	0%
Common Stock	All Officers and Directors as a Group (one person)		22.42%

(1)   The percent of class is based on 26,760,000 shares of common stock issued and outstanding as of May 31, 2009

19

The persons named above have full voting and investment power with respect to the shares indicated.  Under the rules of the Securities and Exchange Commission, a person (or group of persons) is deemed to be a "beneficial owner" of a security if he or she, directly or indirectly, has or shares the power to vote or to direct the voting of such security, or the power to dispose of or to direct the disposition of such security.  Accordingly, more than one person may be deemed to be a beneficial owner of the same security. A person is also deemed to be a beneficial owner of any security, which that person has the right to acquire within 60 days, such as options or warrants to purchase our common stock.

Item 13.   Certain Relationships and Related Transactions, and Director Independence

None of our directors or executive officers, nor any proposed nominee for election as a director, nor any person who beneficially owns, directly or indirectly, shares carrying more than 5% of the voting rights attached to all of our outstanding shares, nor any members of the immediate family (including spouse, parents, children, siblings, and in-laws) of any of the foregoing persons has any material interest, direct or indirect, in any transaction over the last two years or in any presently proposed transaction which, in either case, has or will materially affect us.

As of the date of this annual report, our common stock is traded on the OTC Bulletin Board (the “Bulletin Board”).  The Bulletin Board does not impose on us standards relating to director independence or the makeup of committees with independent directors, or provide definitions of independence.

Item 14.   Principal Accounting Fees and Services

Detail of fees paid to Child, Van Wagoner & Bradshaw PLLC:

a. Audit Fees:  Aggregate fees billed for professional services rendered for the audit of our annual financial statements for the period ended May 31, 2009, were approximately $5,000.

b. Audit-Related Fees:  Fees billed for audit-related services were $3,000 for the fiscal year ended May 31, 2009.

c. Tax Fees.  Fees billed for tax services were $0 for the fiscal year ended May 31, 2009.

Detail of fees paid to Moore & Associates, Chartered:

a. Audit Fees:  Aggregate fees billed for professional services rendered for the audit of our annual financial statements for the period ended May 31, 2008, were approximately $4,250.

b. Audit-Related Fees:  Fees billed for audit-related services were $3,500 for the fiscal years ended May 31, 2008.

c. Tax Fees.  Fees billed for tax services were $0 for the fiscal year ended May 31, 2008.

20

PART IV

Item 15.   Exhibits, Financial Statement Schedules

See Exhibit Index below.

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

SUNSI ENERGIES INC.
By:
	/s/ Michel G. Laporte
	Michel G. Laporte
	President, Chief Executive Officer, and Director
	August 31, 2009
By:
	/s/ Daniel Julien
	Daniel Julien
	Chief Accounting Officer
	August 31, 2009

In accordance with Section 13 or 15(d) of the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

By:

/s/ Kebir Ratnani

Kebir Ratnani

Director

August 31, 2009

/s/ Richard St-Julien

Richard St-Julien

Secretary and Director

August 31, 2009

21

EXHIBIT INDEX

Exhibit Number	Description
3.1	Amended and Restated Bylaws of the Company
10.1	Joint Venture Agreement
21.1	Subsidiaries
31.1	Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Accounting Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification of Chief Accounting Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

22

Index to Financial Statements

Audited Financial Statements:
F-1	Report of Independent Registered Public Accounting Firm
F-2	Consolidated  Consolidated Balance Sheets as of May 31, 2009 and 2008
F-3	Consolidated Statements of Operations for years ended May 31, 2009 and 2008, and from inception
F-4	Consolidated Statement of Stockholders’ Equity (Deficit) for years ended May 31, 2009 and 2008, and from inception
F-5	Consolidated Statements of Cash Flows for years ended May 31, 2009 and 2008, and from inception
F-6	Notes to Consolidated Financial Statements

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Officers and Directors

SunSi Energies Inc. (formerly Bold View Resources, Inc.)

We have audited the accompanying consolidated balance sheets of SunSi Energies Inc. ( a Nevada development  stage  company) as of May 31, 2009 and 2008, and the related consolidated statements of operations,  stockholders’  equity  (deficit), and cash flows for the  years ended May 31, 2009 and 2008, and for the period from inception on January 30, 2007 through May 31, 2009.   These consolidated financial statements are the responsibility of the Company’s management.  Our responsibility is to express an opinion on these  consolidated financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States of America).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the  financial statements are free of material misstatement. The company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit 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, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion,  the consolidated  financial statements referred to above present fairly, in all material respects, the financial position of SunSi Energies Inc. as of  May 31, 2009 and 2008, and the results of its operations,   and its cash flows for the  years ended May 31, 2009 and 2008, and for the period of January 30, 2007 (date of inception)  through  May 31, 2009,  in conformity with accounting principles generally accepted in the United States of America.

The consolidated  financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the consolidated  financial statements, the Company has cash flow constraints, an accumulated deficit, and has suffered recurring losses from operations. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 1. The consolidated  financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Child, Van Wagoner & Bradshaw, PLLC

Child, Van Wagoner & Bradshaw, PLLC

Certified Public Accountants

Salt Lake City, Utah

August  26, 2009

F-1

SUNSI ENERGIES INC. Formerly BOLD VIEW RESOURCES, INC. (A Development Stage Company) Consolidated Balance Sheets
	May 31,
	2009			2008
Current Assets
Cash	$	4,190		$	705
Total Current Assets		4,190			705
Total Assets	$	4,190		$	705
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current Liabilities
Accounts payable	$	143,741		$	4,813
Accounts payable – related party		20,836			-
Total Current Liabilities		164,577			4,813
Stockholders’ Equity (Deficit)
Common stock, $0.001 par value, 75,000,000 shares authorized, 26,760,000 issued and outstanding in 2009 and 2008		26,760			26,760
Additional paid in capital		24,816			11,240
Deficit accumulated during development stage		(211,963	)		(42,108	)
Total Stockholders’ Equity (Deficit)		(160,387	)		(4,108	)
Total Liabilities And Stockholders’ Equity (Deficit)	$	4,190		$	705

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

F-2

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Consolidated Statements of Operations

	Year Ended May 31,  2009			Year Ended May 31, 2008			From Inception (January 30, 2007) to May 31, 2009
REVENUE	$	-		$	-		$	-
OPERATING EXPENSES
Mining exploration		-			9,440			9,440
Professional fees		124,435			-			124,435
General and administrative		45,420			24,937			78,088
		169,855			34,377			211,963
(Loss)		(169,855	)		(34,377	)		(211,963	)
Income tax benefit		-			-			-
Net (Loss)	$	(169,855	)	$	(34,377	)	$	(211,963	)
Net (Loss) Per Common Share Basic and Diluted	$	(0.01	)	$	(0.00	)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES		26,760,000			26,760,000

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

F-3

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Consolidated Statement of Stockholders’ Equity (Deficit)

From Inception to May 31, 2009

	Common Stock
	Shares		Amount		Additional paid in Capital			Deficit Accumulated During Development Stage			Total Stockholders’ Equity (Deficit)
Balance at inception on January 30, 2007		-	$	-	$	-		$	-		$	-
Issuance of common stock in March 2007 for cash at $0.0001 per share		18,000,000		18,000		(16,500	)		-			1,500
Issuance of common stock in March 2007 for cash at $0.004 per share		4,080,000		4,080		12,920			-			17,000
Issuance of common stock in April 2007 for cash at $0.004 per share		4,680,000		4,680		14,820			-			19,500
Loss to May 31, 2007									(7,731	)		(7,731	)
Balance at May 31, 2007		26,760,000		26,760		11,240			(7,731	)		30,269
Loss to May 31, 2008		-		-		-			(34,377	)		(34,377	)
Balance at May 31, 2008		26,760,000		26,760		11,240			(42,108	)		(4,108	)
Capital contribution by officer		-		-		13,576			-			13,576
Loss to May 31, 2009		-		-		-			(169,855	)		(169,855	)
Balance at May 31, 2009		26,760,000	$	26,760	$	24,816		$	(211,963	)	$	(160,387	)

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

F-4

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Consolidated Statements of Cash Flows

	Year Ended May 31, 2009			Year Ended May 31, 2008			From Inception (January 30, 2007) to May 31, 2009
OPERATING ACTIVITIES
Net income (loss) for the period	$	(169,855	)	$	(34,377	)	$	(211,963	)
Adjustments to reconcile net loss to net cash provided
by (used in) operations		-			-			-
Changes in operating assets and liabilities:
Accounts payable		138,928			(2,611	)		143,741
Accounts payable – related party		20,836			-			20,836
Net Cash flow provided by (used in) operating activities		(10,091	)		(36,988	)		(47,386	)
Investing activities		-			-			-
Net cash provided by investing activities		-			-			-
Financing Activities
Issuance of common stock		-			-			38,000
Capital contributions		13,576			-			13,576
Net cash provided by financing activities		13,576			-			51,576
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		3,485			(36,988	)		4,190
Cash and cash equivalents at beginning of period		705			37,693			-
CASH & CASH EQUIVALENTS AT END OF PERIOD	$	4,190		$	705		$	4,190
Supplemental disclosures of cash flow information Cash paid during period for
Interest		-			-			-
Income taxes		-			-			-

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

F-5

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Notes to consolidated financial statements

May 31, 2009

(Expressed in U.S. dollars)

1    Nature and Continuance of Operations

The Company was incorporated in the State of Nevada on January 30, 2007.  The Company is a Development Stage Company as defined by Statement of Financial Accounting Standards (“SFAS”) No. 7.

These consolidated financial statements have been prepared on a going concern basis.  The Company has incurred losses since inception resulting in an accumulated deficit of $211,963.  Its ability to continue as a going concern is dependent upon the ability of the Company to generate profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due.  Management intends to address the going concern issue by funding future operations through the sale of equity capital and by director loans, if needed.

2.   Summary of Significant Accounting Policies

       a)      Basis of Presentation

The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States and are expressed in U.S. Dollars.  The Company’s fiscal year-end is May 31.  The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary SunSi Energies Hong Kong Ltd. which had no activity through May 31, 2009 other than incorporation and start-up costs.

b)     Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

F-6

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Notes to consolidated financial statements

May 31, 2009

(Expressed in U.S. dollars)

2.   Summary of Significant Accounting Policies (continued)

c)    Financial Instruments

The carrying value of cash approximates their fair value because of the short-term maturity of these instruments.  The company’s operations are in Canada and virtually all of its assets are giving rise to significant exposure to market risks from changes in foreign currency rates. The financial risk is the risk to the Company’s operations that arise from fluctuations in foreign exchange rates and the degree of volatility of these rates.  Currently, the Company does not use derivative instruments to reduce its exposure to foreign currency risk.

d)    Concentration of Credit Risk

Financial instruments that potentially subject the Company to credit risk consist principally of cash.  Cash is deposited with a high quality credit institution.

e)    Income Taxes

Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not.  The Company has adopted SFAS No. 109 as of its inception.  Pursuant to SFAS No. 109 the Company is required to compute tax asset benefits for net operating losses carried forward. Potential benefit of net operating losses have not been recognized in the financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.

F-7

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Notes to consolidated financial statements

May 31, 2009

(Expressed in U.S. dollars)

2.  Summary of Significant Accounting Policies (continued)

f)     Basic and Diluted Net Income (Loss) Per Share

The Company computes net income (loss) per share in accordance with SFAS No. 128 “Earnings per Share”.  SFAS No. 128 requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement.  Basic EPS is computed by dividing net income (loss) available to common stockholders (numerator) by the weighted average number of shares outstanding (denominator) during the period.  Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method.  In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants.  Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive.

3.   The Effect of Recently Issued Accounting Standards

In December 2007, the Financial Accounting Standards Board, or FASB, issued SFAS No. 161, Disclosures about Derivative Instruments and Hedging Activities—an amendment of FASB Statement No. 133.  This standard requires companies to provide enhanced disclosures about (a) how and why an entity uses derivative instruments, (b) how derivative instruments and related hedged items are accounted for under Statement 133 and its related interpretations, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. This Statement is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008, with early application encouraged. The Company has not yet adopted the provisions of SFAS No. 161, but does not expect it to have a material impact on its consolidated financial position, results of operations or cash flows.

F-8

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Notes to consolidated financial statements

May 31, 2009

(Expressed in U.S. dollars)

3.     The Effect of Recently Issued Accounting Standards (continued)

In December 2007, the SEC issued Staff Accounting Bulletin (SAB) No. 110 regarding the use of a "simplified" method, as discussed in SAB No. 107 (SAB 107), in developing an estimate of expected term of "plain vanilla" share options in accordance with SFAS No. 123 (R), Share-Based Payment.  In particular, the staff indicated in SAB 107 that it will accept a company's election to use the simplified method, regardless of whether the company has sufficient information to make more refined estimates of expected term. At the time SAB 107 was issued, the staff believed that more detailed external information about employee exercise behavior (e.g., employee exercise patterns by industry and/or other categories of companies) would, over time, become readily available to companies. Therefore, the staff stated in SAB 107 that it would not expect a company to use the simplified method for share option grants after December 31, 2007. The staff understands that such detailed information about employee exercise behavior may not be widely available by December 31, 2007. Accordingly, the staff will continue to accept, under certain circumstances, the use of the simplified method beyond December 31, 2007. The Company currently uses the simplified method for “plain vanilla” share options and warrants, and will assess the impact of SAB 110 for fiscal year 2009. It is not believed that this will have an impact on the Company’s consolidated financial position, results of operations or cash flows.

In December 2007, the FASB issued SFAS No. 160, Noncontrolling Interests in Consolidated Financial Statements—an amendment of ARB No. 51.  This statement amends ARB 51 to establish accounting and reporting standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. It clarifies that a noncontrolling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements. Before this statement was issued, limited guidance existed for reporting noncontrolling interests. As a result, considerable diversity in practice existed. So-called minority interests were reported in the consolidated statement of financial position as liabilities or in the mezzanine section between liabilities and equity. This statement improves comparability by eliminating that diversity. This statement is effective for fiscal years beginning on or after December 15, 2008. Earlier adoption is prohibited.

F-9

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Notes to consolidated financial statements

May 31, 2009

(Expressed in U.S. dollars)

3.     The Effect of Recently Issued Accounting Standards (continued)

The effective date of this statement is the same as that of the related FASB Statement No. 160, Noncontrolling Interests in Consolidated Financial Statements.  The Company will adopt this statement beginning June 1, 2009. It is not believed that this will have an impact on the Company’s consolidated financial position, results of operations or cash flows.

In December 2007, the FASB, issued FAS No. 141 (revised 2007), Business Combinations. This Statement replaces FASB Statement No. 141, Business Combinations, but retains the fundamental requirements in Statement 141.  This Statement establishes principles and requirements for how the acquirer: (a) recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree; (b) recognizes and measures the goodwill acquired in the business combination or a gain from a bargain purchase; and (c) determines what information to disclose to enable users of the financial statements to evaluate the nature and financial effects of the business combination. This statement applies prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008. An entity may not apply it before that date.

The effective date of this statement is the same as that of the related Statement 141 (revised 2007). The Company will adopt this Statement beginning June 1, 2009. It is not believed that this will have an impact on the Company’s consolidated financial position, results of operations or cash flows.

F-10

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Notes to consolidated financial statements

May 31, 2009

(Expressed in U.S. dollars)

3.     The Effect of Recently Issued Accounting Standards (continued)

In February 2007, the FASB, issued SFAS No. 159, The Fair Value Option for Financial Assets and Liabilities—Including an Amendment of FASB Statement No. 115.  This standard permits an entity to choose to measure many financial instruments and certain other items at fair value. This option is available to all entities. Most of the provisions in FAS 159 are elective; however, an amendment to FAS 115 Accounting for Certain Investments in Debt and Equity Securities applies to all entities with available for sale or trading securities. Some requirements apply differently to entities that do not report net income. SFAS No. 159 is effective as of the beginning of an entity’s first fiscal year that begins after November 15, 2007. Early adoption is permitted as of the beginning of the previous fiscal year provided that the entity makes that choice in the first 120 days of that fiscal year and also elects to apply the provisions of SFAS No. 157 Fair Value Measurements.  The Company adopted SFAS No. 159 beginning June 1, 2008 and is currently evaluating the potential impact the adoption of this pronouncement will have on its consolidated financial statements.

F-11

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Notes to consolidated financial statements

May 31, 2009

(Expressed in U.S. dollars)

3.     The Effect of Recently Issued Accounting Standards (continued)

In May 2008, the FASB issued SFAS No. 162, THE HIERARCHY OF GENERALLY ACCEPTED ACCOUNTING PRINCIPLES.  This statement identifies the sources of accounting principles and the framework for selecting the principles to be used in the preparation of financial statements of nongovernmental entities that are presented in conformity with generally accepted accounting principles (GAAP) in the United States (the GAAP hierarchy).  This statement is effective 60 days following the SEC’s approval of the Public Company Accounting Oversight Board amendments to AU Section 411, “the Meaning of Present Fairly in Conformity With Generally Accepted Accounting Principles.”

In May 2008, the FASB issued SFAS No. 163, ACCOUNTING FOR FINANCE GUARANTEE INSURANCE CONTRACTS – AN INTERPRETATION OF FASB STATEMENT NO. 60.  The premium revenue recognition approach for a financial guarantee insurance contract links premium revenue recognition to the amount of insurance protection and the period in which it is provided. For purposes of this statement, the amount of insurance protection provided is assumed to be a function of the insured principal amount outstanding, since the premium received requires the insurance enterprise to stand ready to protect holders of an insured financial obligation from loss due to default over the period of the insured financial obligation.  This Statement is effective for financial statements issued for fiscal years beginning after December 15, 2008.

In June 2008, the FASB issued FASB Staff Position Emerging Issues Task Force (EITF) No. 03-6-1, DETERMINING WHETHER INSTRUMENTS GRANTED IN SHARE-BASED PAYMENT TRANSACTIONS ARE PARTICIPATING SECURITIES (“FSP EITF No. 03-6-1”).  Under FSP EITF No. 03-6-1, unvested share-based payment awards that contain rights to receive nonforfeitable dividends (whether paid or unpaid) are participating securities, and should be included in the two-class method of computing EPS. FSP EITF No. 03-6-1 is effective for fiscal years beginning after December 15, 2008, and interim periods within those years, and is not expected to have a significant impact on the Company’s financial statements.

F-12

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Notes to consolidated financial statements

May 31, 2009

(Expressed in U.S. dollars)

3.     The Effect of Recently Issued Accounting Standards (continued)

In November 2008, the Emerging Issues Task Force (“EITF”) issued Issue No. 08-7, Accounting for Defensive Intangible Assets (“EITF 08-7”). EITF 08-7 applies to all acquired intangible assets in which the acquirer does not intend to actively use the asset but intends to hold (lock up) the asset to prevent its competitors from obtaining access to the asset (a defensive asset), assets that the acquirer will never actually use, as well as assets that will be used by the acquirer during a transition period when the intention of the acquirer is to discontinue the use of those assets. EITF 08-7 is effective as of June 1, 2009. The Company does not expect the adoption of EITF 08-7 to have a material impact on its financial statements.

On January 12, 2009 the FASB issued a final Staff Position ("FSP") amending the impairment guidance in EITF Issue No. 99-20, Recognition of Interest Income and Impairment on Purchased Beneficial Interests and Beneficial Interests That Continue to Be Held by a Transferor in Securitized Financial Assets to achieve more consistent determination of whether another-than-temporary impairment has occurred. This FSP does not have an impact on the Company at the present time.

On April 1, 2009 the FASB issued FSP FAS 141(R)-1 that amends and clarifies FASB No. 141 (revised 2007), Business Combinations, to address application issues on initial recognition and measurement, subsequent measurement and accounting, and disclosures of assets and liabilities arising from contingencies in a business combination.

On April 1, 2009 the FASB issued FSP FAS 141(R)-1 that amends and clarifies FASB No. 141 (revised 2007), Business Combinations, to address application issues on initial recognition and measurement, subsequent measurement and accounting, and disclosures of assets and liabilities arising from contingencies in a business combination.

F-13

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Notes to consolidated financial statements

May 31, 2009

(Expressed in U.S. dollars)

3.     The Effect of Recently Issued Accounting Standards (continued)

On April 9, 2009 the FASB issued three FSPs intended to provide additional application guidance and enhance disclosures regarding fair value measurements and impairments of securities. FSP FAS 157-4, Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly, provides guidelines for making fair value measurements more consistent with the principles presented in FASB Statement No. 157, Fair Value Measurements. FSP FAS 107-1 and APB 28-1, Interim Disclosures about Fair Value of Financial Instruments, enhances consistency in financial reporting by increasing the frequency of fair value disclosures. FSP FAS 115-2 and FAS 124-2, Recognition and Presentation of Other-Than-Temporary Impairments, provides additional guidance designed to create greater clarity and consistency in accounting for and presenting impairment losses on securities. These FSPs do not have an impact on the Company at the present time.

On May 28, 2009 the FASB announced the issuance of SFAS 165, Subsequent Events. SFAS 165 should not result in significant changes in the subsequent events that an entity reports. Rather, SFAS 165 introduces the concept of financial statements being available to be issued. Financial statements are considered available to be issued when they are complete in a form and format that complies with generally accepted accounting principles (GAAP) and all approvals necessary for issuance have been obtained.

On June 12, 2009 the FASB issued two statements that amended the guidance for off-balance-sheet accounting of financial instruments: SFAS No. 166, Accounting for Transfers of Financial Assets, and SFAS No. 167, Amendments to FASB Interpretation No. 46(R).

SFAS No. 166 revises SFAS No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities, and will require entities to provide more information about sales of securitized financial assets and similar transactions, particularly if the seller retains some risk to the assets. The statement eliminates the concept of a qualifying special-purpose entity, changes the requirements for the de-recognition of financial assets, and calls upon sellers of the assets to make additional disclosures about them.

F-14

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Notes to consolidated financial statements

May 31, 2009

(Expressed in U.S. dollars)

3.     The Effect of Recently Issued Accounting Standards (continued)

SFAS No. 167 amends FASB Interpretation (FIN) No. 46(R), Consolidation of Variable Interest Entities, by altering how a company determines when an entity that is insufficiently capitalized or not controlled through voting should be consolidated. A company has to determine whether it should provide consolidated reporting of an entity based upon the entity's purpose and design and the parent company's ability to direct the entity's actions.

The standards will be effective at the start of the first fiscal year beginning after November 15, 2009, which will mean January 2010 for companies that are on calendar years. The guidance will have to be applied for first-quarter filings.

The FASB issued SFAS No. 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles, on June 29, 2009 and, in doing so, authorized the Codification as the sole source for authoritative U.S. GAAP.   SFAS No. 168 will be effective for financial statements issued for reporting periods that end after September 15, 2009.  Once it's effective, it will supersede all accounting standards in U.S. GAAP, aside from those issued by the SEC.  SFAS No. 168 replaces SFAS No. 162 to establish a new hierarchy of GAAP sources for non-governmental entities under the FASB Accounting Standards Codification.

4.      Income Taxes

Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not.  The Company has incurred a net operating loss of $211,963, which expires in 2028.  Pursuant to SFAS No. 109 the Company is required to compute tax asset benefits for net operating losses carried forward.  Potential benefit of net operating losses have not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.

The components of the net deferred tax asset at May 31, 2009, the statutory tax rate, the effective tax rate and the elected amount of the valuation allowance are indicated below:

F-15

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Notes to consolidated financial statements

May 31, 2009

(Expressed in U.S. dollars)

4.      Income Taxes (continued)

	May 31, 2009
	$
Net Operating Loss	211,963
Statutory Tax Rate	35%
Effective Tax Rate	---
Deferred Tax Asset	74,187
Valuation Allowance	(74,187)
Net Deferred Tax Asset	---

The Company adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes, on June 1, 2007.  As a result of the implementation of Interpretation 48, the Company recognized approximately no increase in the liability for unrecognized tax benefits.

The Company has no tax positions at May 31, 2009 and 2008 for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. No such interest or penalties were recognized during the periods presented. The Company had no accruals for interest and penalties at May 31,  2009 or 2008.

5.       Stockholders’ Equity

The Company is authorized to issue 75 million shares of common stock at a par value of $0.001 and had 26,760,000 shares of common stock issued and outstanding as of May 31, 2009.  On March 24, 2009, the Board of Directors approved a 12-for-1 forward stock split.  The split has been reflected in the consolidated financial statements for all periods presented.

F-16

SUNSI ENERGIES INC.

Formerly BOLD VIEW RESOURCES, INC.

(A Development Stage Company)

Notes to consolidated financial statements

May 31, 2009

(Expressed in U.S. dollars)

6.              Related Party Transactions

At May 31, 2009, the Company owes $20,836 to an entity owned by the Company’s Chief Accounting Officer.  The amount owed is for expenses paid on behalf of the Company.

7.      Commitments

SunSi Energies Inc. entered into an engagement agreement for advisory and consulting services on a non-exclusive basis to obtain equity capital.  In the event that the Company completes a financing from a funding source provided by the consultant, then the consultant will receive a Finders or referral fee at closing of seven percent (7%) of the amount received by the Company.  The financing sought is in the amount of $16,000,000 in equity.  The potential amount of fee paid can be in the amount of $1,120,000.  The Consultant will be paid at closing directly from the funding source.  The terms and condition of financing are subject to Company approval.

8.      Other Events and subsequent events

The Company incorporated on April 7th 2009 a wholly-owned subsidiary in Hong Kong  in the name of “SunSi Energies Hong Kong Ltd.” and this Company has entered into Two (2)  Joint Venture Agreements with a Chinese Company respectively on June 18 and June 19, 2009. Upon completion and satisfaction of due diligence SunSi Energies Hong Kong has committed to invest a total of 10,000,000US$ in exchange for 90% of the capital stock in the newly formed PRC Joint Venture Company who will have received all of the assets, expertise and technology of an existing Trichlorosilane (TCS) production facility in Zibo, China, as well as its affiliated trucking and transportation company, which delivers TCS from the production facility to existing clients within China. The company will be engaged in the production of TCS, a chemical that is primarily used in the production of polysilicon, with a current production capacity of 25,000 metric tons of TCS per year.

Other than incorporation and start-up costs,.SunSi Energies Hong Kong had no activity from the date of incorporation through May 31, 2009.

The Company has evaluated subsequent events from the balance sheet date through August 25, 2009, and has found no other items that require disclosure.

EX-3.1

EXHIBIT 3.1

AMENDED AND RESTATED

BY-LAWS

OF

SUNSI ENERGIES INC.

TABLE OF CONTENTS

ARTICLE ONE - OFFICES
1.1	Registered Office	2
1.2	Other Offices	2
ARTICLE TWO - MEETINGS OF STOCKHOLDERS
2.1	Place	2
2.2	Annual Meetings	2
2.3	Special Meetings	2
2.4	Notices of Meetings	3
2.5	Purpose of meetings	3
2.6	Quorum	3
2.7	Voting	3
2.8	Share Voting	4
2.9	Proxy	4
2.10	Written Consent Lieu of Meeting	4
2.11	Voting Stockholders	4
ARTICLE THREE - DIRECTORS
3.1	Powers	4
3.2	Number of Directors	5
3.3	Vacancies	5
ARTICLE FOUR - MEETINGS OF BOARD OF DIRECTORS
4.1	Place	5
4.2	First Meeting	5
4.3	Regular Meetings	6
4.4	Special Meetings	6
4.5	Notice	6
4.6	Waiver	6
4.7	Quorum	6
4.8	Adjournment	7
4.9	Written Consent	7
ARTICLE FIVE - COMMITTEES OF DIRECTORS
5.1	Power to Designate	7
5.2	Regular Minutes	7

ARTICLE SIX - COMPENSATION OF DIRECTORS
6.1	Compensation	8
ARTICLE SEVEN - NOTICES
7.1	Notice	8
7.2	Consent	8
7.3	Waiver of notice	8
ARTICLE EIGHT - OFFICERS
8.1	Appointment of Officers	9
8.2	Time of Appointment	9
8.3	Additional Officers	9
8.4	Salaries	9
8.5	Vacancies	9
8.6	Chairman of the Board of Directors	9
8.7	Vice-Chairman	9
8.8	President	10
8.9	Vice-President	10
8.10	Secretary	10
8.11	Assistant Secretaries	10
8.12	Treasurer	10
8.13	Surety	11
8.14	Assistant Treasurer	11
ARTICLE NINE - CERTIFICATES OF STOCK
9.1	Share Certificates	11
9.2	Transfer Agents	11
9.3	Lost or Stolen Certificates	12
9.4	Transfers	12
9.5	Stockholders Records	12
ARTICLE TEN - GENERAL PROVISIONS
10.1	Dividends	12
10.2	Reserves	12
10.3	Checks	13
10.4	Fiscal Year	13
10.5	Corporate Seal	13
ARTICLE ELEVEN - INDEMNIFICATION
ARTICLE TWELVE – AMENDMENTS
12.1	By Stockholder	14
12.2	By Board of Directors	14

AMENDED AND RESTATED

BY-LAWS

OF

SUNSI ENERGIES INC.

A NEVADA CORPORATION (the “Corporation”)

ARTICLE 1

OFFICES

Section 1.1                      Principal and Registered Office

The registered office of the Corporation is hereby fixed and located at 318 North Carson Street, Suite 208, Carson City, Nevada, 89701.

Section 1.2                      Other Offices

The Corporation may also have offices at such other places both within and without the State of Nevada as the Board of Directors may from time to time determine or the business of the Corporation may require.

ARTICLE 2

MEETINGS OF STOCKHOLDERS

Section 2.1                      Place

All annual meetings of stockholders shall be held at the registered office of the Corporation or at such other place, within or without the State of Nevada, as the directors shall determine. Special meetings of the stockholders may be held at such time and place within or without the State of Nevada as shall be stated in the notice of the meeting, or in a duly executed waiver of notice thereof.

Section 2.2                      Annual Meetings

Annual meetings of the stockholders shall be held at such time as may be set by the Board of Directors from time to time, at which the stockholders shall elect by vote a Board of Directors and transact such other business as may properly be brought before the meeting.

Section 2.3                      Special Meetings

Special meetings of the stockholders, for any purpose or purposes, unless otherwise prescribed by statute or by the Articles of Incorporation, may be called by the President or the Secretary, by resolution of the Board of Directors or at the request in writing of stockholders owning at least ten percent of the capital stock of the Corporation issued and outstanding and entitled to vote. Such request shall state that purpose of the purposed meeting.

2

Section 2.4                      Notices of Meetings

Notices of meetings shall be in writing and signed by the President or a Vice-President or the Secretary or an Assistant Secretary or by such other person or persons as the directors shall designate. Such notice shall state the purpose or purposes for which the meeting is called and the time and the place, which may be within or without this State, where it is to be held. A copy of such notice shall be either delivered personally to or shall be mailed, postage prepaid, to each stockholder of record entitled to vote at such meeting not less than ten (10) nor more than sixty (60) days before such meeting. If mailed, it shall be directed to a stockholder at his, or her address, as the case may be, as it appears upon the records of the Corporation and upon such mailing of any such notice, the service thereof shall be complete and the time of the notice shall begin to run from the date upon which such notice is deposited in the mail for transmission to such stockholder. Personal delivery of any such notice to any officer of a corporation or association, to any member of a limited-liability company managed by its members, to any manager of a limited-liability company managed by managers, to any general partner of a partnership or to any trustee of a trust shall constitute delivery of such notice to the corporation, association, limited-liability company, partnership or trust. Notice delivered or mailed to a stockholder in accordance with the provisions of this section is sufficient, and in the event of the transfer of his, her, or its, as the case may be, stock after such delivery or mailing and before the holding of the meeting, it is not necessary to deliver or mail notice of the meeting to the transferee.

Section 2.5                      Purpose of Meetings

Business transacted at any special meeting of the stockholders shall be limited to the purposes stated in the notice.

Section 2.6                      Quorum

The holders of a majority of the capital stock issued and outstanding and entitled to vote thereat, present in person or represented by proxy, shall constitute a quorum at all meetings of the stockholders for the transaction of business, except as otherwise provided by statute or by the Articles of Incorporation. If, however, such quorum shall not be present, or represented at any meeting of the stockholders, the stockholders entitled to vote thereat, present in person or represented by proxy, shall have power to adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum shall be present or represented. At such adjourned meeting at which a quorum shall be present or represented, any business may be transacted which might have been transacted at the meeting as originally notified.

Section 2.7                      Voting

When a quorum is present or represented at any meeting, the vote of the holders of a majority of the stock having voting power present in person, or represented by proxy, shall be sufficient to elect directors or to decide any questions brought before such meeting, unless the question is one upon which by express provision of the statutes or of the Articles of Incorporation, a different vote is required in which case such express provision shall govern and control the decision of such question.

3

Section 2.8                      Share Voting

Each stockholder of record of the Corporation shall be entitled at each meeting of stockholders to one (1) vote for each share of stock standing in his, her, or its name, as the case may be, on the books of the Corporation. Upon demand of any stockholder, the vote for directors and the vote upon any question before the meeting shall be by ballot.

Section 2.9                      Proxy

At the meeting of the stockholders any stockholder may be presented and vote by a proxy or proxies appointed by an instrument in writing. In the event that any such instrument in writing shall designate two (2) or more persons to act as proxies, a majority of such persons present at the meeting, or, if only one (1) shall be present, then that one shall have and may exercise all of the powers conferred by such written instrument upon all of the persons so designated unless the instrument shall otherwise provide. No proxy, or power of attorney, to vote shall be used to vote at a meeting of the stockholders unless it shall have been filed with the secretary of the meeting when required by the inspectors of election. All questions regarding the qualification of voters, the validity of proxies and the acceptance, or rejection, of votes shall be decided by the inspectors of election who shall be appointed by the Board of Directors, or if not so appointed, then by the presiding officer of the meeting.

Section 2.10                    Written Consent in Lieu of Meeting

Any action which may be taken by the vote of the stockholders at a meeting may be taken without a meeting if authorized by the written consent of the stockholders holding a majority of the voting power, unless the provisions of the statutes or of the Articles of Incorporation require a greater proportion of the voting power to authorize such action in which case such greater proportion of written consents shall be required.

Section 2.11                    Voting Stockholders

The Board of Directors may fix in advance a date not exceeding sixty (60) days nor less than ten (10) days preceding the date of any meeting of stockholders, or the date for the payment of any dividend, or date for the allotment of rights, or the date when any change or conversion or exchange of capital stock shall go into effect, or a date in connection with obtaining the consent of stockholders for any purpose, as a record date for determination of the stockholders entitled to receive notice of any such meeting, and any adjournment thereof, or to receive payment of such dividend, or to receive such allotment of rights, or to exercise such rights, or to give such consent, as the case may be, notwithstanding any transfer of any stock on the books of the Corporation after any such record date fixed as aforesaid.

ARTICLE 3

DIRECTORS

Section 3.1                      Powers

The business of the Corporation shall be managed by its Board of Directors which may exercise all such powers of the Corporation and do all such lawful acts and things as are not by statute or by the Articles of Incorporation or by these By-laws directed or required to be exercised or done by the stockholders.

4

Section 3.2                      Number and Qualification of Directors

The number of directors which shall constitute the whole Board of Directors shall be not less than one (1) and not more than ten (10). The number of directors may from time to time be increased, or decreased, to not less than one (1) nor more than fifteen (15) by action of the Board of Directors. The directors shall be elected at the annual meeting of the stockholders and, except as provided in Section 3.3 of this Article, each director elected shall hold office until his, or her, as the case may be, successor is elected and qualified. Directors need not be stockholders.

Section 3.3                      Vacancies

The Board of Directors may elect a director or directors at any time to fill any vacancy or vacancies. Vacancies in the Board of Directors may be filled by a majority of the remaining directors, though less than a quorum, or by a sole remaining director, and each director so elected shall hold office until his successor is elected at an annual or a special meeting of the stockholders.

A vacancy or vacancies in the Board of Directors shall be deemed to exist in case of death, resignation or removal of any directors, or if the authorized number of directors be increased, or if the stockholders fail at any annual or special meeting of stockholders at which any director or directors are elected, to elect the full authorized number of directors to be voted for at that meeting,

If the Board of Directors accepts the resignation of a director tendered to take effect at a future time, the Board of Directors shall have power to elect a successor to take office when the resignation is to become effective.

No reduction of the authorized number of directors shall have the effect of removing any director prior to the expiration of his, or her, as the case may be, term of office.

ARTICLE 4

MEETINGS OF THE BOARD OF DIRECTORS

Section 4.1                      Place

Regular meetings of the Board of Directors shall be held at any place within, or without the State of Nevada, which has been designated from time to time by resolution of the Board of Directors or by written consent of all members of the Board of Directors. In the absence of such designation, regular meetings shall be held at the principal business office of the Corporation. Special meetings of the Board of Directors may be held either at a place so designated, or at the principal business office of the Corporation.

Section 4.2                      First Meeting

The first meeting of each newly elected Board of Directors shall be immediately following the adjournment of the meeting of stockholders and at the place thereof. No notice of such meeting shall be necessary to the directors in order legally to constitute the meeting, provided a quorum be present. In the event such meeting is not so held, the meeting may be held at such time and place as shall be specified in a notice given as hereinafter provided for special meetings of the Board of Directors.

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Section 4.3                      Regular Meetings

Regular meetings of the Board of Directors may be held without call, or notice, at such time and at such place as shall from time to time be fixed and determined by the Board of Directors.

Section 4.4                      Special Meetings

Special Meetings of the Board of Directors may be called by the Chairman or the President or by any Vice-President or by any two directors.

Written notice of the time and place of special meetings shall be delivered personally to each director, or sent to each director by some form of electronic means, including e-mail or facsimile, or by mail or by other form of written communication, charges prepaid, addressed to his, or her, address, as the case may be, as it is shown upon the records or if not readily ascertainable, at the place in which the meetings of the directors are regularly held. In case such notice is mailed or telegraphed, it shall be deposited in the United States mail or delivered to the telegraph company at least forty-eight (48) hours prior to the time of the holding of the meeting. In case such notice is delivered or sent to each director by some form of electronic means as above provided, it shall be so delivered at least twenty-for (24) hours prior to the time of holding of the meeting. Such mailing, telegraphing or delivery by electronic means as above provided shall be due, legal and personal notice to such director.

Section 4.5                      Notice

Notice of the time and place of holding an adjourned meeting need not be given to the absent directors if the time and place be fixed at the meeting adjourned.

Section 4.6                      Waiver of Notice

The transactions of any meeting of the Board of Directors, however called and noticed or wherever held, shall be as valid as though a meeting had been duly held after regular call and notice, if a quorum be present, and if, either before or after the meeting, each of the directors not present signs a written waiver of notice, or a consent to holding such meeting, or an approval of the minutes thereof. All such waivers, consents or approvals shall be filed with the corporate records or made a part of the minutes of the meeting.

Section 4.7                      Quorum

A majority of the authorized number of directors shall be necessary to constitute a quorum for the transaction of business, except to adjourn as hereinafter provided. Every act or decision done or made by a majority of the directors present at a meeting duly held at which a quorum is present shall be regarded as the act of the Board of Directors, unless a greater number is required by law or by the Articles of Incorporation. Any action of a majority, although not at a regularly called meeting, and the record thereof, if assented to in writing by all of the other members of the Board of Directors shall be as valid and effective in all respects as if passed by the Board of Directors in a regular meeting.

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Section 4.8                      Adjournment

A quorum of the directors may adjourn any directors meeting to meet again at a stated day and hour; provided however, that in the absence of a quorum, a majority of the directors present at any directors meeting, either regular or special, may adjourn from time to time until the time fixed for the next regular meeting of the Board of Directors.

Section 4.9                      Written Consent

Any action required or permitted to be taken at any meeting of the Board of Directors or of any committee thereof may be taken without a meeting if a written consent thereto is signed by all members of the Board of Directors, or of such committee, as the case may be, and such written consent is filed with the minutes of proceedings of the Board of Directors or committee.

ARTICLE 5

COMMITTEES OF DIRECTORS

Section 5.1                      Power to Designate

The Board of Directors may, by resolution adopted by a majority of the whole Board of Directors, designate one (1) or more committees of the Board of Directors, each committee to consist of one (1) or more of the directors of the Corporation which, to the extent provided in the resolution, shall have and may exercise the power of the Board of Directors in the management of the business and affairs of the Corporation and may have power to authorize the seal of the Corporation to be affixed to all papers which may require it. Such committees shall have such name, or names, as may be determined from time to time by the Board of Directors. The members of any such committee present at any meeting and not disqualified from voting may, whether or not they constitute a quorum, unanimously appoint another member of the Board of Directors to act at the meeting in the place of any absent or disqualified member. At meetings of such committees, a majority of the members, or alternate members, shall constitute a quorum for the transaction of business, and the act of a majority of the members, or alternate members, at any meeting at which there is a quorum shall be the act of the committee.

Section 5.2                      Regular Minutes

The committees shall keep regular minutes of their proceedings and report the same to the Board of Directors.

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ARTICLE 6

COMPENSATION OF DIRECTORS

Section 6.1                      Compensation

If determined by the Board of Directors, the directors may be paid their expenses of attendance at each meeting of the Board of Directors and may be paid a fixed sum for attendance at each meeting of the Board of Directors, or a stated salary, as director. If determined by the Board of Directors, no such payment shall preclude any director from serving the Corporation in any other capacity and receiving compensation therefore. If determined by the Board of Directors, members of special or standing committees may be allowed like reimbursement and compensation for attending committee meetings.

ARTICLE 7

NOTICES

Section 7.1                      Notice

Notices to directors and stockholders shall be in writing and delivered personally or mailed to the directors, or stockholders, as the case may be, at their addresses appearing on the books of the Corporation. Notice by mail shall be deemed to be given at the time when the same shall be mailed. Notice to directors may also be given by telegram, or any form of electronic means, including e-mail and facsimile.

Section 7.2                      Consent

Whenever all parties entitled to vote at any meeting, whether of directors or stockholders, consent, either by a writing on the records of the meeting or filed with the secretary, or by presence at such meeting and oral consent entered on the minutes, or by taking part in the deliberations at such meeting without objection, the doings of such meetings shall be as valid as if they had occurred at a meeting regularly called and noticed, and at such meeting any business may be transacted which is not excepted from written consent or to the consideration of which no objection for want of notice is made at the time, and if any meeting be irregular for want of notice or of such consent, provided a quorum was present at such a meeting, the proceedings of said meeting may be ratified and approved and rendered likewise valid and the irregularity of defect therein waived by a writing signed by all parties having the right to vote at such meeting; and such consent or approval of stockholders may be by proxy or attorney, but all such proxies and powers of attorney must be in writing.

Section 7.3                      Waiver of Notice

Whenever any notice whatsoever is required to be given under the provisions of the statutes, of the Articles of Incorporation or of these By-laws, a waiver thereof in writing, signed by the person or persons, officer of a corporation or association, member of a limited-liability company, manager of a limited-liability company, general partner of a partnership or a trustee, entitled to said notice, whether before or after the time stated therein, shall be deemed equivalent thereto.

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ARTICLE 8

OFFICERS

Section 8.1                      Appointment of Officers

The officers of the Corporation shall be chosen by the Board of Directors and shall be a President, a Secretary and a Treasurer. Any person may hold two (2) or more offices.

Section 8.2                  Time of Appointment

The Board of Directors, at its first meeting and after each annual meeting of stockholders, shall choose a Chairman of the Board of Directors who shall be a director, and shall choose a President, a Secretary and a Treasurer, none of whom need be a director.

Section 8.3                      Additional Officers

The Board of Directors may appoint a Vice-Chairman of the Board of Directors, Vice - Presidents and one (1) or more Assistant Secretaries and Assistant Treasurers and such other officers and agents as it shall deem necessary who shall hold their offices for such terms and shall exercise such powers and perform such duties as shall be determined from time to time by the Board of Directors.

Section 8.4                      Salaries

The salaries and compensation of all officers of the Corporation shall be fixed by the Board of Directors.

Section 8.5                      Vacancies

The officers of the Corporation shall hold office at the pleasure of the Board of Directors. Any officer elected or appointed by the Board of Directors may be removed by the Board of Directors. Any vacancy occurring in any office of the Corporation by death, resignation, removal or otherwise shall be filled by the Board of Directors.

Section 8.6                      Chairman of the Board of Directors

The Chairman of the Board of Directors shall preside at meetings of the stockholders and the Board of Directors, and shall see that all orders and resolutions of the Board of Directors are carried into effect.

Section 8.7                      Vice-Chairman

The Vice-Chairman shall, in the absence or disability of the Chairman of the Board of Directors, perform the duties and exercise the powers of the Chairman of the Board of Directors and shall perform such other duties as the Board of Directors may from time to time prescribe.

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Section 8.8                      President

The President shall be the chief executive officer of the Corporation and shall have active management of the business of the Corporation. He shall execute on behalf of the Corporation all instruments requiring such execution, except to the extent the signing and execution thereof shall be expressly designated by the Board of Directors to some other officer or agent of the Corporation.

Section 8.9                      Vice-President

The Vice-President shall act under the direction of the President and in the absence or disability of the President shall perform the duties and exercise the powers of the President. They shall perform such other duties and have such other powers as the President or the Board of Directors may from time to time prescribe. The Board of Directors may designate one (1) or more Executive Vice-Presidents or may otherwise specify the order of seniority of the Vice Presidents. The duties and powers of the President shall descent to the Vice-Presidents in such specified order of seniority.

Section 8.10                    Secretary

The Secretary shall act under the direction of the President. Subject to the direction of the President, he or she, as the case may be, shall attend all meetings of the Board of Directors and all meetings of the stockholders and record the proceedings. He or she, as the case may be, shall perform like duties for the standing committees when required. He or she, as the case may be, shall give, or cause to be given, notice of all meetings of the stockholders and special meetings of the Board of Directors, and shall perform such other duties as may be prescribed by the president or the Board of Directors.

Section 8.11                    Assistant Secretaries

The Assistant Secretaries shall act under the direction of the President. In order of their seniority, unless otherwise determined by the President or the Board of Directors, they shall, in the absence or disability of the Secretary, perform such other duties and exercise the powers of the Secretary. They shall perform such other duties and have such other powers as the President or the Board of Directors may from time to time prescribe.

Section 8.12                    Treasurer

The Treasurer shall act under the direction of the President. Subject to the direction of the President, he or she, as the case may be, shall have custody of the corporate funds and securities and shall keep full and accurate accounts of receipts and disbursements in books belonging to the Corporation and shall deposit all monies and other valuable effects in the name and to the credit of the Corporation in such depositories as may be designated by the Board of Directors. He or she, as the case may be, shall disburse the funds of the Corporation as may be ordered by the President or the Board of Directors, taking proper vouchers for such disbursements, and shall render to the President and the Board of Directors, at its regular meetings, or when the Board of Directors so requires, an account of all his transactions as Treasurer and of the financial condition of the Corporation.

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Section 8.13                    Surety

If required by the Board of Directors, he or she, as the case may be, shall give the Corporation a bond in such sum surety or sureties as shall be satisfactory to the Board of Directors for the faithful performance of the duties of his or her, as the case may be, office and for the restoration to the Corporation, in case of his or her, as the case may be, death, resignation, retirement or removal from office, of all books, papers, vouchers, money and other property of whatever kind in his or her, as the case may be, possession or under his or her, as the case may be, control belonging to the Corporation.

Section 8.14                    Assistant Treasurer

The Assistant Treasurer, in the order of their seniority, unless otherwise determined by the President, or the Board of Directors, shall, in the absence or disability of the Treasurer, perform the duties and exercise the powers of the Treasurer. They shall perform such other duties and have such other powers as the President or the Board of Directors may from time to time prescribe.

ARTICLE 9

CERTIFICATE OF STOCK

Section 9.1                      Share Certificates

Every stockholder shall be entitled to have a certificate signed by the President or a Vice-President and the Treasurer or an Assistant Treasurer, or the Secretary of the Corporation, certifying the number of shares owned by him, her or it, as the case may be, in the Corporation. If the Corporation shall be authorized to issue more than one (1) class of stock or more than one (1) series of any class, the designations, preferences and relative, participating, optional or other special rights of the various classes of stock or series thereof and the qualifications, limitations or restrictions of such rights, shall be set forth in full or summarized on the face or back of certificate which the Corporation shall issue to represent such stock.

Section 9.2                      Transfer Agents

If a Certificate is signed by (i) a transfer agent other than the Corporation or its employees, or (ii) a registrar other than the Corporation or its employees, the signatures of the officers of the Corporation may be facsimiles. In case of officers who have signed or whose facsimile signature has been placed upon a certificate, shall cease to be such officer before such certificate is issued, such certificate may be issued with the same effect as though the person had not ceased to be such officer. The seal of the Corporation, or a facsimile thereof, may, but need not be, affixed to certificates of stock.

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Section 9.3                      Lost or Stolen Certificates

The Board of Directors may direct a new certificate or certificates, be issued in place of any certificate, or certificates, theretofore issued by the Corporation alleged to have been lost or destroyed upon the making of an affidavit to that fact by the person claiming the certificate of stock to be lost or destroyed. When authorizing such issue of a new certificate, or certificates, the Board of Directors may, in its discretion and as a condition precedent to the issuance thereof, require the owner of such lost or destroyed certificate, or certificates, as his, her or its, as the case may be, legal representative, to advertise the same in such manner as it shall require and/or give the Corporation a bond in such sum as it may direct as indemnity against any claim that may be made against the Corporation with respect to the certificate alleged to have been lost or destroyed.

Section 9.4                      Transfer of Shares

Transfers of shares of capital stock on the books of the Corporation may be authorized only by the stockholder named in the certificate, or by the stockholder’s legal representative, or duly authorized attorney-in-fact, and upon surrender for cancellation of the certificate or certificates for such shares. The stockholder in whose name capital stock stands on the books of the Corporation shall be deemed the owner thereof for all purposes as regards the Corporation; provided, that when any transfer of shares be made as collateral security, and not absolutely, such facts, if known to the secretary of the Corporation, or to the transfer agent, shall be so expressed in the entry of transfer.

Section 9.5                      Stockholder Records

The Corporation shall be entitled to recognize the person registered on its books as the owner of shares to be the exclusive owner for all purposes including voting and dividends, and the Corporation shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other person, whether or not it shall have express or other notice thereof, except as otherwise provided by the laws of Nevada.

ARTICLE 10

GENERAL PROVISIONS

Section 10.1                    Dividends

Dividends upon the capital stock of the Corporation, subject to the provisions of the Articles of Incorporation, if any, may be declared by the Board of Directors at any regular or special meeting, pursuant to law. Dividends may be paid in cash, in property or in shares of the capital stock, subject to the provisions of the Articles of Incorporation.

Section 10.2                    Reserves

Before payment of any dividend, there may be set aside out of any funds of the Corporation available for dividends, such sum or sums as the directors from time to time, in their absolute discretion, think proper as a reserve or reserves to meet contingencies, or for equalizing dividends, or for repairing or maintaining any property of the Corporation, or for such other purpose as the directors shall think conducive to the interest of the Corporation, and the directors may modify or abolish any such reserve in the manner in which it was created.

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Section 10.3                    Checks

All checks or demands for money and notes of the Corporation shall be signed by such officer or officers, or such other person or persons as the Board of Directors may from time to time designate.

Section 10.4                    Fiscal Year

The fiscal year of the Corporation shall be fixed by resolution of the Board of Directors.

Section 10.5                    Corporate Seal

The Corporation may or may not have a corporate seal, as may from time to time be determined by resolution of the Board of Directors. If a corporate seal is adopted, it shall have inscribed thereon the name of the Corporation and the word “Corporate Seal” and “Nevada”. The seal may be used by causing it, or a facsimile thereof, to be impressed or affixed, or in any manner reproduced.

ARTICLE 11

INDEMNIFICATION

Every person who was, or is a party, or is threatened to be made a party to, or is involved in any action, suit or proceeding, whether civil, criminal, administrative or investigative, by reason of the fact that he or she, as the case may be, or a person of whom he or she, as the case may be, is the legal representative, is or was a director of officer of the Corporation or is or was serving at the request of the Corporation or for its benefit as a director or officer of another corporation, or as its representative in a partnership, joint venture, trust or other enterprise, shall be indemnified and held harmless to the fullest extent legally permissible under the General Corporation Law of the State of Nevada against all expenses, liability and loss (including attorneys’ fees, judgments, fines and amounts paid or to be paid in settlement) reasonably incurred in defending a civil or criminal action, suit or proceeding must be paid by the Corporation as they are incurred and in advance of the final disposition of the action, suit or proceeding upon receipt of an undertaking by or on behalf of the director or officer to repay the amount if it is ultimately determined by a court of competent jurisdiction that he or she, as the case may be, is not entitled to be indemnified by the Corporation. Such right of indemnification shall be a contract right which may be enforced in any manner desired by such person. Such right of indemnification shall not be exclusive of any other right which such directors, officers or representatives may have, or hereafter acquire and, without limiting the generality of such statement, they shall be entitled to their respective rights of indemnification under any By-law, agreement, vote of stockholders, provision of law or otherwise, as well as their rights under this Article.

The Board of Directors may cause the Corporation to purchase and maintain insurance on behalf of any person who is, or was, a director or officer of the Corporation, or, is or was serving at the request of the Corporation as a director or officer of another corporation, or as its representative in a partnership, joint venture, trust or other enterprise against any liability asserted against such person and incurred in any such capacity or arising out of such status, whether or not the Corporation would have the power to indemnify such person.

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The Board of Directors may from time to time adopt further By-laws with respect to indemnification and may amend these and such By-laws to provide at all times the fullest indemnification permitted by the General Corporation Law of the State of Nevada.

ARTICLE 12

AMENDMENTS

Section 12.1                    By Stockholders

The By-laws may be amended by a majority vote of all the stock issued and outstanding and entitled to vote at any annual or special meeting of the stockholders, provided notice of intention to amend shall have been contained in the notice of the meeting.

Section 12.2                    By Board of Directors

The Board of Directors, by a majority vote of the whole Board of Directors, at any meeting may amend these By-laws, including By-laws adopted by the stockholders, but the stockholders may from time to time specify particular provisions of the By-laws which shall not be amended by the Board of Directors.

APPROVED AND ADOPTED August 27, 2009.

/s/ Michel G. Laporte

Michel G. Laporte

Certificate of Secretary

The undersigned does hereby certify that the undersigned is the Secretary of SunSi Energies Inc., a Nevada corporation (the “Company”); that the above and foregoing Amended and Restated By-laws of the Company were adopted by the Board of Directors of the Company by unanimous written consent effective the 27th Day of August, 2009, and that the above and foregoing Amended and Restated By-laws are now in full force and effect.

DATED: August 27, 2009	/s/ Richard St-Julien
	Richard St-Julien Secretary

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EX-10.1

EXHIBIT 10.1

JOINT VENTURE AGREEMENT

AMONG

SUNSI ENERGIES HONG KONG LIMITED

AND

ZIBO BAOYUN CHEMICAL PLANT

(the “shareholders”)

DATED THIS 18 DAY OF JUNE 2009

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THIS JOINT VENTURE AGREEMENT ("Agreement") is entered into on this 18 day of June 2009

AMONG:

SUNSI ENGERGIES HONG KONG LIMTIED, a private company incorporated with limited  liability under the laws of the Hong Kong Special Administrative Region of the People's Republic of China having is registered office at 401 Jardine House, I Connaught Place, Central, Hong Kong ("SunSi")

AND:

Zibo Baoyun Chemical Plant, an enterprise established under the laws of Peoples Republic of China having its registered office at [CHINESE OMITTED] (name of legal representative: Song Yihua, title: General Manager, nationality: Chinese ("PRC Party")

("SunSi" and "PRC Party" are hereinafter referred to collectively as tile "Shareholders" and each Individually as a "Shareholder")

WHEREAS:

A.           The Shareholders wish to participate together in a joint venture for establishing the Company (as hereinafter defined) for the purpose of conducting the Business (as hereinafter defined);

NOW, THEREFORE, in consideration of the foregoing recitals, the mutual covenants and agreements set forth herein and intending to be legally bound, the parties herby agree as follows:

1.             DEFINED TERMS - INTERPRETATION

1.1           Definitions.

For purposes of this Agreement, unless the context otherwise requires, the terms defined In the recitals of this Agreement above or in the main body of this Agreement below shall have the meanings respectively specified therein and the following terms shall have the following meanings:

"Additional Contributions" means all financial contributions by the Shareholders or their Affiliates to the Company in addition to the initial Capital Contributions whether made by way of injection of capital or Shareholders Loans to the Company after the date of this Agreement;

"Affiliate" shall mean, with respect to a person, any other person that directly or indirectly controls, is  controlled by or is under common control with the fast person. For the purposes of this definition, "control" of a person shall mean the power, directly or indirectly, either to (i) vote a majority of the securities having ordinary voting power for the election of Directors or directors of such person or  (ii) direct or cause the direction of the management and policies of such person, whether by contract or otherwise;

"Agreement" means this Joint Venture Agreement, as amended, modified, supplemented or restated from time to time, as the context requires;

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"Applicable Law" means all statutes, laws, common law rules, regulations, ordinances, codes or other legal requirements of any Governmental Authority, board of fire underwriters and similar quasi-governmental agencies or entities, and any judgment, injunction, order, directive, decree or other judicial or regulatory requirement of any court or Governmental Authority of competent jurisdiction affecting or relating to any of the parties to this Agreement.

"Assets" shall have the meaning specified in Clause 3.3;

"Board of Directors" means the board of Directors of the Company from time to time;

"Business Day" means any day other than a Saturday, Sunday or other day on which banks in Hong Kong, or Shangdong, PRC (as the case may be) are authorized or required by law to be closed;

"Business" shall have the meaning specified in Clause 2.2;

"Chairman" means the Chairman of the Board of Directors from time to time;

"Closing" shall have the meaning specified in Clause 7.1;

"Company" shall have the meaning specified in Clause 2.1;

"Company Percentage" means, with respect to the PRC Party, the PRC Party's Company Percentage and, with respect to SunSi, the SunSi Company Percentage;

"Confidential information" shall have the meaning as specified in Clause 19.1;

"Deed of Adherence" means the deed of adherence pursuant to which a third party who becomes a Shareholder pursuant to the terms of this Agreement after the date hereof, shall agree to be bound by the provisions of this Agreement in form and substance satisfactory to SunSi and the Company;

"Directors" means the directors of the Company from time to time and each shall be a "Director";

"Financial Year" means the one year period starting on 1 January and ending on 31 December;

"Funding Shareholder" has the meaning specified in Clause4.4;

"Governmental Authority" shall mean any federal, state or local government or other political subdivision thereof, including, without limitation, any agency or entity exercising executive, legislative, judicial, regulatory or administrative governmental powers of functions, in each case to the extent the same has Jurisdiction over any of the parties to this Agreement;

"Hong Kong" shall mean the Hong Kong Special Administrative Region of the PRC;

"Initial Capital Contribution" Means the SunSi Initial Capital Contribution and the PRC Party Initial Capital Contribution;

"Interests" shall mean any percentage interest, securities, claims, title or other rights in the Company;

"Non-funding Shareholder" shall have the meaning specified in Clause4.4;

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"Permitted Assignee" shall mean any party to which a Shareholder's Interest, in whole or in part, is Transferred in accordance with Clause 10;

"PRC" means the People's Republic of China, excluding Hong Kong and Macau;

"PRC Party Initial Capital Contribution" shall have the meaning specified in Clause 4.2;

"PRC Party's Company Percentage" shall mean the Company Percentage of the PRC Party as reflected in Exhibit A hereto and as modified from time to time pursuant to Clause 4.4;

"Shareholders" shall mean the any party who, at any time holds any equity interest in the Company and "Shareholder" shall mean either one of them; initially the Shareholders are SunSi and the PRC Party;

"SunSi Company Percentage" means the Company Percentage held by SunSi from time to time; "SunSi Initial Capital Contribution" shall have the meaning specified in Clause 4.1;

"Taxes" means and includes all forms of tax, levy, duty, charge, impost, fee, deduction or withholding of any nature now or hereafter imposed, levied, collected, withheld or assessed by any taxing or other authority in any part of the world and includes any interest, additional tax, penalty or other charge payable or claimed in respect thereof;

"Third Party" shall mean, with respect to any Shareholder, any person that is not an Affiliate of either Shareholder; and

"Transfer" shall mean any sale, transfer, assignment, pledge, mortgage, exchange, hypothecation, grant of a security interest or other direct or indirect disposition or encumbrance of an interest (including, without limitation, by operation of law) or the acts thereof The terms "Transferor",

"Transferee" "Transferred" and other forms of the word "Transfer" shall have correlative meanings.

1.2.           Interpretation

In this Agreement, a reference to:

1.2.1.       a "subsidiary" of a company or corporation shall be construed as a reference to any company or corporation.

(a)           which is controlled directly or indirectly by the first-mentioned company or corporation; more than half of the issued share capital of which is beneficially  owned, directly or indirectly, by the first-mentioned company or corporation; or

(b)           which is a subsidiary of another subsidiary of the first-mentioned company or corporation,

and, for these purposes, a company or corporation shall be treated as being controlled by another if that other company or corporation is able to direct its affairs and/or to control the composition of its board of directors or equivalent body;

1.2.2.       a "person" includes a reference to any individual, firm, company, corporation or other body corporate, government, state or agency of a state or any joint venture, association or partnership, workers' council or employee representative body (whether or not having separate legal personality);

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1.2.3. "parties" means the parties to this Agreement and "party" shall mean any one of them.

Save where the context otherwise requires, references herein to any party to the Agreement shall include references to its successors and permitted assigns thereunder.

The Schedules form part of this Agreement and any reference to this Agreement includes the Schedules, In this Agreement, unless otherwise provided, any reference to an Article, Section or Schedule is a reference to an Article or Section of, or Schedule to, this Agreement.

The words "hereof", "herein", "hereunder", "hereinafter" and words of similar import, when used in this Agreement, shall refer to this Agreement as a whole and not to any particular provision of this Agreement.

2.             CORPORATE PURPOSE OF THE COMPANY

2.1.          The parties shall cooperate together to establish limited liability company as a sino-foreign joint venture under the laws of the PRC in Baoyung, Shangdong Province under the name of "Zibo Baoyuan Chemical Company Ltd." ([CHINESE OMITTED]) (the "Company"). The registered office of the Company locates at [CHINESE OMITTED]

2.2.          The Company shall engage in the production and sale of tricholorsilane, phosphorus trichloride, phosphorus oxychloride, silicon tetrachloride, and such other byproducts or additional products as may be produced; provision of technology consultancy and related services (the "Business").

2.3.          The Company may carry out any other commercial, industrial or financial activities that it may deem useful which are additional or ancillary to the Business.

2.4.          Nothing in this Agreement shall limit the Company from migrating to another jurisdiction or entering into a merger with an entity in another jurisdiction, provided that such migration or merger has been approved by the Board of Directors.

3.             FORMATION OF THE JOINT VENTURE

3.1.          The total amount of the investment in this joint venture shall be USD20,000,000.

3.2.          As soon as practicable, the parties shall cooperate together to cause the Company to be formed as a sino-foreign joint venture enterprise. The registered capital of the Company shall initially be USD9,600,000 (or other amount to be determined by authorities or the parties. The Shareholders shall inject the registered capital of the Company as required under Clause 4.1.

3.3.          The PRC Party shall cause and procure all of its assets and business to be transferred and assigned to the Company including:

3.3.1.       all land use rights,

3.3.2.       all plant and factory

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3.3.3.        all vehicles, equipment, machinery, furniture and fixtures;

3.3.4.        all raw materials, work in progress, finished product, inventory, supplies;

3.3.5.        all contracts, accounts receivables,

3.3.6.        all employees;

3.3.7.        all licenses, leases, permits and authorizations presently issued in connection with the operation of all or any par of the Business as it is presently being operated;

3.3.8.        all warranties, issued by any manufacturer or contractor in connection with construction or installation of equipment or any component of the improvements included as part of the Business;

3.3.9.        all other intangibles associated with the Business, including, without limitation, goodwill, all logos, designs, trade names, trademarks related to the Business,

3.3.10.      all telephone exchange numbers specifically dedicated and identified with the Business;

3.3.11.      all books and records, accounting vouchers, customer and supplier files, customer and supplier lists and customer marketing information relating to the Business;

3.3.12.     all plans and specifications, engineering drawings and prints with respect to the improvements, all operating manuals, and all books, data and records regarding the physical components systems of the improvements at the Property;

3.3.13.      all licenses and permits currently used and as are necessary to operate the business currently operated by the PRC Party and any and all other assets used in

                 the business of the PRC Party (the "Assets").

3.4.          PRC Party shall cause the Directors to be appointed in accordance with Clause 13.2. The PRC Party shall cause the General Manager and legal representative (who shall be the Chairman) to be appointed in accordance with Clause 13.3.

4.             INITIAL CAPITAL CONTRIBUTIONS

4.1.          SunSi shall subscribe for and acquire such a 90% interest in the Company for the aggregate capital contribution of USD8,640,000 (the "SunSi Initial Capital Contribution ") to be paid as follows:

4.1.1.        USD5,184,000 within six (6) months after Closing; and

4.1.2.        USD3,456,000 within twelve (12) months after Closing.

4.2.          The PRC Party shall acquire a 10% interest in the Company for the capital contribution of USD9,600,000 (the "PRC Party Initial Capital Contribution") when required to do so by the relevant government authorities.

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4.3.          If the Board of Directors determines that the Company requires additional funds for its operations, the Shareholders shall provide such funds as Additional Contributions to the Company, pro rata in proportion to their respective Company Percentages. Such Additional Contribution shall be made by way of additional capital Injections.

4.4.          Should either Shareholder (the "Non-funding Shareholder") fail to fund or delay in funding such Additional Contribution as and when required, the other Shareholder (the "Funding Shareholder") may provide to the Company the amounts not funded by the Non-funding Shareholder as Additional Capital Contribution, in which case (i) the Company Percentage of the Non-funding Shareholder shall be subject to dilution at a multiple of up to 2:1 and (ii) the Non-funding Shareholder shall be liable to pay an interest to the Funding Shareholder at such rate of interest not exceeding 10% per annum on the principal amount so funded by the Funding Shareholder from the date of funding to the date of payment of such interest.

5.             OBLIGATIONS OF THE PRC PARTY

5.1.          The PRC Party shall be responsible for the following:

5.1.1.       handling applications for approval, registration, business license and other matters concerning the establishment of the Company to relevant authorities in PRC;

5.1.2.       procuring the signing of a 30-year land lease contract between the Company and Shangzhuang Village for 100mu of land in Shangzhuang Village on which the Company may construct its workshop and manufacturing facilities capable of production of tricholorsilane, phosphorus trichloride, phosphorus oxychloride, and silicon tetrachloride;

5.1.3.       organizing the design and construction of the workshop and other construction facilities of the Company;

5.1.4.       assisting the Company in purchasing or leasing equipment, material, raw materials, articles for office use, means of transportation and communication facilities etc.;

5.1.5.       assisting the Company in contacting and settling the infrastructure facilities such as water, electricity, transportation etc.;

5.1.6.       assisting the Company in recruiting management personnel, technical personnel, workers and other personnel as needed:

5.1.7.       assisting foreign workers and staff in applying for entry visas, work permits and handling their travel procedures; and

5.1.8.       handling any and all other matters relating to the establishment of the Company as a going concern as requested by SunSi.

6.             CONDITIONS PRECEDENT

6.1           SunSi's obligations to make the SunSi Initial Contribution and to acquire a 90% interest in the Company in accordance with Clause 4.1 are subject to and conditioned upon the satisfaction or waiver of following conditions precedent:

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6.1.1.       the conduct of a due diligence exercise by SunSi on the business and Assets to the sole satisfaction of SunSi;

6.1.2.       the establishment of the Company in accordance with the terms of this Agreement and all applicable PRC laws and regulations within 30 days from the date of this Agreement and Sunsi has provided the documents necessary for application for approval of the Joint Venture;

6.1.3.       the transfer of all the Assets by the PRC Party to the Company in accordance with the terms of this Agreement and all applicable laws in the PRC to the sole satisfaction of SunSi;

6.1.4.       the approval of this transaction by the legal representative of the PRC Party;

6.1.5.       the approval of the transfer of Assets by the legal representative of the PRC Party;

6.1.6.       the approval of this transaction by the board of directors and shareholders of SunSi;

6.1.7.       the lease or land use rights to the land "cheng bao" as described in Clause 5.1.2 being granted to the Company for a period of 30 years for the initial total "cheng bao fee" of 150,000 RMB per year which "cheng bao fee" maybe adjusted by the Government Authorities according to the Consumer Price Index from time to time ;

6.1.8.       the receipt of all required approvals, consents, licenses and authorizations of state, federal and foreign (e.g., PRC government) regulatory authorities for the formation of Company, the transfer of the Assets and business to by the PRC Party to the Company;

6.1.9.       the receipt of all required consents of third parties, if any;

6.1.10.     all the representations and warranties of the PRC Party remaining true and accurate in all material respects;

6.1.11.     the absence of any material adverse change in the Company or the business operated by it, except as contemplated in this Agreement;

6.1.12.     the absence of any governmental action or proceeding prohibiting or enjoining the transaction; and

6.1.13.     the preparation of a finalize audit of the PRC Party to the sole satisfaction of SunSi under US GAAP (if required).

6.2.          If any of the conditions precedent set forth above have not been fulfilled to SunSi's sole satisfaction or waived by SunSi, at its sole discretion within 90 days of the date of this Agreement, SunSi shall. have the right to:

6.2.1.       transfer the SunSi Company Percentage to the PRC Party; or

6.2.2.       extend the time for the fulfillment of the conditions to a time determined by SunSi, at its sole discretion; or

6.2.3.       proceed to Closing on such terms and conditions as SunSi may determine at its sole discretion.

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7.             CLOSING

7.1           The closing of the transactions contemplated in this Agreement (the "Closing") shall take place within 15 days after the satisfaction or waiver of all the conditions precedent set forth in Clause 6.1 or on such other date agreed upon by the parties hereto (the "Closing Date").

7.2.          The Closing shall be held on the Closing Date at the offices of Messrs. Boughton Peterson Yang Anderson at 409 Jardine House, I Connaught Place, Central, Hong Kong, or at such other location agreed upon by the parties hereto.

7.3.          If the Conditions Precedent set forth in Clause 6.1 have not been fulfilled to SunSi's sole satisfaction on or before the Closing Date, SunSi shall have the right to terminate this Agreement and upon such termination, no party shall have any further right or obligation hereunder.

8.             PRC PARTY'S DELIVERIES ON CLOSING

8.1.          The PRC Party shall deliver the following documents at Closing:

8.1.1.       documentary proof of its acquisition of a 10% interest in the Company if not already provided;

8.1.2.       such other assignments, instruments of transfer, and other documents as SunSi may reasonably require in order to complete the transactions contemplated hereunder or to evidence compliance by the PRC Party with the covenants, agreements, representations and warranties made by it hereunder;

8.1.3.       documentary evidence satisfactory to SunSi to show that all transfer tax returns, if any, which are required by law and the regulations issued pursuant thereto in connection with the payment of all Taxes that are payable or arise as a result of the consummation of the transactions contemplated by this Agreement, in each case, as prepared and duly executed by the PRC Party, if any;

8.1.4.       formal written opinion of PRC counsel acting for Sunsi dated as of the Closing Date that the Assets have been transferred to the Company in accordance with all applicable PRC laws and regulations, that the Company has good and valid title to the Assets free and clear or encumbrances or claims of any nature whatsoever;

8.1.5.       In relation to the Company the Memorandum and Articles of Association, the certificate of incorporation, common seal, register of members, register of directors, register of directors, register of shareholdings, register of charges, all other requisite registers, minutes of directors and shareholders' meetings in proper order and condition and fully entered up to Closing;

8.1.6.       signed resolutions and/or minutes of the directors of the Company resolving the following:

(a)           the acquisition by SunSi of a 90% interest in the Company and the registration of SunSi as a member of the Company; and

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(b)           the appointment of directors and other officers of the Company and the legal representative that have been nominated in writing for that purpose by SunSi and who have consented in writing to such appointment.

9.             SUNSI'S DELIVERIES AT CLOSING

9.1.          SunSi shall deliver or shall cause to be delivered the following at Closing a certified true copy of the board resolutions of SunSi approving this Agreement and the transactions contemplated herein.

10.           TRANSFER OF INTERESTS

10.1         A Shareholder (the "Transferring Party") may not Transfer all or any portion of or all of its Interests to a third party, unless:

10.1.1.     with the prior written consent of the other Shareholder (the "Non-Transferring Party"); and

10.1.2.     with the consent of the relevant Governmental Authorities; or

10.1.3.     the Transferring Party has complied with the provisions of Clause 10.5 below and the Non-Transferring Party has failed to serve the Exercise Notice (as defined in Clause 10.5) in accordance with Clause 10.5; and

10.1.4.     the price and terms offered to such third party by the Transferring Party shall not be more favorable than those offered to the Non-Transferring Party pursuant to Clause 10.5 below in respect of such Interest being offered for sale.

10.2.        Each proposed Transferee of Interests who is not already a party to this Agreement shall, as a condition precedent to such Transfer, execute a Deed of Adherence and execute such further documents as may be necessary, in the opinion of the Company, to make it a party hereto. Provided that the proposed Transferee of Interests delivers a duly executed Deed of Adherence, such Transferee shall be entitled to all the rights and remedies available to any original party of this Agreement, including but not limited to the right to enforce this Agreement against SunSi and the PRC Party as if it were an original signatory thereto.

10.3.        Any purported Transfer of Interests other than in accordance with this Agreement by any Shareholder shall be null and void, and the Company shall refuse to recognize any such Transfer for any purpose.

10.4.        Notwithstanding the foregoing, in no event shall a Permitted Assignee have any more rights under this Agreement than an original signatory to this Agreement

10.5.        If the Transferring Party receives an offer from any third party (the "Buyer") to purchase any or all of its Interest in the Company which it is prepared to accept, it shall first inform the Company of its intention to accept such offer by a notice in writing (the "Transfer Notice"). The Transfer Notice shall contain the identity of the Buyer, the portion of the interest proposed to be sold (the "Sale interest"), the terms and conditions of the proposed sale and any other information which may be relevant to the Non-Transferring Party's decision on the exercise of the right of first refusal. The Transfer Notice shall not be revocable except with the unanimous agreement of the Board of Directors of the Company. Within 1 4 Business Days of the receipt of the Transfer Notice (the "Exercise Period"), the Non-Transferring Party may exercise its right of first refusal by agreeing to purchase the Sale Interest by issuing a written notice of exercise (the "Exercise Notice"). Upon the issue of the Exercise Notice, the Non-Transferring Party shall be bound to purchase the Sale Interest From the Transferring Party which shall be bound to sell and transfer the Sale Interest to the Non-Transferring Party. The sale and purchase shall be completed at a place and time to be appointed by the Board of Directors of the Company. If the Non-Transferring Party fail to issue the Exercise Notice within the Exercise Period, the Transferring Party shall then be permitted to transfer the Sale Interest to the Buyer on a bona fide sale upon price and terms which shall not be more favorable than those offered to the Non-Transferring Party pursuant to this Clause.

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11.           SHAREHOLDERS' MATTERS AND VOTING RIGHTS

1l.1.         SunSi and the PRC Party shall vote their respective Company Percentage (as the case may be at a general meeting of shareholders, in a written resolution and/or as otherwise required or permitted under Applicable Laws) in accordance with the Company Percentage respectively held by them.

11.2.        The Shareholders hereby agree to exercise their voting rights and to instruct their respective representatives to exercise their voting rights, in a manner consistent with all of their respective obligations under, and in accordance with the applicable provisions of, this Agreement.

11.3.        The Shareholders shall be entitled to receive copies of all minutes of general meetings of the shareholders and written resolutions of the shareholders.

12.           DISTRIBUTIONS AND LIQUIDATION WATERFALL

12.1.         Except as otherwise specifically required in this Clause 12, distributions shall be made to the Shareholders in accordance with their respective Company Percentages.

12.2.        All net profits after tax payable to the PRC government available for distribution shall be made: (i) first, to the reserve funds as stipulated in the memorandum and articles of association of the Company, staff funds and development funds of the Company respectively, the amount of distribution to each of the items shall be solely determined by the Board of Directors , (ii) second as dividends or distributions of Net Proceeds to SunSi and the PRC Party in accordance with their respective Company Percentages.

13.           MANAGEMENT

13.1         The Company shall be managed by not more than five (5) Directors (which do not need to be Shareholders) unless otherwise agreed by the parties in writing. The term of directorship shall be four (4) years.

13.2.        SunSi shall be entitled to appoint four (4) Directors and the PRC Party shall be entitled to appoint one (1) Director. When Sunsi has invested up to USD 5,184.000, Sunsi's Director shall be entitled to participate on the board of Directors.

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13.3.       The Company shall be managed by the legal representative (who shall also be the Chairman) and the General Manager. SunSi shall be entitled to appoint the legal representative (who shall also be the Chairman). The General Manager shall be appointed by the Board of Directors.

13.4.        The Board of Directors shall meet upon call by the Chairman, or one (1) Director. at the place indicated in the notice of meeting. The Chairman shall preside at all meeting of the Board of Directors, but in his absence, the Board of Directors may appoint another Director as chairman pro tempore by vote of the majority present at any such

                meeting.

13.5.        Written notice of any meeting of the Board of Directors must be given to the Directors at least twenty-four hours in advance of the date foreseen for the meeting, except in case of emergency, in which ease the nature and the motives of the emergency shall he mentioned in the notice. This notice may be omitted in case of assent of each Director in writing, by cable, telegram, telex or facsimile, or any other similar means of communication. A special convocation will not he required for a board meeting to be held at a time and location determined in a prior resolution adopted by the Board of Directors.

13.6.        The Directors shall hold each year at least two (2) meetings of the Board of Directors it being understood that, to the extent reasonably practicable, attendance in person by video conference or conference call of each Director will be required at such board meetings. The quorum necessary for the transaction of business at a meeting shall be three (3) Directors. The quorum must be present at all times during the meeting. No action may be taken by the Board of Directors unless there is a quorum present and such action is resolved by the majority of Directors present.

13.7.        The Director appointed by the PRC Party shall be the vice-chairman. It may also choose, by simple majority vote, a secretary, who need not be a Director, who shall be responsible for keeping the minutes of the meetings of the Board of Directors.

13.8.        In dealings with third parties, the Board of Directors has the power to act in the name of the Company in all circumstances and to authorize all transactions consistent with the best interest of the Company and the Business.

13.9.        Any Director may act at any meeting of the Board of Directors by appointing in writing or by cable, telegram, facsimile or electronic mail another Director as his proxy. A Director may represent more than one of his fellow Directors.

13.10.      Any Director may participate in any meeting of the Board of Directors by conference-call, telephone, video conference or by other similar means of communication allowing all the persons taking part in the meeting to hear one another. The participation in a meeting by these means is equivalent to a participation in person at such meeting, Decisions shall be taken by a majority of votes of the Directors present or represented at such meeting.

13.11.      The minutes of any meeting of the Board of Directors shall be signed by all Chairman attending

13.12.      The Board of Directors may, unanimously, pass resolutions by circular means when expressing its approval in writing, by cable, telegram, telex, facsimile, electronic nail, or any other similar means of communication, to be confirmed in writing.

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13.13.      The Directors shall be entitled to receive copies of all minutes of meetings of the Board of Directors and written resolutions of the Board of Directors.

13.14.      The management, control and operation of the Company and the formulation and execution of business and investment policy shall be vested exclusively in the Board of Directors, and the Board of Directors shall exercise all powers necessary and Convenient for the purposes Of, the Company, on behalf and in the name of the Company, in accordance with this Agreement and all applicable laws and regulations of the PRC.

13.15.      The death or resignation of a Director, for any reason whatsoever, shall not cause the dissolution of the Company.

13.16.      The Director(s) do not assume, by reason of its/their position, any personal liability in relation to commitments regularly made by them in the name of the Company, They are authorized agents only and are therefore merely responsible for the execution of their mandate.

13.17.      Except as otherwise provided herein, no Shareholder shall have the right to, and no Shareholder shall, take part in the management or affairs of the Company, nor in any event shall any Shareholder have the power to act or bind the Company.

13.18.      The Board of Directors has the power to determine any borrowings by the Company from the Company's banker(s) in the ordinary course of business and for purpose of securing the indebtedness to the Company's banker(s) of such borrowings to create any charge, lien or encumbrance over the Company's undertaking, property or assets in the ordinary course of business provided that any borrowings exceeding USD25,000 in the aggregate shall be deemed to be out of the ordinary course of business.

13.19.      The Board of Directors shall determine the general policy of the Company including the scope of activities, operations and business of the Company.

13.20.      The Company shall have one (1) General Manager who shall be appointed by the Board of Directors under such terms and conditions as the Board of Directors may at its absolute discretion think fit.

13.21.      The Company shall have one vice-General Manager who shall be appointed by the Board of Directors under such terms and conditions as the Board of Directors may at its absolute discretion think ft.

13.22.      Other members of senior management may be appointed by the Board of Directors upon such terms and conditions as the Board of Directors may at its absolute discretion think fit.

13.23.     The Board of Directors shall have the power to determine all matters in relation to the management, wages, benefits, labor insurance of the employees of the Company in accordance with PRC laws and regulations.

14.          COVENANTS

14.1.        No Shareholder shall take, or cause to be taken, any action that would result in any Shareholders having any personal liability for the obligations of the Company. The Shareholders shall be under a duty as described herein to conduct the affairs of the Company in the best interests of the Company and of the Shareholders including the safekeeping and use of all Company funds and assets and the use thereof for the exclusive ben eft of the Company.

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15.          ACCOUNTING, INFORMATION AND REPORTING

15.1.        SunSi shall be responsible for all accounting and income tax reporting related to this Agreement in accordance with Generally Accepted Accounting Principles in the United States and shell provide the PRC Party with copies of financial reports relating to the Company.

15.2.        Each of the Shareholders shall be entitled to examine the books, corporate records and accounts to be kept by the Company and to be supplied with all information, including information to be obtained from outside advisers to the Company, in such form as a party may reasonably require to keep it properly informed shout the business and affairs of the Company, including without limitation the Company's holdings in its subsidiary/subsidiaries, and generally to protect its interests as Shareholder.

15.3.        The Company shall supply each of the Shareholders with copies of annual accounts and, if any, consolidated accounts of the Company within six (6) months of the end of the Financial Year, and any and all other reports required by the Shareholders.

16.          REPRESENTATIONS AND WARRANTIES OF THE PRC PARTY

16.1.       The PRC Party represents and warrants to SunSi that:

16.1.1.     it has the power and authority to enter into this Agreement, and to perform its obligations hereunder and consummate the transactions contemplated hereby;

16.1.2.     the execution and delivery by it, and compliance with this Agreement by it, does not conflict with, or constitute a default under, any instruments governing it, any law, regulation or order, or any agreement to which it is a party or by which it is bound;

16.1.3      this Agreement has been duly authorized, executed and delivered by it, and constitutes its legal, valid and binding obligation enforceable against it in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors' rights generally and by general equitable principles;

16.1.4.     the Company has been only incorporated as a sino-foreign joint venture enterprise in accordance with all applicable PRC laws and regulations;

16.1.5.     the Company licenses, permits, consents and authorizations to conduct the Business in accordance with all applicable PRO laws and regulations;

16.1.6.     it owns the Assets free and clear of all hens, claims or other encumbrances;

16.1.7.     the transfer of the Assets by it to the Company is legal, valid and enforceable and after such transfer no person shall have a claim against the Assets which is superior to that of the Company;

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16.1.8.     the transfer of the Assets shah have been duly approved by the PRC Party, its shareholders, directors and officers, including its legal representative;

16.1.9.     all consents, approvals, permissions and other authorization for the transfer of the Assets by the PRC Party to the Company shall prior to Closing have been duly obtained and all such consents, approvals, permissions and other authorization are valid and will not be invalidated or withdrawn due to the passage of time or other circumstances;

16.1.10.   the transfer of the Assets by the PRC Party and the PRC Party's execution, delivery and compliance with, and performance of the terms and provisions of, this Agreement, will not (i)conflict with or result in any violation of the organizational documents of the PRC Party, (ii) conflict with or result in any violation of any provision of any bond, note or other instrument of indebtedness, contract, indenture, mortgage, deed of trust, loan agreement, lease or other agreement or instrument to which either of the PRC Party is a party, (iii) violate any existing term or provision of any order, writ, judgment, injunction, decree, statute, law, rule or regulation applicable to the assets or properties of the PRC Party or (iv) result in the creation or imposition of any lien or encumbrance on the Assets or any portion thereof;

16.1.1l.    there are no actions, suits or proceedings pending, or threatened in writing, against or affecting the PRC Party or the Assets in any court or before or by an arbitration tribunal or regulatory or governmental commission, department or agency;

16.1.12.   the PRC Party has not received any written notice from a Governmental Authority of any investigation with respect to the PRC Party, the Business or the Assets which, to PRC Party's knowledge, remains ongoing;

16.1.13.   all tax returns, reports declarations, claims for refunds, or information return or statement or other form relating to Taxes affecting the Business or the PRC Party, through the Closing Date, including any schedule or attachment thereto, and including any amendment thereof required to be filed by the PRC Party have been or will be accurately prepared and have been or will be duly executed and timely fled in accordance with applicable law, and any and all Taxes attributable to such period for which the PRC Party may be held liable have been or will be paid in full or accrued within the prescribed period or any extension thereof. All Taxes

                attributable to such period required to be withheld by the PRC Party, including, but not limited to, Taxes arising as a result of payments (or amounts allocable) to foreign persons, have been or will be collected and withheld, and have been or will be either paid to the respective Governmental Authority, set aside in accounts for such purpose, or accrued; reserved against and entered upon the books and records of the PRC Party;

16.1.14.   no tax liens have been fled, issued or recorded on or against the Assets or the Business; and

16.1.15.   no insolvency proceeding of any character (including bankruptcy, receivership reorganization, composition or arrangement with creditors (including any assignment for the benefit of creditors)), voluntary or involuntary, relating to the PRC Party is being threatened against any it by any Person.

16.2.       The representations and warranties made by the PRC Party herein are deemed to be valid up to the Closing Date.

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17.          REPRESENTATIONS AND WARRANTIES OF SUNSI

17.1.        SunSi reps events and warrants to the PRC Party that.

17.1.1.     SunSi has the power and authority to enter into this Agreement, and to perform its obligations hereunder and consummate the transactions contemplated hereby;

17.1.2.     the execution and delivery by SunSi, and compliance with this Agreement by it, does not conflict with, or constitute a default under, any Instruments governing SunSi, any law, regulation or order, or any agreement to which it is a party or by which it is bound; and

17.1 .3.    this Agreement has been duly authorized, executed and delivered by SunSi, and constitutes a legal, valid and binding obligation of SunSi, enforceable against SunSi in accordance with Its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws a fleeting the enforcement of creditors' rights generally and by general equitable principles.

18.           DEFAULT

18.1.        The following shall be events of default ("Events of Default") in respect of a Shareholder (the "Defaulting Shareholder(s)"):

18.1.1.     the Shareholder commits any material breach of o omits to observe any of its undertakings or obligations in a material respect under this Agreement and if any such breach or omission is capable of remedy, the same shall not have been fully remedied within 30 Business Days of the Shareholder being notified of such breach or omission or the Shareholder fails to have taken substantive steps to remedy such breach or omission if such breach or omission requires more than 30 days to remedy (excluding the failure or delay in providing Additional Capital Contribution in accordance with Clause 4.3); or

18.1.2.     a creditor attaches, arrests, seizes or takes possession of, ca a distress, execution, sequestration or other process is levied, executed or enforced upon or sued out against, the whole co ally part of the business, undertaking, properties, assets, rights or revenues of the Shareholder and such attachment, arrest, seizure, possession, distress, execution, sequestration or process is not contested on valid grounds, released, lifted, discharged or discontinued within 4 days; or

18.1.3.     the Shareholder stops or suspends payment of its just and uncontested debts or is unable or admits inability to pay its debts as they fall due or begins negotiations with one or more of its creditors with a view to a general or partial reconstruction, readjustment or rescheduling of all or part of its debts or proposes or enters into any compromise, composition or other arrangement for the benefit of its creditors generally or any class of its creditors or any proceedings arc commenced in relation to the Shareholder under any law, enactment, regulation or procedure relating to reconstruction, readjustment or rescheduling of debts; or

18.1.4.     the Shareholder or any other person takes any action or any legal proceedings are started or other steps taken for (i) the winding-up, liquidation or dissolution of the Shareholder, or (ii) the appointment Of a liquidator, trustee, receiver, receiver manager, administrator, administrative receiver or similar officer of the Shareholder or of the whole or any part of the Shareholder's business, undertaking, properties, assets, rights or revenues; or

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18.1.5.     the Shareholder suspends or ceases or threatens to suspend or cease to carry on its business or a material part thereof; or

18.1.6.     the Shareholder transfers or disposes of or proposes or threatens to transfer or dispose of the whole or a substantial part of the Shareholder's assets.

18.2.        Upon the occurrence of, or prospective occurrence of, an Event of Default any Shareholder(s) not in default (the "Non-defaulting Shareholder(s)") may serve a written notice (a "Default Notice") on the Company which Default Notice shall include a detailed description of the facts constituting the Event of Default, including the dates of such Event of Default and he provisions of Clauses 18.3 to 18.7 shall apply.

18.3.        Within five (5) Business Days after the receipt of a Default Notice from a Non-defaulting Shareholder the Company shall forward the Default Notice to all the Shareholders.

18.4.       The Company shall, within three (3) Business Days after the receipt of the Default Notice select and instruct a firm of independent public accountants, which shall be one of the reputable accounting firms based in 1-long Kong to certify, in writing within 60 days of the receipt of instructions from the Company the sum which, in their opinion, is the "fair value" of the Company as a going concern as at the time immediately before the Event of Default occurred (the "Certification"). Such firm of accountants shall act as experts and not as arbitrators and the Certification shall, in the absence of fraud or manifest error, be final, conclusive and binding on the Company and all Shareholders. The cost of obtaining the Certification shall be borne by the Company, The Company shall forward a copy of the Certification to all the Shareholders promptly after receiving the same from the accountants.

18.5.       The Non-Defaulting Shareholders may (but are not obligated to) require the Defaulting Shareholder to sell all but only part of its Interest in the Company to the Non-defaulting Shareholder by sending a written notice to the Company (the "Call Notice") within seven (7) Business Days after receipt of the Certification (the "Call Period") at the Certified Fair Value multiplied by the Company Percentage of the Defaulting Shareholder. The right of the Non-defaulting Shareholder under this Clause 18.5shall be in addition to and without prejudice to any of its other rights or remedies under this Agreement or at law against the Defaulting Shareholder in respect of such default. If the Non-defaulting Shareholder fails to deliver the Call Notice to the Company within such seven (7) Business Days period, the Non-defaulting Shareholder shall be deemed to have waived its right to purchase the Interest of the Defaulting Shareholder and shall be deemed to have irrevocably offered to sell all of its interests in the Company to the Defaulting Shareholder at the Certified Fair Value multiplied by the Company Percentage of the Non-defaulting Shareholder. If the Non-defaulting Shareholder does not deliver the Call Notice within the Call Period, the Defaulting Shareholder shall be bound to purchase all (but not some only) of the Interests of the Non-defaulting Shareholder at the Certified Fair Value multiplied by the Company Percentage of the Non-defaulting Shareholder.

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18.6.        The completion of any sale and purchase under Clause 18.5 shall be held within thirty (30) Business Days after the Non-Defaulting Shareholder issues the Call Notice where a Call Notice is issued during the Call Period or thirty (30) Business Days of the end of the Call Period if no Call Notice is issued (as applicable) or at such other time and place as the parties to the transaction may agree upon. At such closing, the selling Shareholder must upon receipt of the purchase price by bankers draft or wire transfer deliver to the purchasing Shareholder the share certificates of his Interest, an executed instrument of transfer and bought and sold notes of such Interest. The selling Shareholder shall be deemed to represent and warrant to the purchasing Shareholder that the relevant Interest shall be free and clear of any encumbrances and that it is the legal and beneficial owner of the relevant Interest or otherwise has full authority to sell, transfer and assign such Interest as provided herein.

18.7.        Each Shareholder, by way of security for the performance of his obligations under this Clause 18, hereby irrevocably appoints the Company individually to be its attorney, with full power of substitution, and in the name and on behalf and as the act or deed of the Shareholder or otherwise, without any reference to or consent from the Shareholder, to sign, seal, deliver, execute, perfect and do all deeds, instruments, documents, acts and things as may be required or considered expedient by the Company to fully carry out the effect of this Clause 18. The Shareholders hereby ratify and confirm and agree to ratify and confirm any deed, instrument, document, act and thing which such attorney may have lawfully executed or done.

19.           CONFIDENTIALITY

19.1         Save and except as provided in Clauses 19.2, 19.3 and 19.4 below, each of the parties undertakes to refrain From disclosing (a) the existence, nature or terns of this Agreement and/or the terms of the transactions referred to herein, or (b) the confidential documents and information exchanged by the parties in furtherance of the actions contemplated by this Agreement (hereinafter collectively referred to as "Confidential Information"), without the prior consent from the other parties unless such disclosure is required by applicable law.

19.2.       The parties hereby acknowledge that SunSi is a subsidiary of a public company and may be required by applicable law to file this Agreement with and make other disclosures to the relevant government authority in due course and such disclosure by SunSi is permitted under this Clause 19. 

19.3.        Nothing in this Clause 19 shall apply to any part of the Confidential Information which comes into the public domain, or become known to the parties, its affiliates and advisors prior to this Agreement for any reason except the failure of any party to comply with this Clause 19.

19.4.        Nothing in this Clause 19 shall prevent the parties from disclosing the Confidential Information to its consultants, attorneys, lender, representatives and advisors or from disclosing the Confidential Information to potential sources of financing provided all such persons shall observe the city of confidentiality under this Clause 19.

20.           DISSOLUTION-WINDING-UP-FINAL DISTRIBUTIONS

The Company shall be dissolved, and its affairs shall be wound up in accordance with the applicable laws and regulations of the PRC laws and regulations including but not limited to Articles 89 to 96 of the Regulations for Implementation of the Sino foreign Joint Venture Law is may be amended from time to time.

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21.          MISCELLANEOUS PROVISIONS

21.1         The PRC Party may not assign any of its rights or benefits under this Agreement without SunSi's written consent, provided that SunSi will not unreasonably withhold consent to the assignment of the PRC Party's rights or benefits under this Agreement to another limited liability company or other entity which is 1 00% owned (directly) and control led (directly) by the PRC Party.

21.2.       Any notice to SunSi or the PRC Party shall be delivered to the address of such person specified hereafter or such other mailing address which such person shall advise the other parties in writing. Any notice shall be deemed to have been duly given (i) on the date of delivery, if personally delivered, delivered by facsimile transmission or delivered by electronic mail (which is confirmed with a copy sent by other means), or (ii) on the fifth (5) Business Day following the date of sending, if sent by registered or certified mail or internationally recognized overnight courier.

To SunSi:

Address:                45 Main Street, Suite 309. Brooklyn, New York, 11201

Telephone:             646-205-0291

Facsimile:                646-205-0292

Attention:               Me. Richard St-Julien

To PRC Party:

Address:                [CHINESE OMITTED]

Telephone:             0086-5333951399

Facsimile:               0086-5333951399

Attention:              [CHINESE OMITTED]

21.3.        As far as this is allowed under any Applicable Law, both English and Chinese languages shall be the prevailing language in any notification or communication pursuant to

                the Agreement.

21.4.        The Agreement shall be governed by and construed in accordance with the laws of the PRC.

21.5.        The Agreement is executed in both Chinese and English Languages of which have equal weight.

22.          DISPUTE RESOLUTION

22.1.        Any claim or dispute arising out of, in connection with or relating to this Agreement, including any question concerning its existence, validity, termination or interpretation, shall initially be settled by negotiation or mediation, through the Board or otherwise, failing which such dispute shall be fully and finally settled under and resolved by binding and mandatory arbitration to be conducted in accordance with and under the PRC arbitration rules of the Beijing International Arbitration Centre then in effect. Such arbitration shall be the sole and exclusive means and procedure to finally settle any such claims or dispute, except as provided such rules.

22.2.        Notwithstanding any other law, rule or regulation to the contrary, the Parties agree that the arbitration clause as contained herein will be interpreted and construed as a presently effective and enforceable written agreement to arbitrate, and must be given effect as such, The parties hereby expressly waive any right that they may have to require the exhaustion of local administrative, judicial or alternative dispute resolution remedies as a condition of any interim remedy proceeding being brought or commenced under this Agreement.

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22.3.        It is the parties' express intent that any award made hereunder ("Award") be final and binding in all respects, and the parties agree to carry out the resulting Award without delay.  In addition, the parties hereto waive any rights to appeal Inc arbitral Award made In accordance with the provisions of this Clause, and this provision shall be construed as an exclusion agreement to the fullest extent permitted by applicable law.

22.4.        The parties agree that any Award rendered in any arbitration conducted pursuant to this Agreement, as well as all communications, pleadings, writings and proceedings in connection therewith, will be treated in the strictest of confidence, and no aspect thereof is to he disclosed to anyone not a party to this Agreement without the express written consent of both parties.

22.5.        This Agreement shall Constitute the entire and sole agreement between the Shareholders on the provisions covered by it As a result, it replaces and cancels any contract, agreement exchange of letters or oral agreement on the same subject between the Shareholders prior to the date hereof. This Agreement may only be amended or modified by a written, document executed by all the Shareholders. In the event of any conflict between the provisions of this Agreement and the organizational documents of the Company the provisions of this Agreement shall prevail.

22.6.        In the event that one or more of the provisions of this Agreement is rendered in any way void, illegal or inapplicable by virtue of any Applicable Law, the validity, legality or applicability of the other provisions of the Agreement shall not be in any way affected or impaired and shall remain in full force and effect.

22.7.        The headings in this Agreement are inserted for convenience of reference only and shall not affect the interpretation of this Agreement.

22.9.        This Agreement may be executed by the parties hereto separately in any number of counterparts (including by facsimile copy); each of such counterpart shall for all

                purposes be deemed to be an original, and all such counterparts shall together constitute one and the sane instrument.

[SIGNATURE PAGES TO FOLLOW]

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In witness whereof, the parties have duly executed this Agreement, as of the 18 day of June 2009

SUNSI ENERGIES HONG KONG LIMTIED:
By	/s/ Michel G. Laporte
Name: Michel G. Laporte
Title: President
Zibo Baoyun Chemical Plant
By	/s/ Song Yihua
Name: Song Yihua
Title:

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EXHIBIT A

COMPANY PERCENTAGES

Shareholder	Company Percentage
SUNSI	90%
PRC Party	10%

EX-21.1

EXHIBIT 21.1

LIST OF SUBSIDIARIES

1.           SunSi Energies Hong Kong Ltd.

EX-31.1

Exhibit 31.1

CERTIFICATION OF PRESIDENT AND CHIEF EXECUTIVE OFFICER

PURSUANT TO RULES 13A-14 AND 15D-14

OF THE SECURITIES EXCHANGE ACT OF 1934

I, Michel Laporte, certify that:

1. I have reviewed this annual report on Form 10-K of SunSi Energies Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Dated:  August 31, 2009

/s/  Michel Laporte

Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION OF PRESIDENT AND CHIEF EXECUTIVE OFFICER

PURSUANT TO RULES 13A-14 AND 15D-14

OF THE SECURITIES EXCHANGE ACT OF 1934

I, Daniel Julien, certify that:

1. I have reviewed this annual report on Form 10-K of SunSi Energies Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Dated:  August 31, 2009

/s/ Daniel Julien 

Chief Accounting Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT

TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 

In connection with the Annual Report of SunSi Energies Inc. (the "Company") on Form 10-K for the fiscal year ended May 31, 2009, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Michel Laporte, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2001, that:

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: August 31, 2009

/s/ Michel Laporte

Chief Executive Officer

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT

TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of SunSi Energies Inc. (the "Company") on Form 10-K for the fiscal year ended May 31, 2009, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Daniel Julien, Chief Accounting Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2001, that:

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: August 31, 2009

/s/ Daniel Julien

Chief Accounting Officer