0001002014-11-000246.txt : 20110607 0001002014-11-000246.hdr.sgml : 20110607 20110607131903 ACCESSION NUMBER: 0001002014-11-000246 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110607 ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110607 DATE AS OF CHANGE: 20110607 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Coronus Solar Inc. CENTRAL INDEX KEY: 0001448900 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-53697 FILM NUMBER: 11897932 BUSINESS ADDRESS: STREET 1: #1100-1200 WEST 73RD AVENUE CITY: VANCOUVER STATE: A1 ZIP: V6P 6G5 BUSINESS PHONE: 604-267-7078 MAIL ADDRESS: STREET 1: #1100-1200 WEST 73RD AVENUE CITY: VANCOUVER STATE: A1 ZIP: V6P 6G5 FORMER COMPANY: FORMER CONFORMED NAME: Coronus Solar Corp. DATE OF NAME CHANGE: 20091106 FORMER COMPANY: FORMER CONFORMED NAME: InsightfulMind Learning Inc. DATE OF NAME CHANGE: 20081029 FORMER COMPANY: FORMER CONFORMED NAME: Insightful Mind Learning Inc. DATE OF NAME CHANGE: 20081028 8-K 1 csi8k-6062011.htm CORONUS SOLAR INC. FORM 8-K (6/06/2011). csi8k-6062011.htm




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)
June 6, 2011 (May 31, 2011)

CORONUS SOLAR INC.
formerly, INSIGHTFULMIND LEARNING, INC.
(Exact name of registrant as specified in its charter)

British Columbia, Canada
(State or other jurisdiction of incorporation)

000-53697
(Commission File No.)

1100-1200 West 73rd Avenue
Vancouver, British Columbia
Canada   V6P 6G5
(Address of principal executive offices and Zip Code)

604-267-7078
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[   ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
[   ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
[   ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[   ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



 

 

 
 

 

ITEM 1.02
TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT.

On May 31, 2011 (effective June 1, 2011), our engagement of Raven Kopelman as Chief Programmer was terminated by mutual agreement. Mr. Kopelman’s engagement was evidenced by Exhibit 10.4 to the Form S-1 registration statement we filed on November 7, 2008. Mr. Kopelman will continue to serve as a member of our board of directors and as a member of our audit committee. Mr. Kopelman had no disagreements with us over practices, policies or operations.

ITEM 5.02
DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

On May 31, 2011 (effective June 1, 2011), our engagement of Raven Kopelman as Chief Programmer was terminated by mutual agreement. Mr. Kopelman’s engagement was evidenced by Exhibit 10.4 to the Form S-1 registration statement we filed on November 7, 2008. Mr. Kopelman will continue to serve as a member of our board of directors and as a member of our audit committee. Mr. Kopelman had no disagreements with us over practices, policies or operations.

On May 31, 2011, we approved Jeff Thachuk’s continuing engagement with us, as revised, to serve as our Chief Executive Officer. Effective June 1, 2011, reflecting a full-time commitment, Mr. Thachuk shall receive a salary of CAD $8,000 per month to serve as Chief Executive Officer. Mr. Thachuk's predecessor engagement was evidenced by Exhibit 10.3 to the Form S-1 registration statement we filed on November 7, 2008.

ITEM 7.01
REGULATION FD DISCLOSURE.

We announced today that we, being the sole shareholder of Coronus Energy Corp. (“Coronus”), approved the Vacant Land Purchase Agreement (the “Joshua Tree East Agreement”) entered into by Coronus on May 9, 2011, as reported in our Form 8-K filed with the SEC on May 16, 2011; and, in conjunction with the approval, the close of escrow under the agreements was extended to June 30, 2011. Additionally, we announced the approval of Jeff Thachuk’s continuing engagement with us, as revised, to serve as our Chief Executive Officer. Effective June 1, 2011, reflecting a full-time commitment, Mr. Thachuk shall receive a salary of CAD $8,000 per month to serve as Chief Executive Officer. We also announced the continuing engagement of Raven Kopelman as Chief Programmer was mutually terminated, effective June 1, 2011. Concurrently, we terminated the office of Chief Programmer. This position and office are no longer required, as, on November 2, 2009, we redirected our business from delivering educational courses over the Internet to the deployment and operation of utility-scale solar power systems in the State of California. Mr. Kopelman continues to serve as a Director and as a Member of the Audit Committee.

ITEM 9.01             FINANCIAL STATEMENTS AND EXHIBITS.

Exhibits
Document Description
   
99.1
Press release.






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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated this 6th day of June, 2011.

 
CORONUS SOLAR INC.
   
 
BY:
JEFFERSON THACHUK
   
Jefferson Thachuk
   
President, Principal Executive Officer, Principal Accounting Officer, Principal Financial Officer, Secretary, Treasurer and a member of the Board of Directors

 
 
 
 

 








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EX-99.1 2 exh991.htm PRESS RELEASE. exh991.htm
Exhibit 99.1

CORONUS SOLAR INC.


Suite 1100 - 1200 West 73rd Avenue
Vancouver, B.C.  V6P 6G5
Canada
Telephone  604-267-7078
Facsimile  604-267-7080
www.coronusenergy.com
 

 
NEWS RELEASE
For Immediate Release
 
 
OTCBB - CRNSF
VACANT LAND PURCHASE AGREEMENT APPROVAL, EXECUTIVE OFFICER CONTINUING ENGAGEMENT APPROVAL AND REVISION, AND TERMINATION OF AN EXECUTIVE OFFICE
 

 

 
Vancouver, B.C. – June 6, 2011 – Jeff Thachuk, President of Coronus Solar Inc. (the “Company”) announced today that, further to the Company's News Release of May 16, 2011, the Company, being the sole shareholder of Coronus Energy Corp. (“Coronus”), approved the Vacant Land Purchase Agreement (the “Joshua Tree East Agreement”) entered into by Coronus on May 9, 2011. Under the Joshua Tree East Agreement, Coronus agrees to acquire a 56.03 acre parcel of vacant land, situated east of Joshua Tree, in the County of San Bernardino, California, from Sal, Alfred and Frances Gonzalez. The purchase price is USD $200,000. Coronus deposited USD $5,000 into escrow and agrees to deposit an additional USD $25,000 within sufficient time to close escrow. Sal, Alfred and Frances Gonzalez agree to carry back the balance amount of USD $170,000 for three years at 6.5% per annum interest, with monthly payments of interest only. Close of escrow was June 15, 2011. In conjunction with the Company’s approval, the close of escrow was extended to June 30, 2011.
 
Additionally, on May 31, 2011, the Company approved Jeff Thachuk’s continuing engagement with the Company, as revised, to serve as the Company’s Chief Executive Officer. Effective June 1, 2011, reflecting a full-time commitment, Mr. Thachuk shall receive a salary of CAD $8,000 per month to serve as Chief Executive Officer.
 
Lastly, on May 31, 2011, the continuing engagement of Raven Kopelman as Chief Programmer was mutually terminated, effective June 1, 2011. Concurrently, the Company terminated the office of Chief Programmer. This position and office are no longer required, as, on November 2, 2009, the Company redirected its business from delivering educational courses over the Internet to the deployment and operation of utility-scale solar power systems in the State of California. Mr. Kopelman continues to serve as a Director of the Company and as a Member of the Company’s Audit Committee.
 


 
 
Coronus Solar Inc.
 
 
News Release
 
 
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On behalf of the Board of Directors,
 
Coronus Solar Inc.
 
Jeff Thachuk
 
Jeff Thachuk
 
President
 
Forward Looking Statements:  Statements included in this announcement, including statements concerning our plans, intentions and expectations, which are not historical in nature are intended to be, and are hereby identified as, “forward-looking statements”. Forward-looking statements may be identified by words including “anticipates”, “believes”, “intends”, “estimates”, “expects” and similar expressions. The company cautions readers that forward-looking statements, including without limitation those relating to the company's future operations and business prospects, are subject to certain risks and uncertainties that could cause actual results to differ materially from those indicated in the forward-looking statements.
 

 

 

 

 

 

 

 

 

 

 


 
 
Coronus Solar Inc.
 
 
News Release
 
 
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