csi10q-12312011.htm

10-Q 1 csi10q-12312011.htm CORONUS SOLAR INC. FORM 10-Q (12/31/2011). csi10q-12312011.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X]	QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2011

OR

[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 000-53697

CORONUS SOLAR INC.

(Exact name of registrant as specified in its charter)

British Columbia, Canada

(State or other jurisdiction of incorporation or organization)

1100-1200 West 73rd Avenue

Vancouver, British Columbia

Canada V6P 6G5

(Address of principal executive offices, including zip code.)

604-267-7078

(telephone number, including area code)

Indicate by check mark whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the last 90 days. YES [X] NO [ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (SS 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 [ ] NO [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,” “non-accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated Filer	[ ]	Accelerated Filer	[ ]
Non-accelerated Filer	[ ]	Smaller Reporting Company	[X]
(Do not check if smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [ ] NO [X]

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 27,096,086 as of February 13, 2012.

TABLE OF CONTENTS

			Page

PART I.

Item 1.	Financial Statements.		3

	Financial Statements:
		Consolidated Balance Sheets	3
		Consolidated Statements of Operations and Comprehensive Loss	4
		Consolidated Statements of Stockholders’ Equity (Deficiency)	5
		Consolidated Statements of Cash Flows	6
		Notes to Consolidated Financial Statements	9

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.		25

Item 3.	Quantitative and Qualitative Disclosures About Market Risk.		35

Item 4.	Controls and Procedures.		35

PART II.

Item 1A.	Risk Factors.		35

Item 6.	Exhibits.		36

Signatures			40

Exhibit Index			41

-2-

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

CORONUS SOLAR INC.
(previously known as Insightfulmind Learning, Inc.)
(A Development Stage Enterprise)
CONSOLIDATED BALANCE SHEETS
(Expressed in US Dollars)

	December 31,			March 31,
	2011			2011
	(Unaudited)			(Audited)
ASSETS
CURRENT
Cash and cash equivalents	$	702		$	6,233
Other receivables		8,206			3,079
Prepaid expenses and deposit		487			946

TOTAL CURRENT ASSETS		9,395			10,258

DEFERRED FINANCING FEE		10,000			-
CONSTRUCTION IN PROGRESS (Note 14)		6,589,400			6,586,415
PROPERTY, PLANT AND EQUIPMENT (Note 7)		318,442			78,192
INTANGIBLE ASSET (Note 8)		5,972			11,347

TOTAL ASSETS	$	6,933,209		$	6,686,212

LIABILITIES
CURRENT
Accounts payable and accrued liabilities (Note 13)	$	119,504		$	56,877
Loan from a shareholder (Note 9)		228,822			259,738

TOTAL CURRENT LIABILITIES		348,326			316,615

NOTES PAYABLE (Note 10)		239,000			37,000

TOTAL LIABILITIES		587,326			353,615

STOCKHOLDERS’ EQUITY
SHARE CAPITAL (Note 11)
Authorized: Unlimited voting common shares without par value
Issued and outstanding: 27,096,086 common shares (March 31, 2011: 26,729,086)		7,478,422			7,347,844
ADDITIONAL PAID IN CAPITAL		501,563			364,542
ACCUMULATED OTHER COMPREHENSIVE LOSS		(27,394	)		(34,938	)
DEFICIT, accumulated during the development stage		(1,606,708	)		(1,344,851	)

TOTAL STOCKHOLDERS’ EQUITY		6,345,883			6,332,597

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	6,933,209		$	6,686,212

CONTINGENT LIABILITIES (Note 12)
GOING CONCERN (Note 2)

(See accompanying notes to the financial statements)

F-1

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CORONUS SOLAR INC.
(previously known as Insightfulmind Learning, Inc.)
(A Development Stage Enterprise)
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(Expressed in U.S. Dollars)
(Unaudited)

													Cumulative from
													inception
													(December 3,
	Three months ended						Nine months ended						2001) to
	December 31,						December 31,						December 31,
	2011			2010			2011			2010			2011

REVENUE	$	-		$	-		$	-		$	-		$	1,751

EXPENSES
Amortization		1,805			1,810			5,416			5,428			51,342
Consulting fee		-			-			-			-			20,928
Interest on shareholder loan		2,227			2,494			6,778			6,299			25,570
Interest and bank charges		4,626			407			10,296			1,169			22,796
Office and miscellaneous		7,931			7,210			39,370			16,250			89,829
Professional fees		13,898			23,431			54,763			57,504			319,750
Repairs and maintenance		-			-			-			-			869
Salaries and wages		23,588			8,884			62,604			26,303			445,217
Stock based compensation		-			-			-			-			492,309
Telephone and utilities		207			197			628			514			12,194
Advertising and promotion		-			-			143			-			9,065
Travel		971			8			993			1,207			2,212
Feasibility study		33,065			-			74,798			6,600			86,998
Foreign exchange loss		110			-			2,858			-			5,357
Write-down of land deposits		-			-			3,210			-			11,610
Write down in website development costs		-			-			-			-			17,390
Write-off trademark cost		-			-			-			-			279

		88,428			44,441			261,857			121,274			1,613,715

OTHER ITEMS
Interest income		-			-			-			-			31
Debt forgiven		-			-			-			-			5,225

		-			-			-			-			5,256

NET LOSS FOR THE PERIOD		(88,428	)		(44,441	)		(261,857	)		(121,274	)		(1,606,708	)

CURRENCY TRANSLATION ADJUSTMENT		(6,779	)		(9,229	)		7,544			(6,720	)		(27,394	)

COMPREHENSIVE LOSS FOR THE PERIOD	$	(95,207	)	$	(53,670	)	$	(254,313	)	$	(127,994	)	$	(1,634,102	)

Basic and diluted loss per share	$	(0.00	)	$	(0.00	)	$	(0.01	)	$	(0.01	)

Weighted average number of common shares outstanding - basic and diluted		27,091,836			15,542,586			27,033,715			15,542,586

(See accompanying notes to the financial statements)

F-2

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CORONUS SOLAR INC.
(previously known as Insightfulmind Learning, Inc.)
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
December 3, 2001 (inception) to December 31, 2011
(Expressed in U.S. Dollars)

							ACCUMULATED			DEFICIT
							OTHER			ACCUMULATED
					ADDITIONAL		COMPREHENSIVE			DURING			TOTAL
	COMMON				PAID-IN		INCOME			DEVELOPMENT			STOCKHOLDERS’
	SHARES		AMOUNT		CAPITAL		(LOSS)			STAGE			EQUITY

Stock issued for service at $0.0525 per share
on December 5, 2001		75,000		3,931		-		-			-			3,931
Stock issued for cash at $0.0002 per share
on December 5, 2001, revalued at $0.0525 per share		6,750,000		353,767		-		-			-			353,767
Stock issued for cash at $0.0525 per share
on December 5, 2001		300,000		15,722		-		-			-			15,722
Stock-based compensation on 75,000 options granted		-		-		6,026		-			-			6,026
Comprehensive income (loss):
Currency translation adjustment		-		-		-		(9	)		-			(9	)
(Loss) for the period		-		-		-		-			(376,277	)		(376,277	)

Balance, March 31, 2002		7,125,000		373,420		6,026		(9	)		(376,277	)		3,160

Stock issued for cash at $0.055 per share
on April 5, 2002		235,294		12,916		-		-			-			12,916
Stock issued for cash at $0.0725 per share
on June 18, 2002		88,890		6,458		-		-			-			6,458
Exercise of warrants at $0.055 per share
on August 15, 2002		235,294		12,916		-		-			-			12,916
Stock issued for cash at $0.0725 per share
on December 16, 2002		44,444		3,229		-		-			-			3,229
on January 10, 2003		44,446		3,229		-		-			-			3,229
on January 21, 2003		88,890		6,458		-		-			-			6,458
on March 7, 2003		205,690		14,944		-		-			-			14,944
on March 13, 2003		27,644		2,008		-		-			-			2,008
Stock issued for debt at $0.0725 per share
on January 15, 2003		22,222		1,615		-		-			-			1,615
Imputed interest from shareholder loan		-		-		340		-			-			340
Stock-based compensation on 25,000 options granted		-		-		1,957		-			-			1,957
Comprehensive income (loss):
Currency translation adjustment		-		-		-		197			-			197
(Loss) for the year		-		-		-		-			(67,360	)		(67,360	)

Balance, March 31, 2003		8,117,814		437,194		8,323		188			(443,637	)		2,068

Stock issued for cash at $0.0835 per share
on April 2, 2003		88,890		7,403		-		-			-			7,403
on May 13, 2003		44,446		3,702		-		-			-			3,702
on May 21, 2003		44,446		3,702		-		-			-			3,702
on June 23, 2003		133,334		11,105		-		-			-			11,105
on August 1, 2003		44,444		3,702		-		-			-			3,702
on August 6, 2003		44,446		3,702		-		-			-			3,702
on October 24, 2003		50,000		4,164		-		-			-			4,164
on November 18, 2003		50,000		4,164		-		-			-			4,164
Stock issued for debt at $0.0835 per share
on April 15, 2003		22,222		1,851		-		-			-			1,851
on July 15, 2003		22,222		1,851		-		-			-			1,851
on October 15, 2003		22,222		1,851		-		-			-			1,851
Comprehensive income (loss):
Currency translation adjustment		-		-		-		(265	)		-			(265	)
(Loss) for the year		-		-		-		-			(63,056	)		(63,056	)

Balance, March 31, 2004		8,684,486		484,390		8,323		(77	)		(506,693	)		(14,057	)

(See accompanying notes to the financial statements)

F-3

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CORONUS SOLAR INC.
(previously known as Insightfulmind Learning, Inc.)
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
December 3, 2001 (inception) to December 31, 2011
(Expressed in U.S. Dollars)

							ACCUMULATED			DEFICIT
							OTHER			ACCUMULATED
					ADDITIONAL		COMPREHENSIVE			DURING			TOTAL
	COMMON				PAID-IN		INCOME			DEVELOPMENT			STOCKHOLDERS’
	SHARES		AMOUNT		CAPITAL		(LOSS)			STAGE			EQUITY

Stock issued for cash at $0.039 per share
on June 15, 2004		1,200,000		47,054		-		-			-			47,054
on June 30, 2004		400,000		15,685		-		-			-			15,685
on December 17, 2004		1,510,000		59,210		-		-			-			59,210
Forgiveness of debt by a director and shareholder		-		-		3,921		-			-			3,921
Comprehensive income (loss):
Currency translation adjustment		-		-		-		(12,847	)		-			(12,847	)
(Loss) for the year		-		-		-		-			(65,452	)		(65,452	)

Balance, March 31, 2005		11,794,486		606,339		12,244		(12,924	)		(572,145	)		33,514

Exercise of warrants at $0.042 per share
on July 28, 2005		200,000		8,385		-		-			-			8,385
on September 14, 2005		100,000		4,193		-		-			-			4,193
Stock issued for debt at $0.042 per share
on March 15, 2006		395,600		16,586		-		-			-			16,586
Forgiveness of debt by a director and shareholder		-		-		34,798		-			-			34,798
Imputed interest from shareholder loan		-		-		350		-			-			350
Stock-based compensation on 450,000 options granted		-		-		31,972		-			-			31,972
Comprehensive income (loss):
Currency translation adjustment		-		-		-		1,059			-			1,059
(Loss) for the year		-		-		-		-			(112,773	)		(112,773	)

Balance, March 31, 2006		12,490,086		635,502		79,364		(11,865	)		(684,918	)		18,083

Stock issued for cash at $0.044 per share
on November 24, 2006		600,000		26,369		-		-			-			26,369
on December 7, 2006		400,000		17,579		-		-			-			17,579
Forgiveness of debt by a director and shareholder		-		-		31,643		-			-			31,643
Imputed interest from shareholder loan		-		-		939		-			-			939
Stock-based compensation on 100,000 options granted		-		-		7,932		-			-			7,932
Comprehensive income (loss):
Currency translation adjustment		-		-		-		(108	)		-			(108	)
(Loss) for the year		-		-		-		-			(65,430	)		(65,430	)

Balance, March 31, 2007		13,490,086		679,450		119,877		(11,973	)		(750,348	)		37,006

Stock issued for debt at $0.0485 per share
on May 4, 2007		52,500		2,548		-		-			-			2,548
Forgiveness of debt by a director and shareholder		-		-		34,950		-			-			34,950
Imputed interest from shareholder loan		-		-		1,126		-			-			1,126
Stock-based compensation on 100,000 options granted		-		-		8,787		-			-			8,787
Comprehensive income (loss):
Currency translation adjustment		-		-		-		4,447			-			4,447
(Loss) for the year		-		-		-		-			(96,432	)		(96,432	)

Balance, March 31, 2008		13,542,586		681,999		164,740		(7,526	)		(846,780	)		(7,567	)

Forgiveness of debt by a director and shareholder		-		-		31,932		-			-			31,932
Imputed interest from shareholder loan		-		-		2,228		-			-			2,228
Stock-based compensation		-		-		55,180		-			-			55,180
Comprehensive income (loss):
Currency translation adjustment		-		-		-		10,232			-			10,232
(Loss) for the year		-		-		-		-			(172,863	)		(172,863	)

(See accompanying notes to the financial statements)

F-4

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CORONUS SOLAR INC.
(previously known as Insightfulmind Learning, Inc.)
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
December 3, 2001 (inception) to December 31, 2011
(Expressed in U.S. Dollars)

							ACCUMULATED			DEFICIT
							OTHER			ACCUMULATED
					ADDITIONAL		COMPREHENSIVE			DURING			TOTAL
	COMMON				PAID-IN		INCOME			DEVELOPMENT			STOCKHOLDERS’
	SHARES		AMOUNT		CAPITAL		(LOSS)			STAGE			EQUITY

Balance, March 31, 2009		13,542,586		681,999		254,080		2,706			(1,019,643	)		(80,858	)

Stock issued for acquisition of Coronus Energy Corp.
on November 2, 2009		2,000,000		10,752		10,886		-			-			21,638
Forgiveness of debt by a director and shareholder		-		-		33,015		-			-			33,015
Imputed interest from shareholder loan		-		-		4,997		-			-			4,997
Stock-based compensation		-		-		26,144		-			-			26,144
Comprehensive income (loss):
Currency translation adjustment		-		-		-		(25,943	)		-			(25,943	)
(Loss) for the year		-		-		-		-			(155,180	)		(155,180	)

Balance, March 31, 2010		15,542,586	$	692,751	$	329,122	$	(23,237	)	$	(1,174,823	)	$	(176,187	)

Stock issued for cash at $0.402 per share
on January 21, 2011 (net of share issuance cost)		212,500		70,693		-		-			-			70,693
Stock issued for construction of solar power plants
on March 31, 2011		10,974,000		6,584,400		-		-			-			6,584,400
Forgiveness of debt by a director and shareholder		-		-		35,420		-			-			35,420
Comprehensive income (loss):
Currency translation adjustment		-		-		-		(11,701	)		-			(11,701	)
(Loss) for the year		-		-		-		-			(170,028	)		(170,028	)

Balance, March 31, 2011		26,729,086		7,347,844		364,542		(34,938	)		(1,344,851	)		6,332,597

Stock issued for cash at $0.624 per share
on May 10, 2011		350,000		124,870		93,652		-			-			218,522
Stock issued for cash at $0.598 per share
on October 24, 2011		17,000		5,708		4,352		-			-			10,060
Forgiveness of debt by a director and shareholder		-		-		39,017		-			-			39,017
Comprehensive income (loss):
Currency translation adjustment		-		-		-		7,544			-			7,544
(Loss) for the period		-		-		-		-			(261,857	)		(261,857	)
Balance, December 31, 2011 (Unaudited)		27,096,086	$	7,478,422	$	501,563	$	(27,394	)	$	(1,606,708	)	$	6,345,883

(See accompanying notes to the financial statements)

F-5

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CORONUS SOLAR INC.
(previously known as Insightfulmind Learning, Inc.)
(A Development Stage Enterprise)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in U.S. Dollars)
(Unaudited)

								Cumulative from
				Nine months ended				inception
				December 31,				(December 3, 2001) to
				2011		2010		December 31, 2011

OPERATING ACTIVITIES
	Net loss for the period		$	(261,857)	$	(121,274)	$	(1,606,708)
	Adjustments to reconcile net loss to net cash used in operating activities:
		Amortization		5,416		5,428		51,342
		Foreign exchange gain/loss		2,858		-		(18,072)
		Forgiveness of debt		39,017		26,303		249,921
		Imputed interests		-		-		18,792
		Share issued for services / debts		-		-		26,301
		Stock based compensation		-		-		492,309
		Write-down of land deposits		3,210		-		3,210
		Write down of website development costs		-		-		17,390
		Write-off trademark cost		-		-		279
	Changes in non-cash working capital:
		Other receivables		(5,403)		(2,382)		(7,158)
		Prepaid expenses		432		(512)		13,784
		Accounts payables and accrued liabilities		66,856		9,753		111,142

NET CASH USED IN OPERATING ACTIVITIES				(149,471)		(82,684)		(647,468)

INVESTING ACTIVITIES
	Property, plant and equipment			-		-		(1,871)
	Land acquisition			(38,301)		-		(116,242)
	Land Deposit			(6,195)		(4,000)		(52,603)
	Long-term prepaid expenses			-		(3,262)		-
	Intangible asset			-		-		(369)

NET CASH USED IN INVESTING ACTIVITIES				(44,496)		(7,262)		(171,085)

FINANCING ACTIVITIES
	Issuance of common shares			228,582		-		598,706
	Loan from a shareholder			(19,894)		92,645		241,222
	Payment of deferred financing fee			(10,269)		-		(10,269)

NET CASH FROM FINANCING ACTIVITIES				198,419		92,645		829,659

EFFECT OF EXCHANGE RATE ON CASH				(9,983)		(3,321)		(10,404)

NET INCREASE (DECREASE) IN CASH				(5,531)		(622)		702

CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS - Beginning of Period				6,233		1,294		-

CASH AND CASH EQUIVALENTS - End of Period			$	702	$	672	$	702

SUPPLEMENTAL CASH FLOWS INFORMATION
	Interest expense paid in cash		$	11,466	$	16	$	13,153
	Taxes paid in cash		$	-	$	-	$	-

NON-CASH FINANCING ACTIVITIES
	Issuance of common shares for acquisition of Coronus Energy Corp.		$	-	$	-	$	21,638
	Establishment of intangible asset through acquisition of Coronus Energy Corp.		$	-	$	-	$	21,500
	Issuance of common shares for construction of solar power plant		$	-	$	-	$	6,584,400

(See accompanying notes to the financial statements)

F-6

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CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 1 – Nature of Operations

Coronus Solar Inc. (“the Company”) was incorporated under the Canada Business Corporations Act on December 3, 2001 under the name “The LectureNet Learning Corporation” and was registered extra-provincially in the Province of British Columbia on January 24, 2002. The name of the Company was changed to InsightfulMind Learning, Inc. effective August 26, 2002 and was further changed to Coronus Solar Inc. on November 3, 2009.

The Company’s intention is to deploy and operate utility-scale solar power systems in the State of California, U.S.A. The Company is located in the City of Vancouver, Province of British Columbia, Canada.

Note 2 – Basis of Presentation – Going Concern Uncertainties

The Company is considered a development stage company as defined by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 915 “Development Stage Entities”. The accompanying unaudited consolidated interim financial statements have been prepared in conformity with generally accepted accounting principles in the United States, which contemplate continuation of the Company as a going concern. However, the Company has limited operations and has sustained operating losses in recent years resulting in an accumulated deficit. In view of these matters, realization of a major portion of the assets in the accompanying balance sheet is dependent upon the continued operations of the Company, which in turn is dependent upon the Company’s ability to meet its financing requirements, and the success of its future operations.

The Company’s ability to continue as a going concern is in substantial doubt and is dependent upon obtaining additional financing and/or achieving a sustainable profitable level of operations. Management plans to obtain additional financing through the issuance of shares, in order to allow the Company to complete its development phase and commence earning revenue. These financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and discharge its liabilities other than in the normal course of business.

The Company will seek additional equity as necessary and it expects to raise funds through private or public equity investment in order to support existing operations and expand the range of its business. There is no assurance that such additional funds will be available for the Company on acceptable terms, if at all.

Information on the Company’s working capital and deficit is:

		December 31,		March 31,
		2011		2011

Working capital (deficiency)	$	(338,931)	$	(306,357)
Deficit		1,606,708		1,344,851

F-7

-9-

CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 3 - Basis of Presentation

The accompanying unaudited consolidated interim financial statements have been prepared in accordance with the instruction from Form 10-Q pursuant to the rules and regulations of the Securities and Exchange Commission and, therefore, do not include all information and notes normally provided in the audited financial statements and should be read in conjunction with the Company’s audited consolidated financial statements for fiscal year ended March 31, 2011 filed with the United States Securities and Exchange Commission. The result of operations for the interim periods presented is not necessarily indicative of the results to be expected for the full year.

The accompanying unaudited consolidated interim balance sheets, statements of operations and comprehensive loss, stockholders’ equity and cash flows reflected all adjustments, consisting of normal recurring adjustments, that are, in the opinion of management, necessary for a fair presentation of the financial position of the Company, at December 31, 2011, and the results of operations and cash flows for the nine months ended December 31, 2011, and for the period from December 3, 2001 (Date of Commencement) to December 31, 2011.

Note 4 - Accounting Pronouncements Adopted During the Period

(i) Compensation - stock compensation

On April 1, 2011, the Company adopted ASU No. 2010-13 “Effect of Denominating the Exercise Price of a Share-Based Payment Award in the Currency of the Market in Which the Underlying Equity Security Trades” (“ASU 2010-13”). ASU 2010-13 clarifies that an employee share-based payment award with an exercise price denominated in the currency of a market in which a substantial portion of the entity’s equity securities trades should not be considered to contain a condition that is not a market, performance, or service condition. Therefore, an entity would not classify such an award as a liability if it otherwise qualifies as equity. Such an adoption does not have a material impact on the Company’s financial statements.

(ii) Business Combination

On April 1, 2011, the Company adopted the FASB Accounting Standards Update No. 2010-29, “Business Combinations (Topic 805)” (“ASU 2010-29”). ASU 2010-29 is intended to address diversity in practice regarding pro forma revenue and earnings disclosure requirements for business combinations. ASU 2010-29 specifies that if a public entity presents comparative financial statements, the entity should disclose revenue and earnings of the combined entity as though the business combination(s) that occurred during the current year had occurred as of the beginning of the comparable prior annual reporting period only. The amendments also expand the supplemental pro forma disclosures to include a description of the nature and amount of material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. The amendments affect any public entity as defined by Topic 805 that enters into business combinations that are material on an individual or aggregate basis. The adoption of this ASU will effect business acquisitions incurred after March 31, 2011. Such an adoption does not have a material impact on the Company’s financial statements.

F-8

-10-

CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 5 – New Accounting Pronouncements

(i) Fair Value Measurement

In May 2011, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2011-04 “Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs” to provide additional guidance on fair value disclosures. This guidance contains certain updates to the measurement guidance as well as enhanced disclosure requirements. The most significant change in disclosures is an expansion of the information required for “Level 3” measurements including enhanced disclosure for: (1) the valuation processes used by the reporting entity; and (2) the sensitivity of the fair value measurement to changes in unobservable inputs and the interrelationships between those unobservable inputs, if any. This guidance is effective for interim and annual periods beginning on or after December 15, 2011, with early adoption prohibited. This guidance will only impact the Company’s “Level 3” disclosures.

(ii) Presentation of Comprehensive Income

In June 2011, the FASB issued ASU 2011-05, “Comprehensive Income (Topic 220): Presentation of Comprehensive Income”, to provide guidance on the presentation of comprehensive income. This guidance eliminates the current option to report other comprehensive income and its components in the statement of changes in equity. The guidance allows two presentation alternatives: (1) present items of net income and other comprehensive income in one continuous statement, referred to as the statement of comprehensive income; or (2) in two separate, but consecutive, statements of net income and other comprehensive income. This guidance is effective as of the beginning of a fiscal year that begins after December 15, 2011. Early adoption is permitted, but full retrospective application is required under both sets of accounting standards. This Company is currently evaluating which presentation alternative it will utilize.

(iii) Intangibles – Goodwill and Other

In September 2011, the FASB issued ASC 350 “Intangibles - Goodwill and other” intended to simplify goodwill impairment testing. Entities will be allowed to perform a qualitative assessment on goodwill impairment to determine whether it is more likely than not (defined as having a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. This guidance is effective for goodwill impairment tests performed in interim and annual periods for fiscal years beginning after December 15, 2011, or the Company’s first quarter of Fiscal 2013. The Company does not expect this guidance will have a material impact on its financial statements.

Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s financial statements upon adoption.

F-9

-11-

CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 6 – Earnings (Loss) per Share

Basic earnings or loss per share is based on the weighted average number of shares outstanding during the period of the financial statements. Diluted earnings or loss per share are based on the weighted average number of common shares outstanding and dilutive common stock equivalents. All per share and per share information are adjusted retroactively to reflect stock splits and changes in par value, when applicable. Diluted loss per share has not been presented as the effect on basic loss per share would be anti-dilutive. Potentially dilutive securities include options that are disclosed in Note 11.

Note 7 - Property, Plant and Equipment

Property, plant and equipment at December 31, 2011 and March 31, 2011 were summarized as follows:

			Accumulated		Net book
December 31, 2011	Cost		depreciation		value

Office equipment	$	1,349	$	1,190	$	159
Computer equipment		1,033		992		41
Land		318,242		-		318,242
	$	320,624	$	2,182	$	318,442

			Accumulated		Net book
March 31, 2011	Cost		depreciation		value

Office equipment	$	1,412	$	1,215	$	197
Computer equipment		1,080		1,026		54
Land		77,941		-		77,941
	$	80,433	$	2,241	$	78,192

Acquisition of Vacant Land

(i) Twentynine Palms East

On August 28, 2010, the Company’s wholly-owned subsidiary, Coronus Energy Corp. (“Coronus”), entered into a Vacant Land Purchase Agreement (the “Twentynine Palms East Agreement”) to acquire a 30 acre parcel of vacant land, situated east of Twentynine Palms, in the County of San Bernardino, California. The purchase price was $32,000. The transaction closed on January 24, 2011.

F-10

-12-

CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 7 - Property, Plant and Equipment - Continued

Acquisition of Vacant Land - Continued

(ii) Newberry Springs

(iii) Twentynine Palms North

(iv) Joshua Tree East

On May 9, 2011, Coronus entered into a Vacant Land Purchase Agreement (the “Joshua Tree East Agreement”) to acquire a 56.03 acre parcel of vacant land, situated east of Joshua Tree, in the County of San Bernardino, California. The purchase price was $200,000. Coronus paid $30,000 and the vendor agreed to carry back the balance amount of $170,000 for three years at 6.5% per annum interest, with monthly payments of interest only. The transaction closed on June 30, 2011.

Note 8 - Intangible Assets

The Business Plan was acquired through the acquisition of Coronus Energy Corp. on November 2, 2009. The capital cost was amortized over 3 years.

Intangible assets at December 31, 2011 and March 31, 2011 were summarized as follows:

		Accumulated		Net book
December 31, 2011	Cost	amortization	Write-off	value

Business plan	21,500	15,528	-	5,972

		Accumulated		Net book
March 31, 2011	Cost	amortization	Write-off	value

Business plan	21,500	10,153	-	11,347

F-11

-13-

CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 9 - Loan From A Shareholder

Loan from a shareholder represents a series of loans from a director and shareholder of the Company which are unsecured and due on demand.

Effective April 1, 2010, the loan payable to the shareholder of $154,096 as at March 31, 2010 accrues interest at the annual rate of 4%. The loan is unsecured and due on demand.

During the year ended March 31, 2011, the shareholder lent the Company a further CAD$89,500 (USD $92,097) and USD$6,600 for working capital. The additional loan is unsecured and due on demand, and accrues interest at the annual rate of 4%.

In the nine-month period ended December 31, 2011, the shareholder lent the Company a further CAD$30,000 (USD$30,293). The additional loan is unsecured and due on demand, and accrues interest at the annual rate of 4%.

On May 10, 2011, the director and shareholder was repaid by the Company CAD$50,000 of the principal amount owing, in respect of the loan.

At December 31, 2011, the Company has accrued interest payable of $15,415 (March 31, 2011 - $9,212).

Note 10 – Notes Payable

Notes payable at December 31, 2011 is summarized as follows:

	December 31,		March 31,
Vacant Land	2011		2011

Newberry Springs	$	37,000	$	37,000
Twentynine Palms North		32,000		-
Joshua Tree East		170,000		-
	$	239,000	$	37,000

On March 17, 2011, Coronus completed the Newberry Springs Vacant Land Purchase Agreement to acquire a 20 acre parcel of vacant land, situated in Newberry Springs, in the County of San Bernardino, California, from Mike Hoch. Mike Hoch agreed to carry back the balance amount of $37,000 for two years at 6.5% per annum interest, with monthly payments of interest only. At December 31, 2011, included in accounts payable and accrued liabilities, the Company has accrued interest payable of $100 (March 31, 2011: $100).

On May 16, 2011, Coronus completed the Twentynine Palms North Vacant Land Purchase Agreement to acquire a 39.25 acre parcel of vacant land, situated north of Twentynine Palms, in the County of San Bernardino, California, from Joshua Tree Holdings. Joshua Tree Holdings agreed to carry back the balance amount of $32,000 for two years at 6.5% per annum interest, with monthly payments of interest only. At December 31, 2011, included in accounts payable and accrued liabilities, the Company has accrued interest payable of $84 (March 31, 2011: $nil).

F-12

-14-

CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 10 – Notes Payable – Continued

On June 30, 2011, Coronus completed the Joshua Tree East Vacant Land Purchase Agreement 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. Sal, Alfred and Frances Gonzalez agreed to carry back the balance amount of $170,000 for three years at 6.5% per annum interest, with monthly payments of interest only. At December 31, 2011, included in accounts payable and accrued liabilities, the Company has accrued interest payable of zero ($nil) (March 31, 2011: $nil).

Note 11 - Stockholders’ Equity

(a) Common Stock

On December 5, 2001, the Company (i) issued 6,750,000 common shares for cash to the founder and sole director of the Company at $0.0002 per share; (ii) issued 75,000 common shares for service to a party related to the founder of the Company at $0.0525 per share; and (iii) issued 300,000 common shares for cash to the sole director of the Company pursuant to a private placement at $0.0525 per share. The Company recorded the 6,750,000 shares issued to the founder at fair value at $0.0525 per share and recorded a stock based compensation of $352,337.

For the fiscal year ended March 31, 2003, the Company issued (i) 235,294 units for cash at $0.055 per unit for total proceeds of $12,916; (ii) issued 500,004 common shares for cash at $0.0725 per share for total proceeds of $36,326; (iii) issued 235,294 common shares upon the exercise of warrants for cash at $0.055 per share for total proceeds of $12,916; and (iv) issued 22,222 common shares for the settlement of debt at $0.0725 per share for the total debt of $1,615. In connection with the above unit issuance, each unit consisted of one common share and one share purchase warrant with an exercise price at $0.055 per share. The Company adopted the residual approach and allocated the total proceeds to the common shares and $nil to the share purchase warrants.

For the fiscal year ended March 31, 2004, the Company (i) issued 500,006 common shares for cash at $0.0835 per share for total proceeds of $41,644; and (ii) issued 66,666 common shares for the settlement of the debt at $0.0835 for the total debt of $5,552.

For the fiscal year ended March 31, 2005, the Company (i) issued 1,200,000 units for cash at $0.039 per unit for total proceeds of $47,054; and (ii) issued 1,910,000 common shares for cash at $0.039 per share for total proceeds of $74,895. Each unit consisted of one common share and one share purchase warrant with an exercise price at $0.039 per share. The Company adopted the residual approach and allocated the total proceeds to the common stocks and $nil to the share purchase warrants.

For the fiscal year ended March 31, 2006, the Company (i) issued 300,000 common shares at $0.042 per share pursuant to the exercise of warrants for total proceeds of $12,578; and (ii) issued 395,600 common shares at $0.042 per share for the settlement of debt of $16,586.

F-13

-15-

CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 11 - Stockholders’ Equity - Continued

(a) Common Stock - Continued

For the fiscal year ended March 31, 2007, the Company issued 1,000,000 common shares for cash at $0.044 per share for total proceeds of $43,948.

For the fiscal year ended March 31, 2008, the Company issued 52,500 common shares at $0.0485 per share for the settlement of debt of $2,548.

On November 2, 2009, the Company issued 2,000,000 common shares in connection with the acquisition of all the issued and outstanding shares of Coronus at a deemed value of $0.025 per share. These shares were recorded, proportionately with the shares transferred by Mr. Jeff Thachuk to Mr. Mark Burgert, based on the fair value of the assets acquired.

On January 21, 2011, the Company completed a non-brokered private placement, issuing 212,500 shares of common stock to eleven investors, at a price of CAD$0.40 per share, for gross proceeds of CAD$85,000. In connection with the completion of the private placement, the Company paid CAD$7,500 in finder’s fees in cash, to certain arm’s length parties, and CAD$6,807 in legal, accounting, transfer agent and filing fees.

On March 31, 2011, the Company and its wholly-owned subsidiary, Coronus Energy Corp. (“Coronus”), entered into a purchase agreement for utility-scale, ground-mount, solar photovoltaic (“PV”) power systems (the “Solar Power Systems Agreement”) with Belectric, Inc. (“Belectric”). Under the Solar Power Systems Agreement, Coronus agreed to acquire a total of 21 MW_ac of utility-scale, ground-mount, solar PV power systems from Belectric, for total consideration of $76,818,000, exclusive of taxes (the “Basic Price”). On entering into the Solar Power Systems Agreement, the Company paid 15% of the Basic Price, or $11,522,700, by way of issuing 10,974,000 shares of its common stock to Belectric, at a deemed value of $1.05 per share. The fair value per share at the date of issuance was $0.60. As a result, $6,584,400 was recorded under shareholders’ equity and construction in progress.

On May 10, 2011, the Company completed a non-brokered private placement of 350,000 units at a price of CAD $0.60 per unit for proceeds of CAD $210,000. Each unit was comprised of one common share in the capital of the Company and one non-transferrable share purchase warrant. Each warrant entitles the holder thereof to purchase a further common share at an exercise price of CAD $0.75 for a period of five years. In connection with the completion of the private placement, the Company incurred minimal financing costs. The value assigned to the underlying warrants was CAD$90,000 ($93,652). See Note 11(c).

On October 24, 2011, the Company completed a non-brokered private placement of 17,000 units at a price of CAD$0.60 per unit for gross proceeds of CAD$10,200. Each unit is comprised of one common share in the capital of the Company and one non-transferrable share purchase warrant. Each warrant entitles the holder thereof to purchase a further common share at an exercise price of CAD $0.75 for a period of five years. In connection with the completion of the private placement, the Company incurred minimal financing costs. The value assigned to the underlying warrants was CAD$4,470 ($4,452). See Note 11(c).

As at December 31, 2011, 20,086,500 shares of the Company’s common stock were restricted shares.

F-14

-16-

CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 11 - Stockholders’ Equity - Continued

(b) Stock Options

Since inception, the Company has entered into various stock option agreements with its directors, employees and consultants.

During the fiscal year 2011 and nine months ended December 31, 2011, there were no options granted.

Changes in stock options for the period ended December 31, 2011 and year ended March 31, 2011 are summarized as follows:

	Options Outstanding
	Number of	Weighted average
	shares	exercise price

Balance, March 31, 2010	745,000	$ 0.065
Issued	-	-
Cancelled	-	-
Balance, December 31, 2011 and March 31, 2011	745,000	$ 0.065

The Company has the following options outstanding and exercisable at December 31, 2011:

	Outstanding			Exercisable
	Number	Weighted Average		Number
Range of	Outstanding at	Remaining Contractual	Weighted Average	Exercisable at	Weighted Average
Exercise Prices	December 31, 2011	Life (Years)	Exercise Price	December 31, 2011	Exercise Price

$ 0.065	740,000	3.90	$ 0.065	740,000	$ 0.065
0.105	5,000	0.36	0.105	5,000	0.105
$0.065 - $0.105	745,000	3.88	$ 0.065	745,000	$ 0.065

The Company has the following options outstanding and exercisable at March 31, 2011:

	Outstanding			Exercisable
	Number	Weighted Average		Number
Range of	Outstanding at	Remaining Contractual	Weighted Average	Exercisable at	Weighted Average
Exercise Prices	December 31, 2011	Life (Years)	Exercise Price	December 31, 2011	Exercise Price

$ 0.065	740,000	4.65	$ 0.065	740,000	$ 0.065
0.105	5,000	1.11	0.105	5,000	0.105
$0.065 - $0.105	745,000	4.63	$ 0.065	745,000	$ 0.065

F-15

-17-

CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 11 - Stockholders’ Equity - Continued

On May 10, 2011, the Company completed a non-brokered private placement, issuing 350,000 units (the “Units”), at a price of CAD $0.60 per Unit, for proceeds of CAD $210,000. Each Unit was comprised of one common share in the capital of the Company and one non-transferrable share purchase warrant. Each warrant entitles the holder thereof to purchase a further common share at an exercise price of CAD $0.75 for a period of five years. The Company determined the fair value of the warrants was at $0.257 per warrant using the Black-Scholes option pricing model.

On October 24, 2011, the Company completed a non-brokered private placement of 17,000 units at a price of CAD$0.60 per unit for gross proceeds of CAD$10,200. Each unit is comprised of one common share in the capital of the Company and one non-transferrable share purchase warrant. Each warrant entitles the holder thereof to purchase a further common share at an exercise price of CAD $0.75 for a period of five years. The Company determined the fair value of the warrants was at $0.263 per warrant using the Black-Scholes option pricing model.

The fair value of the warrants issued during the period ended December 31, 2011 was estimated using the Black-Scholes option pricing model with the following weighted average assumptions:

	Nine months ended
	December 31, 2011

Expected volatility	100.13% - 105.17%
Risk free interest rate	1.10% - 1.91%
Expected life	5 years
Dividend yield	0.00%

The relative estimated fair value of the warrants in relation to the private placement in May 2011 and October 2011 was CAD$90,000 (USD$93,652) and CAD$4,470 (USD$4,452) respectively and were allocated to the additional paid-in capital. As of December 31, 2011, 367,000 warrants remained outstanding.

The Company has the following warrants outstanding at December 31, 2011:

Issued	Exercised	Cancelled	Balance	Exercise	price
during the	during the	during the	as at	price	(USD	Expiry
period	period	period	12/31/2011	(CAD)	equivalent)	date

350,000	-	-	350,000	$ 0.75	$ 0.74	5/10/2016
17,000	-	-	17,000	$ 0.75	$ 0.74	10/24/2016
367,000			367,000

The Company did not issue any warrants during the year ended March 31, 2011 and did not have any outstanding warrants as at March 31, 2011. The warrant is not a derivative instrument.

F-16

-18-

CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 12 - Contingent Liabilities

Management of the Company has opted for the Company to self-insure against business and liability risks rather than purchase third party insurance coverage. Consequently the Company is exposed to financial losses or failure as a result of these risks.

Note 13 - Related Party Transactions

During the three-month and nine-month periods ended December 31, 2011, the Company paid $nil (2010: $nil) and $404 (2010: $779) in director fees to the directors of the Company, respectively.

During the three-month period ended December 31, 2011, $24,234 (2010: $nil) of management fees were accrued and $nil (2010: $8,884) were forgiven (and credited to the additional paid-in capital) by a director of the Company, and during the nine-month period ended December 31, 2011, $24,234 (2010: $nil) of management fees were accrued and $38,379 (2010: $26,303) were forgiven (and credited to the additional paid-in capital) by a director of the Company.

As at December 31, 2011, included in accounts payable, $1,169 (March 31, 2011: $1,016) was owed to a director of the Company and $15,415 (March 31, 2011: $9,212) was accrued as interest payable for loan from a director of the Company.

On July 4, 2011, the President of the subsidiary of the Company was reimbursed $191 for an out-of-pocket expense the President incurred on behalf of the Company on June 24, 2011.

During the nine months ended December 31, 2011, the director and shareholder to whom the Company was indebted regarding the loan from a shareholder, lent the Company an additional CAD$30,500 (year ended March 31, 2011 – CAD$89,500 and USD$6,600) for working capital. Principle amount of CAD$50,000 was repaid during the current period. The loan was unsecured, due on demand and bearing interest of 4% per annum.

Note 14 – Commitments

(a) Purchase of Solar Photovolatic Power Systems

On March 31, 2011, the Company and Coronus entered into a purchase agreement for utility-scale, ground-mount, solar photovoltaic (“PV”) power systems (the “Solar Power Systems Agreement”) with Belectric, Inc. (“Belectric”). Under the Solar Power Systems Agreement, Coronus agreed to acquire a total of 21 MW_ac of utility-scale, ground-mount, solar PV power systems from Belectric, for total consideration of $76,818,000, exclusive of taxes (the “Basic Price”). On entering into the Solar Power Systems Agreement, the Company paid 15% of the Basic Price, or $11,522,700, by way of issuing 10,974,000 shares of its common stock to Belectric, at a deemed price of $1.05 per share. The fair value per share at the date of issuance was $0.60. As a result, $6,584,400 was recorded under shareholders’ equity and construction in progress.

F-17

-19-

CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 14 – Commitment - Continued

(a) Purchase of Solar Photovolatic Power Systems - Continued

Under the Solar Power Systems Agreement, Coronus has until December 31, 2013, to deploy the solar PV systems. Under the Solar Power Systems Agreement, Coronus is to provide the sites for the systems, pay for the utility interconnection requests and studies, and obtain the power purchase agreements and land use permits. Additionally, Coronus is to provide Belectric with satisfactory proof of secured financing, on a per project basis, prior to the commencement of construction of each of the systems. Under the Solar Power Systems Agreement, Belectric is to provide all services necessary for delivery to Coronus of turnkey, operation ready, solar PV systems, and for connection of the systems to the utilities’ grids. Belectric agrees to design the systems to optimize revenue, with emphasis placed on the utilities’ time of delivery periods and factors. Additionally, Belectric shall be responsible for managing the operation of the solar PV systems, throughout the duration of the power purchase agreement underlying each system, and will receive, for the services to be provided, remuneration in the amount of $25 per kWp (DC rated output) per year.

(b) Advisory Service Agreement

On August 8, 2011, the Company entered into a financial advisory service agreement (the “Advisory Agreement”) with Source Capital Group Inc (“SCG”). Under the Advisory Agreement, SCG shall use its best efforts to provide up to $80,000,000 in financing (the “Financing”) for the Company and/or the Company’s affiliates. The financing may consist of debt (the “Debt Financing”) or equity (the “Equity Financing”) or both. Under the Advisory Agreement, SCG shall be compensated 6% cash and 6% 5 year warrants priced at 100% of any offering price on any Equity Financing raised by SCG. In addition, SCG shall be compensated 3% cash on any Debt Financing raised by SCG.

On executing the Advisory Agreement, the Company paid SCG a $10,000 retainer, which had been capitalized as deferred financing fee. Additionally, under the Advisory Agreement, SCG is to receive an additional non-refundable $10,000 payment from the Company upon completion of offering documents and an investor tracker of qualified investors. As of December 31, 2011, the offering documents and the investor tracker of qualified investors had been completed. Accordingly, $10,000 had been accrued as of December 31, 2011.

The term of the Advisory Agreement is 120 days from August 8, 2011 (the “Expiration Date”), and will be automatically renewed on a monthly basis until canceled in writing by either the Company or SCG. The Advisory Agreement may be terminated upon 60 days written notice without cause by either the Company or SCG at any time before the Expiration Date.

Under the original Advisory Agreement, the Company’s relationship with SCG was exclusive. Effective December 8, 2011, the relationship with SCG is no longer exclusive.

F-18

-20-

CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 14 – Commitment - Continued

Note 15 - Subsequent Events

(a) Loan From A Shareholder

On January 11, 2012, the director and shareholder to whom the Company is indebted regarding the loan from a shareholder, lent the Company an additional CAD$1,000 for working capital. This additional $1,000 loan is unsecured, due on demand and bears interest of 4% per annum.

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CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 15 - Subsequent Events – Continued

(b) Cancellation of Vacant Land Purchase Agreement

On January 31, 2012, Coronus and Karinne Wolf cancelled the Vacant Land Purchase Agreement (the “Oak Hills South Agreement”), dated October 13, 2011, entered into by Coronus, as Buyer, and Karinne Wolf, as Seller. Under the Oak Hills South Agreement, Coronus agreed to acquire a 27.47 acre parcel of vacant land, situated south of Oak Hills, in the County of San Bernardino, California. The purchase price was $145,000. Coronus deposited $1,000 into escrow and agreed to deposit an additional $144,000 within sufficient time to close escrow. Close of escrow initially was December 22, 2011, but was extended to January 22, 2012, and then to February 1, 2012. The Oak Hills South Agreement was subject to Coronus’ Board of Director approval, initially on or before December 15, 2011, but this deadline was extended to on or before January 15, 2012, and then to on or before January 31, 2012. Coronus’ Board of Directors rejected the Oak Hills South Agreement due to lack of certainty as to whether the property would be suitable for a solar PV development under the California Public Utilities Commission’s feed-in tariff program for small generators, coupled with anticipated challenges with the parcel in relation to interconnecting a solar PV system to the grid. The $1,000 deposit, less $30 in escrow/ wire fees, was returned to Coronus.

On February 2, 2012, the Company conducted a non-brokered private placement, issuing a senior secured, convertible promissory note (the “Note”) and transferrable warrant (the “Warrant”) to one investor, for proceeds of CAD$50,000. The Note is secured by a first priority security interest in all of the Company’s assets, including those of its wholly-owned subsidiary, Coronus. The Note matures on February 2, 2013 and bears interest at an annual rate of 12%, payable in cash at maturity, prepayment, or conversion. At or before maturity, the Note and any accrued interest are convertible at the holder’s option into shares of the Company’s common stock, at a price of CAD$0.60 per share. The Warrant entitles the holder thereof to purchase an aggregate of 83,333 shares of the Company’s common stock at an exercise price of CAD$0.75 for a period of five years. In connection with the completion of the private placement, the Company paid no finder’s fees.

(d) Entry into Utility Interconnection Studies

On February 2, 2012, the Company’s wholly-owned subsidiary, Coronus, entered into a System Impact Study Agreement (the “SIS Agreement for Yucca Valley East 1”) with Southern California Edison (“SCE”). The SIS Agreement for Yucca Valley East 1 relates to Coronus’ application for interconnection service and the CREST tariff for a 1.5 MW solar PV power system (the “Yucca Valley East 1 Project”) on the 34.07 acre parcel of vacant land, situated east of Yucca Valley, in the County of San Bernardino, California, Coronus agrees to acquire pursuant to the Yucca Valley East Agreement, as disclosed in Note 14 above.

The SIS Agreement for Yucca Valley East 1 sets forth the terms and conditions for SCE to perform a system impact study to determine the impacts that would result from interconnecting the Yucca Valley East 1 Project and the adequacy of SCE’s electrical system to accommodate the Yucca Valley East 1 Project. In addition, SCE shall make a preliminary determination of the required interconnection facilities and distribution system upgrades, and any other modifications or additions that would be needed, to accommodate the Yucca Valley East 1 Project. The estimated cost of the SIS Agreement for Yucca Valley East 1 is $10,000. SCE anticipates completing the study within 120 business days. On entering into the SIS Agreement for Yucca Valley East 1, Coronus paid SCE a $10,000 deposit.

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CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 15 - Subsequent Events – Continued

(d) Entry into Utility Interconnection Studies – Continued

On February 2, 2012, Coronus entered into a second System Impact Study Agreement (the “SIS Agreement for Yucca Valley East 2”) with SCE. The SIS Agreement for Yucca Valley East 2 relates to Coronus’ application for interconnection service and the CREST tariff for a second 1.5 MW solar PV power system (the “Yucca Valley East 2 Project”) on the 34.07 acre parcel of vacant land, situated east of Yucca Valley, in the County of San Bernardino, California, Coronus agrees to acquire pursuant to the Yucca Valley East Agreement, as disclosed in Note 14 above.

The SIS Agreement for Yucca Valley East 2 sets forth the terms and conditions for SCE to perform a system impact study to determine the impacts that would result from interconnecting the Yucca Valley East 2 Project and the adequacy of SCE’s electrical system to accommodate the Yucca Valley East 2 Project. In addition, SCE shall make a preliminary determination of the required interconnection facilities and distribution system upgrades, and any other modifications or additions that would be needed, to accommodate the Yucca Valley East 2 Project. The estimated cost of the SIS Agreement for Yucca Valley East 2 is $10,000. SCE anticipates completing the study within 120 business days. On entering into the SIS Agreement for Yucca Valley East 2, Coronus paid SCE a $10,000 deposit.

On February 2, 2012, Coronus entered into a third System Impact Study Agreement (the “SIS Agreement for Hesperia West 2”) with SCE. The SIS Agreement for Hesperia West 2 relates to Coronus’ application for interconnection service and the CREST tariff for a 1.5 MW solar PV power system (the “Hesperia West 2 Project”) on the 20 acre parcel of vacant land, situated west of Hesperia, in the County of San Bernardino, California, Coronus agrees to acquire pursuant to the Hesperia West Agreement, as disclosed in Note 14 above.

The SIS Agreement for Hesperia West 2 sets forth the terms and conditions for SCE to perform a system impact study to determine the impacts that would result from interconnecting the Hesperia West 2 Project and the adequacy of SCE’s electrical system to accommodate the Hesperia West 2 Project. In addition, SCE shall make a preliminary determination of the required interconnection facilities and distribution system upgrades, and any other modifications or additions that would be needed, to accommodate the Hesperia West 2 Project. The estimated cost of the SIS Agreement for Hesperia West 2 is $10,000. SCE anticipates completing the study within 120 business days. On entering into the SIS Agreement for Hesperia West 2, Coronus paid SCE a $10,000 deposit.

(e) Departure of Consultant of the Company & Director/ Officer of Coronus, and Appointment of Officer of Coronus

On February 1, 2012, the Company’s engagements of Mark Burgert as Consultant to the Company, and as President of its wholly-owned subsidiary, Coronus, were terminated by mutual agreement. Accordingly, as of February 1, 2012, Mr. Burgert no longer holds any positions with the Company. Mr. Burgert had no disagreements with the Company or Coronus over practices, policies or operations.

F-21

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CORONUS SOLAR INC.

(previously known as Insightfulmind Learning, Inc.)

(A Development Stage Enterprise)

Notes to Consolidated Financial Statements

(Expressed in U.S. Dollars)

Nine Months Ended December 31, 2011

(Unaudited)

Note 15 - Subsequent Events – Continued

(e) Departure of Consultant of the Company & Director/ Officer of Coronus, and Appointment of Officer of Coronus – Continued

On November 2, 2009, the Company completed the agreement (the “Share Purchase Agreement”) to acquire all of the issued and outstanding shares of the Company’s now, wholly-owned subsidiary, Coronus Energy Corp. (“Coronus”). Coronus was a start-up stage company founded to deploy and operate utility-scale solar power systems in the State of California. The Company acquired the issued and outstanding shares of Coronus from Mr. Burgert, who, at the time, was the sole principal of Coronus and served as President of Coronus. On closing of the Share Purchase Agreement, Mr. Burgert continued to hold office of President of Coronus. Additionally, on closing, pursuant to the Share Purchase Agreement, the Company engaged Mr. Burgert as Consultant, and as consideration therefore, the Company issued Mr. Burgert the options to acquire (i) 150,000 shares of the Company’s common stock, exercisable at USD $0.065 per share until April 22, 2015, and (ii) 200,000 shares of the Company’s common stock, exercisable at USD $0.065 per share until March 31, 2016.

Having assisted the Company and Coronus through the ownership transition, as well as with the early development of Coronus, the Company and Coronus no longer require the services of Mr. Burgert

Mr. Burgert continues to hold the options, as described above, to acquire (i) 150,000 shares of the Company common stock, exercisable at USD $0.065 per share until April 22, 2015, and (ii) 200,000 shares of the Company common stock, exercisable at USD $0.065 per share until March 31, 2016, and Mr. Burgert will continue to hold them until the options expire or until Mr. Burgert exercises them.

Jeff Thachuk, the Company’s President, is the Secretary, Treasurer, Chief Executive Officer, Chief Financial Officer, and Chairman of the Board of Directors of Coronus, and has been so since the Company acquired Coronus on November 2, 2009. On February 1, 2012, to replace Mr. Burgert, the Company appointed Mr. Thachuk as President of Coronus. At this time, the Company has not entered into any new compensatory arrangements with Mr. Thachuk in respect of this appointment.

F-22

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ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

This section of the quarterly report on Form 10-Q includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this quarterly report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

Plan of Operation

Estimates and Assumptions

In the preparation of our financial statements, no estimates have been used since there is insufficient historical information in which to base such estimates.

Trends Affecting Our Business

In the past three years, solar module prices have been reduced by more than half, due to the impact of the global economic downturn, reduced silicon prices, increased polysilicon supply, and a general oversupply of solar modules on the market. Although we expect solar module prices to stay at current levels, or continue to decline, but not as drastically, a rebound in solar module prices would materially impact the viability of our business model, rendering our model nonviable.

Plan of Operation for the Next Twelve Months

Our efforts are focused on raising capital through the sale of common stock in private placements to eliminate our working capital deficiency and to position us with sufficient funds to execute on the business plan of Coronus, our wholly-owned subsidiary. Coronus is a development-stage company founded to deploy and operate utility-scale solar photovoltaic (PV) power systems in the State of California. The business plan of Coronus calls for 1) the procurement of 20-year, “must-take” power purchase agreements from Southern California Edison (SCE), under the California Public Utilities Commission’s (CPUC’s) feed-in tariff for small generators, and 2) the development of the corresponding, utility-scale, 1.5 MW solar PV power systems. The “CREST” tariff is SCE’s allocation of the feed-in tariff.

CPUC rulemaking proceedings are underway on how to implement Senate Bill (SB) 32, which amended the existing feed-in tariff for small generators, in part, by increasing the statewide cap to 750 MW and increasing the eligible project size to 3 MW (as opposed to a maximum of 1.5 MW). Additionally, under SB 32, the price set by the CPUC can now include the value of avoiding environmental impacts, such as greenhouse gas emissions. The price may also include the value of “locational benefits”. We believe the CPUC will interpret this to include, at a minimum, the extra value of energy produced on distribution circuits that need help with peak demand. The rulemaking proceedings are comprehensive, and include proposals to impose location restrictions. The CPUC administrative law judge overseeing the proceedings anticipated rendering a rulemaking decision by 2011 calendar year end, but did not make this deadline, and at the time of this report, has not yet rendered the decision. Once adopted, there is no assurance the reformed rules will not have an adverse impact on our sites.

On August 8, 2011, we entered into a financial advisory services agreement (the “Advisory Agreement”) with Source Capital Group, Inc. (“SCG”). Under the Advisory Agreement, SCG shall use its best efforts to provide up to $80,000,000 in financing (the “Financing”) for us and/or our affiliates. The financing may consist of debt (the “Debt Financing”) or equity (the “Equity Financing”) or both. Under the Advisory Agreement, SCG shall be compensated 6% cash and 6% cashless 5 year warrants priced at 100% of any offering price on any Equity Financing raised by SCG. In addition, SCG shall be compensated 3% cash on any Debt Financing raised by SCG.

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On May 16, 2011, Coronus completed the Vacant Land Purchase Agreement (the “Twentynine Palms North Agreement”), which Coronus entered into on January 23, 2011, and which was first reported in our Form 8-K filed with the SEC on January 27, 2011. Under the Twentynine Palms North Agreement, Coronus acquired a 39.25 acre parcel of vacant land, situated north of Twentynine Palms, in the County of San Bernardino, California. On February 22, 2011, Coronus submitted two generating facility interconnection applications to SCE in respect of two, utility-scale, 1.5 MW solar PV power systems to be sited on this parcel (“Coronus 29-Palms North 1” and “Coronus 29-Palms North 2”). SCE’s distribution and transmission engineers’ initial assessment was favorable. Accordingly, on June 16, 2011, Coronus entered into two Combined System Impact and Facility Study Agreements (the “SIS/FAS Study Agreement for Coronus 29-Palms North 1” and the “SIS/FAS Study Agreement for Coronus 29-Palms North 2”) with SCE. The SIS/FAS Study Agreements set forth the terms and conditions for SCE to perform a combined system impact and facility study to specify and estimate the cost of the equipment, engineering, procurement and construction work, including overheads, required for interconnection. We obtained the results of the SIS/FAS Study Agreements on January 4, 2011. We are presently evaluating these results to determine whether the specified and estimated cost of the equipment, engineering, procurement and construction work, including overheads, required for interconnection, is economical.

On May 11, 2011, Coronus submitted a third generating facility interconnection application to SCE in respect of a third, utility-scale, 1.5 MW solar PV power system to be sited on the same parcel (“Coronus 29-Palms North 3”). SCE’s distribution and transmission engineers’ initial assessment was mixed. Accordingly, at this time, we are undecided as to whether we will enter into a SIS/FAS Study Agreement with SCE for Coronus 29-Palms North 3. On October 17, 2011, Coronus submitted a fourth generating facility interconnection application to SCE in respect of a fourth, utility-scale, 1.5 MW solar PV power system to be sited on this same parcel (“Coronus 29-Palms North 4”). We designed this fourth system to interconnect to a second circuit, directly west of the parcel. We designed the first three systems to interconnect to a circuit directly east of the parcel. In respect of Coronus 29-Palms North 4, SCE’s distribution and transmission engineers’ initial assessment was mixed. Accordingly, at this time, we are undecided as to whether we will enter into a SIS/FAS Study Agreement with SCE for Coronus 29-Palms North 4.

On June 30, 2011, Coronus completed the Vacant Land Purchase Agreement (the “Joshua Tree East Agreement”), which Coronus entered into on May 9, 2011 and which was first reported in our Form 8-K filed with the SEC on May 16, 2011. Under the Joshua Tree East Agreement, Coronus acquired a 56.03 acre parcel of vacant land, situated east of Joshua Tree, in the County of San Bernardino, California. On May 25, 2011, Coronus submitted five generating facility interconnection applications to SCE in respect of five, utility-scale, 1.5 MW solar PV power systems to be sited on this parcel (“Coronus JT Cascade 1”, “Coronus JT Cascade 2”, “Coronus JT Cascade 3”, “Coronus JT Shasta 1”, and “Coronus JT Shasta 2”). Subject to upgrades, SCE’s distribution and transmission engineers' initial assessment for the five systems was favorable. Accordingly, we intend to enter into SIS/FAS Study Agreements with SCE in respect of these systems. However, we are presently evaluating whether we should enter into all five SIS/FAS Study Agreements, or just the first three.

On September 23, 2011, Coronus entered into a Vacant Land Purchase Agreement (the “Adelanto West Agreement”) to acquire a 40 acre parcel of vacant land, situated in the City of Adelanto, County of San Bernardino, California. We first reported Coronus’ entry into the Adelanto West Agreement in our Form 8-K filed with the SEC on September 29, 2011. Close of escrow is scheduled for March 7, 2012. The Adelanto West Agreement is subject to Coronus’ Board of Director approval on or before February 29, 2012. There is no assurance that Coronus’ Board of Director approval will be obtained. On October 12, 2011, Coronus submitted two generating facility interconnection applications to SCE in respect of two, utility-scale, 1.5 MW solar PV power systems to be sited on this parcel (“Coronus Adelanto West 1” and “Coronus Adelanto West 2”). Subject to upgrades, SCE’s distribution and transmission engineers' initial assessment for the two systems was favorable. Provided we acquire the parcel, we intend to enter into SIS/FAS Study Agreements with SCE in respect of these two systems.

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On September 30, 2011, Coronus entered into a Vacant Land Purchase Agreement (the “Apple Valley East Agreement”) to acquire a 20 acre parcel of vacant land, situated east of Apple Valley, in the County of San Bernardino, California. We first reported Coronus’ entry into the Apple Valley East Agreement in our Form 8-K filed with the SEC on October 14, 2011. Close of escrow is scheduled for March 7, 2012. The Apple Valley East Agreement is subject to Coronus’ Board of Director approval on or before February 29, 2012. There is no assurance that Coronus’ Board of Director approval will be obtained. On October 12, 2011, Coronus submitted two generating facility interconnection applications to SCE in respect of two, utility-scale, 1.5 MW solar PV power systems to be sited on this parcel (“Coronus Apple Valley East 1” and “Coronus Apple Valley East 2”). SCE’s distribution and transmission engineers' initial assessment for the two systems was mixed. Provided we acquire the parcel, we are undecided as to whether we will enter into SIS/FAS Study Agreements with SCE in respect of these two systems.

On October 9, 2011, Coronus entered into a Vacant Land Purchase Agreement (the “Yucca Valley East Agreement”) to acquire a 34.07 acre parcel of vacant land, situated east of Yucca Valley, in the County of San Bernardino, California. We first reported Coronus’ entry into the Yucca Valley East Agreement in our Form 8-K filed with the SEC on October 14, 2011. Close of escrow is scheduled for March 7, 2012. The Yucca Valley East Agreement is subject to Coronus’ Board of Director approval on or before February 29, 2012. There is no assurance that Coronus’ Board of Director approval will be obtained. On October 12, 2011, Coronus submitted three generating facility interconnection applications to SCE in respect of three, utility-scale, 1.5 MW solar PV power systems to be sited on this parcel (“Coronus Yucca Valley East 1”, “Coronus Yucca Valley East 2” and “Coronus Yucca Valley East 3”). SCE’s distribution and transmission engineers' initial assessment for the three systems was favorable. On February 2, 2012, we entered into SIS/FAS Study Agreements with SCE in respect of Coronus Yucca Valley East 1 and Coronus Yucca Valley East 2. At this time, we are undecided as to whether we will enter into a SIS/FAS Study Agreement with SCE in respect of Coronus Yucca Valley East 3.

On October 13, 2011, Coronus entered into a Vacant Land Purchase Agreement (the “Oak Hills South Agreement”) to acquire a 27.47 acre parcel of vacant land, situated south of Oak Hills, in the County of San Bernardino, California. We first reported Coronus’ entry into the Oak Hills South Agreement in our Form 8-K filed with the SEC on October 14, 2011. Close of escrow was scheduled for February 1, 2012, and the Oak Hills South Agreement was subject to Coronus’ Board of Director approval on or before January 31, 2012. On November 10, 2011, Coronus submitted two generating facility interconnection applications to SCE in respect of two, utility-scale, 1.5 MW solar PV power systems to be sited on this parcel (“Coronus Oak Hills South 1” and “Coronus Oak Hills South 2”). SCE’s distribution and transmission engineers' initial assessment for the two systems was mixed. On January 31, 2012, Coronus’ Board of Directors rejected the Oak Hills South Agreement due to lack of certainty as to whether the property would be suitable for a solar PV development under the CPUC’s presently being reformed, feed-in tariff for small generators, coupled with anticipated challenges with the parcel in relation to interconnecting a solar PV system to the grid.

On November 9, 2011, Coronus entered into a Vacant Land Purchase Agreement (the “Hesperia West Agreement”) to acquire a 20 acre parcel of vacant land, situated west of Hesperia, in the County of San Bernardino, California. We first reported Coronus’ entry into the Hesperia West Agreement in our Form 8-K filed with the SEC on November 10, 2011. Close of escrow is scheduled for February 22, 2012. The Hesperia West Agreement is subject to Coronus’ Board of Director approval on or before February 15, 2012. There is no assurance that Coronus’ Board of Director approval will be obtained. On November 30, 2011, Coronus submitted two generating facility interconnection applications to SCE in respect of two, utility-scale, solar PV power systems to be sited on this parcel, sized 1.2 MW and 1.5 MW (“Coronus Hesperia West 1” and “Coronus Hesperia West 2”, respectively). On January 13, 2012, SCE determined Coronus Hesperia West 1 qualified for simplified interconnection, and, on January 30, 2012, delivered to Coronus a scope and cost study report for interconnection. We are presently evaluating these results to determine whether the specified and estimated cost of the equipment, engineering, procurement and construction work, including overheads, required for interconnection, is economical. On February 2, 2012, we entered into an SIS/FAS Study Agreement with SCE in respect of Coronus Hesperia West 2.

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In addition to the above, we are presently evaluating further vacant lands, ranging in size between 20 and 50 acres, for purchase. Over the course of the next twelve months, our intention is to acquire further lands, and to submit generating facility interconnection applications to SCE in respect of utility-scale, solar PV power systems to be sited on these lands.

Results of Operations

Three Months Ended December 31, 2011 compared to December 31, 2010

Interest and bank charges expense increased by $4,219 or 1,037% from $407 for the three months ended December 31, 2010 to $4,626 for the three months ended December 31, 2011. The principal reason for the increase was $3,887 in interest incurred on the Twentynine Palms North, Newberry Springs, and Joshua Tree East vacant land purchase installment notes. No such payments were made in the comparative quarter.

Professional fees decreased by $9,533 or 41% from $23,431 for the three months ended December 31, 2010 to $13,898 for the three months ended December 31, 2011. The principal reason for the decrease was that in the comparative quarter, we incurred legal costs in relation to the review and drafting of a post-effective amendment to our Form S-1 registration statement, as well as legal and accounting costs in relation to the review and drafting of an offering memorandum. We incurred no such costs in the current quarter.

Salaries and wages increased by $14,704 or 166% from $8,884 for the three months ended December 31, 2010 to $23,588 for the three months ended December 31, 2011. The reason for the increase was the salary increase of our principal executive officer during the period. Effective June 1, 2011, our principal executive officer’s salary was increased from CAD$3,000 per month to CAD$8,000 per month. Our principal executive officer forgives this salary when due, and has done so for the past five years. However, effective October 1, 2011, this salary now accrues.

Travel expense increased by $963 or 12,038% from $8 for the three months ended December 31, 2010 to $971 for the three months ended December 31, 2011. In the current quarter, we incurred travel expense in relation to an on-site meeting in New York, with an investment bank.

We incurred $33,065 in feasibility study expense for the quarter ended December 31, 2011 compared to no feasibility study expense ($nil) for the quarter ended December 31, 2010. In the current quarter, the feasibility study expense principally related to the expensing of the remaining one-third, or $16,667, of the $50,000 Coronus paid to SCE on June 16, 2011, under the two SIS/FAS Study Agreements for Coronus 29-Palms North 1 and 2. The balance of the feasibility study expense relates to deposits we paid to SCE in respect of twelve generating facility interconnection applications we submitted in the quarter.

We incurred $110 in foreign exchange gain for the quarter ended December 31, 2011 compared to no foreign exchange loss (gain) ($nil) for the quarter ended December 31, 2010. The foreign exchange loss was attributable to the fluctuation of the USD/CAD exchange rate.

Nine Months Ended December 31, 2011 compared to December 31, 2010

Interest and bank charges expense increased by $9,127 or 781% from $1,169 for the nine months ended December 31, 2010 to $10,296 for the nine months ended December 31, 2011. The principal reason for the increase was $8,626 in interest incurred on the Twentynine Palms North, Newberry Springs, and Joshua Tree East vacant land purchase installment notes. No such payments were made in the comparative period.

Office and miscellaneous expense increased by $23,120 or 142% from $16,250 for the nine months ended December 31, 2010 to $39,370 for the nine months ended December 31, 2011. The reason for the increase was increased filing fees, in addition to a $10,000 expense incurred under the Advisory Agreement with SCG. In this period, in respect of filing fees, both EDGAR and Canadian reporting related, we incurred $17,925 in expenses, as

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compared to $8,215 in the comparative period. In respect of the Advisory Agreement, SCG was to receive a non-refundable $10,000 payment from us upon completion of offering documents and an investor tracker of qualified investors. As of December 31, 2011, the offering documents and the investor tracker of qualified investors had been completed, and therefore, the payment was due at period end.

Salaries and wages increased by $36,301 or 138% from $26,303 for the nine months ended December 31, 2010 to $62,604 for the nine months ended December 31, 2011. The reason for the increase was the salary increase of our principal executive officer during the period. Effective June 1, 2011, our principal executive officer’s salary was increased from CAD$3,000 per month to CAD$8,000 per month. Our principal executive officer forgives this salary when due, and has done so for the past five years. However, effective October 1, 2011, this salary now accrues.

Travel expense decreased by $214 or 18% from $1,207 for the nine months ended December 31, 2010 to $993 for the nine months ended December 31, 2011. In the comparative period, the travel expense related to an on-site meeting in California with Belectric, our solar PV systems integrator, and this meeting involved us sending two representatives. In this period, the travel expense related to an on-site meeting in New York, with an investment bank, but which involved us sending only one representative.

Feasibility study expense increased by $68,198 or 1,033% from $6,600 for the nine months ended December 31, 2010 to $74,798 for the nine months ended December 31, 2011. In the current period, the feasibility study expense related to fees Coronus paid to SCE in respect of eighteen Rule 21 generating facility interconnection applications and the expensing of the $50,000 Coronus paid to SCE on June 16, 2011, under the two SIS/FAS Study Agreements for Coronus 29-Palms North 1 and 2. In the previous period, the feasibility study expense related to the submission of interconnection and distribution service request deposits to we paid to SCE.

We incurred $2,858 in foreign exchange loss for the nine months ended December 31, 2011 compared to no foreign exchange loss (gain) ($nil) for the nine months ended December 31, 2010. The foreign exchange loss was attributable to the fluctuation of the USD/CAD exchange rate.

We incurred $3,210 in write-down of land deposits for the nine months ended December 31, 2011 compared to no write-down of land deposits ($nil) for the nine months ended December 31, 2010. In the current period, we had paid $3,210 in land deposits in respect of one vacant land purchase agreement, the Vidal Agreement. On June 14, 2011, the parties to the Vidal Agreement cancelled the agreement, and the land deposits Coronus paid in the period were forfeited.

Assets and Liabilities at December 31, 2011 compared to March 31, 2011

Other receivables increased by $5,127 or 167% from $3,079 at March 31, 2011 to $8,206 at December 31, 2011. The principal reason for the increase was an increase in HST recoverable in this quarter.

Prepaid expenses and deposit decreased by $459 or 49% from $946 at March 31, 2011 to $487 at December 31, 2011. The principal reason for the decrease was that, at March 31, 2011, our Canadian corporate counsel held funds in trust for us in anticipation of future disbursements, and at December 31, 2011, no such funds were held.

Deferred financing fee was $10,000 at December 31, 2011, as compared to no deferred financing fee ($nil) at March 31, 2011. On entering into the financial Advisory Agreement with SCG on August 8, 2011, the Company paid SCG a $10,000 retainer.

Property, plant and equipment increased by $240,250 or 307% from $78,192 at March 31, 2011 to $318,442 at December 31, 2011. The reason for the increase was the acquisition of vacant land in the period, specifically the acquisitions of Twentynine Palms North and Joshua Tree East. The purchase price of Twentynine Palms North was $40,000 and the purchase price of Joshua Tree East was $200,000.

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Intangible asset decreased by $5,375 or 47% from $11,347 at March 31, 2011 to $5,972 at December 31, 2011. On completion of the Coronus acquisition on November 2, 2009, we acquired a business plan, with the fair value of $21,500. The business plan is amortized over its useful life of three years.

Accounts payable increased by $62,627 or 110% from $56,877 at March 31, 2011 to $119,504 at December 31, 2011. The principal reasons for the increase were the $10,000 payable to SCG at December 31, 2011, and the CAD $24,000 in accrued salary payable to our principal executive officer at December 31, 2011. Additionally, operating expenses increased at a greater rate during the period than did funding.

Loan from a shareholder decreased by $30,916 or 12% from $259,738 at March 31, 2011 to $228,822 at December 31, 2011. The principal reason for the decrease was that, in the period, the director and shareholder to whom we are indebted regarding the loan from a shareholder, was repaid net CAD$20,200 of the principal amount owing, in respect of the loan.

Notes payable increased by $202,000 or 546% from $37,000 at March 31, 2011 to $239,000 at December 31, 2011. The reason for the increase was that, in the period ended September 30, 2011, we closed on two vacant land purchases: Twentynine Palms North and Joshua Tree East. Both purchases involved installment notes: $32,000 for Twentynine Palms North and $170,000 for Joshua Tree East.

Limited Operating History; Need for Additional Capital

There is limited historical financial information about us upon which to base an evaluation of our performance. We have generated no revenues from our Coronus operations. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources.

To become profitable and competitive, we need to procure power purchase agreements from SCE, under the CPUC’s feed-in tariff for small generators, obtain land use permits, and secure financing, on a per project basis, to pay Belectric, in installments, to construct the utility-scale, solar PV systems. There is no assurance that we will be able to obtain power purchase agreements or land use permits. Further, there is no assurance that we will be able to secure financing, or secure financing on acceptable terms. If financing is not available on acceptable terms, we may be unable to develop our operations.

We expect to raise additional capital through the sale of common stock in private placements. There is no assurance, however, that we will be able to raise any capital through the sale of common stock. Further, equity financing could result in additional dilution to existing shareholders.

We do not believe that possible inflation and price changes will affect our revenues.

Our auditors have issued a going concern opinion in our consolidated financial statements for the year ended March 31, 2011. This means that there is substantial uncertainty that we will continue operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Liquidity and Capital Resources

Since inception, we have issued 27,096,086 shares of our common stock and received cash of $598,806.

We have generated no revenues from our Coronus operations. We expect to obtain capital through the sale of our common stock. There is no assurance we will procure power purchase agreements, obtain land use permits, or secure financing, on a per project basis, to pay Belectric, in installments, to construct the utility-scale, solar PV systems. Further, there is no assurance we will sell any shares of common stock. We believe that capital generated from the sale of our common stock and from shareholder and third-party loans will allow us to operate for the next twelve months. Capital raised from the sale of common stock and capital raised from shareholder and third-party loans are our only anticipated sources of additional capital.

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On February 2, 2012, we conducted a non-brokered private placement, issuing a senior secured, convertible promissory note (the “Note”) and transferrable warrant (the “Warrant”) to one investor, for proceeds of CAD $50,000. The Note is secured by a first priority security interest in all of our assets, including those of our wholly-owned subsidiary, Coronus. The Note matures on February 2, 2013 and bears interest at an annual rate of 12%, payable in cash at maturity, prepayment or conversion. At or before maturity, the Note and any accrued interest are convertible at the holder’s option into shares of our common stock, at a price of CAD $0.60 per share. The Warrant entitles the holder thereof to purchase an aggregate of 83,333 shares of our common stock at an exercise price of CAD $0.75 for a period of five years. In connection with the completion of the private placement, we paid no finder’s fees. The investor was a resident of British Columbia, Canada. The Units were issued pursuant to an exemption from applicable prospectus requirements under section 2.5 “Family, friends and business associates” of National Instrument 45-106, Prospectus and Registration Exemptions, by reason of the fact that the investor was a close personal friend of Jeff Thachuk, our president. Further, the foregoing transaction was exempt from registration under the Securities Act of 1933, as amended, pursuant to Regulation S thereof in that all sales took place outside the United States with non-US persons.

To develop a 1.5 MW solar power plant, we forecast the cost to be $5.5 million, inclusive of taxes. We base our cost forecast on the pricing we negotiated, adjusted to reflect the fair value of the payment shares we issued on entering into the agreement, with Belectric, under the purchase agreement for utility-scale, ground-mount, solar PV power systems (the “Solar Power Systems Agreement”). Under the Solar Power Systems Agreement, Coronus has until December 31, 2013, to deploy the solar PV systems. Under the Solar Power Systems Agreement, Coronus is to provide the sites for the systems, pay for the utility interconnection requests and studies, and obtain the power purchase agreements and land use permits. Additionally, Coronus is to provide Belectric with satisfactory proof of secured financing, on a per project basis, prior to the commencement of construction of each of the systems. Under the Solar Power Systems Agreement, Belectric is to provide all services necessary for delivery to Coronus of turnkey, operation ready, solar PV systems, and for connection of the systems to the utilities’ grids. There is no assurance Coronus will be able to provide Belectric with satisfactory proof of secured financing, on a per project basis.

On August 28, 2010, Coronus entered into a Vacant Land Purchase Agreement (“the “Twentynine Palms East Agreement”) to acquire a 30 acre parcel of vacant land, situated east of Twentynine Palms, in the County of San Bernardino, California, from Gary and Sylvia Wright. The purchase price of $32,000, all cash, was paid on January 24, 2011. Accordingly, Coronus owns this parcel. At this point in time, we have opted not to pursue interconnection agreements for solar PV power systems sited on this parcel. Based on the feedback we received from SCE’s distribution engineers, the anticipated network upgrade costs to accommodate the systems are currently prohibitive. Accordingly, we are currently assessing alternative uses for this parcel, including a sale.

On January 23, 2011, Coronus entered into a Vacant Land Purchase Agreement (the “Twentynine Palms North Agreement”) to acquire a 39.25 acre parcel of vacant land, situated north of Twentynine Palms, in the County of San Bernardino, California, from Joshua Tree Holdings. The purchase price was $40,000. Coronus agreed to pay $8,000, with Joshua Tree Holdings agreeing to carry back the balance amount of $32,000 for two years at 6.5% per annum interest, with monthly payments of interest only. On May 16, 2011, the transaction closed. Accordingly, Coronus owns this parcel. At this point in time, we are pursuing multiple interconnection agreements for 1.5 MW solar PV power systems sited on this parcel.

On January 24, 2011, Coronus entered into a Vacant Land Purchase Agreement (the “Newberry Springs Agreement”) to acquire a 20 acre parcel of vacant land, situated in Newberry Springs, in the County of San Bernardino, California, from Mike Hoch. The purchase price was $45,000. Coronus agreed to pay $8,000, with Mike Hoch agreeing to carry back the balance amount of $37,000 for two years at 6.5% per annum interest, with monthly payments of interest only. On March 17, 2011, the transaction closed. Accordingly, Coronus owns this parcel. At this point in time, we are precluded from pursuing interconnection agreements for solar PV power systems sited on this parcel. Based on the feedback we received from SCE’s transmission engineers, the existing, regional specific, transmission infrastructure lacks the transmission capacity we would require to deploy our solar PV power systems on this parcel. Although SCE plans to upgrade this transmission infrastructure, these upgrades are not slated for completion till 2018 – 2019. Accordingly, we are currently assessing alternative uses for this parcel, including a sale.

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On May 9, 2011, Coronus entered into a Vacant Land Purchase Agreement (the “Joshua Tree East Agreement”) 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 was $200,000. Coronus agreed to pay $30,000, with Sal, Alfred and Frances Gonzalez agreeing to carry back the balance amount of $170,000 for three years at 6.5% per annum interest, with monthly payments of interest only. On June 30, 2011, the transaction closed. Accordingly, Coronus owns this parcel. At this point in time, we are pursuing multiple interconnection agreements for 1.5 MW solar PV power systems sited on this parcel.

On September 23, 2011, Coronus entered into a Vacant Land Purchase Agreement (the “Adelanto West Agreement”) to acquire a 40 acre parcel of vacant land, situated in the City of Adelanto, County of San Bernardino, California, from Zacarias and Elisa Ramirez. The purchase price is $400,000. Coronus deposited $1,000 into escrow and agrees to deposit an additional $199,000 within sufficient time to close escrow. Zacarias and Elisa Ramirez agree to carry back the balance amount of $200,000 for two years at 7% per annum interest, with monthly payments of interest only. Close of escrow initially was November 22, 2011, but was extended to January 6, 2012 (effective November 17, 2011), then to February 7, 2012 (effective January 11, 2012), and then to March 7, 2012 (effective February 2, 2012). Additionally, the Adelanto West Agreement initially was subject to Coronus’ Board of Director approval on or before November 15, 2011, but this approval was extended to on or before December 31, 2011 (effective November 17, 2011), then to on or before January 31, 2012 (effective January 11, 2012), and then to on or before February 29, 2012 (effective February 2, 2012). Coronus sought the extensions because Coronus requires additional time to determine whether the property will be suitable for a solar PV development under the CPUC’s presently being reformed, feed-in tariff for small generators.

On September 30, 2011, Coronus entered into a Vacant Land Purchase Agreement (the “Apple Valley East Agreement”) to acquire a 20 acre parcel of vacant land, situated east of Apple Valley, in the County of San Bernardino, California, from Mohamad Kotob. The purchase price is $120,000, all cash. Coronus deposited $1,000 into escrow and agrees to deposit an additional $119,000 within sufficient time to close escrow. Close of escrow initially was December 7, 2011, but was extended to January 6, 2012 (effective November 30, 2011), then to February 7, 2012 (effective January 6, 2012), and then to March 7, 2012 (effective February 2, 2012). Additionally, the Apple Valley East Agreement initially was subject to Coronus’ Board of Director approval on or before November 30, 2011, but this approval was extended to on or before December 31, 2011 (effective November 30, 2011), then to on or before January 31, 2012 (effective January 6, 2012), and then to on or before February 29, 2012 (effective February 2, 2012). Coronus sought the extensions because Coronus requires additional time to determine whether the property will be suitable for a solar PV development under the CPUC’s presently being reformed, feed-in tariff for small generators.

On October 9, 2011, Coronus entered into a Vacant Land Purchase Agreement (the “Yucca Valley East Agreement”) to acquire a 34.07 acre parcel of vacant land, situated east of Yucca Valley, in the County of San Bernardino, California, from Peter and Ann Wellington. The purchase price is $170,000. Coronus deposited $1,000 into escrow and agrees to deposit an additional $33,000 within sufficient time to close escrow. Peter and Ann Wellington agree to carry back the balance amount of $136,000 for two years at 6.5% per annum interest, with monthly payments of interest only. Additionally, on closing, Coronus agrees to pay the realtor commission of $5,000. Close of escrow initially was December 15, 2011, but was extended to January 6, 2012 (effective December 3, 2011), then to February 7, 2012 (effective January 6, 2012), and then to March 7, 2012 (effective February 2, 2012). Additionally, the Yucca Valley East Agreement initially was subject to Coronus’ Board of Director approval on or before November 30, 2011, but this approval was extended to on or before December 31, 2011 (effective December 3, 2011), then to on or before January 31, 2012 (effective January 6, 2012), and then to on or before February 29, 2012 (effective February 2, 2012). Coronus sought the extensions because Coronus requires additional time to determine whether the property will be suitable for a solar PV development under the CPUC’s presently being reformed, feed-in tariff for small generators.

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On October 13, 2011, Coronus entered into a Vacant Land Purchase Agreement (the “Oak Hills South Agreement”) to acquire a 27.47 acre parcel of vacant land, situated south of Oak Hills, in the County of San Bernardino, California, from Karinne Wolf. The purchase price was $145,000. Coronus deposited $1,000 into escrow and agreed to deposit an additional $29,000 within sufficient time to close escrow. Karinne Wolf agreed to carry back the balance amount of $115,000 for two years at 6.5% per annum interest, with monthly payments of interest only. Close of escrow initially was December 22, 2011, but was extended to January 22, 2012 (effective December 15, 2011), and then to February 1, 2012 (effective January 18, 2012). Additionally, the Oak Hills South Agreement initially was subject to Coronus’ Board of Director approval on or before December 15, 2011, but this approval was extended to on or before January 15, 2012 (effective December 15, 2011), and then to on or before January 31, 2012 (effective January 18, 2012). On January 31, 2012, Coronus’ Board of Directors rejected the Oak Hills South Agreement due to lack of certainty as to whether the property would be suitable for a solar PV development under the CPUC’s presently being reformed, feed-in tariff for small generators, coupled with anticipated challenges with the parcel in relation to interconnecting a solar PV system to the grid.

On November 9, 2011, Coronus entered into a Vacant Land Purchase Agreement (the “Hesperia West Agreement”) to acquire a 20 acre parcel of vacant land, situated west of Hesperia, in the County of San Bernardino, California, from Bica Family Revocable Liv Tr. The purchase price is $300,000. Coronus deposited $1,000 into escrow and agrees to deposit an additional $74,000 within sufficient time to close escrow. Bica Family Revocable Liv Tr agrees to carry back the balance amount of $225,000 for eighteen months at 6.5% per annum interest, with monthly payments of interest only. Under the Hesperia West Agreement, Coronus agrees to pay out the balance of $225,000 before commencing with any alterations, improvements, building or construction on the land. Additionally, on closing, Coronus agrees to pay the realtor commission of $5,000. Close of escrow initially was December 22, 2011, but was extended to January 22, 2012 (effective December 13, 2011), then to February 7, 2012 (effective January 14, 2012), and then to February 22, 2012 (effective February 2, 2012). Additionally, the Hesperia West Agreement initially was subject to Coronus’ Board of Director approval on or before December 15, 2011, but this approval was extended to on or before January 15, 2012 (effective December 13, 2011), then to on or before January 31, 2012 (effective January 14, 2012), and then to on or before February 29, 2012 (effective February 2, 2012). Coronus sought the extensions because Coronus requires additional time to determine whether the property will be suitable for a solar photovoltaic development under the California Public Utilities Commission’s feed-in tariff program for small generators.

Under the CPUC’s current feed-in tariff for small generators, we are entitled to enter into multiple 1.5 MW power purchase agreements provided we deploy multiple 1.5 MW solar power systems. Further, we are entitled to deploy multiple 1.5 MW solar power systems on the same parcel, provided this works from a utility interconnection point of view. Because we estimate the cost to develop a 1.5 MW solar power plant to be $5.5 million, inclusive of taxes, we estimate the cost to develop one to three 1.5 MW solar power plants, per parcel, to be $5.5 million to $16.5 million, inclusive of taxes. We expect to obtain the capital to pay for these power plants, through the sale of our common stock and through non-recourse senior secured debt. There is no assurance, however, that we will be able to raise this capital through the sale of common stock, or through non-recourse senior secured debt.

As a consequence of shareholder loans, we were indebted to our principal executive officer, who serves also as a director, in the amount of $228,822, inclusive of interest, through December 31, 2011. As of March 31, 2010, the loans were interest free, unsecured and due on demand. Effective April 1, 2010, the aggregate loan accrues interest at the annual rate of 4%. At December 31, 2011, the Company had accrued interest payable of $15,415 on the shareholder loan. As in the past, the loan is unsecured and due on demand.

Our principal executive officer has verbally agreed to not seek repayment of the shareholder loans until such time as we are generating sufficient revenues to allow for the repayment of the debt without putting an undue burden on our retained earnings, or until such time as we have raised sufficient capital to eliminate our working capital deficiency. Additionally, our principal executive officer earns a salary of CAD$8,000 per month, effective June 1, 2011 (CAD$3,000 per month historically) but forgave this salary when due, and had done so for the past five years. Effective October 1, 2011, this salary is now accrued. However, our principal executive officer has verbally agreed to not seek payment of this salary until such time as we are generating sufficient revenues to allow

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for the payment of the salary without putting an undue burden on our retained earnings, or until such time as we have raised sufficient capital to eliminate our working capital deficiency, or until such time as we have raised sufficient capital to fund our business plans. In addition to the above, at December 31, 2011, included in accounts payable, $1,169 was owed to our principal executive officer for out-of-pocket expenses. This amount remain payable and does not accrue interest. This amount is not reflected in the shareholder loans described above.

As of December 31, 2011, our total current assets were $9,395 and our total current liabilities were $348,326 resulting in a working capital deficiency of $338,931.

Off Balance Sheet Arrangements

We have no off balance sheet arrangements.

Critical Accounting Policies

Accounting Pronouncements Adopted During the Period

Compensation - stock compensation

On April 1, 2011, the Company adopted ASU No. 2010-13 “Effect of Denominating the Exercise Price of a Share-Based Payment Award in the Currency of the Market in Which the Underlying Equity Security Trades”. ASU 2010-13 clarifies that an employee share-based payment award with an exercise price denominated in the currency of a market in which a substantial portion of the entity’s equity securities trades should not be considered to contain a condition that is not a market, performance, or service condition. Therefore, an entity would not classify such an award as a liability if it otherwise qualifies as equity. Such an adoption does not have a material impact on the Company’s financial statements.

Business Combination

New Accounting Pronouncements

Fair Value Measurement

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Presentation of Comprehensive Income

Intangibles – Goodwill and Other

In September 2011, the FASB issued ASC 350 "Intangibles - Goodwill and other" intended to simplify goodwill impairment testing. Entities will be allowed to perform a qualitative assessment on goodwill impairment to determine whether it is more likely than not (defined as having a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. This guidance is effective for goodwill impairment tests performed in interim and annual periods for fiscal years beginning after December 15, 2011, or the Company's first quarter of Fiscal 2013. The Company does not expect this guidance will have a material impact on its financial statements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4. CONTROLS AND PROCEDURES.

Under the supervision and with the participation of our management, including the Principal Executive Officer and Principal Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, the Principal Executive Officer and Principal Financial Officer have concluded that these disclosure controls and procedures are effective.

There were no changes in our internal control over financial reporting during the quarter ended December 31, 2011 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. – OTHER INFORMATION

ITEM 1A. RISK FACTORS.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

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ITEM 6. EXHIBITS.

		Incorporated by reference			Filed
Exhibit	Document Description	Form	Date	Number	herewith
3.1	Articles of Incorporation.	10-K/A-2	12/10/10	3.1

3.2	Bylaws.	S-1	11/07/08	3.2

3.3	Amended Articles of Incorporation (8/13/2002).	S-1	11/07/08	3.3

3.4	Amended Articles of Incorporation (8/26/2002).	S-1	11/07/08	3.4

3.5	Amended Articles of Incorporation (9/20/2002).	S-1	11/07/08	3.5

3.6	Amended Articles of Incorporation (11/03/2009).	8-K	11/06/09	3.1

4.1	Specimen Stock Certificate.	S-1	11/07/08	4.1

10.1	Engagement Letter - Jefferson Thachuk (5/15/2007).	S-1	11/07/08	10.1

10.2	Engagement Letter - Jefferson Thachuk (6/12/2008).	S-1	11/07/08	10.2

10.3	Engagement Letter - Jefferson Thachuk (8/21/2008).	S-1	11/07/08	10.3

10.4	Engagement Letter - Raven Kopelman.	S-1	11/07/08	10.4

10.5	Engagement Letter - John Omielan: (3/15/2007).	S-1	11/07/08	10.5

10.6	Engagement Letter - John Omielan: (1/04/2008).	S-1	11/07/08	10.6

10.7	Share Purchase Agreement with Coronus Energy Corp., Jefferson Thachuk, Mark Burgert, Raven Kopelman, David Holmes, Kenneth Bogas and John Omielan.	10-Q	11/02/09	10.7

10.8	Escrow Agreement between Insightfulmind Learning, Inc., Mark Burgert and Jefferson Thachuk.	8-K	11/06/09	10.1

10.9	Loan Agreement with Jefferson Thachuk.

10.10	Vacant Land Purchase Agreement – VIDAL.	10-Q/A-1	12/10/10	10.10

10.11	Vacant Land Purchase Agreement – TWENTYNINE PALMS.	10-Q/A-1	12/10/10	10.11

10.12	Stock Option Plan dated November 23, 2010.	POS AM	12/30/10	10.12

10.13	Vacant Land Purchase Agreement – VIDAL (December 19, 2010 Addendum).	POS AM	12/30/10	10.13

10.14	Vacant Land Purchase Agreement – TWENTYNINE PALMS (December 21, 2010 Addendum).	POS AM	12/30/10	10.14

10.15	Vacant Land Purchase Agreement – TWENTYNINE PALMS NORTH.	10-Q	2/14/11	10.15

10.16	Vacant Land Purchase Agreement – NEWBERRY SPRINGS.	10-Q	2/14/11	10.16

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10.17	Vacant Land Purchase Agreement – VIDAL (January 27, 2011 Addendum).	10-Q	2/14/11	10.17

10.18	Solar Power Systems Agreement.	8-K	4/01/11	10.1

10.19	SIS/FAS Study Agreement for Coronus 29 - PALMS NORTH 1.	8-K	6/21/11	10.1

10.20	SIS/FAS Study Agreement for Coronus 29-PALMS NORTH 2.	8-K	6/21/11	10.2

10.21	VIDAL Agreement Cancellation Instructions.	8-K	6/21/11	10.3

10.22	Installment Note – TWENTYNINE PALMS NORTH.	10-K	6/24/11	10.22

10.23	Vacant Land Purchase Agreement – TWENTYNINE PALMS (February 17, 2011 Addendum).	10-K	6/24/11	10.23

10.24	Vacant Land Purchase Agreement – NEWBERRY SPRINGS (February 22, 2011 Addendum).	10-K	6/24/11	10.24

10.25	Vacant Land Purchase Agreement – VIDAL (February 22, 2011 Addendum).	10-K	6/24/11	10.25

10.26	Installment Note – NEWBERRY SPRINGS.	10-K	6/24/11	10.26

10.27	Vacant Land Purchase Agreement – VIDAL (March 14, 2011 Addendum).	10-K	6/24/11	10.27

10.28	Vacant Land Purchase Agreement – TWENTYNINE PALMS NORTH (March 15, 2011 Addendum).	10-K	6/24/11	10.28

10.29	Vacant Land Purchase Agreement – TWENTYNINE PALMS NORTH (April 14, 2011 Addendum).	10-K	6/24/11	10.29

10.30	Vacant Land Purchase Agreement – VIDAL (April 14, 2011 Addendum).	10-K	6/24/11	10.30

10.31	Vacant Land Purchase Agreement – JOSHUA TREE EAST.	10-K	6/24/11	10.31

10.32	Vacant Land Purchase Agreement – VIDAL (May 15, 2011 Addendum).	10-K	6/24/11	10.32

10.33	Engagement Letter - Jefferson Thachuk (May 31, 2011).	10-K	6/24/11	10.33

10.34	Vacant Land Purchase Agreement – JOSHUA TREE EAST (June 3, 2011 Addendum).	10-K	6/24/11	10.34
		10-K	6/24/11	10.35
10.35	Loan Agreement with Jefferson Thachuk (June 20, 2011 Addendum).

10.36	SCG Advisory Agreement.	8-K	8/10/11	10.1

10.37	Installment Note – JOSHUA TREE EAST.	10-Q	11/14/11	10.37

10.38	Vacant Land Purchase Agreement – PHELAN EAST.	10-Q	11/14/11	10.38

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10.39	Cancellation Instructions – PHELAN EAST.	10-Q	11/14/11	10.39

10.40	Vacant Land Purchase Agreement – ADELANTO WEST.	10-Q	11/14/11	10.40

10.41	Vacant Land Purchase Agreement – APPLE VALLEY EAST.	10-Q	11/14/11	10.41

10.42	Vacant Land Purchase Agreement – YUCCA VALLEY EAST.	10-Q	11/14/11	10.42

10.43	Vacant Land Purchase Agreement – OAK HILLS SOUTH.	10-Q	11/14/11	10.43

10.44	Loan Agreement with Jefferson Thachuk (October 26, 2011 Addendum).	10-Q	11/14/11	10.44

10.45	Vacant Land Purchase Agreement – HESPERIA WEST.	10-Q	11/14/11	10.45

10.46	Loan Agreement with Jefferson Thachuk (February 8, 2012 Addendum).				X

10.47	SCG Advisory Agreement – (December 8, 2011 Addendum).				X

10.48	System Impact Study Agreement – CORONUS HESPERIA WEST 2.				X

10.49	System Impact Study Agreement – CORONUS YUCCA VALEY EAST 1.				X

10.50	System Impact Study Agreement – CORONUS YUCCA VALLEY EAST 2.				X

10.51	Vacant Land Purchase Agreement – ADELANTO WEST (November 17, 2011 Addendum).				X

10.52	Vacant Land Purchase Agreement – ADELANTO WEST (January 11, 2012 Addendum).				X

10.53	Vacant Land Purchase Agreement – APPLE VALLEY EAST (November 30, 2011 Addendum).				X

10.54	Vacant Land Purchase Agreement – APPLE VALLEY EAST (January 6, 2012 Addendum).				X

10.55	Vacant Land Purchase Agreement – HESPERIA WEST (Commission Agreement).				X

10.56	Vacant Land Purchase Agreement – HESPERIA WEST (December 13, 2011 Addendum).				X

10.57	Vacant Land Purchase Agreement – HESPERIA WEST (January 14, 2012 Addendum).				X

10.58	Vacant Land Purchase Agreement – HESPERIA WEST (February 2, 2012 Addendum).				X

10.59	Vacant Land Purchase Agreement – OAK HILLS SOUTH (December 15, 2011 Addendum)				X

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10.60	Vacant Land Purchase Agreement – OAK HILLS SOUTH (January 18, 2012 Addendum).				X

10.61	Cancellation Instructions – OAK HILLS SOUTH.				X

10.62	Vacant Land Purchase Agreement – YUCCA VALLEY EAST (Commission Agreement).				X

10.63	Vacant Land Purchase Agreement – YUCCA VALLEY EAST (December 3, 2011 Addendum).				X

10.64	Vacant Land Purchase Agreement – YUCCA VALLEY EAST (January 6, 2012 Addendum).				X

10.65	Secured Convertible Promissory Note – Russell Adair (February 2, 2012).				X

10.66	Warrant – Russell Adair (February 2, 2012).				X

14.1	Code of Ethics.	S-1	11/07/08	14.1

14.2	Amended Code of Ethics as of May 14, 2009.	10-K	6/05/09	14.2

31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant Section 302 of the Sarbanes-Oxley Act of 2002.				X

32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant Section 906 of the Sarbanes-Oxley Act of 2002.				X

99.1	Audit Committee Charter.	S-1	11/07/08	99.1

99.2	Amended Audit Committee Charter as of May 19, 2009.	10-K	6/05/09	99.2

99.3	Disclosure Committee Charter.	10-K	6/05/09	99.3

101.INS	XBRL Instance Document.				X

101.SCH	XBRL Taxonomy Extension – Schema.				X

101.CAL	XBRL Taxonomy Extension – Calculations.				X

101.DEF	XBRL Taxonomy Extension – Definitions.				X

101.LAB	XBRL Taxonomy Extension – Labels.				X

101.PRE	XBRL Taxonomy Extension – Presentation.				X

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities on this 14th day of February, 2012.

	CORONUS SOLAR INC.
	(Registrant)

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

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EXHIBIT INDEX

		Incorporated by reference			Filed
Exhibit	Document Description	Form	Date	Number	herewith
3.1	Articles of Incorporation.	10-K/A-2	12/10/10	3.1

3.2	Bylaws.	S-1	11/07/08	3.2

3.3	Amended Articles of Incorporation (8/13/2002).	S-1	11/07/08	3.3

3.4	Amended Articles of Incorporation (8/26/2002).	S-1	11/07/08	3.4

3.5	Amended Articles of Incorporation (9/20/2002).	S-1	11/07/08	3.5

3.6	Amended Articles of Incorporation (11/03/2009).	8-K	11/06/09	3.1

4.1	Specimen Stock Certificate.	S-1	11/07/08	4.1

10.1	Engagement Letter - Jefferson Thachuk (5/15/2007).	S-1	11/07/08	10.1

10.2	Engagement Letter - Jefferson Thachuk (6/12/2008).	S-1	11/07/08	10.2

10.3	Engagement Letter - Jefferson Thachuk (8/21/2008).	S-1	11/07/08	10.3

10.4	Engagement Letter - Raven Kopelman.	S-1	11/07/08	10.4

10.5	Engagement Letter - John Omielan: (3/15/2007).	S-1	11/07/08	10.5

10.6	Engagement Letter - John Omielan: (1/04/2008).	S-1	11/07/08	10.6

10.7	Share Purchase Agreement with Coronus Energy Corp., Jefferson Thachuk, Mark Burgert, Raven Kopelman, David Holmes, Kenneth Bogas and John Omielan.	10-Q	11/02/09	10.7

10.8	Escrow Agreement between Insightfulmind Learning, Inc., Mark Burgert and Jefferson Thachuk.	8-K	11/06/09	10.1

10.9	Loan Agreement with Jefferson Thachuk.

10.10	Vacant Land Purchase Agreement – VIDAL.	10-Q/A-1	12/10/10	10.10

10.11	Vacant Land Purchase Agreement – TWENTYNINE PALMS.	10-Q/A-1	12/10/10	10.11

10.12	Stock Option Plan dated November 23, 2010.	POS AM	12/30/10	10.12

10.13	Vacant Land Purchase Agreement – VIDAL (December 19, 2010 Addendum).	POS AM	12/30/10	10.13

10.14	Vacant Land Purchase Agreement – TWENTYNINE PALMS (December 21, 2010 Addendum).	POS AM	12/30/10	10.14

10.15	Vacant Land Purchase Agreement – TWENTYNINE PALMS NORTH.	10-Q	2/14/11	10.15

10.16	Vacant Land Purchase Agreement – NEWBERRY SPRINGS.	10-Q	2/14/11	10.16

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10.17	Vacant Land Purchase Agreement – VIDAL (January 27, 2011 Addendum).	10-Q	2/14/11	10.17

10.18	Solar Power Systems Agreement.	8-K	4/01/11	10.1

10.19	SIS/FAS Study Agreement for Coronus 29 - PALMS NORTH 1.	8-K	6/21/11	10.1

10.20	SIS/FAS Study Agreement for Coronus 29-PALMS NORTH 2.	8-K	6/21/11	10.2

10.21	VIDAL Agreement Cancellation Instructions.	8-K	6/21/11	10.3

10.22	Installment Note – TWENTYNINE PALMS NORTH.	10-K	6/24/11	10.22

10.23	Vacant Land Purchase Agreement – TWENTYNINE PALMS (February 17, 2011 Addendum).	10-K	6/24/11	10.23

10.24	Vacant Land Purchase Agreement – NEWBERRY SPRINGS (February 22, 2011 Addendum).	10-K	6/24/11	10.24

10.25	Vacant Land Purchase Agreement – VIDAL (February 22, 2011 Addendum).	10-K	6/24/11	10.25

10.26	Installment Note – NEWBERRY SPRINGS.	10-K	6/24/11	10.26

10.27	Vacant Land Purchase Agreement – VIDAL (March 14, 2011 Addendum).	10-K	6/24/11	10.27

10.28	Vacant Land Purchase Agreement – TWENTYNINE PALMS NORTH (March 15, 2011 Addendum).	10-K	6/24/11	10.28

10.29	Vacant Land Purchase Agreement – TWENTYNINE PALMS NORTH (April 14, 2011 Addendum).	10-K	6/24/11	10.29

10.30	Vacant Land Purchase Agreement – VIDAL (April 14, 2011 Addendum).	10-K	6/24/11	10.30

10.31	Vacant Land Purchase Agreement – JOSHUA TREE EAST.	10-K	6/24/11	10.31

10.32	Vacant Land Purchase Agreement – VIDAL (May 15, 2011 Addendum).	10-K	6/24/11	10.32

10.33	Engagement Letter - Jefferson Thachuk (May 31, 2011).	10-K	6/24/11	10.33

10.34	Vacant Land Purchase Agreement – JOSHUA TREE EAST (June 3, 2011 Addendum).	10-K	6/24/11	10.34
		10-K	6/24/11	10.35
10.35	Loan Agreement with Jefferson Thachuk (June 20, 2011 Addendum).

10.36	SCG Advisory Agreement.	8-K	8/10/11	10.1

10.37	Installment Note – JOSHUA TREE EAST.	10-Q	11/14/11	10.37

10.38	Vacant Land Purchase Agreement – PHELAN EAST.	10-Q	11/14/11	10.38

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10.39	Cancellation Instructions – PHELAN EAST.	10-Q	11/14/11	10.39

10.40	Vacant Land Purchase Agreement – ADELANTO WEST.	10-Q	11/14/11	10.40

10.41	Vacant Land Purchase Agreement – APPLE VALLEY EAST.	10-Q	11/14/11	10.41

10.42	Vacant Land Purchase Agreement – YUCCA VALLEY EAST.	10-Q	11/14/11	10.42

10.43	Vacant Land Purchase Agreement – OAK HILLS SOUTH.	10-Q	11/14/11	10.43

10.44	Loan Agreement with Jefferson Thachuk (October 26, 2011 Addendum).	10-Q	11/14/11	10.44

10.45	Vacant Land Purchase Agreement – HESPERIA WEST.	10-Q	11/14/11	10.45

10.46	Loan Agreement with Jefferson Thachuk (February 8, 2012 Addendum).				X

10.47	SCG Advisory Agreement – (December 8, 2011 Addendum).				X

10.48	System Impact Study Agreement – CORONUS HESPERIA WEST 2.				X

10.49	System Impact Study Agreement – CORONUS YUCCA VALEY EAST 1.				X

10.50	System Impact Study Agreement – CORONUS YUCCA VALLEY EAST 2.				X

10.51	Vacant Land Purchase Agreement – ADELANTO WEST (November 17, 2011 Addendum).				X

10.52	Vacant Land Purchase Agreement – ADELANTO WEST (January 11, 2012 Addendum).				X

10.53	Vacant Land Purchase Agreement – APPLE VALLEY EAST (November 30, 2011 Addendum).				X

10.54	Vacant Land Purchase Agreement – APPLE VALLEY EAST (January 6, 2012 Addendum).				X

10.55	Vacant Land Purchase Agreement – HESPERIA WEST (Commission Agreement).				X

10.56	Vacant Land Purchase Agreement – HESPERIA WEST (December 13, 2011 Addendum).				X

10.57	Vacant Land Purchase Agreement – HESPERIA WEST (January 14, 2012 Addendum).				X

10.58	Vacant Land Purchase Agreement – HESPERIA WEST (February 2, 2012 Addendum).				X

10.59	Vacant Land Purchase Agreement – OAK HILLS SOUTH (December 15, 2011 Addendum)				X

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10.60	Vacant Land Purchase Agreement – OAK HILLS SOUTH (January 18, 2012 Addendum).				X

10.61	Cancellation Instructions – OAK HILLS SOUTH.				X

10.62	Vacant Land Purchase Agreement – YUCCA VALLEY EAST (Commission Agreement).				X

10.63	Vacant Land Purchase Agreement – YUCCA VALLEY EAST (December 3, 2011 Addendum).				X

10.64	Vacant Land Purchase Agreement – YUCCA VALLEY EAST (January 6, 2012 Addendum).				X

10.65	Secured Convertible Promissory Note – Russell Adair (February 2, 2012).				X

10.66	Warrant – Russell Adair (February 2, 2012).				X

14.1	Code of Ethics.	S-1	11/07/08	14.1

14.2	Amended Code of Ethics as of May 14, 2009.	10-K	6/05/09	14.2

31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant Section 302 of the Sarbanes-Oxley Act of 2002.				X

32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant Section 906 of the Sarbanes-Oxley Act of 2002.				X

99.1	Audit Committee Charter.	S-1	11/07/08	99.1

99.2	Amended Audit Committee Charter as of May 19, 2009.	10-K	6/05/09	99.2

99.3	Disclosure Committee Charter.	10-K	6/05/09	99.3

101.INS	XBRL Instance Document.				X

101.SCH	XBRL Taxonomy Extension – Schema.				X

101.CAL	XBRL Taxonomy Extension – Calculations.				X

101.DEF	XBRL Taxonomy Extension – Definitions.				X

101.LAB	XBRL Taxonomy Extension – Labels.				X

101.PRE	XBRL Taxonomy Extension – Presentation.				X

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