10KSB 1 form10ksb

10K ANNUAL REPORT FOR THE FISCAL YEAR ENDED JUNE 30, 2008

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

(Mark One)
[X] Annual Report Pursuant To Section 13 Or 15(d) Of The Securities Exchange Act Of 1934
For the fiscal year ended June 30, 2008

[ ] Transition Report Under Section 13 Or 15(d) Of The Securities Exchange Act Of 1934
For the transition period from _____ to _____

COMMISSION FILE NUMBER; 000-52686

QUANTUM SOLAR POWER CORP.
(Name of small business issuer in its charter)


NEVADA	APPLIED FOR
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)


16 MIDLAKE BOULEVARD, 312
SE CALGARY AB.	T2X TX7
(Address of principal executive offices)	(Zip Code)


403-397-7211
Issuer's telephone number

Securities registered under Section 12(b) of the Exchange Act: NONE.

Securities registered under Section 12(g) of the Exchange Act:

Common Stock, $0.001 Par Value Per Share.

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

Check whether the issuer is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. [ ]

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

Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B contained in this form, and no disclosure will be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X]

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


Large accelerated filer	Accelerated filer
Non-accelerated filer (Do not check if a smaller reporting company)	Smaller Reporting Company X

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

State issuer’s revenues for its most recent fiscal year: $0

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of a specified date within the past 60 days: $892,000.00

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date. As of September 29, 2008 the Issuer had 117,300,000 Common shares outstanding

Transitional Small Business Disclosure Format (Check one): Yes [ ] No [ X ]


PART I
ITEM 1.		BUSINESS
ITEM 1A.		RISK FACTORS
ITEM 2.		PROPERTIES
ITEM 3.		LEGAL PROCEEDINGS
ITEM 4.		SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
PART II
ITEM 5.		MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
ITEM 6.		SELECTED FINANCIAL DATA
ITEM 7.		MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
ITEM 7A.		QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
ITEM 8.		FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
ITEM 9.		CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
ITEM 9A.		CONTROLS AND PROCEDURES
ITEM 9B.		OTHER INFORMATION
PART III
ITEM 10.		DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSONS AND CORPORATE GOVERNANCE COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT.
ITEM 11.		EXECUTIVE COMPENSATION
ITEM 12.		SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
ITEM 13.		CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
ITEM 14.		PRINCIPAL ACCOUNTANT FEES AND SERVICES
PART IV
ITEM 15.		EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
		SIGNATURES

PART I

Certain statements contained in this Annual Report on Form 10-K constitute "forward-looking statements". These statements, identified by words such as “plan”, "anticipate", "believe", "estimate", "should," "expect" and similar expressions include our expectations and objectives regarding our future financial position, operating results and business strategy. These statements reflect the current views of management with respect to future events and are subject to risks, uncertainties and other factors that may cause our actual results, performance or achievements, or industry results, to be materially different from those described in the forward-looking statements. Such risks and uncertainties include those set forth under the caption "Management's Discussion and Analysis or Plan of Operation" and elsewhere in this Form 10-K. We advise you to c arefully review the reports and documents we file from time to time with the Securities and Exchange Commission (the “SEC”), particularly our Quarterly Reports on Form 10-Q and our Current Reports on Form 8-K.

As used in this Annual Report, the terms "we", "us", "our", Quantum” and the “Company” mean Quantum Solar Power Corp., unless otherwise indicated. All dollar amounts in this Annual Report are expressed in U.S. dollars unless otherwise indicated.

ITEM 1. DESCRIPTION OF BUSINESS.

Corporate Background

Quantum Solar Power Corp. formerly, QV, Quantum Ventures, Inc. formerly Quantum Ventures, Inc. is a corporation formed under the laws of the State of Nevada on, April 14, 2004 whose principal executive offices are located in Calgary Alberta, Canada. Our principal business is the development, and future marketing and of a software product called Mediflow as well, we have acquired a license to manufacture and market Solar Energy products.

The Company became a reporting issuer on June 13, 2007

On June 16, 2008 share holders approved the name change to Quantum Solar Power Corp.

. Recent Corporate Developments Prior to June 30, 2008

Our shares of common stock commenced trading on the OTC Bulletin Board under the symbol “QTMV in September, 2007 and we have since changed our name to Quantum Solar Power Corp. and trade under the symbol QSPW on the OTC Bulletin Board.

On November 26, 2007, Mr. Ronald Nittritz resigned from the Board of Directors and also resigned his capacity as Secretary, Treasurer of the Company.

On November 27, 2007 Mr Graham Hughes was appointed as a director and Secretary, Treasurer of Quantum Ventures, Inc. (the “Company”).

On January 18, 2008 the Board of Directors of the registrant passed unanimously a resolution authorizing a forward split of the authorized and issued and outstanding common shares on a eight to one (8 – 1) basis bringing the total common shares issued and outstanding to 117,200,000 and authorized common shares to 400,000,000

On April 15, 2008, QV, Quantum Ventures, Inc. (the "Registrant") entered into a License agreement ( “The Agreement”) with Canadian Integrated Optics International Ltd. of Douglas, Isle of Man (CIOI), to manufacture and market CIOI’s patent pending solar technology. On May 7, 2008 the Agreement was subsequently Amended and executed by CIOI and on May 16, 2008 the agreement was executed by QV, Quantum Ventures, Inc. Closing of this agreement will occur on or about June 16, 2008 and is subject to certain terms and conditions. The Purchase Price for the license shall be paid in Cash, Shares of the Company’s common stock and a 5% royalty.

About Our Business

We are a development stage company. We have produced no revenues to date, and have not begun revenue producing activities. We have had extremely limited operations and have relied on the sale of our securities and loans or capital infusions from our officers and directors to fund our operations to date. Our auditors have included in their report covering our financial statements for the period from incorporation to June 30, 2008, that there is substantial doubt about our ability to continue as a going concern. Our business plan is to further develop and commercialize the MediFlow Software Program, a medical tracking software program that will assist healthcare professionals in diagnosing and recommending treatment for patients. Mediflow scans keywords of a healthcare professional’s input and compares it to an indexed database utilizing both Heuristic and Boolean logical algorithms. The software compares the disease database looking for matching symptoms, analyzes the true phase (during current treatment), and the medications or other treatments being used. It then matches the results with models found in the database, flagging any abnormalities in both the diagnosis and treatment, and suggesting a solution.

MediFlow has the capability to also provide third-party specialists with HIPAA-compliant access to patient information for their review and recommendations. Access can be provided through the interactive use of text, audio, pictures or video both encapsulated and streaming; currently, the software supports both Audio and Visual access through .wav files, allowing it to also interface with third party software to make these features functional.

Software functionality is dependent on the accurate input of patient data. Software gateways are open to add modules to and for database integration, by permitting searches of the healthcare professional’s database and third-party databases. We may lease or acquire a third party data base to improve existing functionality for marketing purposes. At present, costs associated with such lease or acquisition is not known. We plan to market our software as a service to Doctors and other health professionals in the U.S. and Canada. We plan to further develop our software program as an easy to use, functional, responsive and integrated program that focuses on the needs of the Heath Care community.

About Our License Agreement

This Agreement shall become effective on the Effective Date, and shall extend for an initial term of five (5) years (the “Term”) with an additional option for another five years at the sole discretion of the Licensee ( 10 years without notice required ) or other longer period that is mutually agreed upon by both parties in writing and shall automatically be renewed on an annual basis unless, either of the Parties by notice in writing at least thirty (30) days before the expiration of the initial term or any renewal hereof, shall advise the other party of its desire to terminate.

About the Solar Industry

Energy is the most critical issue of the new century. Energy is a necessary part of the solution to all of the other great problems of our age which include access to clean water, wholesome food, a sustainable environment, an end to poverty, widely available education, democracy and a stable population. There are a variety of ways in which electrical energy can be generated; many involve burning fossil fuels (coal, oil, natural gas etc.) with the concerns regarding CO2 and related climate change is becoming a less acceptable solution. Nuclear power is also useful for creating inexpensive electricity; however the concerns about safety and the long term disposal of radioactive wastes have meant that few new plants are being built during a period of rapidly expanding demand. Renewable energy is the fastest growth segment of the electrical generation market. Therefore, it would seem that solar p ower will ultimately be the solution to the energy needs of the world. However, in 2007 solar power is still not ready for every day commercial deployment. This is due to the cost of installing such systems and therefore, the cost of the electrical energy they generate being much higher than the current alternatives. All currently available solar technologies rely on the photoelectric effect, in which an incoming solar photon knocks an electron from a bound orbit in a semi conducting material such as silicon and then is collected through a conducting layer to be delivered as electrical current to a load. The current commercially available technology for direct conversion of sunlight to electrical energy (PV solar) is capable of somewhere between 5% and 15% conversion efficiency. This means that for every 1000 Watts of incident full sunlight (which is the approximate value for one square meter of the earths’ surface) a commercially available panel today will put out between 50 and 200 watts of electricity. The number of hours in a day, on average, in which the sun shines at maxim brightness varies across the face of the earth. In the lower latitudes it can be as high as 8 hours per day and in more northerly climates it can be as low as 2 or 3 hours daily, on average, throughout the year.

When the efficiency of the solar panel is combined with the availability of sunlight one begins to get to the business proposition of solar panels, that is: what quantity of electrical energy is produced yearly for how much investment in the solar system. Presently, this equation does not provide a viable economic model (without considerable government subsidy) for the deployment of solar power due to the high costs and low efficiencies of the available cell and panel solutions. CIO has developed a proprietary technique for converting the suns radiation into electrical current that does not operate as all other available technologies do via the photoelectric effect as described by Albert Einstein more than 100 years ago.

Market Opportunities:

The electric power industry is one of the world’s largest industrial segments, with annual revenue of approximately $1.06 trillion in 2004, according to Datamonitor. Global electricity demand has grown consistently at a rate between 2% and 5% annually for the past decade, according to the Energy Information Administration of the United States Department of Energy, or EIA. Worldwide demand for electricity is expected to increase from 14.3 trillion kilowatt hours in 2003 (implying an average selling price of $.075 per kilowatt hour) to 26.0 trillion kilowatt hours by 2025, according to the United States Department of Energy’s International Energy Outlook. New investments in generation, transmission and distribution to meet growth in the demand for electricity, excluding investments in fuel supply, are expected to total roughly $10 trillion by 2030, according to the IEA.

For the sake of comparison, the total world demand for electrical energy of 14.3 Trillion KW Hrs/year would involve the annual solar irradiance on a piece of desert land near the equator of approximately 85 Km on a side and assuming the CIO panels were used with 30% efficiency the entire world electrical demand could be met with panels covering a similar square of 155 Km on a side. Assuming that such panels could be manufactured for $1/Wp and that for each 1 Wp a total of 2 KWHrs/yr of electricity is derived then all of the panels required to generate present total world electricity needs of $14.3 T KWhrs/yr could be produced for $7.1 Trillion. Amortizing this over the 30 year life of the panels would give $0.016/KWhr.

Our Growth Strategies

Quantum Solar Power Corp. intends to be a manufacturer and marketer of solar panels based on the unique and patent pending solar technology. Multiple solar panels each of approximately 1 square meter in size will be used by customers to create large arrays of electricity generating capacity, when combined with other products will allow for the creation and transmission of electricity either for consumption by the owner or for selling to a utility. The process for manufacturing is based on known techniques in nanotechnology including guided self assembly and bottom up processing. It is expected therefore that in comparison with semiconductor patterning techniques which are used in standard solar cell manufacture that the capital equipment will be less expensive to purchase and to operate and that operating yields will be improved thus contributing to lower per panel costs.

Competitive Advantages:

There are several competitive advantages through the use of solar energy as opposed to the current forms of energy being used today they are as follows:

Environmental Advantage.

Solar power is one of the most benign electric generation resources. Solar cells generate electricity without air or water emissions, noise, vibration, habitat impact or waste generation.

Fuel Risk Advantage.

Unlike fossil and nuclear fuels, solar energy has no fuel price volatility or delivery risk. Although there is variability in the amount and timing of sunlight over the day, season and year, a properly sized and configured system can be designed to be highly reliable while providing long-term, fixed price electricity supply.

Location Advantage.

Unlike other renewable resources such as wind power and hydroelectric, solar power is generally located at a customer site due to the universal availability of sunlight. As a result, solar power limits the expense of and energy losses associated with, transmission and distribution from large scale electric plants to the end users. For most residential consumers seeking an environmentally friendly power alternative, solar power is the only viable choice because it can be located in urban and suburban environments.

Retail Rate Benchmark Advantage.

Unlike biomass, geothermal, hydroelectric and wind power generation which are location-dependent and sell primarily to the wholesale market, solar power competes with retail prices as it is customer-sited and supplements a customer’s electricity purchased at retail rates from the utility network.

Peak Energy Generation Advantage.

Solar power is well suited to match peak energy needs as maximum sunlight hours generally correspond to peak demand periods when electricity prices are at their highest. These characteristics increase the value of solar power as compared to other renewable resources that do not align with peak demand periods.

Modularity.

Solar power products can be deployed in many sizes and configurations to meet the specific needs of the customer.

Reliability.

With no moving parts and little required maintenance, solar power systems are among the most reliable forms of electricity generation.

Recent Corporate Developments Subsequent to June 30, 2008

We have experienced no significant developments since the completion of our fiscal year ended June 30, 2008

Intellectual Property

To date, we have not been granted any patents, trademarks, franchises, concessions or labor contracts at this time, however, we are in the process of making application for trademarks in Canada and the United States and in the future other jurisdictions, and have no assurance of our ability to continue to use such names in association with the sale of our products and services.

In the future we will enter into confidentiality and proprietary rights agreements with our employees, consultants and other third parties and control access to software, documentation and other proprietary information and will apply for other protections in the form of patents and copyrights if applicable, in order to fully protect our proprietary software. Failure to provide adequate protection our proprietary rights could expose us to infringement of our rights by other parties and could offer similar services, significantly harming our competitive position and decreasing our revenues.

Government Regulation

We currently do not require approval of any government to offer our products and services. We do not expect that there will be any governmental regulations on our business. We will voluntarily refuse to accept orders from the following countries: Afghanistan, Angola, Cuba, Democratic People's Republic of Korea [North Korea], Eritrea, Federal Republic of Yugoslavia [Serbia and Montenegro], Iran, Iraq, Liberia, Libya, Myanmar [Burma], Rwanda, Sierra Leone, Syria, and Sudan.

We expect no costs or effects of compliance of federal, state and local environmental laws on our business.

Employees

We have two part-time employees, our President, Mr. Ross who dedicates about 20 hours per week to our business and Mr. Hughes our Secretary, dedicates his time on an as needed basis to our business

Subsidiaries

We have no subsidiaries.

ITEM 1A RISK FACTORS

We Have Yet To Attain Profitable Operations And Because We Will Need Additional Financing To Fund Continued Development and The Successful Production, Marketing And Sales Of The Mediflow Software Product and to Produce and Market Solar Energy Products.

We have incurred a net loss of $258,006 for the period from inception to June 30, 2008, and have earned no revenues to date. We expect to lose more money as we spend additional capital to ultimately produce and market the Mediflow software product and produce and market solar energy roducts which we are licensed to do, and establish our infrastructure and organization to support anticipated operations. We cannot be certain whether we will ever earn a significant amount of revenues or profit, or, if we do, that we will be able to continue earning such revenues or profit. Also, any economic weakness may limit our ability to continue development and ultimately market our products and services.

Any of these factors could cause our stock price to decline and result in investors losing a portion or all of their investment. These factors raise substantial doubt that we will be able to continue as a going concern. We have cash in the amount of approximately $41,994 as of June 30, 2008.

We presently do not have sufficient cash on hand to fund our proposed expenditures beyond the next twelve months and will require additional financing. Further marketing, production and manufacturing work will also require additional funding in the event that our cash on hand is insufficient for any additional work proposed. We currently do not have any arrangements for financing and we may not be able to obtain financing when required.

Our financial statements included with this Annual Report have been prepared assuming that we will continue as a going concern. If we are not able to earn revenues, then we may not be able to continue as a going concern and our financial condition and business prospects will be adversely affected. These factors raise substantial doubt that we will be able to continue as a going concern and adversely affect our ability to obtain additional financing.

Our Short Operating History Makes our Business Difficult To Evaluate, Accordingly, We Have A Limited Operating History Upon Which To Base An Evaluation Of Our Business And Prospects.

Our business is in the early stage of development and we have not generated any substantial revenues or profit to date. We commenced our operations in April, 2004. We are presently engaged in the development, of the Mediflow software program. Unless we are able to secure adequate funding, we may not be able to successfully continue development and market the Mediflow software product and our business will most likely fail. Because of our limited operating history, investors may not have adequate information on which they can base an evaluation of our business and prospects. To date, we have done the following:


	(i)	Completed organizational activities;
	(ii)	Developed a business plan;
	(iii)	Obtained interim funding;
	(iv)	Engaged consultants for professional services;
	(v)	Produced an initial version of Mediflow;

In order to establish ourselves as a manufacturer of Mediflow software, we are dependent upon continued funding and the successful production, marketing and sales of the Mediflow software product. Failure to obtain funding for continued development and marketing would result in us having difficulty establishing sales or achieving profitability. Investors should be aware of the increased risks, uncertainties, difficulties and expenses we face as a development stage company and our business may fail and investors may lose their entire investment.

We have a limited operating history upon which to base an evaluation of our business and prospects. Our business and prospects must be considered in light of the risks, expenses and difficulties frequently encountered by companies in their early stage of development, particularly companies in new and rapidly evolving markets such as electronic commerce. These risks include: the initial completion of a developed product, the demand for the company’s product, the company’s ability to adapt to rapid technological change, the level of product and price competition, the company’s success in setting up and expanding distribution channels and whether the company can develop and market new products and control costs.

To address these risks, we must successfully implement our business plan and marketing strategies. We may not successfully implement all or any of our business strategies or successfully address the risks and uncertainties that we encounter. We have no history of earning revenues and there is no assurance that we will be able to generate revenues from sales or that the revenues generated will exceed the operating costs of our business.

Operating Results Are Difficult To Predict, With The Result That We May Not Achieve Profitability And Our Business May Fail.

Our future financial results are uncertain due to a number of factors, many of which are outside our control. These factors include:

Our ability to successfully market Mediflow and solar energy products and attract customers;

Our ability to generate revenue through the sales of Mediflow and solar energy products;

The amount and timing of costs relating to expansion of our operations;

The announcement or introduction of competing distributors and products of competitors; and

General economic conditions and economic conditions specific to the internet and electronic commerce.

The Company believes that it can compete favorably on these factors. However, the Company will have no control over how successful its competitors are in addressing these factors. These factors could negatively impact on our financial results, with the result that we may not achieve profitability and our business may fail.

We Will Require Additional Financing And May Not Be Able To Continue Operations If Additional Financing Is Not Obtained.

As of June 30, 2008, we had cash in the amount of approximately $41,994. Our total expenditures over the next twelve months are anticipated to be approximately $310,000, the majority of which is due to the development and marketing of our products and general, legal, accounting and administrative expenses associated with our reporting obligations under the Exchange Act. Depending on the success of our initial marketing efforts, we estimate that we will require further funding to implement an advertising campaign to establish and enhance awareness of our products.

The accompanying financial statements have been prepared assuming that we will continue as a going concern. As discussed in Note 1 of our June 30, 2008 financial statements, we are in the development stage of operations, have had losses from operations since inception, and have nominal revenues and insufficient working capital available to meet ongoing financial obligations over the next fiscal year. After the twelve month period, we will require additional financing for any operational expenses and to pursue our plan of operation. We will require additional capital and financing in order to continue otherwise our business will fail. We have no agreements for additional financing and there can be no assurance that additional funding will be available to us on acceptable terms in order to enable us to complete our plan of operation.

We Will Depend On Recruiting And Retaining Qualified Personnel And The Inability To Do So Would Seriously Harm Our Business.

Our success is dependent in part on the services of certain key management personnel, including Desmond Ross, our President, and Graham Hughes our Secretary and Treasurer. We presently do not have a management agreement with Mr. Ross or Mr. Hughes. We do not have any agreements with any third parties providing services to us. The experience of these individuals is an important factor contributing to our success and growth and the loss of one or more of these individuals could have a material adverse effect on our company. Our future success also depends on our attracting, retaining and motivating highly skilled personnel and we may be unable to retain our key personnel or attract, assimilate or retain other highly qualified personnel in the future.

We may also experience difficulty in hiring and retaining highly skilled consultants with appropriate qualifications. We are materially dependent on our financial consultant. If we are unable to retain the services of this consultant, or if we are unable to attract a qualified employee or financial consultant, we may be unable to prepare financial statements, which could cause our business to fail. Even if we invest significant resources to recruit, train and retain qualified personnel, we may not be successful in our efforts.

Because Our Directors Have Only Agreed To Provide Their Services On A Part-Time Basis, They May Not Be Able Or Willing To Devote A Sufficient Amount Of Time To Our Business Operations, Causing Our Business To Fail.

Our directors and officers are employed on a full time basis by other companies. Because we are in the early stages of our business, Mr. Ross, our President, is not expected to spend a significant amount of time on our business. Mr. Ross expects to expend approximately 20 hours per week on our business. Competing demands on their time may lead to a divergence between their interests and the interests of other shareholders. Should our business develop faster than anticipated, the officer and directors may not be able to devote sufficient time to the operation of the business to ensure that it continues as a going concern. Even if this lack of sufficient time of our management is not fatal to our existence, it may result in limited growth and success of the business.

We May Become Liable For Defects Or Licensing Issues That Arise In The Mediflow Software And This Could Negatively Affect Our Business.

Since we plan to sell the Mediflow software through our website and on CD-Rom, we may become liable for any defects that exist in the Mediflow software, or any licensing issues that may arise, such as, but not limited to, patent and copyright disputes. If we are deemed to be liable for any defects or licensing issues, this will have a material adverse impact on our financial condition and results of operation.

Because We Are Significantly Smaller And Less Established We May Lack The Financial Resources Necessary To Compete Effectively And Sustain Profitability.

Our future success depends on our ability to compete effectively with other distributors of products similar to the Mediflow software product and our solar products. Many of these competitors are more established, offer more products, services and features, have a greater number of clients, locations, and employees, and also have significantly greater financial, technical, marketing, public relations, name recognition, and other resources than we have. While our objective is to continue to develop our products, if we do not compete effectively with current and future competitors, we may not generate enough revenue to be profitable. Any of these factors could cause our stock price to decline and result in investors losing a portion or all of their investment.Increased competition may result in increased operating costs and the inability to generate revenues, any one of which could materially adversely affect our business, r esults of operations and financial condition. Many of our current and potential competitors have significantly greater financial, marketing, customer support, technical and other resources than us. As a result, such competitors may be able to attract potential customers away from us, and they may be able to devote greater resources to the development and promotion of their products than we can.

We Do Not Intend To Pay Dividends In The Near Future.

Our board of directors determines whether to pay dividends on our issued and outstanding shares. The declaration of dividends will depend upon our future earnings, our capital requirements, our financial condition and other relevant factors. Our board does not intend to declare any dividends on our shares for the foreseeable future.

Enforcement Of Legal Process May Be Difficult.

All members of our Board of Directors and management reside in Canada. As well, our head office is located in Canada. Accordingly, service of process upon individuals related to us may be difficult or impossible to obtain within the United States. In addition, because all of our assets are located outside of the United States, any judgment obtained in the United States against us may not be collectible within the United States.

Our Business Is Exposed To Foreign Currency Fluctuations Causing Negative Changes In Exchange Rates To Result In Greater Costs.

A portion of our revenue, expenses and capital spending will be transacted in Canadian dollars. We do not have a foreign currency hedging program in place. Due to the unpredictable behavior of foreign currency exchange rate fluctuations we cannot assure that this will not have a material adverse impact on our financial condition and results of operation.

Our Auditors Have Expressed Substantial Doubt About Our Ability To Continue As A Going Concern.

The accompanying financial statements have been prepared assuming that we will continue as a going concern. As discussed in Note 1 to the financial statements, we were recently incorporated on April 14, 2004, and we do not have a history of earnings, and as a result, our auditors have expressed substantial doubt about our ability to continue as a going concern. Continued operations are dependent on our ability to complete equity or debt financings or generate profitable operations. Such financings may not be available or may not be available on reasonable terms. Our financial statements do not include any adjustments that may result from the outcome of this uncertainty.

ITEM 2. DESCRIPTION OF PROPERTY.

The mailing address of our business is 16 Midlake Boulevard, Suite 312

SE Calgary AB T2X 2X7 Our President provides office space to us at no charge. The cost of the donated premises is valued at $0 per month on our financial statements. We rent web space on the Internet at http://www.medi-flow.com, http://www.quantumsolarpower.com, and http://www.qspc.com, from our hosting provider Network Solutions for $15 per month. We own the mentioned In ternet domain name providing we pay the ongoing annual fees of approximately $25 per year. We have no mortgage or lien on any of our property.

Our office space is approximately 200 sq. ft. and contains a desk, chair, computer, printer, facsimile machine All physical assets in our office are loaned to us by Mr. Ross at no cost to us. Our property is adequate, suitable, has enough capacity to operate our business and is in good condition.

We own no real estate holdings and we have no policy to acquire assets for possible capital gain or income.

ITEM 3. LEGAL PROCEEDINGS.

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

On June 16, 2008 shareholders of the Company confirmed and ratified the following items by way of Proxy Statement.

Elect the Company's Board of Directors to hold office until the Company's Annual

Meeting of Stockholders in 2009 or until his successor is duly elected and qualified; and

Ratify the appointment of Jewett Schwartz, Wolfe and Associates as the Company's

independent certified public accountant; and

Ratify the name change from QV, Quantum Ventures, Inc. to Quantum Solar Power

Corp., to be effective as of the filing of an amendment to the Company's Articles of

Incorporation with the Nevada Secretary of State.

PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Market Information


QUARTER	HIGH ($)	LOW ($)
1st Quarter 2007	$0	$0
2nd Quarter 2007	$0	$0
3rd Quarter 2008	$4.65	$5.70

Holders of Common Stock

As of June 30, 2008, there were 25 registered shareholders of our common stock.

Dividends

We have not declared any dividends on our common stock since our inception. There are no dividend restrictions that limit our ability to pay dividends on our common stock in our Articles of Incorporation or bylaws. Chapter 78 of the Nevada Revised Statutes (the “NRS”), does provide certain limitations on our ability to declare dividends. Section 78.288 of Chapter 78 of the NRS prohibits us from declaring dividends where, after giving effect to the distribution of the dividend:

Recent Sales Of Unregistered Securities

As of June 30, 2008 we have sold 100,000 common shares of unregistered securities via private placement to 4 individuals on April 15, 2008 the total proceeds received by the Company was $200,000, no commissions were paid.

ITEM 6 SELECTED FINANCIAL DATA

Summary of Statements of Operations of QSPC

Year Ended June 30, 2007 and 2006



	June 30, 2008		June 30, 2007
Sales	$	Nil	$	Nil
Gross Profit	$	Nil	$	Nil
Net Income	$	Nil	$	Nil
Net Income Per Share, diluted	$	Nil	$	Nil

Summary of Balance Sheets of QSPC as at June 30, 2008 and 2007



	June 30, 2008		June 30, 2007
Working Capital	$	34,494		526
Total Assets	$	41,994		8,026
Stockholders’ Equity	$	34,494		526

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this Management's Discussion and Analysis or Plan of Operation and other sections of this Annual Report constitute "forward-looking statements". These statements, identified by words such as “plan”, "anticipate", "believe", "estimate", "should", "expect" and similar expressions include our expectations and objectives regarding our future financial position, operating results and business strategy. These statements reflect the current views of management with respect to future events and are subject to risks, uncertainties and other factors that may cause our actual results, performance or achievements, or industry results, to be materially different from those described in the forward-looking statements. We advise you to carefully review the reports and documents we file from time to time with the SEC, particularly our Qua rterly Reports on Form 10-Q and our Current Reports on Form 8-K.

PLAN OF OPERATION

Financial Plan

As of June 30, 2008 we had a cash balance $41,994 and have earned no revenue from operations. Since our inception on April 14, 2004 to June 30, 2008 we have raised $292,500 in equity financing via distributions of unregistered securities to Canadian investors using exemptions provided under Regulation S and under British Columbia, Alberta and Saskatchewan Multilateral Instrument 45-103 Part 2 in Canada. During the next twelve months we will need additional funds and we are seeking these additional funds via, private placements or loans from our sole officer and director or current shareholders or potentially an initial public offering. No arrangements for additional funds have been completed.

Website Development Plan

The development of our websites is ongoing and we anticipate being online in November 2008, with the cost of the websites development anticipated at $7,000. Our websites will be located on the Internet at http://www.medi-flow.com. http://www.quantumsolarpower.com, and http://www.qspc.com. Our Mediflow website will allow our customers to purchase Mediflow online as well as try out the product prior to purchasing. Customers will be able select either US or Canadian funds to pay for their purchase. We will offer payment options by check/money order or PayPal. PayPal is an online payment service owned by eBay Inc. PayPal's website is located on the Internet at http://www.paypal.com. Our Quantum Solar Power Website will supply information on our products, our company and the solar energy industry. Once completed we do not anticipate having to develop our website further within the next twelve months.

Website Hosting Plan

Our websites will be hosted by Network Solutions and will be charging us $45 per month to host our websites. Over the next twelve months the cost of hosting our website will be $540.

Accounting and Audit Plan

We intend to continue to have our outside consultant assist in the preparation of our quarterly and annual financial statements and have these financial statements reviewed or audited by our independent auditor. Our outside consultant charges us $200 to assist in the preparation of our quarterly financial statements and $200 to assist in the preparation of our annual financial statements. Our independent auditor charges us approximately $2,500 to review our quarterly financial statements and approximately $7,500 to audit our annual financial statements. In the next twelve months, we anticipate spending approximately $15,800 to pay for our accounting and audit requirements.

Plan of Operation

On June 8, 2007 our Prospectus on Form SB-2 became effective, and became a reporting issuer on June 13, 207. As a result, we continue to file documents with the US Securities and Exchange Commission on a quarterly basis. We expect to incur filing costs of approximately $750 per quarter to support our quarterly and annual filings.

During the next 12 months, our business plan is to continue to develop, maintain and promote Mediflow to potentially earn revenues from its sales. We anticipate that any additional funding will come from equity financing from the sale of our common stock. If we are successful in completing an equity financing, existing shareholders will experience dilution of their interest in our company. We do not have any financing arranged and we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock to continue the transition into Mediflow. In the absence of such financing, our business will fail. We are presently in the development stage of our business and we can provide no assurance that we will be able to generate revenues from sales or that the revenues generated will exceed the operating costs of our business. We have no employees as of June 30, 2008. We wil l conduct our business largely through agreements with consultants and arms-length third parties. We do not intend to hire any employees over the next twelve months.

Due to our lack of operating history and present inability to generate revenues, our auditors have stated their audit report included in our audited financial statements for the year ended June 30, 2008 that there currently exists substantial doubt about our ability to continue as a going concern.

We anticipate that we will incur over the next twelve months the following expenses:

Category

Planned Expenditures Over
The Next 12 Months (US$)

Professional Fees

$40,000

Office and related Expenses

$15,000

Software development

$255,000

TOTAL

$310,000

Our total expenditures over the next twelve months are anticipated to be approximately $310,000. Our cash on hand as of June 30, 2008 is $ 41,994. We do not have insufficient cash on hand to pay the costs of marketing the Mediflow and its further development, initial production. We will require additional financing in order to proceed with any additional work, marketing and initial manufacturing.

RESULTS OF OPERATIONS

For the period from inception on April 14, 2004 to June 30, 2008, we have not earned any operating revenue. We had an accumulated net loss of $258,006since inception. We incurred total expenses of $258,006 since inception.

We have not earned any revenues since inception. We do not anticipate earning revenues until such time as we complete further development, marketing and production of the Mediflow software program. We are presently in the development stage of our business and we can provide no assurance that we will be able to generate revenues from sales of our product or that the revenues generated will exceed the operating costs of our business.

Administrative Expenses

We have incurred administrative expenses in the amount of $ 152,006 for the period from April 14, 2004 (inception) to June 30, 2008. Administrative expenses for this period included the following expenses:


	Period From Inception	Fiscal Year Ended	From Date of Inception
Administrative Expenses	to June 30, 2008	June 30, 2007	to June 30, 2008
Amortization	-	-	-
Donated Rent	-	-	-
Donated Services	-	-	-
General and Administrative	66,032	15,652	152,006
Impairment loss on equipment	100,000	-	106,000
Total Administrative Expenses	66,032	15,652	152,006

We anticipate our operating expenses will increase as we undertake our plan of operation. The increase will be attributable to our development, promotion and ultimately the production of our Mediflow software program and developing our license agreement and any costs associated with the transition into our license agreement. We anticipate our ongoing operating expenses will also increase as a result of our ongoing reporting requirements under the Exchange Act.

Net Loss

We incurred a loss in the amount of $258,006 for the period from inception to June 30, 2008. Our loss was attributable to the costs of operating expenses which primarily consisted of acquisition costs, professional fees paid in connection with Acquiring our assets, preparing and filing our Registration Statement, Quarterly and Annual reports.

Liquidity and Capital Resources


Working Capital

	At June 30, 2008	At June 30, 2007
Current Assets	41,994	8,026
Current Liabilities	7,500	7,500
Working Capital (Deficit)	34,494	526

Cash Flows		Year Ended June30
		2008	2007
Cash Flows Used In Operating Activities
Cash Flows Used In Investing Activities
Cash Flows Provided By Financing Activities
Net Increase In Cash During Period

As at June 30, 2008, we had cash of $41,994 and a working capital deficit of $258,006. In addition, once we have completed our twelve month plan for developing and marketing our products, depending on the success of our initial marketing efforts, we will require additional funds to implement an advertising campaign to establish and enhance awareness of the Mediflow software program. The decreases in our working capital at June 30, 2008 from our year ended June 30, 2006 are primarily a result of the increased proceeds from issuance of common stock. The increase in our cash used during the period ended on June 30, 2008, from the comparable periods of the preceding fiscal years are due to the cost of our acquisition of the license agreement and our professional fees related to the acquisition thereto and from the fact that we had no significant revenue on June 30, 2008.

Future Financings

As of June 30, 2008, we had cash on hand of $41,994. Since our inception, we have used our common stock to raise money for our operations and for our acquisition. We have not attained profitable operations and are dependent upon obtaining financing to pursue our plan of operation. For these reasons, our auditors stated in their report to our audited financial statements for the year ended June 30, 2008, that there is substantial doubt that we will be able to continue as a going concern.

We have no revenues to date from our inception. We anticipate continuing to rely on equity sales of our common stock in order to continue to fund our business operations. Issuances of additional shares will result in dilution to our existing stockholders. There is no assurance that we will achieve any of additional sales of our equity securities or arrange for debt or other financing for to fund our planned business activities.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources

CRITICAL ACCOUNTING POLICIES

The preparation of financial statements in conformity with generally accepted accounting principles requires our management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Our management routinely makes judgments and estimates about the effects of matters that are inherently uncertain.

We have identified certain accounting policies, described below, that are most important to the portrayal of our current financial condition and results of operations. Our significant accounting policies are disclosed in Note 2 to the audited financial statements included in this Annual Report.

Property and Equipment

Property and equipment is recorded at cost and was being amortized on a straight-line basis over the estimated life of two years.

Long-Lived Assets

In accordance with Financial Accounting Standards Board (“FASB”) Statement of Financial Accounting Standards (“SFAS”) No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets”, the carrying value of intangible assets and other long-lived assets is reviewed on a regular basis for the existence of facts or circumstances that may suggest impairment. The Company recognizes impairment when the sum of the expected undiscounted future cash flows is less than the carrying amount of the asset. Impairment losses, if any, are measured as the excess of the carrying amount of the asset over its estimated fair value.

Revenue Recognition

The Company recognizes revenue from the sale of pre-packaged software products in accordance with Securities and Exchange Commission Staff Accounting Bulletin No. 104 (“SAB 104”), “Revenue Recognition in Financial Statements”. Revenue consists of the sale of pre-packaged software products and is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, the product is shipped, and collectibility is reasonably assured.

Website Development Costs

The Company recognizes the costs associated with developing a website in accordance with the American Institute of Certified Public Accountants (“AICPA”) Statement of Position (“SOP”) No. 98-1, “Accounting for the Costs of Computer Software Developed or Obtained for Internal Use”. Relating to website development costs the Company follows the guidance pursuant to the Emerging Issues Task Force (EITF) No. 00-2, “Accounting for Website Development Costs”.

Costs associated with the website consist primarily of website development costs paid to a third party. These capitalized costs are amortized based on their estimated useful life over three years. Internal costs related to the development of website content will be charged to operations as incurred.

RECENT ACCOUNTING PRONOUNCEMENTS

In May 2005, the Financial Accounting Standards Board (FASB) issued SFAS No. 154, “Accounting Changes and Error Corrections – A Replacement of APB Opinion No. 20 and SFAS No. 3”. SFAS 154 changes the requirements for the accounting for and reporting of a change in accounting principle and applies to all voluntary changes in accounting principle. It also applies to changes required by an accounting pronouncement in the unusual instance that the pronouncement does not include specific transition provisions. SFAS 154 requires retrospective application to prior periods’ financial statements of changes in accounting principle, unless it is impracticable to determine either the period-specific effects or the cumulative effect of the change. The provisions of SFAS No. 154 are effective for accounting changes and correction of errors made in fiscal years beginning after December 15, 2005. The adoption of this standard is not expected to have a material effect on the Company’s results of operations or financial position.

In December 2004, the FASB issued SFAS No. 153, “Exchanges of Nonmonetary Assets – An Amendment of APB Opinion No. 29”. The guidance in APB Opinion No. 29, ”Accounting for Nonmonetary Transactions”, is based on the principle that exchanges of nonmonetary assets should be measured based on the fair value of the assets exchanged. The guidance in that Opinion, however, included certain exceptions to that principle. SFAS No. 153 amends Opinion No. 29 to eliminate the exception for nonmonetary exchanges of similar productive assets and replaces it with a general exception for exchanges of nonmonetary assets that do not have commercial substance. A nonmonetary exchange has commercial substance if the future cash flows of the entity are expected to change significantly as a result of the exchange. The provisions of SFAS No. 153 are effective for nonmonetary asset exchanges occurring in fiscal perio ds beginning after June 15, 2005. Early application is permitted and companies must apply the standard prospectively. The adoption of this standard is not expected to have a material effect on the Company’s results of operations or financial position.

In December 2004, the FASB issued Statement of Financial Accounting Standard (SFAS) No. 123R, “Share Based Payment”. SFAS 123R is a revision of SFAS No. 123 “Accounting for Stock-Based Compensation”, and supersedes APB Opinion No. 25, “Accounting for Stock Issued to Employees” and its related implementation guidance. SFAS 123R establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments.

SFAS 123R focuses primarily on the accounting for transactions in which an entity obtains employees services in share-based payment transactions. SFAS 123R requires a public entity to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). That cost will be recognized over the period during which an employee is required to provide service in exchange for the award – the requisite service period (usually the vesting period). SFAS 123R requires that the compensation cost relating to share-based payment transactions be recognized in financial statements. That cost will be measured based on the fair value of the equity or liability instruments issued. Public entities that file as small business issuers will be required to apply SFAS 123R in the first interim or annual reporting period that begins after December 15, 2005. The adoption of this standard is not expected to have a material effect on the Company’s results of operations or financial position.

In March 2005, the SEC staff issued Staff Accounting Bulletin No. 107 (“SAB 107”) to give guidance on the Implementation of SFAS 123R. The Company will consider SAB 107 during implementation of SFAS 123R.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We do not hold any derivative instruments and do not engage in any hedging activities. Because most of our purchases and sales will made in Canadian dollars, any exchange rate change affecting the value of the in Canadian dollar relative to the U.S. dollar could have an effect on our financial results as reported in U.S. dollars. If the in Canadian dollar were to depreciate against the U.S. dollar, amounts reported in U.S. dollars would be correspondingly reduced. If the in Canadian dollar were to appreciate against the U.S. dollar, amounts reported in U.S. dollars would be correspondingly increased.

ITEM 8.

FINANCIAL STATEMENTS.

QUANTUM SOLAR POWER CORP.

(A Development Stage Company)

FINANCIAL STATEMENTS

For the year ended June 30, 2008

CONTENTS


	Page

Report of Independent Registered Public Accounting Firm	F2

Balance Sheets	F3

Statements of Operations	F4

Statement of Changes in Shareholders' Equity	F5

Statements of Cash Flows	F6

Notes to Financial Statements	F7-16

Report of Independent Registered Public Accounting Firm

To The Stockholders and Board of Directors

of Quantum Solar Power Corp. (f/k/a QV, Quantum Ventures, Inc.)

We have audited the accompanying balance sheets of Quantum Solar Power Corp. (f/k/a QV, Quantum Ventures, Inc.) (a Development Stage Company) as of June 30, 2008 and 2007 and the related consolidated statements of operations, changes in consolidated stockholders’ equity and cash flows for the years ended June 30, 2008 and 2007 and the period from April 14, 2004 (inception) through June 30, 2008. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provided a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Quantum Solar Power Corp. (f/k/a QV, Quantum Ventures, Inc.) as of June 30, 2008 and 2007, and the results of its operations and its cash flows for the years ended June 30, 2008, and the period from April 14, 2004 (inception) through June 30, 2008 in conformity with accounting principles generally accepted in the United States.

The accompanying consolidated financial statements referred to above have been prepared assuming that the Company will continue as a going concern. As more fully described in Note 1, the Company’s need to seek new sources or methods of financing or revenue to pursue its business strategy, raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans as to these matters are also described in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Jewett, Schwartz, Wolfe & Associates

Jewett, Schwartz, Wolfe & Associates

Hollywood, Florida

September 19, 2008


QUANTUM SOLAR POWER CORP.
				(FKA QV, QUANTUM VENTURES, INC.)
(A Development Stage Company)

CONSOLIDATED BALANCE SHEETS


				June 30,		June 30,
				2008		2007

ASSETS

Current Assets
	Cash			$ 41,994		$ 8,026

		Total Current Assets		41,994		8,026

		Total Assets		$ 41,994		$ 8,026


LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
	Accounts payables and accrued expenses			$ 7,500		$ 7,500

		Total Current Liabilities		7,500		7,500

Total Liabilities				7,500		7,500

Commitments and Contingencies

Stockholders' Equity
	Preferred stock, $.001 par value 10,000,000 shares authorized
	no shares issued and outstanding			-		-
	Common stock, $.001 par value 400,000,000 shares authorized 50,000,000 and
		117,300,000 shares issued 117,200,000 and outstanding as of June 30, 2008 and 2007	14,750		14,650
	Additional paid-in capital			277,750		77,850
	Deficit accumulated during the development stage			(258,006)		(91,974)

		Total Stockholders' Equity		34,494		526

Total Liabilities and Stockholders' Equity				$ 41,994		$ 8,026

F-3


QUANTUM SOLAR POWER CORP.
(FKA QV, QUANTUM VENTURES, INC.)
(A Development Stage Company)

CONSOLIDATED STATEMENTS OF OPERATIONS



			For the Year	For the Year	For the Period
			Ended	Ended	from April 14,
			June 30, 2008	June 30, 2007	2004 (inception)
					to June 30, 2008

REVENUES			$ -	$ -	$ -

OPERATING EXPENSES

	General and administrative expenses		66,032	15,652	152,006
	Impairment of intangible asset		100,000	-	106,000

		Total operating expenses	166,032	15,652	258,006

Net loss before provision for income taxes			(166,032)	(15,652)	(258,006)

Provision for income taxes			-	-	-

Net loss			$ (166,032)	$ (15,652)	$ (258,006)

Weighted average common shares outstanding -
	Basic and diluted		117,220,822	14,650,000	14,650,000

Net loss per share – basic and diluted			$ (0.00)	$ (0.00)	$ (0.02)

F-4


QUANTUM SOLAR POWER CORP.
(FKA QV, QUANTUM VENTURES, INC.)
			(A Development Stage Company)

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY



		Preferred Stock		Common Stock
		10,000,000 shares authorized		50,000,000 shares authorized		Additional		Total
		Shares	Par Value	Shares	Par Value	Paid-in	Accumulated	Stockholders'
		Issued	$.001 per share	Issued	$.001 per share	Capital	Deficit	Equity

BALANCE, APRIL 14, 2004 (INCEPTION)		-	-	-	$ -	$ -	$ -
	Common shares issued at par value	-	-	-	-	-	-
	Common shares issued at $0.001 per share	-	-	69,200,000	8,650	77,850	-	86,500
	Common shares issued at $0.001 per share	-	-	48,000,000	6,000	-	-	6,000

	Net loss	-	-	-	-	-	(9,557)	(9,557)

BALANCE, JUNE 30, 2004		-	-	117,200,000	$ 14,650	$ 77,850	$ (9,557)	$ 82,943
	Net loss	-	-	-	-	-	(40,111)	(40,111)

BALANCE, JUNE 30, 2005		-	-	117,200,000	$ 14,650	$ 77,850	$ (49,668)	$ 42,832
	Net loss	-	-	-	-	-	(26,654)	(26,654)

BALANCE, JUNE 30, 2006		-	-	117,200,000	$ 14,650	$ 77,850	$ (76,322)	$ 16,178
	Net loss						(15,652)	(15,652)

BALANCE, JUNE 30, 2007		-	-	117,200,000	$ 14,650	$ 77,850	$ (91,974)	$ 526
	Common shares issued at $2.00 per share			100,000	100	$ 199,900	-	200,000
	Net loss	-	-	-	-	-	(166,032)	(166,032)

BALANCE, JUNE 30, 2008		-	-	117,300,000	$ 14,750	$ 277,750	$ (258,006)	$ 34,494

F-5


QUANTUM SOLAR POWER CORP.
(FKA QV, QUANTUM VENTURES, INC.)
(A Development Stage Company)

CONSOLIDATED STATEMENTS OF CASH FLOWS



			Twelve Months	Twelve Months	For the Period
			Ended	Ended	from April 14,
			June 30, 2008	June 30, 2007	2004 (inception)
					to June 30, 2008
Cash Flows From Operating Activities
	Net loss		$ (166,032)	$ (15,652)	$ (258,006)
	Adjustments to net loss to net cash
		Impairment of intangible asset	100,000	-	106,000
	Changes in current assets and current liabilities:
		Accounts payable and accrued expenses	-	(6,000)	16,500

Net cash provided by (used in) operating activities			(66,032)	(21,652)	(135,506)

Cash Flows From Investing Activities
	Payment for technology rights		-	(10,000)	(15,000)
	Purchase of intangible asset		(100,000)	-	(100,000)
			(100,000)	(10,000)	(115,000)

Net cash used in investing activities			(100,000)	(10,000)	(115,000)

Cash Flows From Financing Activities:
	Proceeds from the issuance of common stock		200,000	-	292,500

Net cash provided by financing activities			200,000	-	292,500

Increase (decrease) in cash and cash equivalents			33,968	(31,652)	41,994

Cash and Cash Equivalents, Beginning of Period			8,026	39,678	-

Cash and Cash Equivalents, End of Period			$ 41,994	$ 8,026	$ 41,994

Supplemental Disclosure of Cash Flow Information:

	Cash paid for interest		$ -	$ -	$ -
	Cash paid for income taxes		$ -	$ -	$ -

F-6

QUANTUM SOLAR POWER CORP.

Formerly QV, Quantum Ventures, Inc.

(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Year Ended June 30, 2008 and the period April 14, 2004 (inception)

through June 30, 2008

NOTE 1 - NATURE OF OPERATIONS

Organization

The Company was incorporated in Nevada on April 14, 2004. The Company is a development stage company engaged in the business of commercializing the development of office system software. On June 16, 2008 stockholders by way of Proxy Statement confirmed and ratified the change of the company’s name from QV, Quantum Ventures, Inc. to Quantum Solar Power Corp.

Going Concern

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As shown in the accompanying financial statements, the Company has no sales and has incurred a net loss of $166,032 for the year ended June 30, 2008; and a net accumulated loss of $258,006 for the period from April 14, 2004 (inception) to June 30, 2008. The future of the Company is dependent upon its ability to obtain financing and upon future profitable operations from the development of an online office service. Management has plans to seek additional capital through a private placement and public offering of its common stock. These factors raise substantial doubt that the Company will be able to continue as a going concern.

Management's plans for the continuation of the Company as a going concern include financing the Company's operations through issuance of its common stock. If the Company is unable to complete its financing requirements or achieve revenue as projected, it will then modify its expenditures and plan of operations to coincide with the actual financing completed and actual operating revenues. There are no assurances, however, with respect to the future success of these plans.

Unless otherwise indicated, amounts provided in these notes to the financial statements pertain to continuing operations. The Company is not currently earning any revenues.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States and are expressed in United States (US) dollars. The Company has not produced any revenue from its principal business and is an exploration stage company as defined by the Statement of Financial Accounting Standards (SFAS) No. 7. “Accounting and Reporting by Development Stage Enterprises”.

F-7

QUANTUM SOLAR POWER CORP.

Formerly QV, Quantum Ventures, Inc.

(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Year Ended June 30, 2008 and the period April 14, 2004 (inception)

through June 30, 2008

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary Quantum Ventures Ltd., (QVL), a Company incorporated under the Company Act of British Columbia on May 13, 2004. All inter-company transactions have been eliminated.

Use of Estimates

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

Impaired Asset Policy

The Company periodically reviews its long-lived assets when applicable to determine if any events or changes in circumstances have transpired which indicate that the carrying value of its assets may not be recoverable, pursuant to guidance established in Statement of Financial Accounting Standards No. 144 ("SFAS 144"), "Accounting for the Impairment or Disposal of Long-lived Assets". The Company determines impairment by comparing the undiscounted future cash flows estimated to be generated by its assets to their respective carrying amounts. If impairment is deemed to exist, the assets will be written down to fair value. During the year ended June 30, 2008, the Company determined that the carrying amount of the License purchased were in excess of its estimated fair value and recognized an impairment loss on intangible asset costs of $100,000.

Start-up Expenses

The Company has adopted Statement of Position No. 98-5 ("SOP 98-5"), "Reporting the Costs of Start-up Activities," which requires that costs associated with start-up activities be expensed as incurred. Accordingly, start-up costs associated with the Company's formation have been included in the Company's general and administrative expenses for the period from inception on April 14, 2004 to June 30, 2008.

F-8

QUANTUM SOLAR POWER CORP.

Formerly QV, Quantum Ventures, Inc.

(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Year Ended June 30, 2008 and the period April 14, 2004 (inception)

through June 30, 2008

Foreign Currency Translation

The Company’s functional currency is the Canadian dollar as substantially all of the Company’s operations are in Canada. The Company used the United States dollar as its reporting currency for consistency with registrants of the Securities and Exchange Commission and in accordance with the SFAS No. 53 “Foreign Currency Translation”.

Assets and liabilities that are denominated in a foreign currency are translated at the exchange rate in effect at the year end and capital accounts are translated at historical rates. Income statement accounts are translated at the average rates of exchange prevailing during the period. Translation adjustments from the use of different exchange rates from period to period are included in the Comprehensive Income statement account in Consolidated Stockholder’s Equity, if applicable. There were no translation adjustments as of June 30, 2008.

Transactions undertaken in currencies other than the functional currency of the entity are translated using the exchange rate in effect as of the transaction date. If applicable, exchange gains and losses are included in other items on the Consolidated Statements of Operations. There were no exchange gains or losses as of June 30, 2008.

Loss Per Share

The Company computed basic and diluted loss per share amounts for June 30, 2008 pursuant to the SFAS No. 128, “Earnings per Share.” There are no potentially dilutive shares outstanding and, accordingly, dilutive per share amounts have not been presented in the accompanying statements of operations.

Fair Value of Financial Instruments

SFAS No. 107, “Disclosures about Fair Value of Financial Instruments,” requires disclosures of information regarding the fair value of certain financial instruments for which it is practicable to estimate the value. For purpose of this disclosure, the fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced sale of liquidation.

Comprehensive Loss

SFAS No.130, “Reporting Comprehensive Income,” establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As of June 30, 2008 the Company has no items that represent comprehensive loss and therefore, has not included a schedule of comprehensive loss in financial statements.

F-9

QUANTUM SOLAR POWER CORP.

Formerly QV, Quantum Ventures, Inc.

(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Year Ended June 30, 2008 and the period April 14, 2004 (inception)

through June 30, 2008

Income Taxes

Income taxes are recognized in accordance with SFAS 109, "Accounting for Income Taxes", whereby deferred income tax liabilities or assets at the end of each period are determined using the tax rate expected to be in effect when the taxes are actually paid or recovered. A valuation allowance is recognized on deferred tax assets when it is more likely than not that some or all of these deferred tax assets will not be realized.

Recent Accounting Pronouncements

Recent accounting pronouncements that the Company has adopted or will be required to adopt in the future are summarized below.

In May 2005, the Financial Accounting Standards Board (FASB) issued SFAS No. 154, "Accounting Changes and Error Corrections" (SFAS 154), which replaces Accounting Principles Board (APB) Opinion No. 20, "Accounting Changes," and SFAS No. 3, "Reporting Accounting Changes in Interim Financial Statements - An Amendment of APB Opinion No. 28." SFAS 154 provides guidance on the accounting for and reporting of accounting changes and error corrections, and it establishes retrospective application, or the latest practicable date, as the required method for reporting a change in accounting principle and the reporting of a correction

of an error. SFAS 154 is effective for accounting changes and corrections of errors made in fiscal years beginning after December 15, 2005. The Company adopted SFAS 154 in the first quarter of fiscal year 2007 and does not expect it to have a material impact on its consolidated results of operations and financial condition.

In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements" (SFAS 157). SFAS 157 provides guidance for using fair value to measure assets and liabilities. SFAS 157 addresses the requests from investors for expanded disclosure about the extent to which companies’ measure assets and liabilities at fair value, the information used to measure fair value and the effect of fair value measurements on earnings. SFAS 157 applies whenever other

standards require (or permit) assets or liabilities to be measured at fair value, and does not expand the use of fair value in any new circumstances. SFAS 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007 and will be adopted by the Company in the first quarter of fiscal year 2009. The Company is unable at this time to determine the effect that its adoption of SFAS 157 will have on its consolidated results of operations and financial condition.

F-10

QUANTUM SOLAR POWER CORP.

Formerly QV, Quantum Ventures, Inc.

(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Year Ended June 30, 2008 and the period April 14, 2004 (inception)

through June 30, 2008

In July 2006, the FASB issued FASB Interpretation No. 48, "Accounting for Uncertainty in Income Taxes, an interpretation of FASB Statement No. 109" (FIN 48). FIN 48 clarifies the accounting for uncertainty in income taxes by prescribing the recognition threshold a tax position is required to meet before being recognized in the financial statements. It also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The cumulative effects, if any, of applying FIN 48 will be recorded as an adjustment to retained earnings as of the beginning of the period of adoption. FIN 48 is effective

for fiscal years beginning after December 15, 2006, and the Company is required to adopt it in the first quarter of fiscal year 2008. The Company is currently evaluating the effect that the adoption of FIN 48 will have on its consolidated results of operations and financial condition and is not currently in a position to determine such effects, if any.

In June 2006, the FASB ratified Emerging Issues Task Force (EITF) Issue No. 06−3 (EITF 06-3), “How Taxes Collected from Customers and Remitted to Governmental Authorities Should Be Presented in the Income Statement (That Is, Gross versus Net Presentation).” EITF 06−3 applies to any tax assessed by a governmental authority that is directly imposed on a revenue producing transaction between a seller and a customer. EITF 06−3 allows companies to present taxes either gross within revenue and expense or net. If taxes subject to this issue are significant, a company is required to disclose its accounting policy for presenting taxes and the amount of such taxes

that are recognized on a gross basis. The Company currently presents such taxes net. EITF 06−3 is required to be adopted during the first quarter of fiscal year 2008. These taxes are currently not material to the Company’s consolidated financial statements.

FSP FAS 123(R)-5 was issued on October 10, 2006. The FSP provides that instruments that were originally issued as employee compensation and then modified, and that modification is made to the terms of the instrument solely to reflect an equity restructuring that occurs when the holders are no longer employees, then no change in the recognition or the measurement (due to a change in classification) of those instruments will result if both of the following conditions are met: (a). There is no increase in fair value of the award (or the ratio of intrinsic value to the exercise price of the award is preserved, that is, the holder is made whole), or the antidilution provision is not added to the terms of the award in contemplation of an equity restructuring; and (b). All holders of the same class of equity instrument s (for example, stock options) are treated in the same manner. The provisions in this FSP shall be applied in the first reporting period beginning after the date the FSP is posted to the FASB website. The Company

does not expect the adoption of FSP FAS 123(R)-5 to have a material impact on its consolidated results of operations and financial condition

F11

QUANTUM SOLAR POWER CORP.

Formerly QV, Quantum Ventures, Inc.

(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Year Ended June 30, 2008 and the period April 14, 2004 (inception)

through June 30, 2008

In February 2007, the Financial Accounting Standards Board (FASB) issued SFAS No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities - Including an amendment of FASB Statement No. 115” (“SFAS No. 159”). SFAS No. 159 allows companies to choose to measure many financial instruments and certain other items at fair value. SFAS No. 159 will become effective for the Company beginning in fiscal 2009. The Company is currently evaluating what effects the adoption of SFAS No. 159 will have on the Company’s future results of operations and financial condition.

In June 2008, the FASB issued FSP Emerging Issues Task Force (“EITF”) Issue No. 03-6-1, “Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities.” The FSP addresses whether instruments granted in share-based payment transactions are participating securities prior to vesting and, therefore, need to be included in the earnings allocation in computing earnings per share under the two-class method. The FSP affects entities that accrue dividends on share-based payment awards during the awards’ service period when the dividends do not need to be returned if the employees forfeit the award. This FSP is effective for fiscal years beginning after December 15, 2008. The Company is currently assessing the impact of FSP EITF 03-6-1 on its consolidated financial position and results of operations.

In June 2008, the FASB ratified EITF Issue No. 07-5, "Determining Whether an Instrument (or an Embedded Feature) Is Indexed to an Entity's Own Stock" (EITF 07-5). EITF 07-5 provides that an entity should use a two step approach to evaluate whether an equity-linked financial instrument (or embedded feature) is indexed to its own stock, including evaluating the instrument's contingent exercise and settlement provisions. It also clarifies on the impact of foreign currency denominated strike prices and market-based employee stock option valuation instruments on the evaluation. EITF 07-5 is effective for fiscal years beginning after December 15, 2008. The Company is currently assessing the impact of EITF 07-5 on its consolidated financial position and results of operations.

In May 2008, the FASB issued FSP Accounting Principles Board (“APB”) Opinion No. 14-1, “Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement).” The FSP clarifies the accounting for convertible debt instruments that may be settled in cash (including partial cash settlement) upon conversion. The FSP requires issuers to account separately for the liability and equity components of certain convertible debt instruments in a manner that reflects the issuer's nonconvertible debt (unsecured debt) borrowing rate when interest cost is recognized. The FSP requires bifurcation of a component of the debt, classification of that component in equity and the accretion of the resulting discount on the debt to be recognized as part of interest expense in our consolidated statement of operations. The FSP requires retrospective application to the terms of instruments as they existed for all periods presented.

F-12

QUANTUM SOLAR POWER CORP.

Formerly QV, Quantum Ventures, Inc.

(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Year Ended June 30, 2008 and the period April 14, 2004 (inception)

through June 30, 2008

The FSP is effective for us as of January 1, 2009 and early adoption is not permitted. The Company is currently evaluating the potential impact of FSP APB 14-1 upon its consolidated financial statements.

In May 2008, the FASB issued SFAS No. 162, "The Hierarchy of Generally Accepted Accounting Principles" (FAS No.162). SFAS No. 162 identifies the sources of accounting principles and the framework for selecting the principles used in the preparation of financial statements. SFAS No. 162 is effective 60 days following the SEC's approval of the Public Company Accounting Oversight Board amendments to AU Section 411, "The Meaning of Present Fairly in Conformity with Generally Accepted Accounting Principles". The implementation of this standard will not have a material impact on the Company's consolidated financial position and results of operations.

In April 2008, the Financial Accounting Standards Board (“FASB”) issued FASB Staff Position on Financial Accounting Standard (“FSP FAS”) No. 142-3, “Determination of the Useful Life of Intangible Assets”, which amends the factors that should be considered in developing renewal or extension assumptions used to determine the useful life of intangible assets under SFAS No. 142 “Goodwill and Other Intangible Assets”. The intent of this FSP is to improve the consistency between the useful life of a recognized intangible asset under SFAS No. 142 and the period of the expected cash flows used to measure the fair value of the asset under SFAS No. 141 (revised 2007) “Business Combinations” and other U.S. generally accepted accounting principles. The Company is currently evaluating the potential impact of FSP FAS No. 142-3 on its consolidated financial statements.

In March 2008, the FASB issued SFAS No. 161, “Disclosure about Derivative Instruments and Hedging Activities, an amendment of SFAS No. 133”, (SFAS 161). This statement requires that objectives for using derivative instruments be disclosed in terms of underlying risk and accounting designation. The Company is required to adopt SFAS No. 161 on January 1, 2009. The Company is currently evaluating the potential impact of SFAS No. 161 on the Company’s consolidated financial statements.

Delay in Effective Date

In February 2008, the FASB issued FSP FAS No. 157-2, “Effective Date of FASB Statement No. 157”. This FSP delays the effective date of SFAS No. 157 for all nonfinancial assets and nonfinancial liabilities, except those that are recognized or disclosed at fair value on a recurring basis (at least annually) to fiscal years beginning after November 15, 2008, and interim periods within those fiscal years. The impact of adoption was not material to the Company’s consolidated financial condition or results of operations.

F-13

QUANTUM SOLAR POWER CORP.

Formerly QV, Quantum Ventures, Inc.

(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Year Ended June 30, 2008 and the period April 14, 2004 (inception)

through June 30, 2008

In December 2007, the FASB issued SFAS No. 141(R) “Business Combinations” (SFAS 141(R)). This Statement replaces the original SFAS No. 141. This Statement retains the fundamental requirements in SFAS No. 141 that the acquisition method of accounting (which SFAS No. 141 called the purchase method) be used for all business combinations and for an acquirer to be identified for each business combination. The objective of SFAS No. 141(R) is to improve the relevance, and comparability of the information that a reporting entity provides in its financial reports about a business combination and its effects. To accomplish that, SFAS No. 141(R) establishes principles and requirements for how the acquirer: Recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree.

Recognizes and measures the goodwill acquired in the business combination or a gain from a bargain purchase.Determines what information to disclose to enable users of the financial statements to evaluate the nature and financial effects of the business combination.This Statement applies prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008 and may not be applied before that date. The Company is unable at this time to determine the effect that its adoption of SFAS No. 141(R) will have on its consolidated results of operations and financial condition.

In December 2007, the FASB issued SFAS No. 160 “Noncontrolling Interests in Consolidated Financial Statements – an amendment of ARB No. 51” (SFAS No. 160). This Statement amends the original Accounting Review Board (ARB) No. 51 “Consolidated Financial Statements” to establish accounting and reporting standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. It clarifies that a noncontrolling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements. This Statement is effective for fiscal years and interim periods within those fiscal years, beginning on or after December 15, 2008 and may not be applied before that date. The Company is unable at this time to determine the effect that its adoption of SFAS No. 160 will have on its consolidated results of operations and financial condition.

NOTE 3 – TECHNOLOGY PURCHASE AGREEMENT PAYABLE

By an agreement dated May 18, 2004 the Company purchased software, known as “Mediflow” in consideration of payment to the Vendor of $5,000 and 100,000 common shares of the Company. In addition, the Company will grant the vendor a 2% royalty on net sales of any product that uses any portion of the technology. The agreement was subsequently amended and calls for the cancellation of the 100,000 common shares, the sum of $3,000 payable upon execution of the agreement, and a non-refundable sum of $10,000 paid on August 22, 2006. As of June 30, 2008, there is no balance due.

F-14

QUANTUM SOLAR POWER CORP.

Formerly QV, Quantum Ventures, Inc.

(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Year Ended June 30, 2008 and the period April 14, 2004 (inception)

through June 30, 2008

On April 15, 2008, QV, Quantum Ventures, Inc. (the "Registrant") entered into a License agreement ( “The Agreement”) with Canadian Integrated Optics International Ltd. of Douglas, Isle of Man (CIOI), to manufacture and market CIOI’s patent pending solar technology based on an optical rectenna. On May 7, 2008 the Agreement was subsequently Amended and executed by CIOI and on May 16, 2008 the agreement was executed by QV, Quantum Ventures, Inc. Closing of this agreement will occur on or about June 16, 2008 and is subject to certain terms and conditions. The Purchase Price paid in cash for the License was $100,000.

NOTE 4 – STOCKHOLDERS’ EQUITY

On May 7, 2004 the Company issued 8,650,000 of its common shares for cash of $86,500.

On June 30, 2004, the Company issued 6, 000,000 of its common shares for cash of $6,000.

On, February 25 2008 the Board of Directors of the registrant passed unanimously a resolution authorizing a forward split of the authorized and issued and outstanding common shares on a eight to one (8 – 1) basis bringing the total common shares issued and outstanding to 117,200,000 and authorized common shares to 400,000,000.

The Company has completed a Private placement on April 15, 2008 with four individuals to issue 100,000 common shares at a price of $2.00 per share, the net proceeds received was $200,000. No commissions were paid and no registration rights have been granted.

NOTE 6-CHANGE OF NAME

On June 16, 2008 stockholders by way of Proxy Statement confirmed and ratified the change of the company’s name from QV, Quantum Ventures, Inc. to Quantum Solar Power Corp.

NOTE 7- INCOME TAXES

Deferred income taxes arise from timing differences resulting from income and expense

items reported for financial accounting and tax purposes in different periods. A deferred

tax asset valuation allowance is recorded when it is more likely than not that deferred tax

assets will not be realized. A valuation allowance of 100% of the deferred tax assets was made, there are no deferred taxes as of June 30, 2008. There was no income tax expense for the years ended June 30, 2008 due to the Company’s net losses..

F-15

QUANTUM SOLAR POWER CORP.

Formerly QV, Quantum Ventures, Inc.

(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Year Ended June 30, 2008 and the period April 14, 2004 (inception)

through June 30, 2008

The Company’s tax benefit differs from the “expected” tax benefit for the years ended June 30, 2008, which is (computed by applying the Federal Corporate tax rate of 34% to loss before taxes), as follows:


		April 14, 2004 (inception) Through June 30, 2008
Computed “expected” tax benefit	$	56,450
Less; benefit of operating loss carryforwards		56,450
	$	-

The effects of temporary differences that gave rise to deferred tax assets at June 30, 2008 are as follows:


		2008
Current	$		-
Non-current		87,722
Total gross deferred tax assets		87,722
Less valuation allowance		(87,722)
Net deferred tax assets	$	-

The Company has a net operating loss carryforward of $87,722 available to offset future taxable income through 2020.

F-16

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

None.

ITEM 9A. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls And Procedures

As of the end of the period covered by this report, our management carried out an evaluation, under the supervision and with the participation of our principal executive officer and principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on this evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures are, as of the date covered by this Annual Report, effective to ensure that the information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms.

Changes In Internal Controls Over Financial Reporting

In connection with the evaluation of our internal controls during our last fiscal quarter, our principal executive officer and principal financial officer have determined that there have been no changes to our internal controls over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

ITEM 9B. OTHER INFORMATION.

None.

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.

The following information sets forth the names of officers and directors, their present positions with our company, and their biographical information.


Name and Address of Directors/Officers	Age	Position

Desmond Ross	42	Chief Executive Officer, Chief Financial
		Officer, President, Director
Graham Hughes	50	Secretary, Treasurer

The directors named above will serve until the next annual meeting of the stockholders. Thereafter, directors will be elected for one-year terms at the annual stockholders' meeting. Officers will hold their positions at the pleasure of the board of directors, absent any employment agreement, of which none currently exists or is contemplated. There is no arrangement or understanding between the directors and officers and any other person pursuant to which any director or officer was to be selected as a director or officer

Biographical Information

Desmond Ross, our founder, has served as the our President, Chief Executive Officer and Chief Financial and Accounting Officer and a director continuously since April 14, 2004. Mr. Ross is currently involved as an owner in several enterprises

including, Auto Details Inc. an automobile maintenance and appearance company, which he formed in 1993. Mr. Ross was the owner and manager of The Screaming Kettle, a restaurant, from 1998, until he sold in 2001. eat café/bistro And sold this enterprise in 2001. Mr. Ross manages commercial and residential properties through 876680 Alberta Ltd., and is a partner in Custom Business Machines Inc., and several entertainment venues, including The Standard Night Club, and Hudson’s South and Hudson’s on Whyte Tap houses. In 2003, Mr. Ross formed Auto Spa Car Wash and Detailing. Mr Ross was a member of YEO (Young Entrepreneurs Organization) and served on its executive committee. Mr. Ross has no formal accounting or finance back ground but does have several years of hands-on business experience, is familiar with accounting procedures and has a full understanding of financial statements.

Graham Hughes has served as a director and our Secretary and Treasurer since November 27, 2007 Mr. Hughes is a Chartered Accountant by profession and has been in private practice in excess of 25 years. Mr. Hughes is a resident of the UK.

Significant Employees and Consultants

We have no significant employees other than Mr. Ross and Mr. Hughes.

Committees of The Board Of Directors

Our Board of Directors does not maintain a separately-designated standing audit committee. As a result, our entire Board of Directors acts as our audit committee. Our Board of Directors has determined that we do not presently have a director who meets the definition of an “audit committee financial expert.” We believe that the cost related to appointing a financial expert to our Board of Directors at this time is prohibitive. Our Board of Directors presently do not have a compensation committee, nominating committee, an executive committee of our board of directors, stock plan committee or any other committees.

Terms of Office

Our directors are appointed for one-year terms to hold office until the next annual general meeting of the holders of our common stock or until removed from office in accordance with our by-laws. Our officers are appointed by our Board of Directors and hold office until removed by our Board of Directors.

Code of Ethics

We have adopted a Code of Ethics applicable to our officers and directors which is a "code of ethics" as defined by applicable rules of the SEC. . If we make any amendments to our Code of Ethics other than technical, administrative, or other non-substantive amendments, or grant any waivers, including implicit waivers, from a provision of our Code of Ethics to our Chief Executive Officer, Chief Financial Officer, or certain other finance executives, we will disclose the nature of the amendment or waiver, its effective date and to whom it applies in a current report on Form 8-K filed with the SEC.

Compliance with Section 16(A) Of The Securities Exchange Act

Section 16(a) of the Exchange Act requires our executive officers, directors, and persons who beneficially own more than ten percent of our equity securities (collectively, the “Reporting Persons”) to file reports of ownership and changes in ownership with the SEC. Reporting Persons are required by SEC regulation to furnish us with copies of all Section 16(a) forms they file. Based on our review of the copies of such forms received by us, there were no Reporting Persons who failed to file on a timely basis, reports required by Section 16(a) of the Exchange Act during the most recent fiscal year.

ITEM 11. EXECUTIVE COMPENSATION.

Summary Compensation Table

The table below summarizes all compensation awarded to, earned by, or paid to our executive officers and directors for all services rendered in all capacities to us since inception on April14, 2004.


		Annual Compensation				Long Term Compensation
Name	Title	Year Ended	Salary	Bonus	Other Annual Compen- sation	Restricted Stock Awarded	Options/ SARs (#)	LTIP payouts ($)	All Other Compen- sation



Desmond Ross	Chief Executive Officer, Chief Financial Officer, President, & Director	2008 2007 2006 2005 2004	nil nil nil	nil nil nil	nil nil nil	nil nil nil	nil nil nil	nil nil nil	nil nil nil





Graham Hughes Ronald Nittritz	Secretary Treasurer and Director	2008 2007 2006 2005 2004	nil nil	nil 1,000	nil nil	nil nil	nil nil	nil nil	nil nil

Except as described above, no other compensation has been paid to, awarded to, or earned by any of our executive officers or directors from our inception.

Employment Contracts

We do not have currently any employment contract with our officers and directors

Stock Option Grants

We did not grant any stock options to the executive officers or directors during our most recently completed fiscal year ended June 30, 2008, and we have not granted any stock options since our inception.

Compensation Arrangements

We do not pay to our directors or officers any salaries or consulting fees. We anticipate that compensation may be paid to our officers in the future. Pursuant to SAB topic 1:B(1) and the last paragraph of SAB 5:T, we are required to report all costs of conducting our business.

Accordingly, we record the fair value of contributed executive services provided to us at no cost as compensation expense, with a corresponding increase to additional paid-in capital, in the year which the services are provided. We do currently do not have any agreements for the compensation of our consultants.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

The following table sets forth certain information concerning the number of shares of our common stock owned beneficially as of September 29, 2008 by: (i) each person (including any group) known to us to own more than five percent (5%) of any class of our voting securities, (ii) each of our officers and directors, and (iii) officers and directors as a group. Unless otherwise indicated, the shareholders listed possess sole voting and investment power with respect to the shares shown.


Title of Class	Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership	Percentage of Common Stock⁽¹⁾


DIRECTORS AND OFFICERS

Common Stock	Desmond Ross Chief Executive Officer, Chief Financial Officer, President, & Director	48,000,000 Direct	40.96%




Common Stock	All Officers and Directors as a Group (1 person)	48,000,000	40.96%


5% Stockholders
Desmond Ross	All Officers and Directors as a Group (1 person	48,000,000	40.96%

Under Rule 13d-3, a beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includes the power to dispose or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by a person if the person has the right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided.

In computing the percentage ownership of any person, the amount of shares outstanding is deemed to include the amount of shares beneficially owned by such person (and only such person) by reason of these acquisition rights. As a result, the percentage of outstanding shares of any person as shown in this table does not necessarily reflect the person’s actual ownership or voting power with respect to the number of shares of common stock actually outstanding on the date of this Annual Report. As of June 30, 2008, we had 117,300,000 shares of common stock issued and outstanding.

Security Ownership of Management

We are not aware of any arrangement that might result in a change in control in the future.

Securities Authorized for Issuance Under Equity Compensation Plans

The following table sets forth certain information concerning all equity compensation plans previously approved by stockholders and all previous equity compensation plans not previously approved by stockholders, as of the most recently completed fiscal year.


EQUITY COMPENSATION PLAN INFORMATION AS AT JUNE 30, 2008
Plan Category	Number of securities to be issued upon exercise of outstanding options, warrants and rights (a)	Weighted-average exercise price of outstanding options, warrants and rights (b)	Number of securities remaining available for issuance under equity compensation plans (excluding securities reflected in column (a)) (c)







Equity Compensation Plans approved by security holders	Nil	N/A	N/A


Equity Compensation Plans not approved by security holders	Nil	N/A	N/A


Total	Nil	N/A	N/A

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

Except as disclosed below, none of the following parties has, during the last two years, had any material interest, direct or indirect, in any transaction with us or in any presently proposed transaction that has or will materially affect us:

Any of our directors or officers;

Any person proposed as a nominee for election as a director;

Any person who beneficially owns, directly or indirectly, shares carrying more than 10% of the voting rights attached to our outstanding shares of common stock;

Any of our promoters; and

Any relative or spouse of any of the foregoing persons who has the same house as such person.

ITEM 14. EXHIBITS.


Exhibit
Number	Description of Exhibits

3.1	Articles of Incorporation*
3.4	Bylaws*

10.1	License Agreement ^**

10.2	Amending agreement*
31.1	Certification of Chief Executive Officer and Chief Financial Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.1
32.1	Certification of Chief Executive Officer and Chief Financial Officer as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.1


*	Filed with the SEC as an exhibit to our Registration Statement on Form SB-2
**	Filed with the SEC as an exhibit to Form 8K/A filed on May 21, 2008

ITEM 15. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Audit Fees

The aggregate fees billed for the two most recently completed fiscal years ended June 30, 2008 and June 30, 2007 for professional services rendered by the principal accountant for the audit of our annual financial statements and review of the financial statements included our Quarterly Reports on Form 10-Q and services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for these fiscal periods were as follows:


	Year Ended June 30, 2008	Year Ended June 30, 2007
Audit Fees	$7,500	7,500
Audit Related Fees	7,500	7,500
Tax Fees	-	-
All Other Fees	800	800
Total	$15,800	15,800

Our audit committee pre-approves all non-audit services to be performed by our principal accountant.

SIGNATURES

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


			QUANTUM SOLAR POWER CORP.



Date:	September 29, 2008	By:	/s/ Desmond Ross
			DESMOND ROSS
			Chief Executive Officer, Chief Financial Officer,
			President and Director (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)
			/s/ Graham Hughes
			GRAHAM HUGHES
			Secretary, Treasurer and Director

In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


Date:	September 29, 2008	By:	/s/ Desmond Ross
			DESMOND ROSS
			Chief Executive Officer, Chief Financial Officer,
			President and Director (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
			/s/Graham Hughes
			GRAHAM HUGHES
			Secretary, Treasurer and Director


(1)	I have reviewed this Quarterly Report on Form 10-K of the Registrant;

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

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

(4)	I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934) for the Registrant and have:

	a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the Registrant is made known to me by others within those entities, particularly during the period in which this report is being prepared;

	b)	Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	c)	Disclosed in this report any change in the Registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting; and

(5)	I have disclosed, based on my most recent evaluation of the internal control over financial reporting, to the Registrant’s auditors and the audit committee of Registrant’s board of directors (or persons performing the equivalent functions):

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

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


	(i)	the Annual Report on Form 10-K of the Company, for the fiscal Year ended June 30, 2008, and to which this certification is attached as Exhibit 32.1 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

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


	By:
		/s/ Desmond Ross
	Name:	Desmond Ross

	Title:	Chief Executive Officer and Chief
		Financial Officer

	Date:	September 29, 2008