What changed in this filing

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Item 9A. Controls and Procedures

2021-02-16 compared with 2020-03-09 · 1244 added, 1031 removed, 325 unchanged (88% of the section changed)

AND PROCEDURES.

of Disclosure Controls and Procedures.

maintain “disclosure controls and procedures,”

CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures.

“disclosure controls and procedures,”

as such term is defined in Rules 13a-15(e) and 15d-15(e) under the

3 unchanged sentences

summarized and reported, within the time periods specified in the Commission’s rules and forms.

These disclosure controls

and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed

by us in the reports that we file or submit under the Act is accumulated and communicated to our management, including our principal

executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions

regarding required disclosure.

designing and evaluating our disclosure controls and procedures, management recognized that disclosure controls and procedures,

no matter how well conceived and operated, can provide only reasonable assurance that the objectives of the disclosure controls

and procedures are met.

Additionally, in designing disclosure controls and procedures, our management necessarily was required

to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures.

The design of

any disclosure controls and procedures also is based in part upon certain assumptions about the likelihood of future events, and

there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

of December 31, 2019, we carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer

and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures.

on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures

were effective in ensuring that information required to be disclosed by us in our periodic reports is recorded, processed, summarized

and reported, within the time periods specified for each report and that such information is accumulated and communicated to our

management, including our principal executive and principal financial officers, or persons performing similar functions, as appropriate

to allow timely decisions regarding required disclosure.

Management’s

Report of Internal Control over Financial Reporting.

management is responsible for establishing and maintaining adequate internal control over financial reporting as such term is

defined in Exchange Act Rule 13a - 15(f).

Our internal control system was designed to provide reasonable assurance to our management

and the Board of Directors regarding the preparation and fair presentation of published financial statements.

All internal control

systems, no matter how well designed have inherent limitations.

Therefore, even those systems determined to be effective can provide

only reasonable assurance with respect to financial statement preparation and presentation.

Our management assessed the effectiveness

of our internal control over financial reporting as of December 31, 2019.

In making this assessment, our management used the criteria

set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control - Integrated

Framework - Guidance for Smaller Public Companies (the COSO criteria).

These disclosure

controls and procedures include, without limitation, controls and procedures designed to ensure that information required to

be disclosed by us in the reports that we file or submit under the Act is accumulated and communicated to our management,

including our principal executive and principal financial officers, or persons performing similar

functions, as appropriate to allow timely decisions regarding required disclosure.

In designing and evaluating

our disclosure controls and procedures, management recognized that disclosure controls and procedures, no matter how well conceived

and operated, can provide only reasonable assurance that the objectives of the disclosure controls and procedures are met.

Additionally,

in designing disclosure controls and procedures, our management necessarily was required to apply its judgment in evaluating the

cost-benefit relationship of possible disclosure controls and procedures.

The design of any disclosure controls and procedures

also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design

will succeed in achieving its stated goals under all potential future conditions.

As of December 31, 2020,

we carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and Chief Financial

Officer, of the effectiveness of the design and operation of our disclosure controls and procedures.

Based on this evaluation,

our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective in

ensuring that information required to be disclosed by us in our periodic reports is recorded, processed, summarized and reported,

within the time periods specified for each report and that such information is accumulated and communicated to our management,

including our principal executive and principal financial officers, or persons performing similar functions, as appropriate to

allow timely decisions regarding required disclosure.

Management’s Report of Internal

Control over Financial Reporting.

Our management is responsible

for establishing and maintaining adequate internal control over financial reporting as such term is defined in Exchange Act Rule

Our internal control system was designed to provide reasonable assurance to our management and the Board of Directors

regarding the preparation and fair presentation of published financial statements.

All internal control systems, no matter how

well designed have inherent limitations.

Therefore, even those systems determined to be effective can provide only reasonable assurance

with respect to financial statement preparation and presentation.

Our management assessed the effectiveness of our internal control

over financial reporting as of December 31, 2020.

In making this assessment, our management used the criteria set forth by the

Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control - Integrated Framework

- Guidance for Smaller Public Companies (the COSO criteria).

Based on our assessment we believe that, as of December 31, 2020,

our internal controls over financial reporting are effective based on those criteria.

annual report does not include an attestation report by M&K CPAS, PLLC, our independent registered public accounting firm,

regarding internal control over financial reporting.

Management’s report was not subject to attestation by the

Company’s independent registered public accounting firm pursuant to temporary rules of the SEC that permits the Company

to only provide management’s report in this Form 10-K.

in Internal Control over Financial Reporting

were no changes in our internal control over financial reporting that occurred during the fourth quarter ended December 31, 2019

that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE

following table sets forth information about our executive officers, key employees and directors.

Executive Officer, Acting Chief Financial Officer and Director

President and Chief Technology Officer

principal occupations for the past five years (and, in some instances, for prior years) of each of our executive officers and

directors, are as follows:

Lee - Chief Executive Officer and Acting Chief Financial Officer and Director of the Company since inception (April 24,

Lee has over 30 years of engineering, marketing, sales, and corporate management experience in the areas of military

and consumer communication systems, automotive electronics, software development and consulting.

From 2004 to 2006, he was

with Ramsey-Shilling Co.

This annual report does

not include an attestation report by M&K CPAS, PLLC, our independent registered public accounting firm, regarding internal

control over financial reporting.

Management’s report was not subject to attestation by the Company’s independent

registered public accounting firm pursuant to temporary rules of the SEC that permits the Company to only provide management’s

report in this Form 10-K.

Changes in Internal Control over Financial Reporting

There were no changes

in our internal control over financial reporting that occurred during the fourth quarter ended December 31, 2020 that have materially

affected, or are reasonably likely to materially affect, our internal control over financial reporting.

OTHER INFORMATION.

DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE

The following table sets forth information

about our executive officers, key employees and directors.

Chief Executive Officer, Acting Chief Financial Officer and Director

Chief Operating Officer and Director

The principal occupations

for the past five years (and, in some instances, for prior years) of each of our executive officers and directors, are as follows:

Chief Executive Officer and Acting Chief Financial Officer and Director of the Company since inception (April 24, 2006).

has over 30 years of engineering, marketing, sales, and corporate management experience in the areas of military and consumer communication

systems, automotive electronics, software development and consulting.

From 2004 to 2006, he was with Ramsey-Shilling Co.

in the business of Commercial Real Estate Investment and Brokerage.

From 2000 to 2004, he served

as Chief Operating Officer for Applied Reasoning, Inc., a Delaware company engaged in the business of Internet Software Development.

From 1994 to 2000, he served as Vice Present and General Manager for RF-Link Technology, Inc., a California company engaged in

the business of Wireless Technology Development and Manufacturing.

Lee received a Ph.D.

in Electrical Engineering from Purdue

University in 1989, a Master of Science in Electrical Engineering from University of Michigan in 1986 and a Bachelor of Science

in Electrical Engineering from the University of Texas at Austin in 1984.

Board of Directors has concluded that Dr.

Lee is qualified to serve as a director of the Company because of his diverse experience

in technology, marketing, and executive management.

Levy - Vice President and Chief Technology Officer of the Company since August 2007.

Levy has over 50 years of engineering

and technical experience in the areas of plastics and film development.

Levy spent 27 years at DuPont working on many of their

premiere films, including Teflon, Mylar and Kapton.

He holds 12 patents, his work has been published in numerous technical publications

and he has received several awards for technical excellence.

Prior to joining BioSolar, Dr.

Levy was a consultant on module packaging

for photovoltaic manufacturing companies including Global Solar, MiaSole, and Solar Integrated Technologies.

In addition, he is

a member of the National Renewable Energy Laboratory’s Thin Film PV Module Reliability Team.

Levy holds a Ph.D in Mechanical

Engineering from the University of Connecticut, a Master of Science in Mechanical Engineering from the University of Connecticut

and a Bachelor of Science in Mechanical Engineering from the University of Rhode Island.

Bartling –

Director since May 11, 2006.

Bartling has over 30 years of engineering and corporate management

experience in the areas of ultra-high performance digital CMOS (Complementary Metal Oxide Semiconductor) circuit design, high

performance microprocessor architecture/design, systems on a chip, packaging, and testing.

From 2002 to the present, Mr.

has been employed by Texas Instruments, Inc.

in advanced research and development activities for various TI internal businesses

and is currently serving as MCU Technology Development Manager for TI’s Micro-Controller Division.

From 2000 to 2004, he served as Chief Operating Officer

for Applied Reasoning, Inc., a Delaware company engaged in the business of Internet Software Development.

From 1994 to 2000, he

served as Director of Custom Design for Celerence, an Oregon company engaged in the business of Optical Communication Networking.

Bartling received a Master of Science in Electrical Engineering from Georgia Institute of Technology in 1987 and a Bachelor

of Science in Electrical Engineering from the University of Texas at Austin in 1985.

We concluded that Mr.

Bartling’s

wealth of technical and business experience he gained through his successful technical and corporate management career made him

qualified to serve on the Board of Directors.

Bartling does not currently hold any other directorship.

Board of Directors has concluded that Mr.

Bartling is qualified to serve as a director of the Company because of his extensive

experience in technology and business development.

LePon –

Director since May 11, 2006.

Dennis LePon has over 45 years of financial, managerial, and business experience

working for a bank, real estate finance companies, as well as a startup high tech company.

From 1992 to the present, Mr.

has served as Chief Financial officer of Catalyst Resource Group, Inc., a real estate finance and consulting firm offering specialized

financing for healthcare, C-Store, gasoline station and other varied commercial properties nationwide.

From 2002 to 2004,

he served as Chief Financial Officer for FoodMarket Place.com, a California company engaged in the business of Web Based marketing

for food and restaurant industry partnered with Hewlett Packard.

LePon received a Bachelor of Arts from California State University

at Northridge in 1969 and a Master of Business Administration from the University of Southern California in 1977.

concluded that Mr.

LePon’s strong financial and business experience he gained throughout his successful financial and corporate

management career made him qualified to serve on the Board of Directors.

LePon does not currently hold any other

directorship.

Board of Directors has concluded that Mr.

LePon is qualified to serve as a director of the Company because of his extensive experience

in corporate and finance management.

currently do not maintain any committees of the Board of Directors.

Given our size and the development of our business to date,

we believe that the board through its meetings can perform all of the duties and responsibilities which might be performed by

We do not currently have an audit committee financial expert.

OF EXECUTIVE OFFICERS AND DIRECTORS

executive officer, director or any member of these individuals’

immediate families or any corporation or organization with

whom any of these individuals is an affiliate is or has been indebted to us since the beginning of our last fiscal year.

RELATIONSHIPS

are no family relationships among our executive officers and directors.

have adopted a Code of Ethics that applies to all of our directors, officers and employees.

The text of the Code of Ethics is

filed as an exhibit to this annual report on Form 10-K for the year ended December 31, 2008 filed with the Securities and Exchange

Commission on March 25, 2008.

The Company will provide to any person without charge, upon request to the Company at

its office, a copy of the Code of Ethics.

Any waiver of the provisions of the Code of Ethics for executive officers and directors

may be made only by the Audit Committee and, in the case of a waiver for members of the Audit Committee, by the Board of Directors.

served as Vice Present and General Manager for RF-Link Technology, Inc., a California company engaged in the business of Wireless

Technology Development and Manufacturing.

Lee received a Ph.D.

in Electrical Engineering from Purdue University in 1989, a

Master of Science in Electrical Engineering from University of Michigan in 1986 and a Bachelor of Science in Electrical Engineering

from the University of Texas at Austin in 1984.

The Board of Directors

has concluded that Dr.

Lee is qualified to serve as a director of the Company because of his diverse experience in technology,

marketing, and executive management.

Spencer Hall –

Chief Operating Officer and Director of the Company since February 8, 29021, Mr.

Hall has held senior management positions

over the course of his career including director of communications for PacifiCorp, a Berkshire Hathaway Energy-owned electric utility

serving nearly two million customers across Oregon, California, Washington, Utah, Idaho and Wyoming.

Prior to his role at PacifiCorp,

he served as vice president of digital platforms for the Utah Jazz (Larry H.

Miller Sports & Entertainment) and as news director

of KSL.com, the largest news outlet in the Intermountain West.

Hall holds a Master of Science in Instructional Design and Technology

from Utah State University and a Bachelor of Arts in Visual Art from Brigham Young University.

The Board of Directors

has concluded that Mr.

Hall is qualified to serve as a director of the Company because of his diverse experience in technology,

marketing, and executive management.

COMMITTEES OF THE BOARD

We currently do not

maintain any committees of the Board of Directors.

Given our size and the development of our business to date, we believe that

the board through its meetings can perform all of the duties and responsibilities which might be performed by a committee.

do not currently have an audit committee financial expert.

INDEBTEDNESS OF EXECUTIVE OFFICERS AND DIRECTORS

No executive officer,

director or any member of these individuals’

immediate families or any corporation or organization with whom any of these

individuals is an affiliate is or has been indebted to us since the beginning of our last fiscal year.

FAMILY RELATIONSHIPS

There are no family relationships among our

executive officers and directors.

CODE OF ETHICS

We have adopted a Code

of Ethics that applies to all of our directors, officers and employees.

The text of the Code of Ethics is filed as an exhibit to

this annual report on Form 10-K for the year ended December 31, 2008 filed with the Securities and Exchange Commission on March

The Company will provide to any person without charge, upon request to the Company at its office, a copy of

the Code of Ethics.

Any waiver of the provisions of the Code of Ethics for executive officers and directors may be made only by

the Audit Committee and, in the case of a waiver for members of the Audit Committee, by the Board of Directors.

such waivers will be promptly disclosed to our shareholders.

the past ten years, none of our directors, executive officers, promoters, control persons, or nominees has been:

subject of any bankruptcy petition filed by or against any business of which such person was a general partner or executive

officer either at the time of the bankruptcy or within two years prior to that time;

in a criminal proceeding or is subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);

to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction

or any Federal or State authority, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement

in any type of business, securities or banking activities;

by a court of competent jurisdiction (in a civil action), the Commission or the Commodity Futures Trading Commission to have

violated a federal or state securities or commodities law.

subject of, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently

reversed, suspended or vacated, relating to an alleged violation of (a) any Federal or State securities or commodities law

or regulation;

(b) any law or regulation respecting financial institutions or insurance companies including, but not limited

to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent

cease-and-desist order, or removal or prohibition order;

or (c) any law or regulation prohibiting mail or wire fraud or fraud

in connection with any business entity;

subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory

organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C.

78c(a)(26))), any registered entity (as defined

in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C.

1(a)(29))), or any equivalent exchange, association, entity or

organization that has disciplinary authority over its members or persons associated with a member.

Leadership Structure and Role in Risk Oversight

we have not adopted a formal policy on whether the Chairman and Chief Executive Officer positions should be separate or combined,

we have traditionally determined that it is in the best interests of the Company and its shareholders to combine these roles.

Due to the small size and early stage of the Company, we believe it is currently most effective to have the Chairman

and Chief Executive Officer positions combined.

In addition, having one person serve as both Chairman and Chief Executive Officer

eliminates potential for confusion and provides clear leadership for the Company, with a single person setting the tone and managing

our operations.

The Board oversees specific risks, including, but not limited to:

retaining and overseeing the work of the independent auditors, including resolving disagreements between the management and

the independent auditors relating to financial reporting;

all auditing and non-auditing services permitted to be performed by the independent auditors;

annually the independence and quality control procedures of the independent auditors;

approving, and overseeing risks arising from proposed related party transactions;

the annual audited financial statements with the management;

separately with the independent auditors to discuss critical accounting policies, management letters, recommendations on internal

controls, the auditor’s engagement letter and independence letter and other material written communications between

the independent auditors and the management;

the risks associated with management resources, structure, succession planning, development and selection processes, including

evaluating the effect the compensation structure may have on risk decisions.

of Directors Meetings and Attendance

have no formal policy regarding director attendance at the annual meeting of stockholders.

The Board of Directors held eighteen

(18) meetings in 2019 including three (3) meetings prior to filing our quarterly reports and one (1) meetings prior to filing

this Annual Report.

All Board members were present at all of the meetings.

16(a) Beneficial Ownership Reporting Compliance

Section 16(a)

of the Exchange Act requires the Company’s directors, executive officers and persons who own more than 10% of the Company’s

LEGAL PROCEEDINGS

During the past ten

years, none of our directors, executive officers, promoters, control persons, or nominees has been:

the subject of any bankruptcy petition filed by or against any business of which such person

was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time;

convicted in a criminal proceeding or is subject to a pending criminal proceeding (excluding

traffic violations and other minor offenses);

subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated,

of any court of competent jurisdiction or any Federal or State authority, permanently or temporarily enjoining, barring, suspending

or otherwise limiting his involvement in any type of business, securities or banking activities;

found by a court of competent jurisdiction (in a civil action), the Commission or

the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law.

the subject of, or a party to, any Federal or State judicial or administrative order, judgment, decree,

or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of (a) any Federal or State securities

or commodities law or regulation;

(b) any law or regulation respecting financial institutions or insurance companies including,

but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary

or permanent cease-and-desist order, or removal or prohibition order;

or (c) any law or regulation prohibiting mail or wire fraud

or fraud in connection with any business entity;

the subject of, or a party to, any sanction or order, not subsequently reversed, suspended

or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C.

78c(a)(26))),

any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C.

1(a)(29))), or any equivalent

exchange, association, entity or organization that has disciplinary authority over its members or persons associated with

Board Leadership Structure and Role in Risk Oversight

Although we have not

adopted a formal policy on whether the Chairman and Chief Executive Officer positions should be separate or combined, we have traditionally

determined that it is in the best interests of the Company and its shareholders to combine these roles.

small size and early stage of the Company, we believe it is currently most effective to have the Chairman and Chief Executive Officer

positions combined.

In addition, having one person serve as both Chairman and Chief Executive Officer eliminates potential for

confusion and provides clear leadership for the Company, with a single person setting the tone and managing our operations.

Board oversees specific risks, including, but not limited to:

appointing, retaining and overseeing the work of the independent auditors, including resolving

disagreements between the management and the independent auditors relating to financial reporting;

approving all auditing and non-auditing services permitted to be performed by the independent auditors;

reviewing annually the independence and quality control procedures of the independent auditors;

reviewing, approving, and overseeing risks arising from proposed related party transactions;

discussing the annual audited financial statements with the management;

meeting separately with the independent auditors to discuss critical accounting policies,

management letters, recommendations on internal controls, the auditor’s engagement letter and independence letter and

other material written communications between the independent auditors and the management;

monitoring the risks associated with management resources, structure, succession planning,

development and selection processes, including evaluating the effect the compensation structure may have on risk decisions.

Board of Directors Meetings and Attendance

We have no formal policy

regarding director attendance at the annual meeting of stockholders.

The Board of Directors held eighteen (18) meetings in 2020

including three (3) meetings prior to filing our quarterly reports and one (1) meeting prior to filing this Annual Report.

Board members were present at all of the meetings.

During 2020, the Board of Directors acted by unanimous written consent eighteen

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of

the Exchange Act requires the Company’s directors, executive officers and persons who own more than 10% of the Company’s

stock (collectively, “Reporting Persons”) to file with the SEC initial reports of ownership and changes in ownership

5 unchanged sentences

during its fiscal year ended December 31, 2020 all Reporting Persons timely complied with all applicable filing requirements.

COMPENSATION.

following table summarizes all compensation recorded by us in each of the last two completed fiscal years for the named executive

EXECUTIVE COMPENSATION.

The following table

summarizes all compensation recorded by us in each of the last two completed fiscal years for the named executive officers.

Principal Position

2 unchanged sentences

- CEO and Acting CFO

Company currently has no employment agreements with its executive officers.

Benefit Plans

Company currently has no benefit plans in place for its employees.

Company has no stock option plan.

receive compensation for their services and reimbursement for their expenses as shall be determined from time to time by resolution

of the Board.

Currently, our directors do not receive monetary compensation for their service on the Board of Directors.

OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

* Stanley Levy passed away on January 5, 2021.

Employment Agreements

The Company currently has no employment agreements

with its executive officers.

Employee Benefit Plans

The Company currently has no benefit plans

in place for its employees.

Stock Option Plan

The Company has no stock option plan.

Director Compensation

Directors receive compensation

for their services and reimbursement for their expenses as shall be determined from time to time by resolution of the Board.

our directors do not receive monetary compensation for their service on the Board of Directors.

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

The following table

sets forth, as of March 6, 2020, the number of and percent of our common stock beneficially owned by:

directors and nominees, naming them,

executive officers,

directors and executive officers as a group, without naming them, and

or groups known by us to own beneficially 5% or more of our common stock:

believe that all persons named in the table have sole voting and investment power with respect to all shares of common stock beneficially

owned by them.

sets forth, as of February 11, 2021, the number of and percent of our common stock beneficially owned by:

all directors and nominees, naming them,

our executive officers,

our directors and executive officers as a group, without naming them, and

persons or groups known by us to own beneficially 5% or more of our common stock:

We believe that all

persons named in the table have sole voting and investment power with respect to all shares of common stock beneficially owned

A person is deemed

to be the beneficial owner of securities that can be acquired by him within 60 days from March 6, 2020 upon the exercise

to be the beneficial owner of securities that can be acquired by him within 60 days from February 12, 2021 upon the exercise

of options, warrants or convertible securities.

1 unchanged sentence

options, warrants or convertible securities that are held by him, but not those held by any other person, and which are exercisable

within 60 days of March 6, 2020 have been exercised and converted.

Unless otherwise indicated, the address of each of

the following beneficial owner is c/o Biosolar, Inc., 27936 Lost Canyon Road, Suite 202, Santa Clarita, CA 91387

Title of Class

within 60 days of February 12, 2021 have been exercised and converted.

Unless otherwise indicated, the address of each

of the following beneficial owner is c/o Biosolar, Inc., 27936 Lost Canyon Road, Suite 202, Santa Clarita, CA 91387

Name of Beneficial Owner

Number of Shares

Number of Share

Of Common Stock

Percentage of

David Lee (1)(2)

Stanley Levy (3)

Dennis LePon (4)

All Executive Officers and Directors as a Group (4 persons)

than one percent.

Based upon 149,871,024 shares of common stock outstanding as of March 6, 2020.

Includes 12,000,000 shares underlying options to purchase shares of the Company’s common stock are fully vested.

Includes 650,000 shares underlying options to purchase shares of the Company’s common stock that are fully vested.

RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE.

were no material related party transactions which we entered into during the last two fiscal years.

Bartling is independent as the term “independent”

All Executive Officers and Directors as a Group (2 individuals)

* Less than one percent.

(1) Based upon 528,062,717 shares of common stock outstanding

as of February 12, 2021.

12,000,000 shares underlying options to purchase shares of the Company’s common stock are fully vested.

(3) Includes 1,000 shares of Series B Preferred Stock which

Lee to 51% of the total vote representing a super majority voting power on all shareholder matters of the Company.

The ownership of these shares is conditioned as described below.

On January 15, 2021, as approved by the

Board, the Company filed the Certificate of Designation (the “Certificate of Designation”) for its newly-created Series

B Preferred Stock with the Secretary of State of Nevada designating 1,000 shares of its authorized preferred stock as Series B

Preferred Stock.

The shares of Series B Preferred Stock have a par value of $0.0001 per share.

The Series B Preferred Stock does

not have a dividend rate or liquidation preference and are not convertible into shares of our common stock.

The 1,000 shares of

Series Be Preferred have been issued to David Lee, our Chief Executive Officer.

For so long as any

shares of the Series B Preferred Stock remain issued and outstanding, the holders thereof, voting separately as a class, shall

have voting power equal to 51% of the total vote (representing a super majority voting power) on all shareholder matters of the

Such vote shall be determined by the holder(s) of a majority of the then issued and outstanding shares of Series B Preferred

The shares of the Series

B Preferred Stock shall be automatically redeemed by us at their par value on the first to occur of the following triggering

(i) a date forty five (45) days after the effective date of the Certificate of Designation, (ii) on the date that Mr.

ceases, for any reason, to serve as officer, director or consultant of the Company, or (ii) on the date that the Company’s

shares of common stock first trade on any national securities exchange and such listing is conditioned upon the elimination of

the preferential voting rights of the Series B Preferred Stock set forth in the Certificate of Designation.

Additionally, we are

prohibited from adopting any amendments to our Bylaws, Articles of Incorporation, as amended, as set forth in the Certificate of

Designation, without the affirmative vote of at least 66-2/3% of the outstanding shares of Series B Preferred Stock.

may, by any means authorized by law and without any vote of the holders of shares of Series B Preferred Stock, make technical,

corrective, administrative or similar changes to such Certificate of Designation that do not, individually or in the aggregate,

adversely affect the rights or preferences of the holders of shares of Series B Preferred Stock

The issuance of the

Series B Preferred Stock may prevent or frustrate attempts by stockholders to change the board of directors or current management

and could make a third-party acquisition of the Company difficult which could limit the price that investors might be willing to

pay in the future for shares of the Company’s common stock.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE.

There were no material related party transactions

which we entered into during the last two fiscal years.

Director Independence

No members of the board of directors is independent

as the term “independent”

is defined under the NASDAQ Marketplace Rules.

ACCOUNTING FEES AND SERVICES.

Liggett and Webb,

PA (“Liggett”) served as the Company’s independent registered accountants from October 31, 2013 until December

2, 2019, when the Company appointed M&K CPA’s PLLC (“M&K”), who currently serves as our independent

PRINCIPAL ACCOUNTING FEES AND SERVICES.

The following table

7 unchanged sentences

Audit-Related

All Other Fees

M&K CPAS, PLLC

Liggett & Webb, P.A.

M&K CPAS, PLLC

Liggett & Webb, P.A.

December 2, 1019

Audit-Related

did not incur assurance and audit-related fees during 2019 and 2018, to M&K or Liggett & Webb, as applicable, nor in connection

with the audit of our financial statements for the reviews of registration statements and issuance of related consents and assistance

with SEC comment letters.

did not incur fees for tax compliance, tax advice, or tax planning for the years ended December 31, 2019 and 2018, respectively.

were no other fees billed to us by M&K or Liggett& Webb, as applicable, for services rendered to us during the years

ended December 31, 2019 and 2018, respectively, other than the services described above under “Audit Fees”

and “Audit-Related

of the date of this filing, our current policy is to not engage our independent registered public accounting firm to provide,

among other things, bookkeeping services, appraisal or valuation services, or international audit services.

The policy provides

that we engage our independent registered public accounting firm to provide audit and other assurance services, such as review

of SEC reports or filings, as set forth above.

FINANCIAL STATEMENT SCHEDULES.

February 25, 2020

Through December 2, 2019

Audit-Related Fees

We did not incur assurance

and audit-related fees during 2020 and 2019, to M&K or Liggett & Webb, as applicable, nor in connection with the audit

of our financial statements for the reviews of registration statements and issuance of related consents and assistance with SEC

comment letters.

We did not incur fees

for tax compliance, tax advice, or tax planning for the years ended December 31, 2020 and 2019, respectively.

All Other Fees

There were no other

fees billed to us by M&K or Liggett& Webb, as applicable, for services rendered to us during the years ended December 31,

2020 and 2019, respectively, other than the services described above under “Audit Fees”

and “Audit-Related Fees.”

As of the date of this

filing, our current policy is to not engage our independent registered public accounting firm to provide, among other things, bookkeeping

services, appraisal or valuation services, or international audit services.

The policy provides that we engage our independent

registered public accounting firm to provide audit and other assurance services, such as review of SEC reports or filings, as set

EXHIBITS, FINANCIAL STATEMENT SCHEDULES.

of Incorporation of BioSolar Labs, Inc.

21 unchanged sentences

(Incorporated by reference to the Company’s Current Report on Form 8-K filed with the SEC on December 12, 2019)

Description of Registrant’s securities registered pursuant to Section 12 of the Securities Exchange Act of 1934 (filed herewith).

of Note dated as of April 5, 2016 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC

on April 7, 2016)

Research Agreement with North Carolina Agricultural and Technical State University dated August 16, 2016 (Filed as an exhibit

to the Company’s Quarterly Report on Form 10-Q filed with the SEC on November 8, 2016) (Subject to Order granting Confidential

Treatment dated December 22, 2016 File No.

of Designations of Series B Preferred Stock (Incorporated by reference to the Company’s Current Report on Form 8-K January

of Note dated as of April 5, 2016 (Incorporated by reference to the Company’

to the Company’s Current Report on

Form 8-K filed with the SEC on April 7, 2016)

Research Agreement with North Carolina Agricultural and Technical State University dated August 16, 2016 (Incorporated by

reference to the Company’s Quarterly Report on Form 10-Q filed with the SEC on November 8, 2016) (Subject to Order granting

Confidential Treatment dated December 22, 2016 File No.

000-54819- CF#34438)

of Note dated as of March 20, 2017 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC

on March 21, 2017)

Research Agreement with North Carolina Agricultural and Technical State University dated September 11, 2017 (Filed as an exhibit

to the Company’s Current Report on Form 8-K filed with the SEC on September 13, 2017)

License Agreement with North Carolina Agricultural and Technical State University dated September 25, 2017 (Filed as an exhibit

to the Company’s Current Report on Form 8-K/A filed with the SEC on November 17, 2017) (Subject to Order granting Confidential

Treatment dated December 22, 2016 File No.

of Note dated as of March 20, 2017 (Incorporated by reference to the Company’s Current Report on Form 8-K filed with

the SEC on March 21, 2017)

Research Agreement with North Carolina Agricultural and Technical State University dated September 11, 2017 (Incorporated

by reference to the Company’s Current Report on Form 8-K filed with the SEC on September 13, 2017)

License Agreement with North Carolina Agricultural and Technical State University dated September 25, 2017 (Incorporated by

reference to the Company’s Current Report on Form 8-K/A filed with the SEC on November 17, 2017) (Subject to Order granting

Confidential Treatment dated December 22, 2016 File No.

0-54819 - CF#35738)

of Note dated as of February 26, 2018 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with the

SEC on February 27, 2018)

Development Agreement with Silico Ferrosolar SLU dated as of June 14, 2018 (Filed as an exhibit to the Company’s Current

Report on Form 8-K filed with the SEC on June 19, 2018

Purchase Agreement with Power Up Lending Group dated as of July 23, 2018 (Filed as an exhibit to the Company’s Current

Report on Form 8-K filed with the SEC on July 26, 2018)

Promissory Note dated as of July 23, 2018 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with

the SEC on July 26, 2018)

Purchase Agreement with Power Up Lending Group dated as of September 4, 2018 (Filed as an exhibit to the Company’s Current

Report on Form 8-K filed with the SEC on September 10, 2018)

Promissory Note dated as of September 4, 2018 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

with the SEC on September 10, 2018)

Purchase Agreement with Power Up Lending Group dated as of October 15, 2018 (Filed as an exhibit to the Company’s Current

Report on Form 8-K filed with the SEC on October 17, 2018)

Promissory Note dated as of October 15, 2018 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

with the SEC on October 17, 2018)

Purchase Agreement with Power Up Lending Group dated as of December 5, 2018 (Filed as an exhibit to the Company’s Current

Report on Form 8-K filed with the SEC on December 11, 2018)

Promissory Note dated as of December 11, 2018 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

with the SEC on October 17, 2018)

Promissory Note dated as of January 22, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

with the SEC on January 29, 2019)

Purchase Agreement dated as of January 22, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

with the SEC on January 29, 2019)

Promissory Note dated as of February 20, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

with the SEC on February 28, 2019)

Purchase Agreement dated as of February 20, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

with the SEC on February 28, 2019)

Promissory Note dated as of February 25, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

with the SEC on February 28, 2019)

Purchase Agreement dated as of February 25, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

with the SEC on February 28, 2019)

Promissory Note dated as of April 5, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with

of Note dated as of February 26, 2018 (Incorporated by reference to the Company’s Current Report on Form 8-K filed with

the SEC on February 27, 2018)

Development Agreement with Silico Ferrosolar SLU dated as of June 14, 2018 (Incorporated by reference to the Company’s

Current Report on Form 8-K filed with the SEC on June 19, 2018

Promissory Note dated April 23, 2020 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with

the SEC on April 28, 2020)

Purchase Agreement dated as of April 5, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

Purchase Agreement dated April 23, 2020 (Incorporated by reference to the Company’s Current Report on Form 8-K filed

with the SEC on April 28, 2020)

Promissory Note dated as of April 25, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with

the SEC on May 1, 2019)

Purchase Agreement dated as of April 25, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

with the SEC on May 1, 2019)

Promissory Note dated as of June 3, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with

the SEC on June 7, 2019)

Purchase Agreement dated as of June 3, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with

the SEC on June 7, 2019)

Promissory Note dated as of July 16, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with

the SEC on July 18, 2019)

Purchase Agreement dated as of July 16, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

with the SEC on July 18, 2019)

Promissory Note dated as of August 8, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with

Promissory Note dated August 17, 2020 (Incorporated by reference to the Company’s Current Report on Form 8-K filed with

the SEC on August 21, 2020)

Purchase Agreement dated as of August 8, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

Purchase Agreement dated August 17, 2020 (Incorporated by reference to the Company’s Current Report on Form 8-K filed

with the SEC on August 21, 2020)

Promissory Note dated as of August 29, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with

the SEC on September 4, 2019)

Purchase Agreement dated as of August 29, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

Promissory Note dated September 14, 2020 (Incorporated by reference to the Company’s Current Report on Form 8-K

filed with the SEC on September 17, 2020)

Purchase Agreement dated September 14, 2020 (Incorporated by reference to the Company’s Current Report on Form 8-K filed

with the SEC on September 17, 2020)

Promissory Note dated as of October 1, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with

the SEC on October 2, 2019)

Purchase Agreement dated as of October 1, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

with the SEC on October 2, 2019)

Promissory Note dated as of December 23, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

Promissory Note dated November 2, 2020 (Incorporated by reference to the Company’s Current Report on Form 8-K filed

with the SEC on November 3, 2020)

Purchase Agreement dated November 2, 2020 (Incorporated by reference to the Company’s Current Report on Form 8-K filed

with the SEC on November 3, 2020)

Promissory Note dated December 2, 2020 (Incorporated by reference to the Company’s Current Report on Form 8-K filed

with the SEC on December 7, 2020)

Purchase Agreement dated as of December 20, 2019 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed

Purchase Agreement dated December 2, 2020 (Incorporated by reference to the Company’s Current Report on Form 8-K filed

with the SEC on December 7, 2020)

Convertible Promissory Note dated March 2, 2020 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on March 6, 2020)

Securities Purchase Agreement dated March 2, 2020 (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on March 6, 2020)

of Ethics (Incorporated by reference to the Company’s Annual Report on Form 10-K filed with the SEC on March 25, 2008)

Certification

by Chief Executive Officer and Acting Chief Financial Officer pursuant to Sarbanes-Oxley Section 302 (filed herewith).

Certification

by Chief Executive Officer and Acting Chief Financial Officer pursuant to 18 U.S.C.

Research Agreement (Filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on December 15,

Promissory Note dated December 29, 2020 (Incorporated by reference to the Company’s Current Report on Form 8-K filed

with the SEC on January 4, 2021)

Purchase Agreement dated December 29, 2020 (Incorporated by reference to the Company’s Current Report on Form 8-K filed

with the SEC on January 4, 2021)

Promissory Note dated January 14, 2021 (Incorporated by reference to the Company’s Current Report on Form 8-K filed

with the SEC on January 20, 2021)

Purchase Agreement dated January 14, 2021 (Incorporated by reference to the Company’s Current Report on Form 8-K

filed with the SEC on January 20, 2021)

Agreement between the Company and H.C.

Wainwright & Co.

LLC (Incorporated by reference to the Company’s current

report on Form 8-K filed with the SEC on January 25, 2021)

of Securities Purchase Agreement (Incorporated by reference to the Company’s current report on Form 8-K filed with the

SEC on January 25, 2021)

of Warrant (Incorporated by reference to the Company’s current report on Form 8-K filed with the SEC on January 25,

of Registration Rights Agreement (Incorporated by reference to the Company’s current report on Form 8-K filed with the

SEC on January 25, 2021)

of Placement Agent Warrant (Incorporated by reference to the Company’s current report on Form 8-K filed with the SEC

on January 25, 2021)

of Pre-Funded Warrant (Incorporated by reference to the Company’s current report on Form 8-K filed with the SEC on January

from Leggett & Webb, P.A.

(Incorporated by reference to the Company’s Current Report on Form 8-K filed with the

SEC on December 4, 2019)

Subsidiaries (Incorporated by reference to exhibit 21.1 to the Company’s Registration Statement on Form S-1 filed with the SEC on January 29, 2021)

Certification by Chief Executive Officer and Acting Chief Financial Officer pursuant to Sarbanes-Oxley Section 302 (filed herewith).

Certification by Chief Executive Officer and Acting Chief Financial Officer pursuant to 18 U.S.C.

Section 1350 (filed herewith).

Instance Document

Taxonomy Extension Schema Document

Taxonomy Extension Calculation Linkbase

Taxonomy Extension Definition Linkbase

Taxonomy Extension Labels Linkbase

Taxonomy Extension Presentation Linkbase

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, in the City of Los Angeles, State of California, on March 9, 2020.

EXECUTIVE OFFICER

XBRL Instance Document

XBRL Taxonomy Extension Schema Document

XBRL Taxonomy Extension Calculation Linkbase Document

XBRL Taxonomy Extension Definition Linkbase Document

XBRL Taxonomy Extension Labels Linkbase Document

XBRL Taxonomy Extension Presentation Linkbase Document

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, in the City of Los Angeles, State of California, on February 16, 2021.

BIOSOLAR, INC.

/s/ David Lee

CHIEF EXECUTIVE OFFICER

(PRINCIPAL EXECUTIVE OFFICER) AND

CHIEF FINANCIAL OFFICER

ACTING CHIEF FINANCIAL OFFICER

(ACTING PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER)

to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the

capacities and on the date indicated:

EXECUTIVE OFFICER

EXECUTIVE OFFICER), ACTING CHIEF FINANCIAL OFFICER

ACCOUNTING AND

Pursuant to the requirements

of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the

date indicated:

/s/ DAVID LEE

CHIEF EXECUTIVE OFFICER

February 16, 2021

(PRINCIPAL EXECUTIVE OFFICER), ACTING CHIEF FINANCIAL OFFICER

(PRINCIPAL ACCOUNTING AND

FINANCIAL OFFICER) AND

CHAIRMAN OF THE BOARD

TO FINANCIAL STATEMENTS

of Independent Registered Public Accounting Firm - M&K CPAS, PLLC

Report of Independent Registered Public Accounting Firm - Liggett &

Sheets as of December 31, 2019 and December 31, 2018

of Operations for the years ended December 31, 2019 and 2018

of Shareholders’

/s/ SPENCER HALL

CHIEF OPERATING OFFICER

February 16, 2021

INDEX TO FINANCIAL

BIOSOLAR, INC.

FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm - M&K CPAS, PLLC

Balance Sheets as of December 31, 2019 and December 31, 2018

Statements of Operations for the years ended December 31, 2019 and 2018

Statement of Shareholders’

Deficit for the years ended December 31, 2019 and 2018

of Cash Flows for the years ended December 31, 2019 and 2018

to Financial Statements

Statements of Cash Flows for the years ended December 31, 2019 and 2018

Notes to Financial Statements

REPORT OF INDEPENDENT REGISTERED PUBLIC

ACCOUNTING FIRM

To the Board of Directors and

Stockholders of BioSolar, Inc.

To the Board of Directors and Stockholders of BioSolar, Inc.

Opinion on the Financial Statements

We have audited the accompanying balance

sheet of BioSolar, Inc.

(the Company) as of December 31, 2019, and the related statements of operations, shareholders’

and cash flows for period ended December 31, 2019, and the related notes and schedules (collectively referred to as the financial

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company

as of December 31, 2019, and the results of its operations and its cash flows for each of the years in the period ended December

31, 2019, in conformity with accounting principles generally accepted in the United States of America.

The financial statements

of BioSolar, Inc., as of December 31, 2018, were audited by other auditors whose report dated March 21, 2019, expressed an unqualified

opinion on those financial statements.

have audited the accompanying balance sheets of BioSolar, Inc.

(the Company) as of December 31, 2020 and 2019, and the related

statements of operations, shareholders’

deficit, and cash flows for the years then ended, and the related notes (collectively

referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of

December 31, 2020 and 2019, and the results of its operations and its cash flows for the years then ended in conformity with accounting

principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility

of the Company’s management.

Our responsibility is to express an opinion on the Company’s financial statements based

on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB)

and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable

rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance

with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about

whether the financial statements are free of material misstatement, whether due to error or fraud.

The Company is not required

to have, nor were we engaged to perform, an audit of its internal control over financial reporting.

As part of our audits, we

are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an

opinion on the effectiveness of the Company’s internal control over financial reporting.

Accordingly, we express no such

Our audits included performing procedures

to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures

that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures

in the financial statements.

Our audits also included evaluating the accounting principles used and significant estimates made

by management, as well as evaluating the overall presentation of the financial statements.

We believe that our audits provide

a reasonable basis for our opinion.

The accompanying financial statements

have been prepared assuming that the Company will continues as a going concern.

As discussed in Note 1 to the financial statements,

in past years, the Company has suffered net losses from operations and has a net capital deficiency, which raises substantial

financial statements are the responsibility of the Company’s management.

Our responsibility is to express an opinion on the Company’s financial statements based on our audits.

We are a public accounting

firm registered with the Public Company Accounting Oversight Board (United States)

(PCAOB) and are required to be independent with respect to the Company in

accordance with the U .

federal securities laws and the applicable rules and regulations of the Securities and Exchange

Commission and the PCAOB.

conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audits

to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or

The Company is not required to have, nor were we

engaged to perform, an audit of its internal control over financial reporting.

As part of our audits, we are required to obtain

an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness

of the Company’s internal control over financial reporting.

Accordingly, we express no such opinion.

Our audits included

performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud,

and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding

the amounts and disclosures in the financial statements.

Our audits also included evaluating the accounting principles used and

the significant estimates made by management, as well as evaluating the overall presentation of the financial statements.

our audits provide a reasonable basis for our opinion.

Going Concern

The accompanying

financial statements have been prepared assuming that the Company will continue as a going concern.

As discussed in Note 1 to the

financial statements, the Company has suffered net losses from operations and has a net capital deficiency, which raises substantial

doubt about its ability to continue as a going concern.

1 unchanged sentence

The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ M&K CPAS, PLLC

M&K CPAS, PLLC

We have served as the Company’s auditor since 2019

March 9, 2020

OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders of BioSolar,

Opinion on the Financial Statements

We have audited

the accompanying balance sheet of BioSolar, Inc.

(the "Company") as of December 31, 2018, the related statement of operations,

shareholders’

deficit, and cash flows for the year then ended, and the related notes (collectively referred to as the "financial

statements").

In our opinion, the financial statements present fairly, in all material respects, the financial position of

the Company as of December 31, 2018, and the results of its operations and its cash flows for the years then ended, in conformity

with accounting principles generally accepted in the United States of America.

The Company’s Ability to Continue

as a Going Concern

The accompanying

financial statements have been prepared assuming that the Company will continue as a going concern.

As discussed in

Note 1 to the financial statements, the Company does not generate revenue and has negative cash flows from operations.

raises substantial doubt about the Company’s ability to continue as a going concern.

Management’s plans

in regard to these matters are also described in Note 1.

The financial statements do not include any adjustments that

might result from the outcome of this uncertainty.

Basis for Opinion

These financial statements are the responsibility

of the Company's management.

Our responsibility is to express an opinion on the Company's financial statements based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB")

and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable

rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with

the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether

the financial statements are free of material misstatement, whether due to error or fraud.

The Company is not required to have,

nor were we engaged to perform, an audit of its internal control over financial reporting in accordance with the standards of the

As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for

the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting.

we express no such opinion in accordance with the standards of the PCAOB.

Our audits included performing procedures

to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures

that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures

in the financial statements.

Our audits also included evaluating the accounting principles used and significant estimates made

by management, as well as evaluating the overall presentation of the financial statements.

We believe that our audits provide a

reasonable basis for our opinion.

/s/ Liggett & Webb, P.A.

We have served as the Company’s auditor since 2013 to

March 21, 2019

February 16, 2021

BIOSOLAR, INC.

BALANCE SHEETS

December 31, 2020

December 31, 2019

CURRENT ASSETS

12 unchanged sentences

Derivative liability

Convertible promissory notes net of debt discount

of $254,897 and $265,873, respectively

Convertible promissory notes net of debt discount of $219,850 and $254,896, respectively

TOTAL CURRENT LIABILITIES

LONG TERM LIABILITIES

Convertible promissory notes net of debt discount

of $800 and $27, respectively

Convertible promissory notes net of debt discount of $56,135 and $801, respectively

TOTAL LONG TERM LIABILITIES

4 unchanged sentences

shares, none issued and outstanding

Preferred treasury stock, 1000 and 0 shares outstanding, respectively

Common stock, $0.0001 par value;

3,000,000,000 authorized

shares 133,912,520 and 60,639,308 shares issued and outstanding, respectively

3,000,000,000 authorized shares 456,198,529 and 133,912,520 shares issued and outstanding, respectively

Preferred treasury stock, 1000 and 0 shares outstanding, respectively

Additional paid in capital

6 unchanged sentences

TOTAL LIABILITIES AND SHAREHOLDERS’

accompanying notes are an integral part of these audited financial statements

OF OPERATIONS

THE YEARS ENDED DECEMBER 31, 2019 AND 2018

The accompanying notes are an integral part

of these audited financial statements

BIOSOLAR, INC.

STATEMENTS OF OPERATIONS

FOR THE YEARS ENDED DECEMBER 31, 2020 AND

December 31, 2020

December 31, 2019

OPERATING EXPENSES

2 unchanged sentences

Depreciation and amortization

Loss on abandonment of patents

TOTAL OPERATING EXPENSES

2 unchanged sentences

Interest income

Loss on conversion of debt

Gain (Loss) on change in derivative liability

(139,038,754 )

Interest expense

TOTAL OTHER INCOME (EXPENSES)

(139,914,908 )

NET INCOME (LOSS)

1 unchanged sentence

BASIC EARNINGS (LOSS) PER SHARE

DILUTED EARNINGS (LOSS) PER SHARE

DILUTED EARNING (LOSS) PER SHARE

WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING

The accompanying notes

are an integral part of these audited financial statements

The accompanying notes are an integral part

of these audited financial statements

BIOSOLAR, INC.

STATEMENTS OF SHAREHOLDERS’

FOR THE YEARS ENDED DECEMBER

31, 2019 AND 2018

YEARS ENDED DECEMBER 31,

2019 AND 2018

FOR THE YEARS ENDED DECEMBER 31, 2020 AND

YEAR ENDED DECEMBER 31, 2019

Preferred Stock

2 unchanged sentences

(17,000,210 )

Issuance of common shares for converted promissory

notes and accrued interest

Issuance of common shares for converted promissory notes and accrued interest

Issuance of preferred shares for services

Redemption of preferred shares

Balance at December 31, 2019

1 unchanged sentence

$ (12,215,711 )

Issuance of common shares for converted promissory

notes and accrued interest

Issuance of preferred shares for services

Redeemption of preferred shares

ENDED DECEMBER 31, 2020

Balance at December 31, 2019

1 unchanged sentence

(12,215,711 )

accompanying notes are an integral part of these audited financial statements

OF CASH FLOWS

THE YEARS ENDED DECEMBER 31, 2019 AND 2018

Issuance of common shares for converted promissory notes and accrued interest

(140,544,660 )

Balance at December 31, 2020

$ (165,075,501 )

$ (151,914,888 )

The accompanying notes are an integral

part of these audited financial statements

BIOSOLAR, INC.

STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2020 AND

December 31, 2020

December 31, 2019

CASH FLOWS FROM OPERATING ACTIVITIES:

1 unchanged sentence

$ (140,544,660 )

Adjustment to reconcile net income(loss) to net cash used in operating

Adjustment to reconcile net income(loss) to net cash (used in) provided by operating activities

Depreciation and amortization expense

(Gain) Loss on net change in derivative liability

Loss on conversion of debt

Amortization of debt discount recognized as interest expense

Loss on abandonment of patents

(Increase) Decrease in Changes in Assets

5 unchanged sentences

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of equipment

NET CASH (USED IN) INVESTING ACTIVITIES

CASH FLOWS FROM FINANCING ACTIVITIES:

1 unchanged sentence

NET CASH PROVIDED BY FINANCING ACTIVITIES

NET DECREASE IN CASH

CASH, BEGINNING OF YEAR

CASH, END OF YEAR

NET INCREASE (DECREASE) IN CASH

CASH, BEGINNING OF PERIOD

CASH, END OF PERIOD

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

1 unchanged sentence

SUPPLEMENTAL SCHEDULE OF NON-CASH TRANSACTIONS

Common stock issued for convertible notes and accrued

Preferred stock issued for services and redeemed

Common stock issued for convertible notes and accrued interest

Initial debt discount due to derivative

The accompanying notes

are an integral part of these audited financial statements

The accompanying notes are an integral part

of these audited financial statements

BIOSOLAR, INC.

1 unchanged sentence

FOR THE YEARS ENDED DECEMBER 31, 2020 AND

AND LINE OF BUSINESS

(the “Company”) was incorporated in the state of Nevada on April 24, 2006.

The Company, based in Santa

Clarita, California, began operations on April 25, 2006 to develop and market Photovoltaic solar technology products.

are developing innovative technologies to increase the storage capacity, lower the cost and extend the life of lithium-ion batteries

for electric vehicles (EV).

We are currently working on a silicon anode additive material technology intended to increase the

storage capacity of current and future generation of lithium-ion batteries We previously developed BioBacksheet R , a

high performance green back sheet for Photovoltaic solar modules.,

accompanying financial statements have been prepared on a going concern basis of accounting, which contemplates continuity of

operations, realization of assets and liabilities and commitments in the normal course of business.

The accompanying

financial statements do not reflect any adjustments that might result if the Company is unable to continue as a going concern.

the year ended December 31, 2019, the Company did not generate any revenue, incurred net income of $4,122,365, which includes

a non-cash net gain in change in derivative of $5,777,348 and used cash in operations of $718,403.

As of December 31, 2019,

the Company had a working capital deficiency of $10,048,922 and a shareholders’

ORGANIZATION AND LINE OF BUSINESS

BioSolar, Inc.

(the “Company”)

was incorporated in the state of Nevada on April 24, 2006.

The Company, based in Santa Clarita, California, began operations

on April 25, 2006 to develop and market Photovoltaic solar technology products.

Line of Business

We are a developer of clean energy

technologies.

Our current focus is on developing an electrolyzer technology to lower the cost of Green Hydrogen production.

are developing technologies to significantly reduce or replace rare earth materials with inexpensive earth abundant materials in

electrolyzers to help usher in a Green Hydrogen economy.

We are also developing innovative technologies to increase the storage

capacity, lower the cost and extend the life of lithium-ion batteries for electric vehicles or EV.

We previously developed BioBacksheet R ,

a high performance green back sheet for Photovoltaic solar modules.,

Going Concern

The accompanying financial statements

have been prepared on a going concern basis of accounting, which contemplates continuity of operations, realization of assets and

liabilities and commitments in the normal course of business.

The accompanying financial statements do not reflect any

adjustments that might result if the Company is unable to continue as a going concern.

During the year ended December 31,

2020, the Company did not generate any revenue, incurred net loss of $140,544,660, which includes a non-cash net gain in change

in derivative of $139,038,754 and used cash in operations of $647,298.

As of December 31, 2020, the Company had a working

capital deficiency of $150,532,859 and a shareholders’

deficit of $151,914,888.

factors, among others raise substantial doubt about the Company’s ability to continue as a going concern.

independent auditors, in their report on our audited financial statements for the year ended December 31, 2019 expressed substantial

doubt about our ability to continue as a going concern.

accompanying financial statements have been prepared in conformity with U.S.

GAAP, which contemplates continuation of the Company

as a going concern and the realization of assets and satisfaction of liabilities in the normal course of business.

amounts of assets and liabilities presented in the financial statements do not necessarily purport to represent realizable or

settlement values.

The financial statements do not include any adjustment that might result from the outcome of this uncertainty.

ability of the Company to continue as a going concern and appropriateness of using the going concern basis is dependent upon,

among other things, achieving a level of profitable operations and receiving additional cash infusions.

During the year

ended December 31, 2019, the Company obtained funds from the issuance of convertible note agreements.

Management believes this

funding will continue from its’

These factors, among others raise

substantial doubt about the Company’s ability to continue as a going concern.

Our independent auditors, in their

report on our audited financial statements for the year ended December 31, 2020 expressed substantial doubt about our ability to

continue as a going concern.

The accompanying financial statements

have been prepared in conformity with U.S.

GAAP, which contemplates continuation of the Company as a going concern and the realization

of assets and satisfaction of liabilities in the normal course of business.

The carrying amounts of assets and liabilities presented

in the financial statements do not necessarily purport to represent realizable or settlement values.

The financial statements do

not include any adjustment that might result from the outcome of this uncertainty.

The ability of the Company to

continue as a going concern and appropriateness of using the going concern basis is dependent upon, among other things, achieving

a level of profitable operations and receiving additional cash infusions.

During the year ended December 31, 2020, the Company

obtained funds from the issuance of convertible note agreements.

Management believes this funding will continue from its’

current investors and from new investors.

Management believes the existing shareholders,

and the prospective new investors will provide the additional cash needed to meet the Company’s obligations as they become

due and will allow the development of its core business operations.

No assurance can be given that any future financing will be

available or, if available, that it will be on terms that are satisfactory to the Company.

Even if the Company is able to obtain

additional financing, it may contain undue restrictions on our operations, in the case of debt financing or cause substantial

dilution for our stock holders, in case of equity financing.

OF SIGNIFICANT ACCOUNTING POLICIES

summary of significant accounting policies of the Company is presented to assist in understanding the Company’s financial

The financial statements and notes are representations of the Company’s management, which is responsible for

their integrity and objectivity.

These accounting policies conform to accounting principles generally accepted in the United States

of America and have been consistently applied in the preparation of the financial statements.

Company will recognize revenue when services are performed, and at the time of shipment of products, provided that evidence of

an arrangement exists, title and risk of loss have passed to the customer, fees are fixed or determinable, and collection of the

related receivable is reasonably assured.

The Company adopted Accounting Standards Codification (“ASC”) 606, whereby

revenue will be recognized as performance obligations are satisfied and customers obtain control of goods or services.

in the event of a loss on a sale is foreseen, the Company will recognize the loss as it is determined.

To date, the Company has

not had significant revenues and is in the development stage.

and Cash Equivalent

Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.

preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates

and assumptions that affect the amounts reported in the accompanying financial statements.

Significant estimates made in preparing

these financial statements, include the estimate of useful lives of property and equipment, the deferred tax valuation allowance,

derivative liabilities and the fair value of stock options.

Management believes the existing shareholders, and the prospective new investors will

provide the additional cash needed to meet the Company’s obligations as they become due and will allow the development of

its core business operations.

No assurance can be given that any future financing will be available or, if available, that it will

be on terms that are satisfactory to the Company.

Even if the Company is able to obtain additional financing, it may contain undue

restrictions on our operations, in the case of debt financing or cause substantial dilution for our stockholders, in case of equity

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

This summary of significant accounting

policies of the Company is presented to assist in understanding the Company’s financial statements.

The financial statements

and notes are representations of the Company’s management, which is responsible for their integrity and objectivity.

accounting policies conform to accounting principles generally

accepted in the United States of America and have been consistently applied in the preparation of the financial statements.

Revenue Recognition

The Company will recognize revenue

when services are performed, and at the time of shipment of products, provided that evidence of an arrangement exists, title and

risk of loss have passed to the customer, fees are fixed or determinable, and collection of the related receivable is reasonably

The Company adopted Accounting Standards Codification (“ASC”) 606, whereby revenue will be recognized as performance

obligations are satisfied and customers obtain control of goods or services.

However, in the event of a loss on a sale is foreseen,

the Company will recognize the loss as it is determined.

To date, the Company has not had significant revenues and is in the development

Cash and Cash Equivalent

The Company considers all highly

liquid investments with an original maturity of three months or less to be cash equivalents.

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

amounts reported in the accompanying financial statements.

Significant estimates made in preparing these financial statements,

include the estimate of useful lives of property and equipment, the deferred tax valuation allowance, derivative liabilities and

the fair value of stock options.

Actual results could differ from those estimates.

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FOR THE YEARS ENDED DECEMBER 31, 2020 AND

OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

and Equipment

and equipment are stated at cost, and are depreciated using straight line over its estimated useful lives:

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Property and Equipment

Property and equipment are stated at cost, and are

depreciated using straight line over its estimated useful lives:

Computer equipment

2 unchanged sentences

2020 and 2019 was $2,854 and $4,623, respectively.

Company has patent applications to protect the inventions and processes behind its proprietary bio-based back-sheet, a protective

covering for the back of photovoltaic solar modules traditionally made from petroleum-based film.

Intangible assets that have

finite useful lives continue to be amortized over their useful lives

Write-off of abandoned patents

Intangible Assets

The Company has patent applications

to protect the inventions and processes behind its proprietary bio-based back-sheet, a protective covering for the back of photovoltaic

solar modules traditionally made from petroleum-based film.

Intangible assets that have finite useful lives continue to be amortized

over their useful lives.

Less accumulated amortization

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December 31, 2020 and 2019 was $1,511 and $2,267, respectively.

Company measures the cost of employee services received in exchange for an equity award based on the grant-date fair value of

All grants under our stock-based compensation programs are accounted for at fair value and that cost is recognized

over the period during which an employee, consultant, or director are required to provide service in exchange for the award (the

vesting period).

Compensation expense for options granted to employees and non-employees is determined in accordance with the

standard as the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more

reliably measured.

Compensation expense for awards granted is re-measured each period.

Stock-Based Compensation

The Company measures the cost

of employee services received in exchange for an equity award based on the grant-date fair value of the award.

All grants under

our stock-based compensation programs are accounted for at fair value and that cost is recognized over the period during which

an employee, consultant, or director are required to provide service in exchange for the award (the vesting period).

expense for options granted to employees and non-employees is determined in accordance with the standard as the fair value of the

consideration received or the fair value of the equity instruments issued, whichever is more reliably measured.

Compensation expense

for awards granted is re-measured each period.

The Company granted 12,000,000

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there were 15,950,000 stock options outstanding.

As of December 31, 2019, the

Company did not issue any warrants and had no warrants outstanding.

the appropriate fair value of the stock-based compensation requires the input of subjective assumptions, including the expected

life of the stock-based payment and stock price volatility.

The Company used Black Scholes to value its stock option awards which

incorporated the Company’s stock price, volatility, U.S.

As of December 31, 2020, the Company

did not issue any warrants and had no warrants outstanding.

Determining the appropriate fair

value of the stock-based compensation requires the input of subjective assumptions, including the expected life of the stock-based

payment and stock price volatility.

The Company used Black Scholes to value its stock option awards which incorporated the Company’s

stock price, volatility, U.S.

risk-free rate, dividend rate, and estimated life.

The stock options

terminate seven (7) years from the date of grant or upon termination of employment.

As of December 31, 2019, 15,950,000 stock

options are outstanding.

income taxes are provided using the liability method whereby deferred tax assets are recognized for deductible temporary differences

and operating loss and tax credit carry-forwards and deferred tax liabilities are recognized for taxable temporary differences.

Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases.

tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion

or all the deferred tax assets will not be realized.

Deferred tax assets and liabilities are adjusted for the effects of

the changes in tax laws and rates of the date of enactment.

tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities,

while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately

The benefit of a tax position is recognized in the financial statements in the period during which, based on

all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including

the resolution of appeals or litigation processes, if any.

The stock options terminate seven (7) years from

the date of grant or upon termination of employment.

As of December 31, 2020, 15,950,000 stock options are outstanding.

Deferred income taxes are provided

using the liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and

tax credit carry-forwards and deferred tax liabilities are recognized for taxable temporary differences.

Temporary differences

are the differences between the reported amounts of assets and liabilities and their tax bases.

Deferred tax assets are reduced

by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all the deferred tax

assets will not be realized.

Deferred tax assets and liabilities are adjusted for the effects of the changes in tax laws

and rates of the date of enactment.

When tax returns are filed, it

is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others are subject

to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained.

benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence,

management believes it is more likely than not that the position will be sustained upon examination, including the resolution of

appeals or litigation processes, if any.

Tax positions taken are not offset or aggregated with other positions.

Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that

is more than 50 percent likely of being realized upon settlement with the applicable taxing authority.

The portion of the

benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for

unrecognized tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable

to the taxing authorities upon examination.

December 22, 2017, the Tax Cut and Jobs Act (the “Tax Act”) was signed into law by the President

of the United States.

The TCJA is a tax reform act that among other things, reduced corporate income tax rate to 21%, effective

January 1, 2018.

Accordingly, the Company adjusted its deferred tax assets and liabilities at January 1, 2018, using

the new corporate rate of 21%.

and Development

and development costs are expensed as incurred.

Total research and development costs were $264,687 and $239,607 for the

years ended December 31, 2019 and 2018, respectively.

positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more

than 50 percent likely of being realized upon settlement with the applicable taxing authority.

The portion of the benefits

associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized

tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable to the taxing

authorities upon examination.

On December 22, 2017, the Tax

Cut and Jobs Act (the “Tax Act”) was signed into law by the President of the United States.

The TCJA is a

tax reform act that among other things, reduced corporate income tax rate to 21%, effective January 1, 2018.

the Company adjusted its deferred tax assets and liabilities on January 1, 2018, using the new corporate rate of 21%.

Research and Development

Research and development costs

are expensed as incurred.

Total research and development costs were $177,722 and $264,687 for the years ended December 31,

2020 and 2019, respectively.

BIOSOLAR, INC.

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FOR THE YEARS ENDED DECEMBER 31, 2020 AND

OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Earnings (Loss) per Share Calculations

earnings (Loss) per share dictates the calculation of basic earnings (loss) per share and diluted earnings per share.

Basic earnings

(loss) per share are computed by dividing by the weighted average number of common shares outstanding during the year.

net earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased

to include the effect of stock options and stock based awards (Note 4), plus the assumed conversion of convertible debt (Note

Company has included shares issuable from convertible debt of $2,854,033 and 15,950,000 stock options for the year ended December

31, 2019, because their impact on the income per share is dilutive.

Company has excluded shares issuable from convertible debt of $2,478,260 and 15,950,000 stock options for the year ended December

31, 2018, because their impact on the loss per share is anti-dilutive.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Net Earnings (Loss) per Share

Net earnings (Loss) per share

dictates the calculation of basic earnings (loss) per share and diluted earnings per share.

Basic earnings (loss) per share are

computed by dividing by the weighted average number of common shares outstanding during the year.

Diluted net earnings (loss) per

share is computed similar to basic earnings (loss) per share except that the denominator is increased to include the effect of

stock options and stock-based awards (Note 4), plus the assumed conversion of convertible debt (Note 5).

The Company has excluded shares

issuable from convertible debt of $2,764,184 and 15,950,000 stock options for the year ended December 31, 2020, because their impact

on the income per share is antidilutive.

The Company has included shares

issuable from convertible debt of $2,854,033 and 15,950,000 stock options for the year ended December 31, 2019, because their impact

on the income per share is dilutive.

For the Years Ended

1 unchanged sentence

$ (140,544,660 )

$ (4,122,365 )

Basic weighted average number of common shares outstanding (Denominator)

Diluted weighted average number of common shares outstanding (Denominator)

Value of Financial Instruments

Value of Financial Instruments, requires disclosure of the fair value information, whether recognized in the balance sheet, where

it is practicable to estimate that value.

As of December 31, 2019, the amounts reported for cash, inventory, prepaid expenses,

accounts payable, and accrued expenses, approximate the fair value because of their short maturities.

value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction

between market participants at the measurement date.

ASC Topic 820 established a three-tier fair value hierarchy which prioritizes

the inputs used in measuring fair value.

The hierarchy gives the highest priority to unadjusted quoted prices in active markets

for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements).

Fair Value of Financial Instruments

requires disclosure of the fair value information, whether recognized in the balance sheet, where it is practicable to estimate

As of December 31, 2020, the amounts reported for cash, inventory, prepaid expenses, accounts payable, and accrued

expenses, approximate the fair value because of their short maturities.

Fair value is defined as the price

that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at

the measurement date.

ASC Topic 820 established a three-tier fair value hierarchy which prioritizes the inputs used in measuring

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities

(level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements).

These tiers include:

1, defined as observable inputs such as quoted prices for identical instruments in active

2, defined as inputs other than quoted prices in active markets that are either directly

or indirectly observable such as quoted prices for similar instruments in active markets

or quoted prices for identical or similar instruments in markets that are not active;

3, defined as unobservable inputs in which little or no market data exists, therefore

requiring an entity to develop its own assumptions, such as valuations derived from valuation

techniques in which one or more significant inputs or significant value drivers are unobservable.

measure certain financial instruments at fair value on a recurring basis.

Assets and liabilities measured at fair value on a recurring

basis are as follows at December 31, 2019 and 2018:

Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;

Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active;

Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

We measure certain financial instruments

at fair value on a recurring basis.

Assets and liabilities measured at fair value on a recurring basis are as follows on December

31, 2020 and 2019:

Derivative Liability at fair value as of December 31, 2020

$ 148,590,100

Derivative Liability at fair value as of December 31, 2019

Value of Financial Instruments

following is a reconciliation of the derivative liability for which Level 3 inputs were used in determining the approximate fair

Fair Value of Financial Instruments

The following is a reconciliation of the derivative

liability for which Level 3 inputs were used in determining the approximate fair value:

Balance as of December 31, 2018

3 unchanged sentences

Fair value of derivative liabilities issued

Gain on change in derivative liability

Loss on change in derivative liability

Balance as of December 31, 2020

$ 148,590,100

BIOSOLAR, INC.

NOTES TO FINANCIAL

STATEMENTS –

FOR THE YEARS ENDED

DECEMBER 31, 2019 AND 2018

OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

NOTES TO FINANCIAL STATEMENTS –

FOR THE YEARS ENDED DECEMBER 31, 2020 AND

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Accounting for Derivatives

The Company evaluates all of

its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives.

The Company evaluates all of its

financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives.

For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at

8 unchanged sentences

Recently Issued Accounting Pronouncements

2016, the FASB issued ASU No.

February 2016, the FASB issued ASU No.

2016-2, which creates ASC Topic 842, “Leases.”

This update increases transparency and

comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information

about leasing arrangements.

This update increases transparency

and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key

information about leasing arrangements.

This guidance is effective for interim and annual reporting periods beginning after December

The Company has evaluated the impact of the adoption of ASC 2016-2, which had no effect on the Company’s financial statements.

June 2018, FASB issued accounting standards update ASU 2018-07, (Topic 505) –

“Shared-Based Payment Arrangements with

Nonemployees”, which simplifies the accounting for share-based payments granted to nonemployees for goods and services.

Under the ASU, most of the guidance on such payments to nonemployees will be aligned with the requirements for share-based payments

granted to employees.

Under the ASU 2018-07, the measurement of equity-classified nonemployee share-based payments will be fixed

on the grant date, as defined in ASC 718, and will use the term nonemployee vesting period, rather than requisite service period.

The amendments in this update are effective for fiscal years beginning after December 15, 2018, including interim periods within

those fiscal years.

For all other entities, the amendments are effective for fiscal years beginning after December 15, 2019, and

interim periods within fiscal years beginning after December 15, 2020.

Early adoption is permitted if financial statements have

not yet been issued.

The Company has evaluated the impact of the adoption of ASU 2018-07, which has no effect on the Company’s

financial statements.

August 2018, the FASB issued to accounting standards update ASU 2018-13, (Topic 820) - “Fair Value Measurement”, which

changes the unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level

3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the

most recent interim or annual period presented in the initial fiscal year of adoption.

All other amendments should be applied

retrospectively to all periods presented upon their effective date.

The amendments in this update are effective for fiscal years,

and interim periods within those fiscal years, beginning after December 15, 2019.

The Company has evaluated the impact of the adoption of ASC 2016-2, which had no effect on the Company’s financial

In June 2018, FASB issued accounting

standards update ASU 2018-07, (Topic 505) –

“Shared-Based Payment Arrangements with Nonemployees”, which simplifies

the accounting for share-based payments granted to nonemployees for goods and services.

Under the ASU, most of the guidance on

such payments to nonemployees will be aligned with the requirements for share-based payments granted to employees.

Under the ASU

2018-07, the measurement of equity-classified nonemployee share-based payments will be fixed on the grant date, as defined in ASC

718, and will use the term nonemployee vesting period, rather than requisite service period.

The amendments in this update are

effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years.

For all other

entities, the amendments are effective for fiscal years beginning after December 15, 2019, and interim periods within fiscal years

beginning after December 15, 2020.

Early adoption is permitted if financial statements have not yet been issued.

The Company has

evaluated the impact of the adoption of ASU 2018-07, which has no effect on the Company’s financial statements.

In August 2018, the FASB issued

to accounting standards update ASU 2018-13, (Topic 820) - “Fair Value Measurement”, which changes the unrealized gains

and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements,

and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual

period presented in the initial fiscal year of adoption.

All other amendments should be applied retrospectively to all periods

presented upon their effective date.

The amendments in this update are effective for fiscal years, and interim periods within those

fiscal years, beginning after December 15, 2019.

Early adoption is permitted upon issuance.

Company has evaluated the impact of the adoption of ASU 2018-13, which has no effect on the Company’s financial statements.

does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material

effect on the accompanying condensed financial statements.

The Company has evaluated the impact

of the adoption of ASU 2018-13, which has no effect on the Company’s financial statements.

Management does not believe that

any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying

condensed financial statements.

CAPITAL STOCK

Preferred Stock

5 unchanged sentences

Stock remains issued and outstanding, shall have the fifty-one percent (51%) majority voting power of the Company’s shareholders.

The Series A Preferred Stock

shall be automatically redeemed at par value without any required action by the Company or the holder, and shall be triggered

by the following events:

(i) A date forty-five (45) days after

the effective date of the certificate of designation.

(ii) On the date that Mr.

for any reason, to serve as officer, director or consultant of the Company.

(iii) On the date that the Company’s

shares of common stock first trade on any national securities exchange.

The Series A Preferred Stock

automatically reverted back to the Company at par value on December 12, 2019.

As of December 31, 2019, there were no Series A

Preferred Stock outstanding.

October 28, 2019, the Board of Directors deem it advisable and in the best interest of the Corporation to increase the authorized

number of shares of common stock of the Corporation from 500,000,000 shares of common stock, par value $0.0001 per share to 3,000,000,000

shares of common stock, par value $0.0001 per share.

the year ended December 31, 2019, the Company issued 73,273,212 shares of common stock upon conversion of convertible promissory

notes in the amount of $587,628, plus accrued interest of $74,006, and other fees of $500 at prices ranging from $0.00495 - $0.0172.

The Series A Preferred Stock shall

be automatically redeemed at par value without any required action by the Company or the holder, and shall be triggered by the

following events:

A date forty-five (45) days after the effective date of the certificate of designation.

On the date that Mr.

Lee ceases for any reason, to serve as officer, director or consultant of the Company.

On the date that the Company’s shares of common stock first trade on any national securities exchange.

The Series A Preferred Stock automatically

reverted back to the Company at par value on December 12, 2019.

As of December 31, 2019, there were no Series A Preferred Stock

On October 28, 2019, the Board

of Directors deem it advisable and in the best interest of the Corporation to increase the authorized number of shares of common

stock of the Corporation from 500,000,000 shares of common stock, par value $0.0001 per share to 3,000,000,000 shares of common

stock, par value $0.0001 per share.

During the year ended December

31, 2020, the Company issued 322,286,009 shares of common stock upon conversion of convertible promissory notes in the amount of

$99,470, plus accrued interest of $36,153, with an aggregate fair value loss of $385,531 at prices ranging from $0.0157 - $0.048.

$738,850, plus accrued interest of $101,884, and other fees of $4,750 at prices ranging from $0.0014 - $0.0074.

During the year ended December

31, 2019, the Company issued 73,273,212 shares of common stock upon conversion of convertible promissory notes in the amount of

$587,628, plus accrued interest of $74,006, and other fees of $500 at prices ranging from $0.00495 - $0.0172.

BIOSOLAR, INC.

NOTES TO FINANCIAL

STATEMENTS –

FOR THE YEARS ENDED

DECEMBER 31, 2019 AND 2018

Company did not grant any stock options during the years ended December 31, 2019 and 2018, respectively.

NOTES TO FINANCIAL STATEMENTS –

FOR THE YEARS ENDED DECEMBER 31, 2020 AND

STOCK OPTIONS

Stock Options

The Company did not grant any

stock options during the years ended December 31, 2020 and 2019, respectively.

Number of Options

5 unchanged sentences

Exercisable as of the end of the periods

weighted average remaining contractual life of options outstanding as of December 31, 2019 and 2018 was as follows:

The weighted average remaining

contractual life of options outstanding as of December 31, 2020 and 2019 was as follows:

Exercisable Price

1 unchanged sentence

Stock Options Exercisable

Weighted Average Remaining Contractual Life

Weighted Average Remaining Contractual Life (years)

Exercisable Price

1 unchanged sentence

Stock Options Exercisable

Weighted Average Remaining Contractual Life

stock-based compensation expense recognized in the statement of operations during the years ended December 31, 2019 and 2018,

related to the granting of these options was $0 and $0, respectively.

of December 31, 2019 and 2018, respectively, there was no intrinsic value with regards to the outstanding options.

PROMISSORY NOTES

of December 31, 2019 and 2018, the outstanding convertible promissory notes net of debt discount are summarized as follows:

Weighted Average Remaining Contractual Life (years)

The stock-based compensation expense

recognized in the statement of operations during the years ended December 31, 2020 and 2019, related to the granting of these options

was $0 and $0, respectively.

As of December 31, 2020 and 2019,

respectively, there was no intrinsic value with regards to the outstanding options.

CONVERTIBLE PROMISSORY NOTES

As of December 31, 2020 and 2019,

the outstanding convertible promissory notes net of debt discount are summarized as follows:

Convertible Promissory Notes, net of debt discount

1 unchanged sentence

Total long-term liabilities

of long-term debt, net of debt discount for the next five years are as follows:

December 31, 2019, the Company had $2,854,033 in convertible promissory notes had a remaining debt discount of $255,697, leaving

a net balance of $2,598,336.

Maturities of long-term debt,

net of debt discount for the next five years are as follows:

On December 31, 2020, the Company

had $2,764,184 in convertible promissory notes had a remaining debt discount of $275,985, leaving a net balance of $2,488,199.

BIOSOLAR, INC.

NOTES TO FINANCIAL

STATEMENTS –

FOR THE YEARS ENDED

DECEMBER 31, 2019 AND 2018

PROMISSORY NOTES (Continued)

Company issued an unsecured convertible promissory note (the May 2014 Note”), in

the amount of $500,000 on May 2, 2014.

The May Note matured on September 18, 2019, and

was extended to May 2, 2022 on December 26, 2019.

The May 2014 Note bears interest at

10% per annum.

The May 2014 Note is convertible into shares of the Company’s common

stock at a conversion price of a) the lesser of $0.25 per share of common stock (subject

to adjustment for stock splits, dividends, combinations and other similar transactions)

or b) fifty percent (50%) of the average three (3) lowest trading prices of three (3)

separate trading days recorded after the effective date, or c) the lowest effective price

granted to any person or entity after the effective date to acquire common stock.

the Borrower fails to deliver shares in accordance with the time frame of three (3) business

days, the Lender, at any time prior to selling all of those shares, may rescind any portion,

in whole or in part of that particular conversion attributable to the unsold shares and

have the rescinded conversion amount returned to the Principal Sum with the rescinded

conversion shares returned to the Borrower.

In addition, for each conversion, in the

event shares are not delivered by the fourth business day (inclusive of the day of conversion),

a penalty of $1,500 per day shall be assessed for each day after the third business day

(inclusive of the day of the conversion) until the shares are delivered.

The fair value

of the May 2014 Note has been determined by using the Binomial lattice formula from the

effective date of each tranche.

During the year ended December 31, 2019, the Company

issued 30,503,493 shares of common stock upon conversion of principal in the amount of

$109,010, plus accrued interest of $51,807.

As of December 31, 2019, the remaining balance

of the May 2014 Note was $98,150.

Company issued various unsecured convertible promissory notes (the 2015-2019 Notes”) in the aggregate amount of $2,500,000

on various dates of January 30, 2015 through January 17, 2019.

On January 17, 2019, the Company received an additional tranche

in the amount of $25,000, associated with the January 30, 2015 Note for a total aggregate of $2,340,000.

The 2015-2019 Notes mature

on dates from January 30, 2020 through January 17, 2024.

NOTES TO FINANCIAL STATEMENTS –

FOR THE YEARS ENDED DECEMBER 31, 2020 AND

CONVERTIBLE PROMISSORY NOTES (Continued)

The Company issued an unsecured

convertible promissory note (the May 2014 Note”), in the amount of $500,000 on May 2, 2014.

The May Note matured on September

18, 2019 and was extended to May 2, 2022 on December 26, 2019.

The May 2014 Note bears interest at 10% per annum.

Note is convertible into shares of the Company’s common stock at a conversion price of a) the lesser of $0.25 per share of

common stock (subject to adjustment for stock splits, dividends, combinations and other similar transactions) or b) fifty percent

(50%) of the average three (3) lowest trading prices of three (3) separate trading days recorded after the effective date, or c)

the lowest effective price granted to any person or entity after the effective date to acquire common stock.

If the Borrower fails

to deliver shares in accordance with the time frame of three (3) business days, the Lender, at any time prior to selling all of

those shares, may rescind any portion, in whole or in part of that particular conversion attributable to the unsold shares and

have the rescinded conversion amount returned to the Principal Sum with the rescinded conversion shares returned to the Borrower.

In addition, for each conversion, in the event shares are not delivered by the fourth business day (inclusive of the day of conversion),

a penalty of $1,500 per day shall be assessed for each day after the third business day (inclusive of the day of the conversion)

until the shares are delivered.

The fair value of the May 2014 Note has been determined by using the Binomial lattice formula from

the effective date of each tranche.

During the year ended December 31, 2020, the Company issued 100,105,926 shares of common stock

upon conversion of principal in the amount of $96,590, plus accrued interest of $54,460.

As of December 31, 2020, the remaining

balance of the May 2014 Note was $1,560.

The Company issued various unsecured

convertible promissory notes (the 2015-2018 Notes”) in the aggregate amount of $2,145,000 on various dates of January 30,

2015 through February 9, 2018.

The 2015-2018 Notes mature on January 30, 2023.

The 2015-2018 Notes bears interest at 10% per annum.

The 2015-2019 Notes

are convertible into shares of the Company’s common stock at conversion prices ranging from the a) the lesser of $0.03 to

$0.25 per share of common stock (subject to adjustment for stock splits, dividends, combinations and other similar transactions)

The 2015-2018 Notes are convertible into shares of the Company’s common stock at conversion prices ranging from the a) the

lesser of $0.03 to $0.25 per share of common stock (subject to adjustment for stock splits, dividends, combinations and other similar

transactions) or b) fifty percent (50%) of the lowest trade price recorded since the original effective date, or c) the lowest

effective price per share granted to any person or entity after the effective date to acquire common stock.

If the Borrower fails

to deliver shares in accordance with the time frame of three (3) business days, the Lender, at any time prior to selling all of

those shares, may rescind any portion, in whole or in part of that particular conversion attributable to the unsold shares and

have the rescinded conversion amount returned to the Principal Sum with the rescinded conversion shares returned to the Borrower.

In addition, for each conversion, in the event shares are not delivered by the fourth business day (inclusive of the day of conversion),

a penalty of $1,500 per day shall be assessed for each day after the third business day (inclusive of the day of the conversion)

until the shares are delivered.

The fair value of the 2015-2018 Notes have been determined by using the Binomial lattice formula

from the effective date of each tranche.

The Company recorded amortization of debt discount, which was recognized as interest expense

in the amount of $801 during the year ended December 31, 2020.

During the year ended December 31, 2020, the Company issued 30,836,986

shares of common stock upon conversion of $27,200, plus accrued interest of $15,972.

As of December 31, 2020, the aggregate balances

of the 2015-2018 Notes were $1,957,800.

The Company issued various unsecured

convertible promissory notes (the Feb 18 Note”) in the aggregate amount of $355,000 on various dates from February 26, 2018

through January 17, 2019.

On October 12, 2020 and December 22, 2020, the Company received additional tranches in the amount of

$75,000, associated with the Feb 2018 Note for a total aggregate of $430,000.

The maturity date of the Feb 18 Note was extended,

and as a result matures on dates from February 18, 2018 through December 22, 2025.

The Feb 18 Note bears interest at 10% per annum.

The Feb 18 Note is convertible into shares of the Company’s common stock at conversion prices ranging from the a) the lesser

of $0.03 per share of common stock (subject to adjustment for stock splits, dividends, combinations and other similar transactions)

or b) fifty percent (50%) of the lowest trade price recorded since the original effective date, or c) the lowest effective price

1 unchanged sentence

If the Borrower fails to deliver shares

in accordance within the time frame of three (3) business days, the Lender, at any time prior to selling all of those shares,

in accordance with-in the time frame of three (3) business days, the Lender, at any time prior to selling all of those shares,

may rescind any portion, in whole or in part of that particular conversion attributable to the unsold shares and have the rescinded

4 unchanged sentences

shares are delivered.

The fair value of the 2015-2019 Notes have been determined by using the Binomial lattice formula from the

effective date of each tranche.

The Company recorded amortization of debt discount, which was recognized as interest expense in

the amount of $120,753 during the year ended December 31, 2019.

As of December 31, 2019, the aggregate balances of the 2015-2019

Notes were $2,340,000.

Company issued various unsecured convertible promissory notes (the “Jul-Jun 2019 Notes”) in the aggregate

principal amount of $444,000 on various dates of July 23, 2018 through June 3, 2019.

The Jul-Jun 2019 Notes matures on dates

from July 23, 2019 thru June 3, 2020.

The Jul-Jun 2019 Notes bears interest at 10% per annum.

The Jul-Jun 2019 Notes may be

converted into shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest

average two (2) closing bid prices during the fifteen (15) trading day prior to the conversion date.

The parties agree that

if delivery of the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall

pay to the Holder $2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common

The conversion feature of the Jul-Jun 2019 Note was considered a derivative in accordance with current accounting

guidelines because of the reset conversion features of the Jul-Jun 2019 Notes.

The fair value of the Jul-Jun 2019 Notes has

been determined by using the Binomial lattice formula from the effective date of each note.

During the period ended December

31, 2019, the Company issued 39,519,719 upon conversion of principal in the amount of $444,000, plus accrued interest of

The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of

$383,540 during the year ended December 31, 2019.

As of December 31, 2019, the remaining aggregate balances of the

Jul-Jun 2019 Notes were $0.

Company issued various unsecured convertible promissory notes (the “Feb-Apr 2019 Notes”) in the aggregate principal

amount of $107,000.

The Company paid an original issue discount of $4,000 and received funds in the amount of $103,000.

2019 Notes matures on dates from February 25, 2020 and April 5, 2020.

The fair value of the Feb 18 Note was determined by using the Binomial lattice formula from the effective

date of each tranche.

The Company recorded amortization of debt discount, which was recognized as interest expense in the amount

of $2,810 during the year ended December 31, 2020.

As of December 31, 2020, the balance of the Feb 18 Note was $430,000.

The Company issued various unsecured

convertible promissory notes (the “Feb-Apr 2019 Notes”) in the aggregate principal amount of $107,000.

paid an original issue discount of $4,000 and received funds in the amount of $103,000.

The Feb-Apr 2019 Notes matures on dates

from February 25, 2020 and April 5, 2020.

The Feb-Apr 2019 Notes bears interest at 10% per annum.

The Feb-Apr 2019 Notes may be converted into shares of the Company’s common stock at a conversion price of sixty-one (61%)

percent of the lowest one (1) day trading price or lowest bid price during the fifteen (15) trading days prior to the conversion

The parties agree that if delivery of the common stock issuable upon conversion of these Notes are not delivered by the

deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond the deadline that the Borrower fails

to deliver such common stock.

The conversion feature of the Feb-Apr 2019 Notes was considered a derivative in accordance with

current accounting guidelines because of the reset conversion features of the Feb-Apr 2019 Notes.

The fair value of the Feb-Apr

2019 Notes has been determined by using the Binomial lattice formula from the effective date of the notes.

The Company issued

3,250,000 upon conversion of principal of $34,616, plus other fees of $500.

The Company recorded amortization of debt discount,

which was recognized as interest expense in the amount of $85,199 during the year ended December 31, 2019.

As of December

31, 2019, the balance of the Feb-Apr 2019 Notes was $72,384.

The Feb-Apr 2019 Notes may be

converted into shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest one (1)

day trading price or lowest bid price during the fifteen (15) trading days prior to the conversion date.

The parties agree that

if delivery of the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay

to the Holder $2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

conversion feature of the Feb-Apr 2019 Notes was considered a derivative in accordance with current accounting guidelines because

of the reset conversion features of the Feb-Apr 2019 Notes.

The fair value of the Feb-Apr 2019 Notes has been determined by using

the Binomial lattice formula from the effective date of the notes.

The Company issued 34,267,881 upon conversion of principal of

$72,384, plus accrued interest of $6,351 and other fees of $1,750.

The Feb-Apr 2019 Note

was converted based on the terms of the agreement, and the Company did not recognize a gain or loss on conversion in the financials.

The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $21,801 during

the year ended December 31, 2020.

As of December 31, 2020, the note was fully converted.

BIOSOLAR, INC.

1 unchanged sentence

FOR THE YEARS ENDED DECEMBER 31, 2020 AND

PROMISSORY NOTES (Continued)

Company issued an unsecured convertible promissory note on July 16, 2019 (the July 2019

Note), in the aggregate principal amount of $53,000.

The Company paid an original issue

discount of $3,000 and received funds in the amount of $50,000.

The July 2019 Note matures

on July 16, 2020.

CONVERTIBLE PROMISSORY NOTES (Continued)

Company issued an unsecured convertible promissory note on July 16, 2019 (the “July 2019 Note”), in the aggregate principal

amount of $53,000.

The Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

2019 Note matured on July 16, 2020.

The July 2019 Note bears interest at 10% per annum.

The July 2019 Note

may be converted into shares of the Company’s common stock at a conversion price

of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during

the fifteen (15) trading days prior to the conversion date.

The parties agree that if

delivery of the common stock issuable upon conversion of these Notes are not delivered

by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each

day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion

feature of the July 2019 Note was considered a derivative in accordance with current

accounting guidelines because of the reset conversion features of the July 2019 Note.

The fair value of the July 2019 Notes has been determined by using the Binomial lattice

formula from the effective date of the notes.

The Company recorded amortization of debt

discount, which was recognized as interest expense in the amount of $24,328 during the

year ended December 31, 2019.

As of December 31, 2019, the balance of the July 2019

Note was $53,000.

Company issued an unsecured convertible promissory note on August 8, 2019 (the August 2019 Note), in the aggregate principal amount

The July 2019 Note may be converted into

shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing

bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that if shares of the common stock

issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day

in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the July

2019 Note was considered a derivative in accordance with current accounting guidelines because of the reset conversion features

of the July 2019 Note.

The fair value of the July 2019 Notes has been determined by using the Binomial lattice formula from the

effective date of the notes.

During the year ended December 31, 2020, the Company issued 8,248,918 shares of common stock upon

conversion of principal in the amount of $53,000, plus interest of $2,650.

The July 2019 Note was converted based on the terms

of the agreement, and the Company did not recognize a gain or loss on conversion in the financials.

The Company recorded amortization

of debt discount, which was recognized as interest expense in the amount of $28,672 during the year ended December 31, 2020.

July 2019 Note was fully converted as of December 31, 2020.

The Company issued an unsecured

convertible promissory note on August 8, 2019 (the “August 2019 Note”), in the aggregate principal amount of $53,500.

The Company paid an original issue discount of $2,000 and received funds in the amount of $51,500.

The August 2019

Note matures on August 8, 2020.

The August 2019 Note shall mature

on February 14, 2021.

The August 2019 Note bears interest at 10% per annum.

The August 2019 Note may be converted into

shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest one (1) day trading

price or lowest bid price during the fifteen (15) trading days prior to the conversion date.

The parties agree that if delivery

of the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder

$2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion

feature of the July 2019 Note was considered a derivative in accordance with current accounting guidelines because of the reset

conversion features of the August 2019 Note.

The fair value of the August 2019 Notes has been determined by using the Binomial

lattice formula from the effective date of the notes.

The August 2019 Note may be converted into shares of

the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest one (1) day trading price or lowest

bid price during the fifteen (15) trading days prior to the conversion date.

The parties agree that if shares of the common stock

issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day

in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the August

2019 Note was considered a derivative in accordance with current accounting guidelines because of the reset conversion features

of the August 2019 Note.

The fair value of the August 2019 Notes has been determined by using the Binomial lattice formula from

the effective date of the notes.

The Company issued 21,000,000 shares of common stock upon conversion of principal in the amount

of $40,676, plus other fees of $3,000.

The August 2019 Note was converted based on the terms of the agreement and the Company did

not recognize a gain or loss on conversion in the financials.

The Company recorded amortization of debt discount, which was recognized

as interest expense in the amount of $32,305 during the year ended December 31, 2020.

As of December 31, 2019, the balance

of the August 2019 Note was $53,500.

Company issued an unsecured convertible promissory note on August 29, 2019 (the August 29, 2019 Note), in the aggregate principal

amount of $63,000.

The August 2019 Note as of December

31, 2020 had a remaining balance of $12,824.

The Company issued an unsecured

convertible promissory note on August 29, 2019 (the “August 29, 2019 Note”), in the aggregate principal amount of $63,000.

The Company paid an original issue discount of $3,000 and received funds in the amount of $60,000.

29, 2019 Note matures on August 29, 2020.

The August 29, 2019 Note bears interest at 10% per annum.

The August 29, 2019 Note may

be converted into shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average

two (2) day closing bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that if delivery

of the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder

$2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion

feature of the August 29, 2019 Note was considered a derivative in accordance with current accounting guidelines because of the

reset conversion features of the August 29, 2019 Note.

The fair value of the August 29, 2019 Note has been determined by using

the Binomial lattice formula from the effective date of the notes.

The Company recorded amortization of debt discount, which was

recognized as interest expense in the amount of $12,507 during the year ended December 31, 2019.

As of December 31, 2019,

the balance of the August 2019 Note was $63,000.

Company issued an unsecured convertible promissory note on October 1, 2019 (the Oct 2019 Note), in the aggregate principal amount

The August 29, 2019 Note matures

on August 29, 2020.

The August 29, 2019 Note bears an interest at 10% per annum.

The August 29, 2019 Note may be converted into

shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing

bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that if shares of the common stock

issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day

in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the August

29, 2019 Note was considered a derivative in accordance with current accounting guidelines because of the reset conversion features

of the August 29, 2019 Note.

The fair value of the August 29, 2019 Note has been determined by using the Binomial lattice formula

from the effective date of the notes.

During the year ended December 31, 2020, the Company issued 13,624,762 shares of common stock

upon conversion in principal of $63,000, plus accrued interest of $3,150.

The August 2019 Note was converted based on the terms

of the agreement and the Company did not recognize a gain or loss on conversion in the financials.

The Company recorded amortization

of debt discount, which was recognized as interest expense in the amount of $24,408 during the year ended December 31, 2020.

August 2019 Note was fully converted as of December 31, 2020.

The Company issued an unsecured

convertible promissory note on October 1, 2019 (the “Oct 2019 Note”), in the aggregate principal amount of $63,000.

The Company paid an original issue discount of $3,000 and received funds in the amount of $60,000.

The October 1,

2019 Note matures on October 1, 2020.

The October 1, 2019 Note matures

on October 1, 2020.

The Oct 2019 Note bears interest at 10% per annum.

The Oct 2019 Note may be converted into

shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day

closing bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that if delivery of the

common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000

per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature

of the Oct 2019 Note was considered a derivative in accordance with current accounting guidelines because of the reset conversion

features of the Oct 2019 Note.

The fair value of the Oct 2019 Note has been determined by using the Binomial lattice formula from

the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense

in the amount of $15,664 during the year ended December 31, 2019.

As of December 31, 2019, the balance of the Oct 2019 Note

Company issued an unsecured convertible promissory note on November 4, 2019 (the Nov 2019 Note), in the aggregate principal amount

The Oct 2019 Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen

(15) trading days prior to the conversion date.

The parties agree that if shares of the common stock issuable upon conversion of

these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond

the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Oct 2019 Note was considered a

derivative in accordance with current accounting guidelines because of the reset conversion features of the Oct 2019 Note.

fair value of the Oct 2019 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

During the year ended December 31, 2020, the Company issued 28,413,462 shares of common stock upon conversion of principal of $63,000,

plus accrued interest of $3,150.

The Oct 2019 Note was converted based on the terms of the agreement and the Company did not recognized

a gain or loss on conversion in the financials.

The Company recorded amortization of debt discount, which was recognized as interest

expense in the amount of $47,336 during the year ended December 31, 2020.

The Oct 2019 Note was fully converted as of December

BIOSOLAR, INC.

NOTES TO FINANCIAL STATEMENTS –

FOR THE YEARS ENDED DECEMBER 31, 2019 AND

CONVERTIBLE PROMISSORY NOTES (Continued)

The Company issued an unsecured

convertible promissory note on November 4, 2019 (the “Nov 2019 Note”), in the aggregate principal amount of $58,000.

The Company paid an original issue discount of $3,000 and received funds in the amount of $55,000.

The November 4,

2019 Note matures on November 4, 2020.

The November 4, 2019 Note matures

on November 4, 2020.

The Nov 2019 Note bears interest at 10% per annum.

The Nov 2019 Note may be converted into

shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day

closing bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that if delivery of the

common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000

per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature

of the Nov 2019 Note was considered a derivative in accordance with current accounting guidelines because of the reset conversion

features of the Nov 2019 Note.

The fair value of the Nov 2019 Note has been determined by using the Binomial lattice formula from

the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense

in the amount of $9,033 during the year ended December 31, 2019.

As of December 31, 2019, the balance of the Nov 2019 Note

The Nov 2019 Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen

(15) trading days prior to the conversion date.

The parties agree that if the shares of the common stock issuable upon conversion

of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond

the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Nov 2019 Note was considered a

derivative in accordance with current accounting guidelines because of the reset conversion features of the Nov 2019 Note.

fair value of the Nov 2019 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

During the year ended December 31, 2020, the Company issued 24,588,385 shares of common stock upon conversion of $58,000 in principal,

plus accrued interest of $2,900.

The Nov 2019 Note was converted based on the terms of the agreement and the Company did not recognize

a gain or loss on conversion in the financials.

The Company recorded amortization of debt discount, which was recognized as interest

expense in the amount of $48,967 during the year ended December 31, 2020.

The Nov 2019 Note was fully converted as of December

Company issued an unsecured convertible promissory note on December 20, 2019 (the “Dec 2019 Note”), in the aggregate

principal amount of $53,000.

The Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The December 20, 2019 Note matures on December 20, 2020.

The Dec 2019 Note bears an interest at 10% per annum.

The Dec 2019 Note

may be converted into shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest

average two (2) day closing bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that

if the shares of the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall

pay to the Holder $2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Dec 2019 Note was considered a derivative in accordance with current accounting guidelines because

of the reset conversion features of the Dec 2019 Note.

The fair value of the Dec 2019 Note has been determined by using the Binomial

lattice formula from the effective date of the notes.

During the year ended December 31, 2020, the Company issued 21,118,946 shares

of common stock upon the conversion of principal of $53,000, plus accrued interest of $2,650.

The Dec 2019 Note was converted based

on the terms of the agreement and the Company did not recognize a gain or loss on the conversion in the financials.

recorded amortization of debt discount, which was recognized as interest expense in the amount of $51,407 during the year

ended December 31, 2020.

The Dec 2019 Note was fully converted as of December 31, 2020.

The Company issued an unsecured

convertible promissory note on January 23, 2020 (the “Jan 2020 Note”), in the aggregate principal amount of $53,000.

The Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The January 23, 2020 Note matures

on January 23, 2021.

The Jan 2020 Note bears interest at 10% per annum.

The Jan 2020 Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen

(15) trading days prior to the conversion date.

The parties agree that if the shares of the common stock issuable upon conversion

of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond

the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Jan 2020 Note was considered a

derivative in accordance with current accounting guidelines because of the reset conversion features of the Jan 2020 Note.

fair value of the Jan 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

During the year ended December 31, 2020, the Company issued 12,320,494 of common stock upon conversion of $53,000 in principal,

plus accrued interest of $2,650.

The Jan 2020 Note was converted based on the terms of the

agreement and the Company did not recognize a gain or loss on the conversion in the financials.

The Company recorded amortization

of debt discount, which was recognized as interest expense in the amount of $53,000 during the year ended December 31, 2020.

Jan 2020 Note was fully converted as of December 31, 2020.

The Company issued an unsecured

convertible promissory note on February 13, 2020 (the “Feb 2020 Note”), in the aggregate principal amount of $53,500.

The Company paid an original issue discount of $2,000 and received funds in the amount of $51,500.

The Feb 2020 Note matures on

August 14, 2021.

The Feb 2020 Note bears interest at 10% per annum.

The Feb 2020 Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest one (1) day trading price or lowest bid price during

the fifteen (15) trading days prior to the conversion date.

The parties agree that if the shares of the common stock issuable upon

conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each

day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Feb 2020 Note was considered

a derivative in accordance with current accounting guidelines because of the reset conversion features of the Feb 2020 Note.

fair value of the Feb 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $33,474 during the

year ended December 31, 2020.

The Feb 2020 Note as of December 31, 2020 had a remaining balance of $53,500.

BIOSOLAR, INC.

1 unchanged sentence

FOR THE YEARS ENDED DECEMBER 31, 2019 AND

PROMISSORY NOTES (Continued)

Company issued an unsecured convertible promissory note on December 20, 2019 (the Dec 2019 Note), in the aggregate principal amount

CONVERTIBLE PROMISSORY NOTES (Continued)

The Company issued an unsecured

convertible promissory note on March 2, 2020 (the “Mar 2020 Note”), in the aggregate principal amount of $53,000.

Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The March 2, 2020 Note matures on

March 2, 2021.

The Mar 2020 Note bears interest at 10% per annum.

The Mar 2020 Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen

(15) trading days prior to the conversion date.

The parties agree that if the shares of the common stock issuable upon conversion

of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond

the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Mar 2020 Note was considered a

derivative in accordance with current accounting guidelines because of the reset conversion features of the Mar 2020 Note.

fair value of the Mar 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

During the year ended December 31, 2020, the Company issued 7,520,270 shares of common stock upon conversion in principal of $53,000,

plus accrued interest of $2,650.

The Mar 2020 Note was converted based on the terms of the

agreement and the Company did not recognize a gain or loss on the conversion in the financials.

The Company recorded amortization

of debt discount, which was recognized as interest expense in the amount of $53,000 during the year ended December 31, 2020.

Mar 2020 Note was fully converted as of December 31, 2020.

The Company issued an unsecured

convertible promissory note on April 28, 2020 (the “Apr 2020 Note”), in the aggregate principal amount of $53,000.

The Company paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The December 20,

2019 Note matures on December 20, 2020.

The April 28, 2020 Note matures

on April 28, 2021.

The Apr 2020 Note bears interest at 10% per annum.

The Apr 2020 Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen

(15) trading days prior to the conversion date.

The parties agree that if the shares of the common stock issuable upon conversion

of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond

the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Apr 2020 Note was considered a

derivative in accordance with current accounting guidelines because of the reset conversion features of the Apr 2020 Note.

fair value of the Apr 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

During the year ended December 31, 2020, the Company issued 12,616,691 shares of common stock upon conversion in principal of $53,000,

plus accrued interest of $2,650.

The Apr 2020 Note was converted based on the terms of the

agreement and the Company did not recognize a gain or loss on the conversion in the financials.

The Company recorded amortization

of debt discount, which was recognized as interest expense in the amount of $53,000 during the year ended December 31, 2020.

Apr 2020 Note was fully converted as of December 31, 2020.

The Company issued an unsecured

convertible promissory note on June 22, 2020 (the Jun 2020 Note), in the aggregate principal amount of $53,000.

The Company paid

an original issue discount of $3,000 and received funds in the amount of $50,000.

The June 22, 2020 Note matures on June 22, 2021.

The Jun 2020 Note bears interest at 10% per annum.

The Jun 2020 Note may be converted into shares of the Company’s common

stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen

(15) trading days prior to the conversion date.

The parties agree that if delivery of the common stock issuable upon conversion

of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond

the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Jun 2020 Note was considered a

derivative in accordance with current accounting guidelines because of the reset conversion features of the Jun 2020 Note.

fair value of the Jun 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

During the year ended December 31, 2020, the Company issued 7,623,288 shares of common stock upon conversion in principal of $53,000,

plus accrued interest of $2,650.

The Jun 2020 Note was converted based on the terms of the

agreement and the Company did not recognize a gain or loss on the conversion in the financials.

The Company recorded amortization

of debt discount, which was recognized as interest expense in the amount of $53,000 during the year ended December 31, 2020.

Jun 2020 Note was fully converted as of December 31, 2020.

The Company issued an unsecured

convertible promissory note on July 6, 2020 (the Jul 2020 Note), in the aggregate principal amount of $53,000.

The Company paid

an original issue discount of $3,000 and received funds in the amount of $50,000.

The Jul 2020 Note matures on July 6, 2021.

Jul 2020 Note bears interest at 10% per annum.

The Jul 2020 Note may be converted into shares of the Company’s common stock

at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen (15) trading

days prior to the conversion date.

The parties agree that if delivery of the common stock issuable upon conversion of these Notes

are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond the deadline

that the Borrower fails to deliver such common stock.

The conversion feature of the Jul 2020 Note was considered a derivative in

accordance with current accounting guidelines because of the reset conversion features of the Jul 2020 Note.

The fair value of

the Jul 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

The Company recorded

amortization of debt discount, which was recognized as interest expense in the amount of $25,847 during the year ended December

The Jul 2020 Note as of December 31, 2020 had a remaining balance of $53,000.

BIOSOLAR, INC.

NOTES TO FINANCIAL STATEMENTS –

FOR THE YEARS ENDED DECEMBER 31, 2019 AND

CONVERTIBLE PROMISSORY NOTES (Continued)

The Company issued an unsecured

convertible promissory note on August 4, 2020 (the Aug 2020 Note), in the aggregate principal amount of $53,000.

The Company paid

an original issue discount of $3,000 and received funds in the amount of $50,000.

The August 4, 2020 Note matures on August 4,

The Aug 2020 Note bears interest at 10% per annum.

The Aug 2020 Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen

(15) trading days prior to the conversion date.

The parties agree that if delivery of the common stock issuable upon conversion

of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond

the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Aug 2020 Note was considered a

derivative in accordance with current accounting guidelines because of the reset conversion features of the Aug 2020 Note.

fair value of the Aug 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $21,781 during the

year ended December 31, 2020.

The Aug 2020 Note as of December 31, 2020 had a remaining balance of $53,000.

The Company issued an unsecured

convertible promissory note on September 14, 2020 (the Sep 2020 Note), in the aggregate principal amount of $53,000.

paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The September 14, 2020 Note matures on September

The Sep 2020 Note bears interest at 10% per annum.

The Sep 2020 Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen

(15) trading days prior to the conversion date.

The parties agree that if delivery of the common stock issuable upon conversion

of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond

the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Sep 2020 Note was considered a

derivative in accordance with current accounting guidelines because of the reset conversion features of the Sep 2020 Note.

fair value of the Sep 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $15,682 during the

year ended December 31, 2020.

The Sep 2020 Note as of December 31, 2020 had a remaining balance of $53,000.

The Company issued an unsecured

convertible promissory note on November 2, 2020 (the Nov 2020 Note), in the aggregate principal amount of $53,000.

paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The November 2, 2020 Note matures on November

The Nov 2020 Note bears interest at 10% per annum.

The Nov 2020 Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen

(15) trading days prior to the conversion date.

The parties agree that if delivery of the common stock issuable upon conversion

of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond

the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Nov 2020 Note was considered a

derivative in accordance with current accounting guidelines because of the reset conversion features of the Nov 2020 Note.

fair value of the Nov 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $8,567 during the

year ended December 31, 2020.

The Nov 2020 Note as of December 31, 2020 had a remaining balance of $53,000.

The Company issued an unsecured

convertible promissory note on December 2, 2020 (the Dec 2020 Note), in the aggregate principal amount of $53,000.

paid an original issue discount of $3,000 and received funds in the amount of $50,000.

The December 2, 2020 Note matures on December

The Dec 2020 Note bears interest at 10% per annum.

The Dec 2019 Note may be converted

into shares of the Company’s common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2)

day closing bid prices during the fifteen (15) trading days prior to the conversion date.

The parties agree that if delivery of

the common stock issuable upon conversion of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder

$2,000 per day in cash, for each day beyond the deadline that the Borrower fails to deliver such common stock.

The conversion

feature of the Dec 2019 Note was considered a derivative in accordance with current accounting guidelines because of the reset

conversion features of the Dec 2019 Note.

The fair value of the Dec 2019 Note has been determined by using the Binomial lattice

formula from the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest

expense in the amount of $1,593 during the year ended December 31, 2019.

As of December 31, 2019, the balance of the Dec

2019 Note was $53,000.

evaluated the financing transactions in accordance with ASC Topic 815, Derivatives and Hedging, and determined that the conversion

feature of the convertible promissory note was not afforded the exemption for conventional convertible instruments due to its

variable conversion rate.

The note has no explicit limit on the number of shares issuable, so they did not meet the conditions

set forth in current accounting standards for equity classification.

The Company elected to recognize the note under paragraph

815-15-25-4, whereby, there would be a separation into a host contract and derivative instrument.

The Company elected to initially

and subsequently measure the note in its entirety at fair value, with changes in fair value recognized in earnings.

recorded a derivative liability representing the imputed interest associated with the embedded derivative.

The derivative liability

is adjusted periodically per the stock price fluctuations.

evaluated the financing transactions in accordance with ASC Topic 815, Derivatives and Hedging, and determined that the conversion

feature of the convertible promissory note was not afforded the exemption for conventional convertible instruments due to its

variable conversion rate.

The note has no explicit limit on the number of shares issuable, so they did not meet the conditions

set forth in current accounting standards for equity classification.

The Company elected to recognize the note under paragraph

815-15-25-4, whereby, there would be a separation into a host contract and derivative instrument.

The Company elected to initially

and subsequently measure the note in its entirety at fair value, with changes in fair value recognized in earnings.

recorded a derivative liability representing the imputed interest associated with the embedded derivative.

The derivative liability

is adjusted periodically per the stock price fluctuations.

convertible notes issued and described in Note 5 do not have fixed settlement provisions because their conversion prices are not

The conversion feature has been characterized as derivative liabilities to be re-measured at the end of every reporting

period with the change in value reported in the statement of operations.

The Dec 2020 Note may be converted into shares of the Company’s

common stock at a conversion price of sixty-one (61%) percent of the lowest average two (2) day closing bid prices during the fifteen

(15) trading days prior to the conversion date.

The parties agree that if delivery of the common stock issuable upon conversion

of these Notes are not delivered by the deadline, the Borrower shall pay to the Holder $2,000 per day in cash, for each day beyond

the deadline that the Borrower fails to deliver such common stock.

The conversion feature of the Dec 2020 Note was considered a

derivative in accordance with current accounting guidelines because of the reset conversion features of the Nov 2020 Note.

fair value of the Dec 2020 Note has been determined by using the Binomial lattice formula from the effective date of the notes.

The Company recorded amortization of debt discount, which was recognized as interest expense in the amount of $3,416 during the

year ended December 31, 2020.

The Dec 2020 Note as of December 31, 2020 had a remaining balance of $43,000.

BIOSOLAR, INC.

NOTES TO FINANCIAL STATEMENTS –

FOR THE YEARS ENDED DECEMBER 31, 2019 AND

CONVERTIBLE PROMISSORY NOTES (Continued)

We evaluated the financing transactions

in accordance with ASC Topic 815, Derivatives and Hedging, and determined that the conversion feature of the convertible promissory

note was not afforded the exemption for conventional convertible instruments due to its variable conversion rate.

no explicit limit on the number of shares issuable, so they did not meet the conditions set forth in current accounting standards

for equity classification.

The Company elected to recognize the note under paragraph 815-15-25-4, whereby, there would be a separation

into a host contract and derivative instrument.

The Company elected to initially and subsequently measure the note in its entirety

at fair value, with changes in fair value recognized in earnings.

The Company recorded a derivative liability representing the

imputed interest associated with the embedded derivative.

The derivative liability is adjusted periodically per the stock price

fluctuations.

DERIVATIVE LIABILITIES

We evaluated the financing transactions

in accordance with ASC Topic 815, Derivatives and Hedging, and determined that the conversion feature of the convertible promissory

note was not afforded the exemption for conventional convertible instruments due to its variable conversion rate.

no explicit limit on the number of shares issuable, so they did not meet the conditions set forth in current accounting standards

for equity classification.

The Company elected to recognize the note under paragraph 815-15-25-4, whereby, there would be a separation

into a host contract and derivative instrument.

The Company elected to initially and subsequently measure the note in its entirety

at fair value, with changes in fair value recognized in earnings.

The Company recorded a derivative liability representing the

imputed interest associated with the embedded derivative.

The derivative liability is adjusted periodically per the stock price

fluctuations.

The convertible notes issued and

described in Note 5 do not have fixed settlement provisions because their conversion prices are not fixed.

The conversion feature

has been characterized as derivative liabilities to be re-measured at the end of every reporting period with the change in value

reported in the statement of operations.

During the year ended December

5 unchanged sentences

31, 2020, the Company converted $738,850 in principal of convertible notes, plus accrued interest of $101,884, and other fees of

As a result of the conversion of these notes the Company recorded a gain on extinguishment of debt in the amount of $1,056,558

and a gain in net change in derivative of $4,720,790 in the statement of operations for the year ended December 31, 2019.

31, 2019, the fair value of the derivative liability was $8,919,202.

purpose of determining the fair market value of the derivative liability for the embedded conversion, the Company used the

Binomial lattice valuation model.

The significant assumptions used in the Binomial lattice valuation model for the derivative

are as follows:

The convertible notes were valued using the binomial lattice valuation model showing an increase in fair value of the derivatives

issued by $632,144 and the loss on the change in derivative by $139,038,754.

As of December 31, 2020, the fair value of the derivative

liability was $148,590,100.

For purpose of determining the

fair market value of the derivative liability for the embedded conversion, the Company used the Binomial lattice valuation

The significant assumptions used in the Binomial lattice valuation model for the derivative are as follows:

Risk free interest rate

5 unchanged sentences

Expected dividend yield

December 22, 2017, the U.S.

On December 22, 2017, the U.S.

enacted the Tax Cuts and Jobs Act (the “Act”), which significantly changed U.S.

The Act lowered the Company’s U.S.

The Act lowered the Company’s

statutory federal income tax rate from 35% to 21% effective January 1, 2018.

Company files income tax returns in the U.S.

The Company files income tax returns

Federal jurisdiction, and the state of California.

With few exceptions, the Company

is no longer subject to U.S.

federal, state and local, or non-U.S.

With few exceptions, the Company is no longer subject to U.S.

state and local, or non-U.S.

income tax examinations by tax authorities for years before 2017.

in the balance at December 31, 2019, are no tax positions for which the ultimate deductibility is highly certain, but for which

there is uncertainty about the timing of such deductibility.

Because of the impact of deferred tax accounting, other

than interest and penalties, the disallowance of the shorter deductibility period would not affect the annual effective tax rate

but would accelerate the payment of cash to the taxing authority to an earlier period.

Included in the balance on December

31, 2020, are no tax positions for which the ultimate deductibility is highly certain, but for which there is uncertainty about

the timing of such deductibility.

Because of the impact of deferred tax accounting, other than interest and penalties, the

disallowance of the shorter deductibility period would not affect the annual effective tax rate but would accelerate the payment

of cash to the taxing authority to an earlier period.

BIOSOLAR, INC.

NOTES TO FINANCIAL

STATEMENTS –

FOR THE YEARS ENDED

DECEMBER 31, 2019 AND 2018

TAXES (Continued)

Company’s policy is to recognize interest accrued related to unrecognized tax benefits in interest expense and penalties

in operating expenses.

During the year ended December 31, 2019, the Company did not recognize interest and penalties.

December 31, 2019, the Company had net operating loss carry-forwards of approximately $9,275,000 that may be offset against future

taxable income.

No tax benefit has been reported in the December 31, 2019 financial statements since the potential tax benefit

is offset by a valuation allowance of the same amount.

income tax provision differs from the amount of income tax determined by applying the U.S.

federal and state income tax rate of

30% to pretax income from continuing operations for the years ended December 31, 2019 and 2018 due to the following:

NOTES TO FINANCIAL STATEMENTS –

FOR THE YEARS ENDED DECEMBER 31, 2020 AND

INCOME TAXES (Continued)

The Company’s policy is

to recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses.

the year ended December 31, 2020, the Company did not recognize interest and penalties.

As of December 31, 2020, the Company

had net operating loss carry-forwards of approximately $9,890,000 that may be offset against future taxable income.

No tax benefit

has been reported in the December 31, 2020 financial statements since the potential tax benefit is offset by a valuation allowance

of the same amount.

The income tax provision differs

from the amount of income tax determined by applying the U.S.

federal and state income tax rate of 30% to pretax income from continuing

operations for the years ended December 31, 2020 and 2019 due to the following:

Book Income (Loss)

Meals and entertainment

Non-deductible non-cash charges

Non-deductible expenses

Valuation Allowance

Income tax expense

taxes are provided on a liability method whereby deferred tax assets are recognized for deductible differences and operating loss

and tax credit carry-forwards and deferred tax liabilities are recognized for taxable temporary differences.

Temporary differences

are the difference between the reported amounts of assets and liabilities and their tax bases.

Deferred tax assets are reduced

by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all the deferred

tax assets will not be realized.

Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates

on the date of enactment.

deferred tax assets consist of the following components as of December 31, 2019 and 2018:

Deferred taxes are provided on

a liability method whereby deferred tax assets are recognized for deductible differences and operating loss and tax credit carry-forwards

and deferred tax liabilities are recognized for taxable temporary differences.

Temporary differences are the difference between

the reported amounts of assets and liabilities and their tax bases.

Deferred tax assets are reduced by a valuation allowance when,

in the opinion of management, it is more likely than not that some portion or all the deferred tax assets will not be realized.

Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

Net deferred tax assets consist

of the following components as of December 31, 2020 and 2019:

Deferred tax assets:

3 unchanged sentences

Net deferred tax asset

to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry-forwards for Federal income tax

reporting purposes are subject to annual limitations.

Should a change in ownership occur, net operating loss carry-forwards may

be limited as to use in future years.

Due to the change in ownership

provisions of the Tax Reform Act of 1986, net operating loss carry-forwards for Federal income tax reporting purposes are subject

to annual limitations.

Should a change in ownership occur, net operating loss carry-forwards may be limited as to use in future

BIOSOLAR, INC.

NOTES TO FINANCIAL

STATEMENTS –

FOR THE YEARS ENDED

DECEMBER 31, 2019 AND 2018

NOTES TO FINANCIAL STATEMENTS –

FOR THE YEARS ENDED DECEMBER 31, 2020 AND

RELATED PARTY TRANSACTION

16 unchanged sentences

or results of operations.

At December 31, 2019, there

As of December 31, 2020, there

were no legal proceedings against the Company.

has evaluated subsequent events according to the requirements of ASC TOPIC 855 and has determined that there are the following

subsequent events:

January 16, 2020, the Company issued 1,200,000 shares of common stock upon conversion of principal in the amount of $7,802, plus

$250 in other fees.

January 21, 2020, the Company issued 1,666,667 shares of common stock upon conversion of principal in the amount of $12,000.

January 23, 2020, the Company issued 2,142,857 shares of common stock upon conversion of principal in the amount of $15,000.

January 24, 2020, the Company issued 2,272,727 shares of common stock upon conversion of principal in the amount of $15,000.

January 23, 2020, the Company entered into a convertible promissory note with an investor providing for the sale by the Company

of a 10% unsecured convertible note (the “January 2020 Note”) in the principal amount of $53,000.

The January 2020

Note is convertible into shares of common stock of the Company at a price equal to a variable conversion price of 61% of the average

of the two lowest (1) day trading prices for common stock during the fifteen (15) trading day period prior to the conversion date.

January 27, 2020, the Company issued 2,166,667 shares of common stock upon conversion of principal in the amount of $11,000, plus

accrued interest of $2,650.

February 13, 2020, the Company entered into a convertible promissory note with an investor providing for the sale by the Company

of a 10% unsecured convertible note (the “February 2020 Note”) in the principal amount of $53,500.

The February 2020

Note is convertible into shares of common stock of the Company at a price equal to a variable conversion price of 61% of the average

of the two lowest (1) day trading prices for common stock during the fifteen (15) trading day period prior to the conversion date.

On February 25, 2020, the Company issued 2,000,000 shares of common stock upon conversion of principal

in the amount of $10,120, plus other fees of $250.

On March 2, 2020, the Company

SUBSEQUENT EVENT

Management has evaluated subsequent

events according to the requirements of ASC TOPIC 855 and has determined that there are the following subsequent events:

On January 4, 2021, the Company

entered into a convertible promissory note with an investor providing for the sale by the Company of a 10% unsecured convertible

note (the “February 2020 Note”) in the principal amount of $53,000.

The March 2020 Note is convertible into shares

of common stock of the Company at a price equal to a variable conversion price of 61% of the average of the two lowest (1) day

trading prices for common stock during the fifteen (15) trading day period prior to the conversion date.

On March 3, 2020, the Company

issued 1,967,213 shares of common stock upon conversion of principal in the amount of $12,000.

On March 6, 2020, the Company

issued 2,542,373 shares of common stock upon conversion of principal in the amount of $15,000.

Effective March 6, 2020, the Company entered into

an agreement with Soelect, Inc.

for the Joint Development of low-cost manufacturing of SiO-C-Li Composition material using Solid

state process agreement (the “Agreement”).

The Agreement is for a term of 21 months, with three

phases of development.

However, the parties may extend the term for additional periods as may be mutually agreed to.

upon 30 days’

notice may terminate the Agreement.

Phase 1 of the project is expected to run for 9 months with estimated cost

to the Company of $90,000, with Phase 2 estimated for last 6 months, with estimated cost of $100,000, and the final, Phase 3, expected

to run for 6 months at an estimated cost of $100,000.

note (the “Jan 2021 Note”) in the principal amount of $53,500.

The Jan 2021 Note is convertible into shares of common

stock of the Company at a price equal to a variable conversion price of 61% of the average of the two lowest (2) day trading prices

for common stock during the fifteen (15) trading day period prior to the conversion date.

On January 7, 2021, the Company

issued 4,062,044 shares of common stock upon conversion of principal in the amount of $53,000, plus accrued interest of $2,650.

On January 15, 2021, the Company

issued 14,025,851 shares of common stock upon conversion of principal in the amount of $12,300, plus accrued interest of $7,336.

On January 13, 2021, the Company

received additional consideration on the convertible note dated February 26, 2018 in the amount of $50,000.

On January 14, 2021, the Company

entered into a convertible promissory note with an investor providing for the sale by the Company of a 10% unsecured convertible

note (the “Feb 2021 Note”) in the principal amount of $53,500.

The Feb 2021 Note is convertible into shares of common

stock of the Company at a price equal to a variable conversion price of 61% of the average of the two lowest (2) day trading prices

for common stock during the fifteen (15) trading day period prior to the conversion date.

On January 27, 2021, the Company

entered into a securities purchase agreement with an investor to sell through a private placement an aggregate of 52,000,000 shares

of common stock and two separate pre-funded warrants to purchase up to an aggregate of 31,333,334 shares of common stock, and an

aggregate of 83,333,334 shares of common stock for gross proceeds to the Company of approximately $5,000,000.

The combined purchase

price for on share of common stock and a warrant to purchase one share of common stock is $0.06 and the combined purchase price

for one pre-funded warrant to purchase one share of common stock and a warrant to purchase one share of common stock is $0.0599.

On February 4, 2021, the Company

issued 868,175 shares of common stock upon conversion of principal in the amount of $53,000, plus accrued interest of $2,650.

February 5, 2021, the Company issued 908,118 shares of common stock upon conversion of principal in the amount of $12,824, plus

accrued interest of $5,564 and other fees of $1,000.

On February 5, 2021, the Company

issued 1,000,000 shares of common stock for services.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures