Explanatory Note
Rayton Solar, Inc. has prepared this Form 1-A/A solely for the purpose of filing Exhibit 12.
PART III
INDEX TO EXHIBITS
1. | Issuer Agreement with StartEngine Crowdfunding Inc.* |
2.1 | Certificate of Incorporation* |
2.2 | Amendment to Certificate of Incorporation* |
2.3 | Bylaws* |
2.4 | First Amendment to Amended and Restated Bylaws* |
4. | Form of Subscription Agreement* |
6.1 | Joint Development Agreement dated as of August 11, 2014 by and between Phoenix Nuclear Laboratories, LLC and the Company* |
6.2 | 2014 Equity Incentive Plan* |
6.3 | Convertible Promissory Note with ReGen America Inc.* |
8. | Form of Escrow Agreement with Provident Trust Group LLC* |
11. | Consent of Auditing Accountant, dbbmckennon* |
12. | Attorney opinion on legality of the offering |
13.
15. | “Test the waters” materials*
Draft offering statement previously submitted pursuant to Rule 252(d) (incorporated by reference)*
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*Previously filed
SIGNATURES
Pursuant to the requirements of Regulation A, the issuer certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form 1-A and has duly caused this Offering Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Santa Monica, State of California, on January 10, 2017.
Rayton Solar, Inc.
/s/ Andrew Yakub
By Andrew Yakub, Chief Executive Officer of Rayton Solar, Inc.
This Offering Statement has been signed by the following persons in the capacities and on the dates indicated.
/s/ Andrew Yakub
Andrew Yakub, Chief Executive Officer, Principal Financial Officer, Principal Accounting Officer, and Chairman of the Board of Directors
Date: January 10, 2017
/s/ James Rosenzweig
James Rosenzweig, Director
Date: January 10, 2017
/s/ Mark Goorsky
Mark Goorsky, Director
Date: January 10, 2017