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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-K

(Mark One)

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

For the fiscal year endedJuly 31, 2009

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

For the transition period from [    ] to
[    ]

Commission file number 333-153574

BAKHU HOLDINGS CORP.(Exact name of registrant as specified in its charter)

|Nevada                                                               | 26-2608821                          
|-------------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or
      organization) | (I.R.S. Employer Identification No.)

|Shelkovskoe shosse, 92 5, Suite 64 Moscow, Russian
      Federation 1 | 05523         
|--------------------------------------------------------------------- | --------------
|(Address of principal executive offices)                              | (Zip Code)    
|                                                                      |               
|Registrant's telephone number, including area code:                   | 1-800-870-1242

Securities registered pursuant to Section 12(b) of the Act:

|Title of Each Class | Name of Each Exchange On Which Registered
|------------------- | -----------------------------------------
|N/A                 | N/A                                      

Securities registered pursuant to Section 12(g) of the Act:

N/A(Title of class)

Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 the Securities Act.

  Yes [   ]      No [X]

Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or Section 15(d) of the ActYes [   ]      No [X]

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Indicate by check mark whether the registrant: (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports) and (2) has been
subject to such filing requirements for the last 90
days.Yes [X]      No [   ]

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Website, if any, every
Interactive Data File required to be submitted and posted pursuant to Rule 405
of Regulation S-K (§229.405 of this chapter) during the preceding 12 months
(or for such shorter period that the registrant was required to submit and
post such files). Yes [   ]    No [  
]

Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not
contained herein, and will not be contained, to the best of registrant's
knowledge, in definitive proxy
  or information statements incorporated by reference in Part III of this Form
  10-K or any amendment to this Form 10-K.[   ]

Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a
smaller reporting company. See definition of large accelerated filer,
accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act.

|Large accelerated filer [   ] | Accelerated
      filer                   [  
      ]
|----------------------------- | -----------------------------------------------------
|Non-accelerated filer   [   ] | Smaller reporting company
  [X]                      

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

The aggregate market value of Common Stock held by
non-affiliates of the Registrant on January 31, 2009 was $42,000 based on
the price of $0.03 per share which is the price our securities were sold for
under our Registration Statement on Form S-1.. For purposes of this
computation, all executive officers and directors have been deemed to be
affiliates. Such determination should not be deemed to be an admission that such
executive officers and directors are, in fact, affiliates of the
Registrant.

Indicate the number of shares outstanding of each of the
registrants classes of common stock as of the latest practicable date.

45,000,000 Common Shares issued & outstanding as of December
  10, 2009

DOCUMENTS INCORPORATED BY REFERENCE

None.

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TABLE OF CONTENTS

|Item 1.      | Business                                                                                             | 4 
|------------ | ---------------------------------------------------------------------------------------------------- | --
|             |                                                                                                      |   
|Item 1A.     | Risk Factors                                                                                         | 5 
|             |                                                                                                      |   
|Item 2.      | Properties                                                                                           | 7 
|             |                                                                                                      |   
|Item 3.      | Legal Proceedings                                                                                    | 7 
|             |                                                                                                      |   
|Item 4.      | Submissions of Matters to a Vote of Security Holders                                                 | 7 
|             |                                                                                                      |   
|Item 5.      | Market for Common Equity and Related Stockholder Matters                                             | 7 
|             |                                                                                                      |   
|Item 6.      | Selected Financial Data                                                                              | 8 
|             |                                                                                                      |   
|Item 7.      | Managements Discussion and Analysis of Financial Condition
      and Results of Operations .        | 9 
|             |                                                                                                      |   
|Item 7A.     | Quantitative and Qualitative Disclosures About Market Risk                                           | 13
|             |                                                                                                      |   
|Item 8.      | Financial Statements and Supplementary Data                                                          | 13
|             |                                                                                                      |   
|Item 9.      | Changes in and Disagreements with Accountants on Accounting
      and Financial Disclosure           | 28
|             |                                                                                                      |   
|Item 9A (T). | Controls and Procedures                                                                              | 28
|             |                                                                                                      |   
|Item 9B.     | Other Information                                                                                    | 29
|             |                                                                                                      |   
|Item 10.     | Directors, Executive Officers and Corporate Governance                                               | 29
|             |                                                                                                      |   
|Item 11.     | Executive Compensation                                                                               | 31
|             |                                                                                                      |   
|Item 12.     | Security Ownership of Certain Beneficial Owners and Management
      and Related Stockholder Matters | 33
|             |                                                                                                      |   
|Item 13.     | Certain Relationships and Related Transactions, and Director
      Independence                      | 34
|             |                                                                                                      |   
|Item 14.     | Principal Accountants Fees and Services                                                              | 34
|             |                                                                                                      |   
|Item 15.     | Exhibits, Financial Statement Schedules                                                              | 35

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PART I

Item 1.        Business

This annual report contains forward-looking statements. These
statements relate to future events or our future financial performance. In some
cases, you can identify forward-looking statements by terminology such as may,
should, expects, plans, anticipates, believes, estimates,
predicts, potential or continue or the negative of these terms or other
comparable terminology. These statements are only predictions and involve known
and unknown risks, uncertainties and other factors, including the risks in the
section entitled Risk Factors, that may cause our industrys actual results,
levels of activity, performance or achievements to be materially different from
any future results, levels of activity, performance or achievements expressed or
implied by these forward-looking statements.

Although we believe that the expectations reflected in the
forward-looking statements are reasonable, we cannot guarantee future results,
levels of activity, performance or achievements. Except as required by
applicable law, including the securities laws of the United States, we do not
intend to update any of the forward-looking statements to conform these
statements to actual results.

Our financial statements are stated in United States Dollars
(US$) and are prepared in accordance with United States Generally Accepted
Accounting Principles.

In this annual report, unless otherwise specified, all dollar
amounts are expressed in United States Dollars and all references to common
shares refer to the common shares in our capital stock.

As used in this annual report, the terms we, us, our
company and Bakhu, mean Bakhu Holdings Corp., a Nevada corporation, unless
otherwise indicated.

Corporate History

We were incorporated pursuant to the laws of the State of
Nevada on April 24, 2008 under the name Planet Resources, Corp. Since our
incorporation, we intended to be in the business of re-processing tailings from
previous mining operations. To date we have not generated any revenues. Because
we were not successful in implementing our business plan, we considered various
alternatives to ensure the viability and solvency of our company.

On May 4, 2009, we filed a Certificate of Amendment with the
Secretary of State of Nevada, with an effective date of May 20, 2009, effecting
the following corporate changes:

|(1) | changing the Companys name to Bakhu Holdings,
    Corp.;                                                       
|--- | ----------------------------------------------------------------------------------------------------------------
|    |                                                                                                                 
|(2) | increasing the authorized share capital of the Company to
      150,000,000 common shares, $0.001 par value; and
|    |                                                                                                                 
|(3) | effecting a 15 for 1 forward-split of the Companys
      issued and outstanding common shares.                 

The name change, share capital increase and forward split were
approved by a majority of our shareholders on May 4, 2009. Effective May 22,
2009, we began to trade on the Over the Counter Bulleting under our new ticker
symbol BKUH, which reflects the name change and forward split.

On August 4, 2009, we entered into a memorandum of
understanding with Shenzhen Xinhonglian Solar Energy Co (SXSE) pursuant to
which SXSE would vend the shares and assets of SXSE into our company for
16,450,000 shares or a 35% interest upon the completion of successful due
diligence performed by oru company.

---

Effective August 19, 2009, Mr. Aidan Hwuang was appointed as a
director of our company.

Effective August 25, 2009, Mr. Xinan Zeng was appointed as a
director of our company.

Effective September 1, 2009, Mr. Alexander Deshin our founder,
chief executive officer, chief financial officer and director resigned from all
his positions in our company. As a result of Mr. Deshins resignation, we
appointed Mr. Xinan Zeng as our Chief Executive Officer and Chief Financial
Officer.

Our board of directors now consists of Mr. Aidan Hwauang and
Mr. Xinan Zeng.

In addition to attempting to complete the acquisition of
Shenzhen Xinhonglian Solar Energy Co, our management is currently evaluating
other potential business opportunities that might be available to our company.
Our management will begin analyzing various alternatives available to our
company to ensure our survival and to preserve our shareholder's investment in
our common shares. This analysis will include sourcing additional forms of
financing to engage in mergers and/or acquisitions. At this stage in our
operations, we believe either course is acceptable, as our operations have not
been profitable and our future prospects for our original consulting business
are not good.

Competition

We face vast competition from other shell companies with the
same objectives. We are in a highly competitive market for a small number of
business opportunities which could reduce the likelihood of consummating a
successful business combination. A large number of established and well-financed
entities, including small public companies and venture capital firms, are active
in mergers and acquisitions of companies that may be desirable target candidates
for us. Nearly all these entities have significantly greater financial
resources, technical expertise and managerial capabilities than we do;
consequently, we will be at a competitive disadvantage in identifying possible
business opportunities and successfully completing a business combination. These
competitive factors may reduce the likelihood of our identifying and
consummating a successful business combination.

Employees

We have no employees other than our management who devote only
a limited amount of time to our business.

Subsidiaries

We do not have any subsidiaries.

Intellectual Property

We do not own, either legally or beneficially, any patent or
trademark.

Item 1A.      Risk
Factors

Much of the information included in this annual report includes
or is based upon estimates, projections or other "forward looking statements".
Such forward looking statements include any projections or estimates made by us
and our management in connection with our business operations. While these
forward-looking statements, and any assumptions upon which they are based, are
made in good faith and reflect our current judgment regarding the direction of
our business, actual results will almost always vary, sometimes materially, from
any estimates, predictions, projections, assumptions or other future performance
suggested herein.

---

Such estimates, projections or other "forward looking statements" involve various risks and uncertainties as outlined below. We caution the reader that important factors in some cases have affected and, in the future, could materially affect actual
results and cause actual results to differ materially from the results expressed in any such estimates, projections or other "forward looking statements".

Our common shares are considered speculative as our business is still in an early growth stage of its development. Prospective investors should consider carefully the risk factors set out below.

Because our auditors have issued a going concern opinion, there is substantial uncertainty we will continue activities in which case you could lose your investment.

Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an ongoing business for the next twelve months. As such we may have to cease activities and you could lose your investment.

Our management is currently seeking out potential business opportunities and there are numerous risks associated with any potential business opportunity.

We intend to use reasonable efforts to acquire or complete potential business opportunities that our management determines is in the best interests of our shareholders. Such combinations will be accompanied by risks commonly encountered in
acquisitions. Failure to manage and successfully integrate acquisitions we make could harm our business, our strategy and our operating results in a material way.

Trading in our common shares on the OTC Bulletin Board is limited and sporadic making it difficult for our shareholders to sell their shares or liquidate their investments.

Our common shares are currently listed for public trading on the OTC Bulletin Board. The trading price of our common shares has been subject to wide fluctuations. Trading prices of our common shares may fluctuate in response to a number of factors,
many of which will be beyond our control. The stock market has generally experienced extreme price and volume fluctuations that have often been unrelated or disproportionate to the operating performance of companies with no current business
operation. There can be no assurance that trading prices and price earnings ratios previously experienced by our common shares will be matched or maintained. These broad market and industry factors may adversely affect the market price of our common
shares, regardless of our operating performance.

In the past, following periods of volatility in the market price of a companys securities, securities class-action litigation has often been instituted. Such litigation, if instituted, could result in substantial costs for us and a diversion
of managements attention and resources.

Our stock is a penny stock. Trading of our stock may be restricted by the SECs penny stock regulations which may limit a stockholders ability to buy and sell our stock.

Our stock is a penny stock. The Securities and Exchange Commission has adopted Rule 15g-9 which generally defines penny stock to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise
price of less than $5.00 per share, subject to certain exceptions. Our securities are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers
and accredited investors. The term accredited investor refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding
$200,000 or $300,000 jointly with their spouse. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document in a form prepared
by the SEC which provides information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the
broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customers account. The bid and offer

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quotations, and the broker-dealer and salesperson compensation
information, must be given to the customer orally or in writing prior to
effecting the transaction and must be given to the customer in writing before or
with the customers confirmation. In addition, the penny stock rules require
that prior to a transaction in a penny stock not otherwise exempt from these
rules, the broker-dealer must make a special written determination that the
penny stock is a suitable investment for the purchaser and receive the
purchasers written agreement to the transaction. These disclosure requirements
may have the effect of reducing the level of trading activity in the secondary
market for the stock that is subject to these penny stock rules. Consequently,
these penny stock rules may affect the ability of broker-dealers to trade our
securities. We believe that the penny stock rules discourage investor interest
in and limit the marketability of our common stock.

The Financial Industry Regulatory Authority, or FINRA, has
adopted sales practice requirements which may also limit a stockholder's ability
to buy and sell our stock.

In addition to the "penny stock" rules described above, FINRA
has adopted rules that require that in recommending an investment to a customer,
a broker-dealer must have reasonable grounds for believing that the investment
is suitable for that customer. Prior to recommending speculative low priced
securities to their non-institutional customers, broker-dealers must make
reasonable efforts to obtain information about the customer's financial status,
tax status, investment objectives and other information. Under interpretations
of these rules, FINRA believes that there is a high probability that speculative
low priced securities will not be suitable for at least some customers. FINRA
requirements make it more difficult for broker-dealers to recommend that their
customers buy our common stock, which may limit your ability to buy and sell our
stock and have an adverse effect on the market for our shares.

Item 2.        Properties

Executive Offices

Our principal executive offices are located at Shelkovskoe
shosse, 92/5, Suite 64 Moscow, Russian Federation. We do not anticipate that we
will require any additional premises in the foreseeable future.

Item 3.        Legal
Proceedings

We know of no material, existing or pending legal proceedings
against our company, nor are we involved as a plaintiff in any material
proceeding or pending litigation. There are no proceedings in which any of our
directors, officers or affiliates, or any registered or beneficial stockholder,
is an adverse party or has a material interest adverse to our interest.

Item 4.       
Submissions of Matters to a Vote of Security Holders

There were no matters submitted to a vote of our security
holders either through solicitation of proxies or otherwise in the fourth
quarter of the fiscal year ended July 31, 2009.

PART II

Item 5.        Market for
Common Equity and Related Stockholder Matters

In the United States, our common shares are quoted on the
Over-the-Counter Bulletin Board under the symbol BKUH. The following
quotations, obtained from Yahoo Finance, reflect the high and low bids for our
common shares based on inter-dealer prices, without retail mark-up, mark-down or
commission and may not represent actual transactions.

Our common shares were originally quoted for trading on the
OTCBB on February 13, 2009 under the symbol PCLR.

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National
        Association of Securities Dealers OTC Bulletin Board(1)Quarter Ended
      High
      LowOctober 31, 2009
      $0.43
      $0.05July 31, 2009
      $0.34
      $0.25April 30, 2009
      N/A(3)
      N/A(3)January 31, 2009
      N/A(2)
      N/A(2)October 31, 2008
      N/A(2)
      N/A(2)July 31, 2008
      N/A(2)
      N/A(2)April 30, 2008
      N/A(2)
      N/A(2)


(1) Over-the-counter market quotations
reflect inter-dealer prices without retail mark-up, mark-down or commission, and
may not represent actual transactions.

(2) Our common stock was quoted on the
Over-the-Counter Bulletin Board on February 13, 2009.

(3) There were no trades of our common
stock during the period.

Our common shares are issued in registered form. The transfer
agent and registrar for our common stock is Signature Stock Transfer, Inc. 2632
Coachlight Court, Plano, Texas, (Telephone: (972) 612-4120; Facsimile: (972)
612-4122).

On December 10, 2009, the shareholders' list showed 50registered shareholders and 45,000,000 common shares outstanding.

Dividend Policy

We have not paid any cash dividends on our common stock and
have no present intention of paying any dividends on the shares of our common
stock. Our current policy is to retain earnings, if any, for use in our
operations and in the development of our business. Our future dividend policy
will be determined from time to time by our board of directors.

Recent Sales of Unregistered Securities; Use of Proceeds
from Registered Securities

We did not sell any equity securities which were not registered
under the Securities Act during the year ended July 31, 2009 that were not
otherwise disclosed on our quarterly reports on Form 10-Q or our current reports
on Form 8-K filed during the year ended July 31, 2009.

Equity Compensation Plan Information

Except as disclosed below, we do not have a stock option plan
in favor of any director, officer, consultant or employee of our company.

Purchase of Equity Securities by the Issuer and Affiliated
Purchasers

We did not purchase any of our shares of common stock or other
securities during our fourth quarter of our fiscal year ended July 31, 2009.

Item 6.        Selected
Financial Data

As a smaller reporting company, we are not required to
provide the information required by this Item.

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Item 7.       
Managements Discussion and Analysis of Financial Condition and Results of
Operations

The following discussion should be read in conjunction with our
audited financial statements and the related notes for the year ended July 31,
2009 that appear elsewhere in this annual report. The following discussion
contains forward-looking statements that reflect our plans, estimates and
beliefs. Our actual results could differ materially from those discussed in the
forward looking statements. Factors that could cause or contribute to such
differences include, but are not limited to those discussed below and elsewhere
in this 10-K, particularly in the section entitled "Risk Factors" beginning on
page 7 of this annual report.

Our audited financial statements are stated in United States
Dollars and are prepared in accordance with United States Generally Accepted
Accounting Principles.

Plan of Operation

We are a development stage company. We are currently seeking
opportunities to acquire prospective businesses. On August 4, 2009, we entered
into a memorandum of understanding with Shenzhen Xinhonglian Solar Energy Co
pursuant to which Shenzhen Xinhonglian Solar Energy Co would vend the shares and
assets of Shenzhen Xinhonglian Solar Energy Co into our company. As of the date
of this filing, we have not completed the acquisition of Shenzhen Xinhonglian
Solar Energy Co.

We anticipate that the acquisition of Shenzhen Xinhonglian
Solar Energy Co or any other new acquisition or business opportunity by our
company will require additional financing. There can be no assurance, however,
that we will be able to acquire the financing necessary to enable us to pursue
our plan of operation. If our company requires additional financing and we are
unable to acquire such funds, our business may fail.

Even if we are able to acquire Shenzhen Xinhonglian Solar
Energy Co or any other new acquisition or business opportunity and obtain the
necessary funding, there is no assurance that any revenues would be generated by
us or that revenues generated would be sufficient to provide a return to
investors.

Our principal capital resources have been through the issuance
of common stock, although we may use shareholder loans, advances from related
parties, or borrowing in the future.

We anticipate that we will expend $25,000 during the
twelve-month period ending July 31, 2010. These expenditures are broken down as
follows:

Estimated Funding Required During the Twelve Month Period
Ending July 31, 2010

Operating expensesLegal fees, professional fees,
      management fees,
    $
    25,000office rents,
      etcTotal
    $
    25,000


At July 31, 2009, we had a working capital deficit of $10,440.
If necessary, we plan to raise additional capital required to meet these
immediate short-term needs and to meet the balance of our estimated funding
requirements for the twelve months, primarily through the private placement of
our securities.

There can be no assurance that additional financing will be
available to us when needed or, if available, that it can be obtained on
commercially reasonable terms. If we are not able to obtain the additional
financing on a timely basis, if and when it is needed, we will be forced to
scale down or perhaps even cease the operation of our business.

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Capital Expenditures

We do not intend to invest in capital expenditures during the
twelve-month period ending July 31, 2010.

Purchase of Significant Equipment

Unless we acquire a new business, we do not intend to purchase
any significant equipment over the twelve months ending July 31, 2010.

Personnel Plan

We do not expect any material changes in the number of
employees over the next 12 month period (although we may enter into employment
or consulting agreements with our officers or directors). We do and will
continue to outsource contract employment as needed.

Results of Operations for the Year Ended July 31,
2009 and the Period from Inception (April 24, 2008) to July 31, 2008

The following summary of our results of operations should be
read in conjunction with our audited financial statements for the year ended
July 31, 2009.

Our operating results for the year ended July 31, 2009 and the
period from inception (April 24, 2008) to July 31, 2008 are summarized as
follows:

|                           |   | **Year Ended** |  |   | Period from Inception | 
|-------------------------- | - | -------------- |  | - | --------------------- | 
|                           |   | **July 31**    |  |   | (April 24, 2008)      | 
|                           |   | **2009**       |  |   | to July 31, 2008      | 
|                           |   |                |  |   |                       | 
|Revenue                    |   | Nil            |  |   | Nil                   | 
|General and Administrative |   |                |  |   |                       | 
|Expenses                   | $ | 36,063         |  | $ | 497                   | 
|Net Loss                   | $ | 36,063         |  | $ | 497                   | 

Revenues

We have not earned any revenues since our inception and we do
not anticipate earning revenues in the near future.

General and Administrative Expenses

Our general and administrative expenses for the year ended July
31, 2009 was $36,063 and was mainly comprised of $13,210 for legal and
accounting and $17,000 for website development and presentations.

Liquidity and Financial Condition

As of July 31, 2009, our total current assets were $13,883 and
our total current liabilities were $3,443 and we had a working capital surplus
of $10,440. Our financial statements report a net loss of $36,063 for the year
ended July 31, 2009, and a net loss of $36,560 for the period from April 24,
2008 (date of inception) to July 31, 2009.

We have suffered recurring losses from operations. The
continuation of our company is dependent upon our company attaining and
maintaining profitable operations and raising additional capital as needed. In
this regard we have raised additional capital through equity offerings and loan
transactions.

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|Cash Flows                                    |   | At            |   |   | From Inception on |  
|--------------------------------------------- | - | ------------- | - | - | ----------------- | -
|                                              |   | July 31, 2009 |   |   | April 24, 2008 to |  
|                                              |   |               |   |   | July 31, 2008     |  
|                                              |   |               |   |   |                   |  
|                                              |   |               |   |   |                   |  
|Net Cash (Used in) Operating
      Activities | $ | (36,063       | ) | $ | (497              | )
|Net Cash Provided by (Used In) Investing      | $ | Nil           |   | $ | Nil               |  
|Activities                                    |   |               |   |   |                   |  
|Net Cash Provided by Financing Activities     | $ | 42,000        |   | $ | 8,443             |  
|Increase In Cash During
      The Period      | $ | 5,937         |   | $ | 7,946             |  

We had cash in the amount of $13,883 as of July 31, 2009 and a
working capital surplus of $10,440 as of July 31, 2009.

Our principal sources of funds have been from sales of our
common stock.

Contractual Obligations

As a smaller reporting company, we are not required to
provide tabular disclosure obligations.

Going Concern

The audited financial statements included with this annual
report have been prepared on the going concern basis which assumes that adequate
sources of financing will be obtained as required and that our assets will be
realized and liabilities settled in the ordinary course of business.
..Accordingly, the consolidated audited financial statements do not include any
adjustments related to the recoverability of assets and classification of assets
and liabilities that might be necessary should we be unable to continue as a
going concern.

Off-Balance Sheet Arrangements

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

APPLICATION OF CRITICAL ACCOUNTING POLICIES

Our audited financial statements and accompanying notes are
prepared in accordance with generally accepted accounting principles used in the
United States.

Going Concern

The financial statements have been prepared on a going concern
basis which assumes the Company will be able to realize its assets and discharge
its liabilities in the normal course of business for the foreseeable future. The
Company has incurred losses since inception resulting in an accumulated deficit
of $36,560 as of July 31, 2009 and further losses are anticipated in the
development of its business raising substantial doubt about the Companys
ability to continue as a going concern. The ability to continue as a going
concern is dependent upon the Company generating profitable operations in the
future and/or to obtain the necessary financing to meet its obligations and
repay its liabilities arising from normal business operations when they come
due. Management intends to finance operating costs over the next twelve months
with existing cash on hand and loans from directors and or private placement of
common stock.

Cash and Cash Equivalents

The Company considers all highly liquid instruments with a
maturity of three months or less at the time of issuance to be cash equivalents.

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Use of Estimates and Assumptions

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

Foreign Currency Translation

The Company's functional currency and its reporting currency is the United States dollar.

Financial Instruments

The carrying value of the Company's financial instruments approximates their fair value because of the short maturity of these instruments.

Stock-based Compensation

Stock-based compensation is accounted for at fair value in accordance with SFAS No. 123 (R). To date, the Company has not adopted a stock option plan and has not granted any stock options.

Income Taxes

Income taxes are accounted for under the assets and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of
existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are
expected to be recovered or settled.

Basic and Diluted Net Loss per Share

The Company computes net loss per share in accordance with SFAS No. 128,"Earnings per Share". SFAS No. 128 requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement.

Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all potentially dilutive common shares
outstanding during the period. Diluted EPS excludes all potentially dilutive shares if their effect is anti-dilutive.

Fiscal Periods

The Company's fiscal year end is July 31.

NEW ACCOUNTING PRONOUNCEMENTS

In May 2008, the Financial Accounting Standards Board (FASB) issued SFAS No. 163, Accounting for Financial Guarantee Insurance Contracts-and interpretation of FASB Statement No. 60. SFAS No. 163 clarifies how Statement 60
applies to financial guarantee insurance contracts, including the recognition and measurement of premium revenue and claims liabilities. This statement also requires expanded disclosures about financial guarantee insurance contracts. SFAS No. 163 is
effective for fiscal years beginning on or after December 15, 2008, and interim periods within those years. SFAS No. 163 has no effect on the Companys financial position, statements of operations, or cash flows at this time.

---

In May 2008, the Financial Accounting Standards Board (FASB)
issued SFAS No. 162, The Hierarchy of Generally Accepted Accounting
Principles. SFAS No. 162 sets forth the level of authority to a given
accounting pronouncement or document by category. Where there might be
conflicting guidance between two categories, the more authoritative category
will prevail. SFAS No. 162 will become effective 60 days after the SEC approves
the PCAOBs amendments to AU Section 411 of the AICPA Professional Standards.
SFAS No. 162 has no effect on the Companys financial position, statements of
operations, or cash flows at this time.

In March 2008, the Financial Accounting Standards Board, or
FASB, issued SFAS No. 161, Disclosures about Derivative Instruments and Hedging
Activitiesan amendment of FASB Statement No. 133. This standard requires
companies to provide enhanced disclosures about (a) how and why an entity uses
derivative instruments, (b) how derivative instruments and related hedged items
are accounted for under Statement 133 and its related interpretations, and (c)
how derivative instruments and related hedged items affect an entitys financial
position, financial performance, and cash flows. This Statement is effective for
financial statements issued for fiscal years and interim periods beginning after
November 15, 2008, with early application encouraged. The Company has not yet
adopted the provisions of SFAS No. 161, but does not expect it to have a
material impact on its consolidated financial position, results of operations or
cash flows.

Item 7A.      Quantitative and
Qualitative Disclosures About Market Risk

As a smaller reporting company, we are not required to
provide the information required by this Item.

Item 8.        Financial
Statements and Supplementary Data

Our audited financial statements are stated in United States
dollars (US$) and are prepared in accordance with United States Generally
Accepted Accounting Principles.

---

RONALD. CHADWICK, P.C. Certified Public Accountant 2851
South Parker Road, Suite 720 Aurora, Colorado 80014 Telephone
(303)306-1967 Fax (303)306-1944

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM

Board of Directors Bakhu Holdings, Corp. (formerly
Planet Resources, Corp.) Moscow, Russia

I have audited the accompanying balance sheets of Bakhu
Holdings, Corp., formerly Planet Resources, Corp., (a development stage company)
as of July 31, 2009 and 2008 and the related statements of operations,
stockholders' equity and cash flows for the year ended July 31, 2009, the period
from April 24, 2008 (inception) through July 31, 2008, and for the period from
April 24, 2008 (inception) through July 31, 2009. These financial statements are
the responsibility of the Company's management. My responsibility is to express
an opinion on these financial statements based on my audit.

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

In my opinion, the financial statements referred to above
present fairly, in all material respects, the financial position of Bakhu
Holdings, Corp. as of July 31, 2009 and 2008 and the and the results of its
operations and its cash flows for the year ended July 31, 2009, the period from
April 24, 2008 (inception) through July 31, 2008, and for the period from April
24, 2008 (inception) through July 31, 2009 in conformity with accounting
principles generally accepted in the United States of America.

The accompanying financial statements have been prepared
assuming that the Company will continue as a going concern. As discussed in Note
2 to the financial statements the Company has suffered recurring losses from
operations that raise substantial doubt about its ability to continue as a going
concern. Management's plans in regard to these matters are also described in
Note 2. The financial statements do not include any adjustments that might
result from the outcome of this uncertainty.

|Aurora, Colorado | Ronald R. Chadwick, P.C.
|---------------- | ------------------------
|December 2, 2009 | RONALD R. CHADWICK, P.C.

---









BAKHU HOLDINGS, CORP.

(A Development Stage Company)

FINANCIAL STATEMENTS

July 31, 2009 and 2008







|BALANCE
      SHEETS                   
|---------------------------------------
|                                       
|STATEMENTS
      OF OPERATIONS         
|                                       
|STATEMENT
      OF STOCKHOLDERS EQUITY
|                                       
|STATEMENTS
      OF CASH FLOWS         
|                                       
|NOTES
      TO THE FINANCIAL STATEMENTS

---

|BAKHU HOLDINGS, CORP.        
|-----------------------------
|(A Development Stage Company)
|Balance Sheets               
|                             

|Assets                                                        |  
|------------------------------------------------------------- | -
|                                                              |  
|                                                              |  
|                                                              |  
|Current Assets                                                |  
|Cash                                                          | $
|                                                              |  
|Total Assets                                                  | $
|                                                              |  
|Liabilities and Stockholders Equity
      (deficit)          |  
|                                                              |  
|Current Liabilities                                           |  
|Loan
      from Director                                      | $
|                                                              |  
|Total Current Liabilities                                     | $
|                                                              |  
|Stockholders Equity (deficit)                                |  
|                                                              |  
|Common stock, $0.001par value, 150,000,000 shares authorized; |  
|45,000,000 (2009) and 75,000,000 (2008)                       |  
|Shares issued and outstanding                                 |  
|Additional
      paid-in-capital                              |  
|Deficit accumulated during the development stage              |  
|                                                              |  
|Total stockholders equity (deficit)                          |  
|                                                              |  
|Total liabilities and stockholders
      equity (deficit)    | $

The accompanying notes are an integral part of these
financial statements.

---

|BAKHU HOLDINGS, CORP.        
|-----------------------------
|(A Development Stage Company)
|StatementsofOperations       
|                             

|                                            |   |               |   |   | From         |   |   | From         |  
|------------------------------------------- | - | ------------- | - | - | ------------ | - | - | ------------ | -
|                                            |   |               |   |   | Inception on |   |   | Inception on |  
|                                            |   |               |   |   | April 24,    |   |   | April 24,    |  
|                                            |   |               |   |   | 2008 to      |   |   | 2008 to      |  
|                                            |   | Year Ended    |   |   | July 31,     |   |   | July 31,     |  
|                                            |   | July 31, 2009 |   |   | 2008         |   |   | 2009         |  
|                                            |   |               |   |   |              |   |   |              |  
|Expenses                                    |   |               |   |   |              |   |   |              |  
|General and Administrative Expenses         | $ | 36,063        |   | $ | 497          |   | $ | 36,560       |  
|Net (loss) from Operation before Taxes      |   | (36,063       | ) |   | (497         | ) |   | (36,560      | )
|Provision for Income Taxes                  |   | 0             |   |   | 0            |   |   | 0            |  
|Net (loss)                                  | $ | (36,063       | ) | $ | (497         | ) | $ | (36,560      | )
|                                            |   |               |   |   |              |   |   |              |  
|                                            |   |               |   |   |              |   |   |              |  
|(Loss) per common share  Basic and diluted | $ | (0.00         | ) | $ | (0.00        | ) |   |              |  
|                                            |   |               |   |   |              |   |   |              |  
|Weighted Average Number of Common Shares    |   | 77,125,000    |   |   | 50,000,000   |   |   |              |  
|Outstanding                                 |   |               |   |   |              |   |   |              |  

The accompanying notes are an integral part of these
financial statements.

---

BAKHU HOLDINGS, CORP.(A Development Stage
Company) Statement of StockholdersEquityFrom Inception
onApril 24, 2008 to July 31, 2009

DeficitaccumulatedNumber of
    
    
    
    
    
    Additional
    
    
    DuringCommon
    
    
    
    
    
    Paid-in-
    
    
    developmentShares (1)
    
    
    Amount
    
    
    Capital
    
    
    stage
    
    
    TotalBalance at inception on April 24, 2008May 30,2008
    
    0
    
    $
    -
    
    $
    
    
    $
    -
    
    $
    --Common shares issued for cash at $0.001
    
    75,000,000
    
    
    75,000
    
    
    
    
    
    -
    
    
    5,000(70,000
    )Net (loss)
    
    -
    
    
    -
    
    
    -
    
    
    (497
    )
    
    (497
    )Balance as of July 31, 2008
    
    
    
    
    
    
    $
    (70,000
    )75,000,000
    
    $
    75,000
    
    
    
    
    $
    (497
    )
    $
    4,503Common shares issued for cash at $0.03
    
    21,000,000
    
    
    21,000
    
    
    21,000
    
    
    
    
    
    42,000Cancellation of shares
    
    (51,000,000
    )
    
    (51,000
    )
    
    51,000Net (loss)
    
    -
    
    
    -
    
    
    -
    
    
    (36,063
    )
    
    (36,063
    )Balance as of July 31, 2009
    
    45,000,000
    
    $
    45,000
    
    $
    2,000
    
    $
    (36,560
    )
    $
    10,440


(1) As retroactively restated for a 15 for 1 forward common
stock split on May 20, 2009.

The accompanying notes are an integral part of these
financial statements.

---

|BAKHU HOLDINGS, CORP.        
|-----------------------------
|(A Development Stage Company)
|Statements of Cash Flows     
|                             

|                                                |   |            |   |   | From      |   |   |               |  
|----------------------------------------------- | - | ---------- | - | - | --------- | - | - | ------------- | -
|                                                |   |            |   |   | Inception |   |   |               |  
|                                                |   |            |   |   | on        |   |   | From          |  
|                                                |   |            |   |   | April 24, |   |   | Inception on  |  
|                                                |   | Year Ended |   |   | 2008 to   |   |   | April 24,     |  
|                                                |   | July 31,   |   |   | July 31,  |   |   | 2008 to       |  
|                                                |   | 2009       |   |   | 2008      |   |   | July 31, 2009 |  
|Operating Activities                            |   |            |   |   |           |   |   |               |  
|Net (loss)                                      | $ | (36,063    | ) | $ | (497      | ) | $ | (36,560       | )
|                                                |   |            |   |   |           |   |   |               |  
|Net cash (used) for operating
      activities  |   | (36,063    | ) |   | (497      | ) |   | (36,560       | )
|                                                |   |            |   |   |           |   |   |               |  
|Financing Activities                            |   |            |   |   |           |   |   |               |  
|Loans from
      Director                       |   | -          |   |   | 3,443     |   |   | 3,443         |  
|Sale of common stock                            |   | 42,000     |   |   | 5,000     |   |   | 47,000        |  
|                                                |   |            |   |   |           |   |   |               |  
|Net cash provided by financing
      activities |   | 42,000     |   |   | 8,443     |   |   | 50,443        |  
|                                                |   |            |   |   |           |   |   |               |  
|Net increase (decrease) in cash and equivalents |   | 5,937      |   |   | 7,946     |   |   | 13,883        |  
|                                                |   |            |   |   |           |   |   |               |  
|Cash and equivalents at beginning of the period |   | 7,946      |   |   | -         |   |   | -             |  
|                                                |   |            |   |   |           |   |   |               |  
|Cash and equivalents at end of the period       | $ | 13,883     |   | $ | 7,946     |   | $ | 13,883        |  
|                                                |   |            |   |   |           |   |   |               |  
|                                                |   |            |   |   |           |   |   |               |  
|Supplemental
      cash flow information:       |   |            |   |   |           |   |   |               |  
|                                                |   |            |   |   |           |   |   |               |  
|Cash paid for:                                  |   |            |   |   |           |   |   |               |  
|                                                |   |            |   |   |           |   |   |               |  
|Interest                                        | $ | -          |   | $ | -         |   | $ | -             |  
|Taxes                                           |   |            |   |   |           |   |   |               |  
|                                                | $ | -          |   | $ | -         |   | $ | -             |  
|                                                |   |            |   |   |           |   |   |               |  
|Non-Cash Activities                             | $ | -          |   | $ | -         |   | $ | -             |  

The accompanying notes are an integral part of these
financial statements.

---

BAKHU HOLDINGS, CORP. (A Development Stage Company)
Notes To The Financial Statements July 31, 2009 and 2008

1. ORGANIZATION AND BUSINESS OPERATIONS

Planet Resources, Corp (the Company) was incorporated under
the laws of the State of Nevada, U.S. on April 24, 2008. The Company is in the
development stage as defined under Statement on Financial Accounting Standards
No. 7, Development Stage Enterprises (SFAS No.7) and its efforts are primarily
in exploration and extracting of fine, extra-fine and fine-dispersed gold from
tailings or refuse of mining and processing industry (technogenic deposits). In
May 2009 the Company also began to look for other types of business to pursue
that would benefit the shareholders. In order to pursue businesses that may not
be in the mining industry the name of the Company was changed wih the approval
of the Directors and Shareholders to Bakhu Holdings, Corp. on May 4, 2009. The
Company has not generated any revenue to date and consequently its operations
are subject to all risks inherent in the establishment of a new business
enterprise. For the period from inception, April 24, 2008 through July 31, 2009
the Company has accumulated losses of $36,560.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a)Basis of Presentation

The financial statements of the Company have been prepared in
accordance with generally accepted accounting principles in the United States of
America and are presented in US dollars.

b) Going Concern

The financial statements have been prepared on a going concern
basis which assumes the Company will be able to realize its assets and discharge
its liabilities in the normal course of business for the foreseeable future. The
Company has incurred losses since inception resulting in an accumulated deficit
of $36,560 as of July 31, 2009 and further losses are anticipated in the
development of its business raising substantial doubt about the Companys
ability to continue as a going concern. The ability to continue as a going
concern is dependent upon the Company generating profitable operations in the
future and/or to obtain the necessary financing to meet its obligations and
repay its liabilities arising from normal business operations when they come
due. Management intends to finance operating costs over the next twelve months
with existing cash on hand and loans from directors and or private placement of
common stock.

c) Cash and Cash Equivalents

The Company considers all highly liquid instruments with a
maturity of three months or less at the time of issuance to be cash equivalents.

d) Use of Estimates and Assumptions

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

e) Foreign Currency Translation

The Company's functional currency and its reporting currency is
the United States dollar.

---

BAKHU HOLDINGS, CORP. (A Development Stage Company)
Notes To The Financial Statements July 31, 2009 and 2008

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

f) Financial Instruments

The carrying value of the Company's financial instruments
approximates their fair value because of the short maturity of these
instruments.

g) Stock-based Compensation

Stock-based compensation is accounted for at fair value in
accordance with SFAS No. 123 (R). To date, the Company has not adopted a stock
option plan and has not granted any stock options.

h) Income Taxes

Income taxes are accounted for under the assets and liability
method. Deferred tax assets and liabilities are recognized for the estimated
future tax consequences attributable to differences between the financial
statement carrying amounts of existing assets and liabilities and their
respective tax bases and operating loss and tax credit carry forwards. Deferred
tax assets and liabilities are measured using enacted tax rates in effect for
the year in which those temporary differences are expected to be recovered or
settled.

i) Basic and Diluted Net Loss per Share

The Company computes net loss per share in accordance with SFAS
No. 128,"Earnings per Share". SFAS No. 128 requires presentation of both basic
and diluted earnings per share (EPS) on the face of the income statement.

Basic EPS is computed by dividing net loss available to common
shareholders (numerator) by the weighted average number of shares outstanding
(denominator) during the period. Diluted EPS gives effect to all potentially
dilutive common shares outstanding during the period. Diluted EPS excludes all
potentially dilutive shares if their effect is anti-dilutive.

j) Fiscal Periods

The Company's fiscal year end is July 31.

---

**BAKHU HOLDINGS, CORP. (A Development Stage Company)
Notes To The Financial Statements July 31, 2009 and 2008**

k) Recent Accounting Pronouncements

In May 2008, the Financial Accounting Standards Board (FASB)
issued SFAS No. 163, Accounting for Financial Guarantee Insurance Contracts-and
interpretation of FASB Statement No. 60. SFAS No. 163 clarifies how Statement
60 applies to financial guarantee insurance contracts, including the recognition
and measurement of premium revenue and claims liabilities. This statement also
requires expanded disclosures about financial guarantee insurance contracts.
SFAS No. 163 is effective for fiscal years beginning on or after December 15,
2008, and interim periods within those years. SFAS No. 163 has no effect on the
Companys financial position, statements of operations, or cash flows at this
time.

In May 2008, the Financial Accounting Standards Board (FASB)
issued SFAS No. 162, The Hierarchy of Generally Accepted Accounting
Principles. SFAS No. 162 sets forth the level of authority to a given
accounting pronouncement or document by category. Where there might be
conflicting guidance between two categories, the more authoritative category
will prevail. SFAS No. 162 will become effective 60 days after the SEC approves
the PCAOBs amendments to AU Section 411 of the AICPA Professional Standards.
SFAS No. 162 has no effect on the Companys financial position, statements of
operations, or cash flows at this time.

In March 2008, the Financial Accounting Standards Board, or
FASB, issued SFAS No. 161, Disclosures about Derivative Instruments and Hedging
Activitiesan amendment of FASB Statement No. 133. This standard requires
companies to provide enhanced disclosures about (a) how and why an entity uses
derivative instruments, (b) how derivative instruments and related hedged items
are accounted for under Statement 133 and its related interpretations, and (c)
how derivative instruments and related hedged items affect an entitys financial
position, financial performance, and cash flows. This Statement is effective for
financial statements issued for fiscal years and interim periods beginning after
November 15, 2008, with early application encouraged. The Company has not yet
adopted the provisions of SFAS No. 161, but does not expect it to have a
material impact on its consolidated financial position, results of operations or
cash flows.

---

BAKHU HOLDINGS, CORP. (A Development Stage Company)
Notes To The Financial Statements July 31, 2009 and 2008

3. COMMON STOCK

The authorized capital of the Company is 150,000,000 common
shares with a par value of $ 0.001 per share.

In May 2008, the Company issued 75,000,000 shares of common
stock at a price of $0.001 per share for total cash proceeds of $5,000.

In November 2008 and December 2008, Company issued 21,000,000
shares of common stock at a price of $0.03 per share for total cash proceeds of
$42,000.

On May 1, 2009 the Directors and Shareholders approved the
cancellation of 51,000,000 common shares owned by Company President Alexander
Deshin and Corporate Secretary Maksim Selivanov. This left the Company with
45,000,000 common shares outstanding

On May 4, 2009 the Directors and Shareholders approved
increasing the authorized share capital of the Company from 75,000,000 to
150,000,000 common shares.

On May 4, 2009 the Directors and Shareholders approved a 15 for
1forward split of the Company's common shares where the outstanding shares of
the Company went from 3,000,000 to 45,000,000. All share figures in the
financial statements have been restated to reflect the split.

4. INCOME TAXES

As of July 31, 2009 and 2008, the Company had net operating
loss carry forwards of approximately $36,560 and $497 that may be available to
reduce future years taxable income through 2029. Future tax benefits which may
arise as a result of these losses have not been recognized in these financial
statements, as their realization is determined not likely to occur and
accordingly, the Company has recorded a valuation allowance for the deferred tax
asset relating to these tax loss carry-forwards.

5. RELATED PARTY TRANSACTIONS

At July 31, 2009 and 2009 the Company had related party loans
outstanding, made for working capital advances, of $3,443. The loans are
non-interest bearing, due upon demand and unsecured.

---

Item 9.        Changes in
and Disagreements with Accountants on Accounting and Financial Disclosure

We have not changed our auditors since our last year end and we
have not had any disagreements with our auditors.

Item 9A (T). Controls and Procedures

We maintain disclosure controls and procedures that are
designed to ensure that information required to be disclosed in our reports
filed under the Securities Exchange Act of 1934, as amended, is recorded,
processed, summarized and reported within the time periods specified in the
Securities and Exchange Commission's rules and forms, and that such information
is accumulated and communicated to our management, including our chief executive
officer and chief financial officer (who is acting as our principal executive
officer, principal financial officer and principle accounting officer) to allow
for timely decisions regarding required disclosure. In designing and evaluating
our disclosure controls and procedures, our management recognizes that any
controls and procedures, no matter how well designed and operated, can provide
only reasonable assurance of achieving the desired control objectives, and our
management is required to apply its judgment in evaluating the cost-benefit
relationship of possible controls and procedures.

As of July 31, 2009, the end of our fiscal year covered by this
report, we carried out an evaluation, under the supervision and with the
participation of our chief executive officer and chief financial officer (who is
acting as our principal executive officer, principal financial officer and
principle accounting officer), of the effectiveness of the design and operation
of our disclosure controls and procedures. Based on the foregoing, our chief
executive officer and chief financial officer (who is acting as our principal
executive officer, principal financial officer and principle accounting officer)
concluded that our disclosure controls and procedures were effective as of the
end of the period covered by this annual report.

Managements Report on Internal Control over Financial
Reporting

Our management is responsible for establishing and maintaining
adequate internal control over financial reporting. Responsibility, estimates
and judgments by management are required to assess the expected benefits and
related costs of control procedures. The objectives of internal control include
providing management with reasonable, but not absolute, assurance that assets
are safeguarded against loss from unauthorized use or disposition, and that
transactions are executed in accordance with managements authorization and
recorded properly to permit the preparation of consolidated financial statements
in conformity with accounting principles generally accepted in the United
States. Our management assessed the effectiveness of our internal control over
financial reporting as of July 31, 2009. 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. Our management has concluded that, as of July
31, 2009, our internal control over financial reporting was effective. Our
management reviewed the results of their assessment with our Board of Directors.

This annual report does not include an attestation report of
our companys registered public accounting firm regarding internal control over
financial reporting. Managements report was not subject to attestation by our
companys registered public accounting firm pursuant to temporary rules of the
Securities and Exchange Commission that permit our company to provide only
managements report in this annual report.

Inherent limitations on effectiveness of controls

Internal control over financial reporting has inherent
limitations which include but is not limited to the use of independent
professionals for advice and guidance, interpretation of existing and/or
changing rules and principles, segregation of management duties, scale of
organization, and personnel factors. Internal control over financial reporting
is a process which involves human diligence and compliance and is subject to

---

lapses in judgment and breakdowns resulting from human
failures. Internal control over financial reporting also can be circumvented by
collusion or improper management override. Because of its inherent limitations,
internal control over financial reporting may not prevent or detect
misstatements on a timely basis, however these inherent limitations are known
features of the financial reporting process and it is possible to design into
the process safeguards to reduce, though not eliminate, this risk. Therefore,
even those systems determined to be effective can provide only reasonable
assurance with respect to financial statement preparation and presentation.
Projections of any evaluation of effectiveness to future periods are subject to
the risk that controls may become inadequate because of changes in conditions,
or that the degree of compliance with the policies or procedures may
deteriorate.

Changes in Internal Control over Financial
Reporting

There have been no changes in our internal controls over
financial reporting that occurred during the year ended July 31, 2009 that have
materially or are reasonably likely to materially affect, our internal controls
over financial reporting.

Item 9B.      Other Information

None

PART III

Item 10.       Directors,
Executive Officers and Corporate Governance

All of the directors of our company hold office until the next
annual meeting of the stockholders or until their successors have been elected
and qualified. Our officers are appointed by our board of directors and hold
office until their death, resignation or removal from office. Our directors,
executive officers and significant employees, their ages, positions held, and
duration as such, are as follows:

Name
      Position Held with the
      Company
      Age
      Date First Elected or AppointedXinan Zeng
    Chief Executive Officer, Chief Financial
      Officer and Director
    36
    September 1, 2009 August 25, 2009Aidan Hwuang
    Director
    37
    August 19, 2009Maksim Selivanov
    Secretary
    33
    July 2008


Business Experience

The following is a brief account of the education and business
experience of each director and executive officer during at least the past five
years, indicating each person's principal occupation during the period, and the
name and principal business of the organization by which he was employed.

Xinan Zeng, Chief Executive Officer, Chief Financial Officer
and Director

Mr. Zeng is the CEO and Chairman of the Board of Shenzhen
Xinhonglian Solar Energy Co., Ltd., a manufacturer of solar products and panels
in Shenzhen, Peoples Republic of China. Shenzhen Xinhonglian

---

Solar Energy Co., Ltd., is the company that Bakhu Holdings
Corp. is planning to acquire once satisfactory due diligence and financial
audits are completed.

Aidan Hwuang, Director

Mr. Hwuang is a member of the National Bar Association in the
PRC and has over 15 years experience practicing law in the PRC.. In addition to
his Chinese law degree he also has earned a LL.M from the University of Aberdeen
Law School in Scotland. He is currently a senior partner and the Shenzhen office
manager with V&T Law Firm specializing in corporate law, acquisitions and
litigation.

Maksim Selivanov, Secretary

Since July 2008, MR. SELIVANOV has been our Secretary. He
graduated in 1998 with a Bachelor Degree in Chinese Language from Baikal State
Language University. In 2006 he graduated with a Masters Degree in Corporate Law
from Baikal State Technical University. Since 1998 to 2006 he has worked as a
sole proprietor in wholesale trade. Since 2006 he has been working as a bank
associate in SberBank, the largest Russian bank.

Family Relationships

There are no family relationships among our directors or
officers.

Involvement in Certain Legal Proceedings

Our directors, executive officers and control persons have not
been involved in any of the following events during the past five years:

1. ****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;

2. ****any
conviction in a criminal proceeding or being subject to a pending criminal
proceeding (excluding traffic violations and other minor offences);

3. ****being
subject to any order, judgment, or decree, not subsequently reversed, suspended
or vacated, of any court of competent jurisdiction, permanently or temporarily
enjoining, barring, suspending or otherwise limiting his involvement in any type
of business, securities or banking activities; or

4. ****being
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, and the judgment has not been reversed,
suspended, or vacated.

Audit Committee and Audit Committee Financial Expert

Our board of directors has determined that it does not have a
member of its audit committee that qualifies as an "audit committee financial
expert" as defined in Item 407(d)(5)(ii) of Regulation S-K. Our board of
directors has determined that Mr. Aidan Hwuang is "independent" as the term is
used in Item 7(d)(3)(iv) of Schedule 14A under the Securities Exchange Act of
1934, as amended.

We believe that the members of our board of directors are
collectively capable of analyzing and evaluating our financial statements and
understanding internal controls and procedures for financial reporting. We
believe that retaining an independent director who would qualify as an "audit
committee financial expert" would be overly costly and burdensome and is not
warranted in our circumstances given the early stages of our development and the
fact that we have not generated any material revenues to date. In addition, we
currently do not have nominating, compensation or audit committees or committees
performing similar functions nor do we have a written nominating, compensation
or audit committee charter. Our board of

---

directors does not believe that it is necessary to have such
committees because it believes the functions of such committees can be
adequately performed by our board of directors.

Code of Ethics

Effective December 10, 2009, our company's board of directors
adopted a Code of Business Conduct and Ethics that applies to, among other
persons, members of our board of directors, our company's officers including our
chief executive officer and chief financial officer (being our principal
executive officer, our principal financial officer and our principal accounting
officer), employees, consultants and advisors. As adopted, our Code of Business
Conduct and Ethics sets forth written standards that are designed to deter
wrongdoing and to promote:

| | 1. | honest and ethical conduct, including the ethical
      handling of actual or apparent conflicts of interest between personal and
      professional relationships;                                                          
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                              
| | 2. | full, fair, accurate, timely, and understandable
      disclosure in reports and documents that we file with, or submit to, the
      Securities and Exchange Commission and in other public communications made
      by us;
| |    |                                                                                                                                                                                                                              
| | 3. | compliance with applicable governmental laws, rules and
      regulations;                                                                                                                                                   
| |    |                                                                                                                                                                                                                              
| | 4. | the prompt internal reporting of violations of the Code
      of Business Conduct and Ethics to an appropriate person or persons
      identified in the Code of Business Conduct and Ethics; and                            
| |    |                                                                                                                                                                                                                              
| | 5. | accountability for adherence to the Code of Business
      Conduct and Ethics.                                                                                                                                               

Our Code of Business Conduct and Ethics requires, among other
things, that all of our company's personnel shall be accorded full access to our
president and secretary with respect to any matter which may arise relating to
the Code of Business Conduct and Ethics.

Further, all of our company's personnel are to be accorded full
access to our company's board of directors if any such matter involves an
alleged breach of the Code of Business Conduct and Ethics by our Company
officers. In addition, our Code of Business Conduct and Ethics emphasizes that
all employees, and particularly managers and/or supervisors, have a
responsibility for maintaining financial integrity within our company,
consistent with generally accepted accounting principles and federal and state
securities laws. Any employee who becomes aware of any incidents involving
financial or accounting manipulation or other irregularities, whether by
witnessing the incident or being told of it, must report it to his or her
immediate supervisor or to our company's president or secretary. If the incident
involves an alleged breach of the Code of Business Conduct and Ethics by the
president or secretary, the incident must be reported to any member of our board
of directors. Any failure to report such inappropriate or irregular conduct of
others is to be treated as a severe disciplinary matter. It is against our
company policy to retaliate against any individual who reports in good faith the
violation or potential violation of our company's Code of Business Conduct and
Ethics by another. We will provide a copy of the Code of Business Conduct and
Ethics to any person without charge, upon request.

Item 11.      Executive
Compensation

The particulars of the compensation paid to the following
persons:

- our principal executive officer;
- each of our two most highly compensated executive officers who were serving
  as executive officers at the end of the years ended July 31, 2009 and July 31,
  2008; and

---

- up to two additional individuals for whom disclosure would have been
  provided under (b) but for the fact that the individual was not serving as our
  executive officer at the end of the years ended July 31, 2009 and July 31,
  2008,

who we will collectively refer to as the named executive
officers of our company, are set out in the following summary compensation
table, except that no disclosure is provided for any named executive officer,
other than our principal executive officers, whose total compensation did not
exceed $100,000 for the respective fiscal year:

SUMMARY COMPENSATION TABLEName and 
        principal position
      Year
      Salary 
        ($)
      Bonus 
        ($)
      Stock 
        Awards 
        ($)
      Option
        Awards 
        ($)
      Non-Equity 
        incentive Plan 
        Compensation 
        ($)
      Nonqualified 
        Deferred 
        Compensation 
        Earnings 
        ($)
      All Other 
        Compensation 
        ($)
      Total 
        ($)Xinan Zeng, CEO and CFO(1)
      2009 
        2008
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        NilAlexander Deshin Former CEO, CFO and
        Director(2)
      2009 
        2008
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        NilMaksim 
        Selivanov 
        Secretary
      2009 
        2008
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil
      Nil 
        Nil


|(1) | On September 1, 2009, Mr. Xinan Zeng was appointed Chief
      Executive Officer and Chief Financial Officer of our company.
|--- | ----------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                             
|(2) | On September 1, 2009, Mr. Alexander Deshin resigned as an
      officer and director of our company.                        

Stock Options/SAR Grants

During our year July 31, 2009, we did not grant any stock
options to our executive officers.

Aggregated Option Exercises in Last Fiscal Year and Fiscal
Year-End Values

There were no options exercised during our fiscal years ended
July 31, 2009 and July 31, 2008 by any officer or director of our company.

Outstanding Equity Awards at Fiscal Year End

No equity awards were outstanding as of the year ended July 31,
2009.

Compensation of Directors

We reimburse our directors for expenses incurred in connection
with attending board meetings.

We have no formal plan for compensating our directors for their
service in their capacity as directors, although such directors are expected in
the future to receive stock options to purchase common shares as awarded by our
board of directors or (as to future stock options) a compensation committee
which may be established. Directors are entitled to reimbursement for reasonable
travel and other out-of-pocket expenses incurred in connection with attendance
at meetings of our board of directors. Our board of directors may award special
remuneration to any director undertaking any special services on our behalf
other than services ordinarily required of a director.No director received
and/or accrued any compensation for their services as a director, including
committee participation and/or special assignments.

---

Employment Contracts and Termination of Employment and
Change in Control Arrangements

There are no arrangements or plans in which we provide pension,
retirement or similar benefits for directors or executive officers. Our
directors and executive officers may receive stock options at the discretion of
our board of directors in the future. We do not have any material bonus or
profit sharing plans pursuant to which cash or non-cash compensation is or may
be paid to our directors or executive officers, except that stock options may be
granted at the discretion of our board of directors.

Indebtedness of Directors, Senior Officers, Executive
Officers and Other Management

Other than as set out below, none of the directors or executive
officers of our company or any associate or affiliate of our company during the
last two fiscal years, is or has been indebted to our company by way of
guarantee, support agreement, letter of credit or other similar agreement or
understanding currently outstanding.

Item 12.      Security Ownership of
Certain Beneficial Owners and Management and Related Stockholder Matters

The following table sets forth, as of December 10, 2009,
certain information with respect to the beneficial ownership of our common stock
by each stockholder known by us to be the beneficial owner of more than 5% of
our common stock and by each of our current directors and executive officers.
Each person has sole voting and investment power with respect to the shares of
common stock, except as otherwise indicated. Beneficial ownership consists of a
direct interest in the shares of common stock, except as otherwise indicated.

Name and Address of Beneficial Owner
      Amount and Nature of Beneficial
      Ownership
      Percentage of
      Class(1)Xinan Zeng 5/F, Yintong Building, Queshan
      Industry Zone, Longhua, Ban'an, Shenzhen, Guangdong, China
    nil
    0%Aidan Hwuang Floor21,Industrial Bank
      Building, 4013 Shennan Road, Shenzhen P.C:518048
    nil
    0%Maksim Selivanov Shelkovskoe shosse,
      92/5, Suite 64 Moscow, Russian Federation 105523
    nil
    0%Directors and Executive Officers as a
      Group(1)
    nil
    0%Alexander Deshin Shelkovskoe shosse,
      92/5, Suite 64 Moscow, Russian Federation 105523
    24,000,000
    53.3%


| | (1) | Under Rule 13d-3, a beneficial owner of a security
      includes any person who, directly or indirectly, through any contract,
      arrangement, understanding, relationship, or otherwise has or shares: (i)
      voting power, which includes the power to vote, or to direct the voting of
      shares; and (ii) investment power, which includes the power to dispose or
      direct the disposition of shares. Certain shares may be deemed to be
      beneficially owned by more than one person (if, for example, persons share
      the power to vote or the power to dispose of
the
| | --- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

---

shares).In addition, shares are deemed
to be beneficially owned by a person if the person has the right to acquire the
shares (for example, upon exercise of an option) within 60 days of the date as
of which the information is provided .In computing the percentage ownership of
any person, the amount of shares outstanding is deemed to include the amount of
shares beneficially owned by such person (and only such person) by reason of
these acquisition rights. As a result, the percentage of outstanding shares of
any person as shown in this table does not necessarily reflect the persons
actual ownership or voting power with respect to the number of shares of common
stock actually outstanding on December 10, 2009.As of December 10, 2009, there
were 45,000,000 shares of our companys common stock issued and outstanding.

Changes in Control

We are unaware of any contract or other arrangement or
provisions of our Articles or Bylaws the operation of which may at a subsequent
date result in a change of control of our company. There are not any provisions
in our Articles or Bylaws, the operation of which would delay, defer, or prevent
a change in control of our company.

Item 13.      Certain Relationships
and Related Transactions, and Director Independence

Except as disclosed herein, there have been no transactions or
proposed transactions in which the amount involved exceeds the lesser of
$120,000 or one percent of the average of our total assets at year-end for the
last three completed fiscal years in which any of our directors, executive
officers or beneficial holders of more than 5% of the outstanding shares of our
common stock, or any of their respective relatives, spouses, associates or
affiliates, has had or will have any direct or material indirect interest.

At July 31, 2009 and 2009 the Company had related party loans
outstanding, made for working capital advances, of $3,443. The loans are
non-interest bearing, due upon demand and unsecured.

Director Independence

We currently act with two director, consisting of Xinan Zeng
and Aidan Hwuang. We have determined that Aidan Hwuang is an independent
director as defined in NASDAQ Marketplace Rule 4200(a)(15).

We do not have a standing audit, compensation or nominating
committee, but our entire board of directors acts in such capacities. We believe
that our members of our board of directors are capable of analyzing and
evaluating our financial statements and understanding internal controls and
procedures for financial reporting. The board of directors of our company does
not believe that it is necessary to have an audit committee because we believe
that the functions of an audit committee can be adequately performed by the
board of directors. In addition, we believe that retaining an independent
director who would qualify as an audit committee financial expert would be
overly costly and burdensome and is not warranted in our circumstances given the
early stages of our development.

Item 14.      Principal Accountants
Fees and Services

The aggregate fees billed for the most recently completed
fiscal year ended July 31, 2009 and for fiscal year ended July 31, 2008 for
professional services rendered by the principal accountant for the audit of our
annual financial statements and review of the financial statements included in
our quarterly reports on Form 10-Q and services that are normally provided by
the accountant in connection with statutory and regulatory filings or
engagements for these fiscal periods were as follows:

Year
        EndedJuly
        31, 2009 ($)
      July
        31, 2008 ($)Audit Fees
      3,250.00
      2,000.00


---

Audit Related Fees
    5,330.00
    800.00Tax
      Fees
    nil
    nilAll
      Other Fees
    nil
    nilTotal
    8,580.00
    2,800.00


Effective May 6, 2003, the Securities and Exchange Commission
adopted rules that require that before De Joya Griffith & Company, LLC,
Certified Public Accountants & Consultants is engaged by us to render any
auditing or permitted non-audit related service, the engagement be:

- approved by our audit committee (the functions of which are performed by
  our entire board of directors); or
- entered into pursuant to pre-approval policies and procedures established
  by the board of directors, provided the policies and procedures are detailed
  as to the particular service, the board of directors is informed of each
  service, and such policies and procedures do not include delegation of the
  board of directors' responsibilities to management.

Our board of directors pre-approves all services provided by
our independent auditors. All of the above services and fees were reviewed and
approved by the board of directors either before or after the respective
services were rendered.

Our board of directors has considered the nature and amount of
fees billed by our independent auditors and believes that the provision of
services for activities unrelated to the audit is compatible with maintaining
our independent auditors independence.

PART IV

Item 15.     Exhibits, Financial
Statement Schedules

Exhibits required by Item 601 of Regulation S-K

|Exhibit |                                                                                                                                                                                
|------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description                                                                                                                                                                    
|        |                                                                                                                                                                                
|(3)     | (i) Articles of Incorporation;
      and (ii) Bylaws                                                                                                                           
|        |                                                                                                                                                                                
|3.1     | Articles of
        Incorporation (incorporated by reference from our Registration Statement
        on Form S-1 filed on September 18, 2008).                                 
|        |                                                                                                                                                                                
|3.2     | Bylaws(incorporated
        by reference from our Registration Statement on Form S-1 filed on September
        18, 2008).                                                     
|        |                                                                                                                                                                                
|3.3     | Certificate
        of Amendment (incorporated by reference from our Current Report on Form
        8-K filed on May 26, 2009).                                                
|        |                                                                                                                                                                                
|(10)    | Material
        Agreements                                                                                                                                                    
|        |                                                                                                                                                                                
|10.1    | Memorandum of
        Understanding with Shenzhen Xinhonglian Solar Energy Co (incorporated
        by reference from our Current Report on Form 8-K filed on August 14, 2009).
|        |                                                                                                                                                                                
|(14)    | Code of Ethics                                                                                                                                                                 
|        |                                                                                                                                                                                
|14.1*   | Code
        of Ethics and Business Conduct                                                                                                                                    

---

|Exhibit |                                                                                                                                                                                                          
|------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description                                                                                                                                                                                              
|        |                                                                                                                                                                                                          
|(31)    | Rule 13a-14(a)/15d-14(a)
        Certifications                                                                                                                                                          
|        |                                                                                                                                                                                                          
|31.1*   | Certification
        of Principal Executive Officer and Principal Financial Officer filed pursuant
        to Section 302 of the Sarbanes-Oxley Act of 2002                                             
|        |                                                                                                                                                                                                          
|(32)    | Section 1350
        Certifications                                                                                                                                                                      
|        |                                                                                                                                                                                                          
|32.1*   | Certification
        of Principal Executive Officer and Principal Financial Officer pursuant
        to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
    Act of 2002

*Filed herewith.

---

SIGNATURES

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

| | BAKHU HOLDINGS CORP.                                               
| | -------------------------------------------------------------------
| |                                                                    
| |                                                                    
| |                                                                    
| | /s/ Xinan Zeng                                                     
| | Xinan Zeng                                                         
| | CEO, CFO and Director                                              
| | (Principal Executive Officer, Principal
      Financial Officer and
| | Principal                                                          
| | Accounting Officer)                                                
| |                                                                    
| | Date: December 14, 2009                                            



Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on behalf of
the registrant and in the capacities and on the dates indicated.

|Signature        |  | Title                 | Date             
|---------------- |  | --------------------- | -----------------
|                 |  |                       |                  
|/s/  Xinan Zeng  |  | CEO, CFO and Director | December 14, 2009
|Xinan Zeng       |  |                       |                  
|                 |  |                       |                  
|                 |  |                       |                  
|                 |  |                       |                  
|Signature        |  | Title                 | Date             
|                 |  |                       |                  
|/s/ Aidan Hwuang |  | Director              | December 14, 2009
|Aidan Hwuang     |  |                       |                  

---