UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549___________________FORM 10-K___________________________ ýANNUAL REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the fiscal year ended November 30, 2010  ̈TRANSITION REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  Commission file number 333-131599  HIPSO MULTIMEDIA,
INC.(Exact Name Of Registrant
As Specified In Its Charter) Florida
    22-3914075(State of Incorporation)
    (I.R.S. Employer
    Identification No.)550 Chemin du Golf,
    Suite 202, Ile de Soeurs, Quebec, Canada
    H3E
    1A8(Address of Principal Executive Offices)
    (ZIP Code) Registrant's
Telephone Number, Including Area Code: (514) 380-5353 Securities
Registered Pursuant to Section 12(g) of The Act: None Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act. Yes  ̈No x

Indicate by check
mark if the Registrant is not required to file reports pursuant to Section 13 or Section
15(d) of the Act. Yes  ̈ No x

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 past 90 days. YesxNo ̈

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

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

On November 30,
2010, the aggregate market value of the 14,257,410 common stock held by non-affiliates of
the Registrant was approximately $1,425,741. On November 30, 2010, the Registrant had
62,597,764 shares of common stock issued and outstanding.

Indicate by check
mark whether the registrant is a large accelerated filer, an accelerated filer, or a
non-accelerated filer.

Large accelerated
    filer  ̈
    Accelerated filer  ̈
    Non-Accelerated
    filer  ̈
    Smaller reporting
    companyx




TABLE OF CONTENTS

Item
    ____
    Description
       _________
    Page
    ____**PART I**ITEM 1.
    DESCRIPTION OF BUSINESS
    3ITEM 1A.
    RISK FACTORS RELATED TO OUR BUSINESS
    5ITEM 1B.
    UNRESOLVED STAFF COMMENTS
    8ITEM 2.
    DESCRIPTION OF PROPERTY
    8ITEM 3.
    LEGAL PROCEEDINGS
    9ITEM 4.
    SUBMISSION
    OF MATTERS TO A VOTE OF SECURITY HOLDERS
    9**PART II**ITEM 5.
    MARKET
    FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
    10ITEM 6.
    SELECTED FINANCIAL DATA
    11ITEM 7.
    MANAGEMENT'S
    DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND PLAN OF OPERATION
    11ITEM 7A.
    QUANTITATIVEAND
    QUALITATIVE DISCLOSURE ABOUT MARKET RISK
    16ITEM 8.
    FINANCIAL STATEMENTS AND
    SUPPLEMENTARY DATA
    17ITEM 9.
    CHANGES
    IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
    35ITEM 9A.
    CONTROLS AND PROCEDURES
    35ITEM 9B.
    OTHER INFORMATION
    35******PART III**ITEM 10.
    DIRECTORS
    AND EXECUTIVE OFFICERS OF THE REGISTRANT AND CORPORATE GOVERNANCE
    36ITEM 11.
    EXECUTIVE COMPENSATION
    37ITEM 12.
    SECURITY
    OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SHAREHOLDER MATTERS
    38ITEM 13.
    CERTAIN
    RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
    38ITEM 14.
    PRINCIPAL
    ACCOUNTING FEES AND SERVICES
    38ITEM 15.
    EXHIBITS AND FINANCIAL
    STATEMENT SCHEDULES
    39




**Forward-Looking Statements and Associated
Risks**  This Annual Report on Form
10-K of Hipso Multimedia, Inc. (hereinafter the "Company" or the
"Registrant") includes forward-looking statements. The Registrant has based
these forward-looking statements on its current expectations and projections about future
events. These forward-looking statements are subject to known and unknown risks,
uncertainties and assumptions about the Registrant that may cause its 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 such
forward-looking statements. In some cases, you can identify forward-looking statements by
terminology such as "may," "will," "should,"
"could," "would," "expect," "plan,"
"anticipate," "believe," "estimate," "continue,"
or the negative of such terms or other similar expressions. Factors that might cause or
contribute to such a discrepancy include, but are not limited to, those described in this
Annual Report on Form 10-K and in the Registrant's other Securities and Exchange
Commission filings. Should one or more of these risks or uncertainties materialize, or
should any of our assumptions prove incorrect, actual results may vary in material
respects from those projected in the forward-looking statements. For a more detailed
discussion of the foregoing risks and uncertainties, see "Risk Factors".  PART I ITEM 1. DESCRIPTION OF BUSINESSBack to Table of Contents Hipso Multimedia, Inc. (the "Company") was incorporated under the laws of the
State of Florida on April 5, 2005, under the name Physicians Remote Solutions, Inc. On
June 2, 2008, the Company entered into an agreement to acquire all of the issued and
outstanding common shares of Valtech Communications Inc. (Valtech), a Canadian
corporation and a wholly-owned subsidiary of Hipso Multimedia, Inc., a Florida
corporation, in consideration of the issuance of 40,000,000 shares of common stock of the
Company. The effective date of the reverse merger was June 2, 2008. On July 8, 2008, the
Company changed its name to Hipso Multimedia, Inc. Prior to the merger, the Company had
not generated any revenues. As a result of the transaction (the reverse
merger) and for accounting purposes, the reverse merger has been treated as an
acquisition of the Company by Valtech and a recapitalization of the Company. The
historical financial statements are those of Valtech. Since the reverse merger is a
recapitalization and not a business combination, pro-forma information is not presented.

The Company's common stock is subject to quotation on the FINRA OTCBB under the symbol
HPSO.

Valtech is offering and delivering high speed internet, telephone
and high definition TV in one package to over 1,500 subscribers on a recurring revenue
model. The Company leases fiber optic bandwith from an unaffiliated suppliers at
competetive rates. These suppliers directly connect our technical center to the various
buildings we serve. These fiber optic pairs are delivered to the meet-me point where we
cross connect to the Valtech internal building network. We initially targeted the
multi-dwelling unit (MDU) market in the greater Montreal, Canada area. The Company offers
its retail customers a bundled package including IP telephony, internet bandwidth in 5 and
10 megabytes per second (Mbps) increments to a maximum of 50 Mbps, and 83 television
channels.In addition to marketing our services to the MDU market, we also offer
our services to real estate businesses, hotels, hospital and retirements homes The
Company's services are marketed through its website, valtech.ca, as well as through
advertisements in print media and direct mailings.

We are now launching the second phase of its international business plan. We have
completed the design and engineering of the next phase of the network deployment. The
Company is in the process of expanding its business from being a retail triple
play service provider to additionally becoming a wholesale supplier of IPTV
(Internet Protocol Television) services to thousands of North American ISPs
(Internet Service Providers) and small rural telecommunication companies that currently
are unable to offer these services to their customer base. The Company is currently in
negotiations with service providers for long-term delivery of IPTV services. In addition,
the Company has secured a North American distributor license agreement from Oriana
Technologies, the licensee of Select TV S.A., for the distribution of the most
advanced IP Set top box available on the market. One of the Companys principal shareholders, Peter Varadi, owns
Canvar Group Inc., a real estate conglomerate based in Quebec, Canada, which owns and
operates residential and office complexes, including the Hilton Garden Inn, in Montreal.
In January 2009, Valtech entered into an oral agreement with Canvar Group, which was
formalized in a written agreement in July 2009, the material terms of which provide as
follows: (i) when Canvar leases or rents apartments or office space, it will provide
brochures, price lists, contact information and other literature relating to
Valtechs Telecommunications Services; (ii) in new or refurbished construction to
which Canvar intends to provide Telecommunications Services, for no additional charge to
tenants Canvar have Valtech install wiring to Valtechs server and pay Valtech for
such installation: and (iii) commencing with apartments presently under construction above
its Hilton Garden Inn, Canvar will provide wiring and equipment to facilitate
Valtechs installation and connections of its Telecommunications Services to premises
in which it is offering telecommunications services at no additional charge to the tenant
and will pay Valtechs standard rate for multiple units on a monthly basis. The
agreement is for a one-year term, subject to extension by the parties. Our main hardware suppliers are: (i) Zyxel supplies
IPswitch Dslam and VDSL modems; (ii) Mediatrix supplies VOIP gateways; (iii) SMC supplies
IPSwitch; and (iv) Grandstream supplies VOIP gateways. All these equipments are bought and
paid for. They  are integral parts of the Valtech network. All the buildings
have been cabled by Valtech therefore we are owner of the total network within the
buildings we serve. Valtech wires its customers facilities, including apartments, office
complexes and hotels, among others, which in some instances, are at its expense and in
others is paid for by the property owners or operators. Costs of installation for an
end-user average US$200 Note: below it states free installation) , which cost is
amortized over a period of six to twelve months through service charges. As a result, the
addition of new customers may cause initial cash flow deficits which are recouped over the
period of amortization. On February 10, 2008, Valtech
signed a letter of intent with Ericsson Canada, a subsidiary of the multi-national
European telecommunications giant, Telefonaktiebolaget LM Ericsson (NASDAQ:ERIC for the
implementation, maintenance and market development of an internet protocol television
(IPTV) platform. The letter of intent, which is subject to the negotiation of a definitive
agreement, is for Valtech to build and operate a hub for IPTV. , but to date no agreement
has been negotiated and no current negotiations are on-going. While our present plan is to
expand our bundled services by providing an end-to-end IPTV solution consisting of IPTV
middleware, video on demand, network based PVR, IPTV head ends, content protection, IPTV
infrastructure, system integration and IPTV applications such as games. In order to expand
our services to include end-to-end IPTV service, the Company is dependent upon its ability
to raise sufficient capital to fund its agreement with Ericsson. To date, the Company has
been unable to meet its obligations under the Ericsson agreement and at present no
agreement with Ericsson has been negotiated and no negotiations with Ericsson are
on-going. If the partnership commences operations, of which there can be no
assurance, Valtech believes that it is could be well-positioned for the highly attractive
IPTV market opportunity. At present, Valtech offers two triple play packages.  Each
includes high speed internet, digital TV, and VoIP.  The packages are differentiated
as follows: Emeraude Package


- Price: Cdn$69.99 / month (US$56.63);
- Very high speed internet: 1 meg/sec in and out; 
- Digital TV: 43 channels plus 30 Galaxie channels; 
- VoIP with Caller Id, Voicemail, Email Voicemail, Call Waiting, Transfer on no answer;
and
- Transfer on Call Busy, Permanent Transfer, Caller Id on Call Waiting.
Saphir Package


- Price: Cdn$119.99 / month (US$97.10);
- Very high speed internet: 3 meg/sec in and out;
- Digital TV: 80  channels plus 30 Galaxie channels; 
- VoIP with Caller Id, Voicemail, Email Voicemail, Call Waiting, Transfer on no answer,
Transfer  on Call Busy, Permanent Transfer, Caller Id on Call Waiting; and 
- Unlimited calls to the US and Canada.
Competition


Valtech faces competition in the triple play telecommunications arena primarily from
Bell Canada and Videotron, both of which have significantly longer operating histories and
far greater financial and other resources than does the Company. In the opinion of
management, Valtech offers clearer television service and  Internet services with
broader bandwidth (a maximum of 50 mgbd vs. 10 mgbd) and at a substantially lower monthly
price than does its competitors. Valtech has gained and continues to gain customers from
both of its major competitors. Valtech believes that its main advantage over its
competition is that it provides the last mile (the connection to the building
in which its customers live, stay or work) and that its Telecommunication Services are
provided via fiber optic rather than coaxial cable as used by the incumbent competition.
While its competitors could replace there coaxial cable with fiber optic, the expense is
disproportionate to the financial rewards and such replacement is sporadic at best.
Employees


We currently have approximately 4 full employees, including our president, and two
part-time per diem installers for our Telecommunication Services and equipment.
Patents, Trademarks, Service Marks And Licenses and Other Intellectual Property


At the present time, Valtech owns no patents or intellectual property. Thus, its
competitors can use the same communications technology as Valtech and offer identical
service. However, because of installation of the coaxial network of the incumbent
carriers, they cannot without unreasonable expense over the same maximum bandwidth which
Valtech offers through the use of fiber optics.

**Major Customers**

As of November 30, 2010, the Company had 1,500 customers. During the year ended 2010,
56% of our revenues were generated by one major customer.
Government Regulation


The Companys business is not subject to any governmental regulation.

ITEM 1A. RISK FACTORS RELATED TO OUR
BUSINESS Back to Table of Contents Investing in our common stock will provide an investor with an equity ownership
interest. Shareholders will be subject to risks inherent in our business. The performance
of our shares will reflect the performance of our business relative to, among other
things, general economic and industry conditions, market conditions and competition. The
value of the investment may increase or decrease and could result in a loss. An investor
should carefully consider the following factors as well as other information contained in
this annual report on Form 10-K for the year ended November 30, 2010.
This annual report on Form 10-K also contains forward-looking statements that involve
risks and uncertainties. Our actual results could differ materially from those anticipated
in the forward-looking statements as a result of many factors, including the risk factors
described below and the other factors described elsewhere in this Form 10-K.
Risk factors related to our business
Valtechs limited operating history makes it difficult for an investor to evaluate
the Companys past performance and future prospects.


The Companys operating subsidiary, Valtech, was formed and commenced offering its
Telecommunication Services in 2006. As a result, the Company has limited historical
financial and operating data upon which an investor can evaluate the Companys
present business and future prospects. This limited operating history makes it very
difficult for investors to evaluate or predict our ability to, among other things, achieve
new and retain existing customers, generate and sustain a revenue base sufficient to meet
operating expenses, and achieve profitability, if ever.
Our auditor has raised doubts about the Company's ability to continue as a going
concern.


The Company has lost money in every quarter since the inception of its business. As of
November 30, 2010, our accumulated loss was $3,290,211. The four principal shareholders of
the Company had advanced $1,697,980 to the Company for working capital purposes. These
loans bear interest at an annual rate of 10% for individual amounts exceeding $150,000
(CDN$) or (US$141,870. The loans have no specific terms of repayment and are unsecured.
Interest expense for the years ended November 30, 2010 and 2009 were $120,775 and $30,879,
respectively. Accrued interest on these loans as of November 30, 2010 and 2009 were
$157,075 and $34,597, respectively.

It is attempting to raise equity funding but, thus far, has been unsuccessful. Given
its present plans to expand its business, in the absence of such loans or successful
fundraising, the Registrant through Valtech, which is its operating subsidiary, will fail.
If, however, Valtech ceased trying to expand and simply administered the accounts it has
developed, in management's opinion, it is anticipated that we could become cash flow
positive within twelve months.
The Company may not be successful in implementing its business plan.


While the Companys business model and strategy of offering triple
play Telecommunications Services is similar to those being utilized by many existing
providers of telecommunication services, the Company may not be successful, for many
reasons, including but not limited to insufficient resources to compete in its present
market or in expanded markets in Canada or elsewhere. If the assumptions underlying the
business model are not valid or if the Company is unable to implement the business plan,
achieve predicted levels of market penetration or obtain the desired level of pricing of
services for sustained periods, the Company may not be successful. The Company focuses on
selling directly to consumers and through hotels and apartment buildings. It may never be
able to achieve significant market acceptance, favorable operating results or
profitability.
The Company is dependent upon one major customer.


Valtech is dependent upon one major customer representing 56% of the Company's revenues
in fiscal year 2010. Two customers accounted for approximately 39% of the Companys
accounts receivable at November 30, 2010. However, as Valtech completes each installation
of its equipment in the residences and business facilities of individual retail customers,
the individual customers become the customer and are billed directly. As a result, in
future periods the Companys dependence on one or more major customers should
decline.
The Company expects that its losses will continue for the foreseeable future.


The Company has incurred losses and experienced negative cash flow from operations
since it commenced its Telecommunications Services business. It expects to continue to
incur significant losses and negative cash flow from operations for the foreseeable
future. If revenue does not grow as it expects or if its ability to raise capital is
insufficient or operating expenditures exceed its expectations, then the Companys
business, prospects, financial condition and results of operations will face materially
adverse effects.
Competitive forces may result in the decrease of the price for the Companys
Telecommunication Services. Prices for communications
services have historically decreased over time. The Company expects that prices for its
Telecommunications Services may decrease after the market for such services becomes
saturated. While the Company believes that the market for Telecommunication Services shall
continue to grow, the Company cannot predict with any certainty the number of years before
which saturation occurs. At such time that market saturation occurs, the Company may have
to reduce prices in order to remain competitive. The inability to sell its
Telecommunication Services at desired pricing levels would significantly impair its
ability to achieve profitability. Valtech owns no patents or other proprietary technology.


Valtech has not applied for any patents nor does it own proprietary technology. As a
result, competitive companies can offer the same services as Valtech utilizing the same
technologies
The market in which Valtech operates is highly competitive.


The market for telecommunications and Internet services in the Companys market is
extremely competitive. Valtech faces competition on price and quality of service from
traditional communications companies with longer operating histories, more established
customer relationships, greater financial, technical and marketing resources, larger
customer bases and greater brand or name recognition. Furthermore, companies that may seek
to enter our markets may expose us to severe price competition and technological
developments. Any of these factors may limit the Companys ability to compete
effectively. At present, Valtech does not have a significant presence in the Montreal
triple play market but the Company believes that its market share will grow because of its
growing name recognition through advertising (both print and Internet) and customer
referrals and a combination of quality of its service and lower prices than the incumbent
competition. The completion is primarily from Bell Canada and Videotron.
The Company has been dependent upon loans from its principal shareholders to fund its
negative cash flow from operations.


As of November 30, 2010, the four principal shareholders of the Company
had advanced $1,697,980 to the Company for working capital purposes. These loans bear
interest at an annual rate of 10% for individual amounts exceeding $150,000 (CDN$)
($141,870 (US$)). The loans have no specific terms of repayment and are unsecured.
The Company requires additional funding in the future in order to grow its business.


The Company is attempting to raise debt or equity funding from unaffiliated entities
but, to date, it has not been successful.  Given its present plans to expand its
business, in the absence of continued loans from its principal shareholders or successful
fundraising, the Company may not be able to successfully compete and fully develop its
business plan. Notwithstanding the foregoing, the Company believes that if Valtech reduced
efforts for expansion and simply administered its existing customer accounts, it would
become cash flow positive within twelvemonths.
The actual amount and timing of future capital requirements will depend upon a number
of factors, including, but not limited to:

- the number of new markets it enters and the timing of entry; 
- the rate and price at which customers purchase services; 
- the level of marketing required to attract and retain customers; and 
- opportunities to invest in or acquire complementary businesses.
Failure to manage growth could have a detrimental effect on the Companys
business.


The Company anticipates that the number and rate of installations for new customers
will continue to increase provided that the Company is able to raise sufficient capital.
However, rapid growth would place a significant strain on the Companys management,
financial controls, operations, personnel and other resources. If the Company fails to
manage its anticipated rapid growth, its business could be materially adversely affected.
If the Company is unable to provide its existing customers with adequate service and if it
does not institute adequate financial and reporting systems, managerial controls and
procedures, its financial condition will be adversely affected. It is currently
implementing operational support systems to bill customers, process customer orders and
coordinate with vendors and contractors. To manage growth effectively, it must
successfully implement these systems on a timely basis and continually expand and upgrade
these systems as our operations expand.The Companys success depends in large part on its retention of executive
officers.


The Company is managed by a small number of executive officers. Competition for
qualified executives in the telecommunications industry is intense, and there are a
limited number of persons with comparable experience. The Company depends upon its
executive officers, and, in particular, Rene Arbic, President and Chief Executive Officer,
to execute its business strategy and manage employees. While Company does not have
employment agreements with nor does it have "key person" life insurance policies
on any of its executive officers, Rene Arbic has an employment agreement with Valtech, the
Companys operating subsidiary. The loss of these key individuals would have a
material adverse effect on the Companys business.
If the Company fails to recruit and hire qualified personnel in a timely manner or to
retain its employees, it will not be able to execute its business strategy.


The Companys strategy is to continue expanding its presence in Montreal and in
Quebec Province. It also plans to expand its service areas to other provinces in Canada.
In order to execute this strategy, it must identify, hire, train and retain highly
qualified technical, sales, marketing and customer service personnel. If it cannot hire
and retain a sufficient number of qualified employees, it will not be able to expand as
planned. The Company may be unable to identify, hire or retain employees with experience
in the telecommunications industry. Any failure to attract suitable employees would
adversely affect its business.
The Company may make acquisitions of complementary businesses in the future which may
disrupt its business and be dilutive to existing shareholders.


The Company intends to consider acquisitions of businesses in the future. Acquisitions
of businesses and technologies involve numerous risks, including the diversion of the
attention of management, difficulties in assimilating the acquired operations, loss of key
employees from the acquired company and difficulties in transitioning key customer
relationships. In addition, acquisitions may result in dilutive issuances of equity
securities, the incurrence of additional debt, large one-time expenses and the creation of
goodwill or other intangible assets that result in significant amortization expense. Any
of these factors could materially harm the Companys business or operating results.
The Companys quarterly operating results are likely to fluctuate significantly,
causing its stock price to be volatile.


The Company cannot accurately forecast quarterly revenue and operating results, which
may fluctuate significantly from quarter to quarter. If quarterly revenue or operating
results fall below the expectations of investors or securities analysts, the price of its
common stock could fall substantially. Its quarterly revenue and operating results may
fluctuate as a result of a variety of factors, many of which are outside our control,
including:

- the amount and timing of expenditures relating to the rollout of services; 
- the rate at which it is able to attract and retain customers; 
- the availability of future financing to continue expansion; 
- technical difficulties; 
- the introduction of new services or technologies by our competitors and 
- pressures on the pricing of services.
The Companys principal shareholders and management own a significant percentage
of its capital stock and are able to exercise significant influence over the Company.


The Companys executive officers and directors and principal shareholders together
beneficially own a majority of the total common stock of the Company. Accordingly, these
stockholders, as a group, will be able to determine the composition of the board of
directors and will retain the power to approve all matters requiring shareholder approval
and will continue to have significant influence over the Companys affairs. This
concentration of ownership could have the effect of delaying or preventing a change in
control of the Company or otherwise discouraging a potential acquirer from attempting to
obtain control of our company, which in turn could have a material and adverse effect on
the market price of our common stock or prevent our stockholders from realizing a premium
over the market prices for their shares of common stock.
Risk factors related to the market for our common stock
There is no assurance that an active trading market will be sustained
for our common stock.


Our common stock became eligible for quotation on the FINRA OTCBB under
the symbol HPSO on August 8, 2008. Further, there can be no assurance
regarding the market price of our shares. In addition, the liquidity of any trading market
in our common stock, and the market price quoted for the shares of common stock, may be
adversely affected by changes in the overall market for securities generally and by
changes in our financial performance or prospects for companies in our industry generally.
As a result, you cannot be sure that an active trading market will develop or be sustained
for our shares.
State blue sky registration; potential limitations on resale of our
securities.


It is the intention of the management to seek coverage and publication
of information regarding the Company in an accepted publication which permits a manual
exemption. This manual exemption permits a security to be distributed in a particular
state without being registered if the Company issuing the security has a listing for that
security in a securities manual recognized by the state. However, it is not enough for the
security to be listed in a recognized manual. The listing entry must contain (1) the names
of issuers, officers, and directors, (2) an issuer's balance sheet, and (3) a profit and
loss statement for either the fiscal year preceding the balance sheet or for the most
recent fiscal year of operations. Furthermore, the manual exemption is a nonissuer
exemption restricted to secondary trading transactions, making it unavailable for issuers
selling newly issued securities.

Most of the accepted manuals are those published in Standard and
Poor's, Moody's Investor Service, Fitch's Investment Service, and Best's Insurance
Reports, and many states expressly recognize these manuals. A smaller number of states
declare that they "recognize securities manuals" but do not specify the
recognized manuals. The following states do not have any provisions and therefore do not
expressly recognize the manual exemption: Alabama, Georgia, Illinois, Kentucky, Louisiana,
Montana, South Dakota, Tennessee, Vermont and Wisconsin.
Dividends unlikely.


We do not expect to pay dividends for the foreseeable future. The
payment of dividends, if any, will be contingent upon our future revenues and earnings,
capital requirements and general financial condition. The payment of any dividends will be
within the discretion of our board of directors. It is our intention to retain all
earnings for use in the business operations and accordingly, we do not anticipate that the
Company will declare any dividends in the foreseeable future.
Possible Issuance of Additional Securities.


Our Articles of Incorporation authorize the issuance of 100,000,000
shares of common stock, par value $0.00001. As of November 30, 2010, we had 62,597,764
shares of common stock issued and outstanding. We may issue additional shares of common
stock in connection with any financing activities, as compensation for services or in
connection with any future acquisitions. To the extent that additional shares of common
stock are issued, our shareholders would experience dilution of their respective ownership
interests in the Company. The issuance of additional shares of common stock may adversely
affect the market price of our common stock and could impair our ability to raise
additional capital through the sale of our equity securities.
Compliance with Penny Stock Rules.


Our securities are considered a "penny stock" as defined in
the Exchange Act and the rules thereunder, since the price of our shares of common stock
is less than $5. Unless our common stock will otherwise be excluded from the definition of
"penny stock," the penny stock rules apply with respect to our common stock. The
penny stock rules require a broker-dealer prior to a transaction in penny stock not
otherwise exempt from the rules, to deliver a standardized risk disclosure document
prepared by the SEC that 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 sales person in the transaction, and monthly account statements
showing the market value of each penny stock held in the customer's account. In addition,
the penny stock rules require that the broker-dealer, not otherwise exempt from such
rules, must make a special written determination that the penny stock is suitable for the
purchaser and receive the purchaser's written agreement to the transaction. These
disclosure rules have the effect of reducing the level of trading activity in the
secondary market for a stock that becomes subject to the penny stock rules. So long as the
common stock is subject to the penny stock rules, it may become more difficult to sell
such securities. Such requirements, if applicable, could additionally limit the level of
trading activity for our common stock and could make it more difficult for investors to
sell our common stock.

ITEM 1B. UNRESOLVED
STAFF COMMENTS Back to Table of Contents None.

ITEM 2. DESCRIPTION OF
PROPERTIES Back to Table of Contents The Company's corporate offices are located at 550 Chemin du Golf, Suite 202, Ile des
Soeurs, Quebec H3E 1A8.  The office building is owned by Canvar Group, which is owned
by Peter Varadi, a principal shareholder. The office space is made available to us on a
month-to-month basis on a rent-free basis. The Company believes that the office facilities
of approximately 2,500 square feet are sufficient for the foreseeable future and that this
arrangement will remain in effect. ITEM 3. LEGAL PROCEEDING Back to Table of Contents On April 7, 2008, the Company entered into a consulting agreement with Thomas Klein and
Arshad Shaw (the Consultants), pursuant to which each Consultant was issued
300,000 restricted shares of the Companys common stock, granted options to purchase
500,000 shares and options to purchase additional shares during the period commencing May
1, 2008 through October 1, 2008. As a result of the failure of Consultants to provide the
services required under the consulting agreement, the Company terminated the consulting
agreement on August 28, 2008.

The Company commenced a lawsuit against the Consultants and the former transfer agent
for its common stock and filed an amended complaint on February 3, 2009, alleging, among
other things, non-performance by the Consultants of their obligations under the consulting
agreement and their failure to pay for the initial 500,000 options that each exercised.

On August 30, 2009, the Court entered a default judgment against the defendants which
provide for an injunction against the transfer agent ordering it not to lift restrictions
on the certificates evidencing the 300,000 restricted shares of common stock issued to and
the 500,000 shares underlying the options granted to each Consultant. On January 26, 2011,
the successor transfer agent cancelled the restricted shares in the Consultants
names. On March 1, 2011, attorneys for the Consultants filed a motion seeking legal fess
from the Company not to exceed $1,762.50.

The Company is not a party to any other litigation and does not believe
that any litigation is pending or threatened. ITEM
4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS Back to Table of Contents None.




PART II ITEM 5.
MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER MATTERBack to Table of Contents (a) Market Price InformationThe Registrant's common stock
is subject to quotation on the FINRA OTCBB under the symbol HPSO. To the best knowledge of
the Registrant, there has been no liquid trading market for the Registrant's common stock
since its registration statement was declared effective. The following table shows the
high and low bid prices for the Registrant's common stock during the last three fiscal
years as reported by the National Quotation Bureau Incorporated. These prices reflect
inter-dealer quotations without adjustments for retail markup, markdown or commission, and
do not necessarily represent actual transactions. **Fiscal
    2010**
    
    **Fiscal
    2009**
    
    **Fiscal
    2008****High**
    
    **Low**
    
    **High**
    
    **Low**
    
    **High**
    
    **Low**First Quarter ended February 28,
    
    $
    0.12
    
    $
    0.04
    
    $
    1.29
    
    $
    0.09
    
    $
    0.09
    
    $
    0.05Second Quarter ended May 31,
    
    $
    0.18
    
    $
    0.09
    
    $
    0.25
    
    $
    0.06
    
    $
    0.19
    
    $
    0.02Third Quarter ended August 31,
    
    $
    0.15
    
    $
    0.10
    
    $
    0.16
    
    $
    0.06
    
    $
    0.18
    
    $
    0.01Fourth Quarter ended November 30,
    
    $
    0.16
    
    $
    0.09
    
    $
    0.13
    
    $
    0.04
    
    $
    0.19
    
    $
    0.07 Approximate Number of Holders of Common Stock: On November 30, 2010,
there were approximately 25 shareholders of record of our common stock. **Securities Authorized for Issuance Under Equity
Compensation Plans** The Registrant's board of director approved an equity compensation
plan under which 3,000,000 shares of our common stock is authorized for issuance. No
shares have been issued under such plan as of the filing of this mended annual report for
the year ended November 30, 2010. **Dividend Policy** Holders of our common stock are entitled to dividends when, as, and if
declared by the Board of Directors, out of funds legally available therefore. There are no
restrictions in our articles of incorporation or by-laws that restrict us from declaring
dividends.  **Recent Sales of Unregistered Securities** **Date of
    Issuance**
    **Name**
    **No. of Shares**
    **Consideration**
    **Exemption**05/01/2007
    Doughlas Jordan
    100,000
    Private placement valued at
    $10,000
    Section 4(2)05/01/2007
    Vincent DiGaetano
    100,000
    For services valued at $10,000
    Section 4(2)03/13/2008
    Antonio P. Moura
    120,000
    For services valued at $7,200
    Section 4(2)03/13/2008
    Joel Pensley
    583,500
    For services valued at $35,010
    Section 4(2)09/30/2008
    Gaetan Fontaine
    50,000
    For services valued at $1,993
    Section 4(2)02/13/2009
    Joel Pensley
    85,000
    For services valued at $14,450
    Section 4(2)06/17/2009
    Joel Pensley
    100,000
    For services valued at $16,000
    Section 4(2)06/15/2009
    Maureen Abato
    100,000
    For services valued at $16,000
    Section 4(2)07/02/2009
    Claude Gendron
    900,000
    For services valued at $135,000
    Section 4(2)01/21/2009
    Rene Arbic
    100,000
    For services as officer valued at
    $21,000
    Section 4(2)01/29/2009
    Joel Pensley, Esq.
    85,000
    For services valued at $13,990
    Section 4(2)12/19/2008
    Dan Ryan
    200,000
    Exercise of options in exchange
    for $37,500
    Section 4(2)02/13/2009
    Dan Ryan
    50,000
    Exercise of options in exchange
    for $7,000
    Section 4(2)06/15/2009
    Claude Gendron
    300,000
    For services valued at $48,000
    Section 4(2)09/05/2009
    Marc Chabot
    250,000
    Private placement valued at
    $25,000
    Section 4(2)09/21/2009
    MLCIA Publication
    180,000
    For services valued at $18,900
    Section 4(2)02/10/2010
    Harold Gervais
    125,000
    For services valued at $7,500
    Section 4(2)02/10/2010
    Daniel Ringuet
    90,000
    Exercise of options in exchange
    for $5,400
    Section 4(2)02/10/2010
    Daniel Ringuet
    10,000
    For services valued at $600
    Section 4(2)02/10/2010
    Solnex Inc.
    25,000
    For services valued at $1,500
    Section 4(2)02/23/2010
    Joel Pensley
    500,000
    Exercise of options in exchange
    for $25,000
    Section 4(2)04/01/2010
    Claude Gendron
    500,000
    Private placement valued at
    $24,000
    Section 4(2)04/08/2010
    Daniel Ringuet
    90,000
    Exercise of options in exchange
    for $12,600
    Section 4(2)04/08/2010
    Solnex Inc.
    25,000
    For services valued at $3,500
    Section 4(2)04/08/2010
    Harold Gervais
    75,000
    For services valued at $10,500
    Section 4(2)05/21/2010
    Guylain Pelletier
    400,000
    Convertion of $50,000 of debt
    into equity
    Section 4(2)05/28/2010
    Gaetan Giguere
    80,000
    Convertion of $10,000 of debt
    into equity
    Section 4(2)06/01/2010
    Michael Price
    200,000
    Convertion of $25,000 of debt
    into equity
    Section 4(2)06/09/2010
    David Cleale
    160,000
    Convertion of $20,000 of debt
    into equity
    Section 4(2)06/18/2010
    David Oliver-Trottier
    64,000
    Convertion of $8,000 of debt into
    equity
    Section 4(2)06/25/2010
    Rene Mathieu
    270,256
    Convertion of $33,800 of debt
    into equity
    Section 4(2)06/25/2010
    Leandre Vachon
    160,000
    Convertion of $20,000 of debt
    into equity
    Section 4(2)06/25/2010
    Julee Pare
    80,000
    Convertion of $10,000 of debt
    into equity
    Section 4(2)07/02/2010
    Charles Rancourt
    200,000
    Convertion of $25,000 of debt
    into equity
    Section 4(2)07/02/2010
    Jean Boissonneault
    120,000
    Convertion of $15,000 of debt
    into equity
    Section 4(2)07/22/2010
    Richard Chevenal
    200,000
    Convertion of $25,000 of debt
    into equity
    Section 4(2)07/15/2010
    Sylvie Vachon
    80,000
    Convertion of $10,000 of debt
    into equity
    Section 4(2)07/16/2010
    Hugues Pomerleau
    200,000
    Convertion of $25,000 of debt
    into equity
    Section 4(2)07/16/2010
    Dave Jacques
    80,000
    Convertion of $10,000 of debt
    into equity
    Section 4(2)08/06/2010
    Eric Lessard
    120,000
    Convertion of $15,000 of debt
    into equity
    Section 4(2)09/01/2010
    Peter John Burningham
    100,000
    Convertion of $12,500 of debt
    into equity
    Section 4(2)09/01/2010
    Gilles Lamarche
    150,000
    For services valued at $9,000
    Section 4(2)09/01/2010
    Benoit Desmeules
    100,000
    For services valued at $6,000
    Section 4(2)09/01/2010
    Jean-Rene Lemieux
    50,000
    For services valued at $3,000
    Section 4(2)11/15/2010
    Constellation Asset Management
    570,000
    For services valued at $68,400
    Section 4(2)11/15/2010
    Jens Dalsgaard
    570,000
    For services valued at $68,400
    Section 4(2) The Company believes that the above issuances of
restricted shares were exempt from registration pursuant to Section 4(2) of the Act as
privately negotiated, isolated, non-recurring transactions not involving any public
solicitation. The recipients in each case represented their intention to acquire the
securities for investment only and not with a view to the distribution thereof.
Appropriate restrictive legends are affixed to the stock certificates issued in such
transactions. **Equity Compensation Plans** Securities Authorized for Issuance Under Equity Compensation Plans. Equity
    Compensation Plan InformationPlan category
    Number of securities to be issued upon exercise of outstanding options, warrants
    and rights
    (a)
    Weighted-average exercise price of outstanding options, warrants and rights
    (b)
    Number of securities remaining available for future issuance under equity
    compensation plans (excluding securities reflected in column (a) (c)Equity compensation plans
    approved by security holders
    -0-
    -0-
    3,000,000Equity compensation plans not approved by security holders
    -0-
    -0-
    -0-Total
    -0-
    -0-
    3,000,000 **ITEM 6. SELECTED
FINANCIAL DATA**Back to Table of Contents **Operating Results Data:**
    
    **2010**
    
    **2009**Revenues
    $
    188,908
    $
    194,666Net loss
    
    (1,151,835)
    
    (1,020,623)Net loss per basic common
    shareholder
    
    (0.02)
    
    (0.02)Basic weighted average
    common shares
    
    58,431,597
    
    56,073,152**Financial Position Data:**Total assets
    
    168,732
    
    252,466Total liabilities
    
    2,223,045
    
    1,783,279Stockholders' deficit
    
    (2,054,313)
    
    (1,530,813) ITEM 7.
MANAGEMENT'S DISCUSSION AND ANALYSIS AND RESULTS OF OPERATIONS AND FINANCIAL CONDITIONSBack to Table of Contents  Forward-Looking Statements The following discussion contains forward-looking statements. Forward-looking
statements give our current expectations or forecasts of future events. You can identify
these statements by the fact that they do not relate strictly to historical or current
facts. They use of words such as "anticipate," "estimate,"
"expect," "project," "intend," "plan,"
"believe," and other words and terms of similar meaning in connection with any
discussion of future operating or financial performance. From time to time, we also may
provide forward-looking statements in other materials we release to the public. The following discussion should be read in conjunction with our financial statements
and the related notes appearing elsewhere in this report.  The following discussion
contains forward-looking statements reflecting 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 report, particularly in the
section entitled "Risk Factors". To the extent that statements in the report are not strictly historical, including
statements as to revenue projections, business strategy, outlook, objectives, future
milestones, plans, intentions, goals, future financial conditions, future collaboration
agreements, the success of the Company's development, events conditioned on stockholder or
other approval, or otherwise as to future events, such statements are forward-looking. The
forward-looking statements contained in this annual report are subject to certain risks
and uncertainties that could cause actual results to differ materially from the statements
made. Other important factors that could cause actual results to differ materially include
the following: business conditions and the amount of growth in the Company's industry and
general economy; competitive factors; ability to attract and retain personnel; the price
of the Company's stock; and the risk factors set forth from time to time in the Company's
SEC reports, including but not limited to its annual report on Form 10-K; its quarterly
reports on Forms 10-Q; and any reports on Form 8-K. **Overview** In June 2008, we acquired our wholly-owned subsidiary, Valtech Communications Inc.
("Valtech") in a reverse merger transaction, issuing 40 million restricted
shares to the Valtech shareholders. Valtech offers low-cost,
highly reliable triple-play service of Digital Phone, Digital Voice, High-Speed Internet
and Digital TV backed by fast, friendly and live customer service (Telecommunication
Services). Our present plan is to expand our bundled services by providing an
end-to-end IPTV solution consisting of IPTV middleware, video on demand, network based
PVR, IPTV head ends, content protection, IPTV infrastructure, system integration and IPTV
applications such as games. In order to expand our services to include end-to-end IPTV
service, the Company is dependent upon its ability to raise sufficient capital to fund its
agreement with Ericsson. To date, the Company has been unable to meet its obligations
under the Ericsson agreement and at present no agreement with Ericsson has been negotiated
and no negotiations with Ericsson are on-going. We intend to use our limited resources to market our services to new residential and
commercial building complexes and existing hotel chains. Further, we intend to market our
bundled Telecommunication Services in industry publications and intend to develop our
website and promote its presence in order to increase web traffic and possible sales to
new clients (www.valtech.ca). As of November 30, 2010, the Company had 212 customers. During the year ended 2010, 56%
of our revenues were generated by one major customers. Provided the Company can secure additional funding, our plan to increase our marketing
activities throughout Canada, pay industry compatible salaries to our executives and
staff, hire additional salespersons, who among other activities, would engage in direct
solicitations. At present, we have not received commitments for capital from third parties
and there can be no assurance that we will be able to acquire additional capital on terms
acceptable to the Company, if at all. We believe that the our negative cash flow from operations will decrease steadily as
our subscriber base increases. While we have a commitment from a principal shareholder to
provide funding until we achieve positive cash flow from operations, if our affiliated
control shareholders cease provided short-term interim funding through loans to expand our
business, the Company may experience reduced growth in its revenues. Regardless of the amount of funds available to us for marketing, we intend to continue
to pursue strategic alliances with complementary businesses in an effort to enter and
expand our Telecommunication Services. The complementary businesses we intend to solicit
are those that have developed and maintain marketing channels to our potential customers. At present, we use proceeds from shareholder loans to purchase telecommunication
hardware, cables and equipment. It is our intention to secure alternative debt and/or
equity funding sources in order to reduce depends from our current funding sources. Our management believes that the trend in our business is toward greater convergence to
high speed Internet and high definition television. We believe that our bundled
Telecommunication Services are competitive in terms of reliability and pricing as compared
to the services offered by incumbent operators. Since we have no patent protection, it is
possible that a well-funded company could enter the field and diminish our prospective
business growth. We face uncertainties regarding our future growth because we must
compete on price and quality of service with traditional communications companies
with far longer operating histories, more established customer relationships, greater
financial, technical and marketing resources, larger customer bases and greater brand or
name recognition. Furthermore, companies that may seek to enter our markets may expose us
to severe price competition and future technological developments could make us less
competitive.  Cash and Cash Equivalents. The Company considers all highly liquid fixed income
investments with maturities of three months or less, to be cash equivalents. On November
30, 2010, the Company had $13,005 in cash and cash equivalents. At November 30, 2009, the
company had no cash.  Accounts Receivable. Management periodically reviews the current status of existing
receivables and management's evaluation of periodic aging of accounts. The Company charges
off accounts receivable to expense when deemed uncollectible. The Company had $9,807 bad
debt expenses at the end of November 30, 2010 compared to none in 2009. The Company
accounts receivable for the years ended November 30, 2010 and 2009 were $18,319 and
$33,391, respectively.  Deferred Costs. The Company's deferred development costs were $447,934 at November
30, 2010 and $434,831 at November 30, 2009. The Company recorded $325,830 amortization
expense for the year ended November 30, 2010 and $231,846 for the year ended November 30,
2009 reflecting increased volume of installation costs. The Company's deferred development
costs are amortized over five (5) years. The level of development costs is directly
related to the level of business development which we cannot predict with certainty,
although Valtech is actively marketing its telecommunications services.  Revenue Recognition. The Company's wholly owned subsidiary, Valtech Communications,
Inc. owns and operates a triple play (telephone, internet and TV channels distribution)
network in Canada via fiber to individual customers, hotels and retirement homes. The
Company bills its subscribers on a monthly basis and recognizes the monthly revenue based
upon the specific plan selected by the subscriber. The Company also provides contract
services to wire commercial buildings with fiber optic cable in order to provide for
similar services.  Property and Equipment. Property and equipment are stated at cost and are
depreciated using the straight line method over their estimated useful lives 5 - 7 years
for equipment. The Company does not own real estate. The Company for the year ended
November 30, 2010 had equipment valued at $6,329 and $12,309 for the year ended November
30, 2009. This decrease represents the depreciation of existing equipment.  Results of Operations. ***Comparison of the years ended November 30, 2010 and 2009*** *Revenues:* Our wholly-owned sunsidiary Valtech accounted for one hundred per
cent (100%) of revenues for November 30, 2010 and 2010, respectively. Our revenues for the
year ended November 30, 2010 were $188,908 compared to $194,666 for year ended November
30, 2009. The Company's revenues decreased by $5,758, which represents a 2.96% decrease
from the prior year.  The Company's decrease in revenues is mainly attributable to
the general economic downturn in the construction business.  Cost of Sales: Cost of Sales for the year ended November 30,
2010 was $362,309 compared to $283,484 for year ended November 30, 2009. The Company's
cost of sales increase was $78,825, which represents a 27.8% increase from prior year.
Thus, the increase in the cost of sales was directly related to the increase in wirings
and installations as well as equipment, such as set top boxes. *Depreciation and Amortization:*For the year ended November 30, 2010 we
recorded $92,446 in depreciation and amortization expenses compared to $86,085 during the
year ended November 30, 2009. General and Administrative Expenses: General and Administrative Expenses for the
year ended November 30, 2010 was $757,481 compared to $797,079 for year ended November 30,
2009. The Company's general and administrative expenses decrease was $39,598, which
represents a 4.97% decrease from the prior year mainly due to decreased non-cash
compensation expenses.  Interest Income: Interest Income for the year ended November 30, 2010 was $0
compared to $2,400 for the year ended November 30, 2009.  Interest Expense: The Company's interest expense for the year ended November 30,
2010 was $128,507 compared to $51,041 for year ended November 30, 2009. The increase of
$77,466 represents a 152% increase and was the direct result of increases in related party
loans and related interest payments.  Liquidity and Capital Resources During the year ended November 30, 2010, our net cash increase by $13,005. During the
year ended November 30, 2010 and 2009, net cash used in operating activities was $591,945
and $345,944, respectively. This cash was used to fund our operations for the periods,
adjusted for non-cash expenses and changes in operating assets and liabilities. We had no investing activities in the years ended November 30, 2010 and 2009. Net cash provided by financing activities was $609,914 for the year ended November 30,
2010 compared to $403,500 net cash provided by financing activities for the year ended
November 30, 2009. The net cash provided by financing activities for the year ended
November 30, 2010 resulted from proceeds of $338,282 related to the issuance of stock,
proceeds of $542,632 in loans from affiliated shareholders offset by $270,639 in
repayments of a bank loan. The net cash provided by financing activities for the year
ended November 30, 2009 resulted from proceeds of $25,000 related to the issuance of
stock, proceeds of $578,859 in loans from affiliated shareholders offset by $200,720 in
repayments of a bank loan.  The
Company repaid its credit line with the National Bank of Canada in September 2010.
Interest expense on the line of credit for the year ended November 30, 2010 was $7,732.
There was no accrued interest outstanding as of November 30, 2010. The Company has only limited capital. Additional financing
is necessary for the Company to continue as a going concern. Our independent auditors have
qualified our audit opinion for the year ended November 30, 2010 based on going concern. Our continued operations will depend on whether we are able to raise additional funds
through third parties, such as equity and debt financing, as well as additional loans from
our affiliated shareholders. However, there can be no assurance that such additional funds
will be available on acceptable terms and there can be no assurance that any additional
funding that we do obtain will be sufficient to meet our needs in the long term. We will
continue to fund operations from cash on hand and through the similar sources of capital
previously described. We can give no assurances that any additional capital that we are
able to obtain will be sufficient to fully fund our growth plan.
Current and Future Financing Needs


We have incurred an accumulated deficit of $3,290,211 through November 30, 2010. We
have incurred negative cash flow from operations since we started our Telecommunication
Services business. We have spent, and expect to continue to spend, substantial amounts in
connection with implementing our business strategy, including equipment related to our
Telecommunications Services. Based on our current plans, we believe that our cash will not
be sufficient to enable us to meet our planned operating needs, including our plan for
expansion, at least for the next 18 months. Our cash requirements for fiscal year 2011 are
estimated to be $600,000 based on our present revenues. We have short-term funding
commitments of $500,000 from one of our controlling shareholders until such time the
Company generates positive cash flow from operations or is able to secure alternative
long-term funding through the issuance of debt and/or equity. We expect to be able to meet
our current debt obligations provided that our current customer base does not decrease. At
present, the Company is unable to meet its obligations under the Ericsson agreemet unless
it raises additional funding, and no negotiations are on-going with Ericsson at present.

However, the actual amount of funds we will need to operate is subject to many factors,
some of which are beyond our control. These factors include the following:

-  the progress of our revenue growth under the current uncertain business
environment;
 - the number and additional subscriber to out bundled Telecommunications Services;
 - our ability to retain our current subscriber base and licensing arrangements;
 - our ability to achieve secure equipment financing;
 - the costs involved in marketing our Telecommunication Services; and
 - the costs involved being a public company.

We have based our estimate on assumptions that may prove to be wrong. We may need to
obtain additional funds sooner or in greater amounts than we currently anticipate.
Potential sources of financing include strategic relationships, public or private sales of
our shares or debt and other sources. We may seek to access the public or private equity
markets when conditions are favorable due to our long-term capital requirements. We do not
have any committed sources of financing at this time, and it is uncertain whether
additional funding will be available when we need it on terms that will be acceptable to
us, or at all. If we raise funds by selling additional shares of common stock or other
securities convertible into common stock, the ownership interest of our existing
stockholders will be diluted. If we are not able to obtain financing when needed, we may
be unable to carry out our business plan. As a result, we may have to significantly limit
our operations and our business, financial condition and results of operations would be
materially harmed.
Effect of Exchange Rate on Cash.

During 2010, the Company reported a loss of $4,964 due to changes in the exchange rate
compared to a loss of $57,575 in 2009. A loss reflects an increase in the value of the
Canadian dollar as compared to the United States dollar.
Cash end of Year. The Company's cash increased by $13,005 to $13,005 at the end of
November 30, 2010 compared to a decrease of $19 to $0 at the end of November 30, 2009.
Off-Balance Sheet Arrangements


As of November 30, 2010 we did not have any off-balance sheet arrangements as defined
in Item 303(a)(4)(ii) of Regulation S-K promulgated under the Securities Act of 1934.
Contractual Obligations and Commitments


The Company leases its office space from a related party. See also footnote 7 in the
consolidated financial statements.
Critical Accounting Policies


Our financial statements are prepared in accordance with accounting principles
generally accepted in the United States, which require management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at the date of the
financial statements, the disclosure of contingent assets and liabilities and the reported
amounts of revenues and expenses during the reporting period. Actual results could differ
from those estimates. The critical accounting policies that affect our more significant
estimates and assumptions used in the preparation of our financial statements are reviewed
and any required adjustments are recorded on a monthly basis.
Recent Accounting Pronouncements


In December 2007, the ASC issued ASC 810-10-65, Noncontrolling
Interests in Consolidated Financial Statements. ASC 810-10-65 establishes accounting
and reporting standards for ownership interests in subsidiaries held by parties other than
the parent, changes in a parents ownership of a noncontrolling interest, calculation
and disclosure of the consolidated net income attributable to the parent and the
noncontrolling interest, changes in a parents ownership interest while the parent
retains its controlling financial interest and fair value measurement of any retained
noncontrolling equity investment. ASC 810-10-65 is effective for financial statements
issued for fiscal years beginning after December 15, 2008, and interim periods within
those fiscal years. Early adoption is prohibited. Management is determining the impact
that the adoption of ASC 810-10-65 will have on the Companys financial position,
results of operations or cash flows.

In December 2007, the Company adopted ASC 805,Business Combinations
(ASC 805). ASC 805 retains the fundamental requirements that the acquisition
method of accounting be used for all business combinations and for an acquirer to be
identified for each business combination. ASC 805 defines the acquirer as the entity that
obtains control of one or more businesses in the business combination and establishes the
acquisition date as the date that the acquirer achieves control.  ASC 805 will
require an entity to record separately from the business combination the direct costs,
where previously these costs were included in the total allocated cost of the
acquisition.  ASC 805 will require an entity to recognize the assets acquired,
liabilities assumed, and any non-controlling interest in the acquired at the acquisition
date, at their fair values as of that date.

ASC 805 will require an entity to recognize as an asset or liability at
fair value for certain contingencies, either contractual or non-contractual, if certain
criteria are met.  Finally, ASC 805 will require an entity to recognize
contingent consideration at the date of acquisition, based on the fair value at that
date.  This will be effective for business combinations completed on or after
the first annual reporting period beginning on or after December 15,
2008.  Early adoption is not permitted and the ASC is to be applied
prospectively only.  Upon adoption of this ASC, there would be no impact to the
Companys results of operations and financial condition for acquisitions previously
completed.  The adoption of ASC 805 is not expected to have a material effect on
the Companys financial position, results of operations or cash flows.

In March 2008, ASC issued ASC 815, Disclosures about Derivative
Instruments and Hedging Activities, (ASC 815). ASC 815 requires
enhanced disclosures about an entitys derivative and hedging activities. These
enhanced disclosures will discuss: how and why an entity uses derivative instruments; how
derivative instruments and related hedged items are accounted for and its related
interpretations; and how derivative instruments and related hedged items affect an
entitys financial position, financial performance, and cash flows. ASC 815 is
effective for financial statements issued for fiscal years and interim periods beginning
after November 15, 2008. The Company does not believe that ASC 815 will have an impact on
their results of operations or financial position.

In April 2008, ASC 350-30 was issued, Determination of the Useful
Life of Intangible Assets. The Company was required to adopt ASC 350-30 on December
1, 2008. The guidance in ASC 350-30 for determining the useful life of a recognized
intangible asset shall be applied prospectively to intangible assets acquired after
adoption, and the disclosure requirements shall be applied prospectively to all intangible
assets recognized as of, and subsequent to, adoption. The Company does not believe ASC
350-30 will materially impact their financial position, results of operations or cash
flows.

In May 2008, ASC 470-20 was issued, Accounting for Convertible
Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash
Settlement) (ASC 470-20). ASC 470-20 requires the issuer of certain
convertible debt instruments that may be settled in cash (or other assets) on conversion
to separately account for the liability (debt) and equity (conversion option) components
of the instrument in a manner that reflects the issuers non-convertible debt
borrowing rate. ASC 470-20 is effective for fiscal years beginning after December 15, 2008
on a retroactive basis. The Company does not believe that the adoption of ASC 470-20 will
have a material effect on its financial position, results of operations or cash flows.

In June 2008, ASC 815-40 was issued, Determining Whether an
Instrument (or Embedded Feature) Is Indexed to an Entitys Own Stock (ASC
815-40), which supersedes the definition in ASC 605-50 for periods beginning after
December 15, 2008. The objective of ASC 815-40 is to provide guidance for determining
whether an equity-linked financial instrument (or embedded feature) is indexed to an
entitys own stock and it applies to any freestanding financial instrument or
embedded feature that has all the characteristics of a derivative in accordance with ASC
815-20.

ASC 815-40 also applies to any freestanding financial instrument that
is potentially settled in an entitys own stock. The Company believes that ASC
815-40, will not have a material impact on their financial position, results of operations
and cash flows.

In June 2008, ASC 470-20-65 was issued, Accounting for Convertible
Securities with Beneficial Conversion Features or Contingently Adjustable Conversion
Ratios (ASC 470-20-65). ASC 470-20-65 is effective for years ending after
December 15, 2008. The overall objective of ASC 470-20-65 is to provide for consistency in
application of all the standards issued for convertible securities. The Company has
computed and recorded a beneficial conversion feature in connection with certain of their
prior financing arrangements and does not believe that ASC 470-20-65 will have a material
effect on that accounting.

Effective April 1, 2009, the Company adopted ASC 855, Subsequent
Events (ASC 855). ASC 855 establishes general standards of accounting for
and disclosure of events that occur after the balance sheet date but before financial
statements are issued or are available to be issued. It requires disclosure of the date
through which an entity has evaluated subsequent events and the basis for that date 
that is, whether that date represents the date the financial statements were issued or
were available to be issued. This disclosure should alert all users of financial
statements that an entity has not evaluated subsequent events after that date in the set
of financial statements being presented. Adoption of ASC 855 did not have a material
impact on the Companys results of operations or financial condition.

Effective July 1, 2009, the Company adopted FASB ASU No. 2009-05, Fair
Value Measurement and Disclosures (Topic 820) (ASU 2009-05). ASU 2009-05
provided amendments to ASC 820-10, Fair Value Measurements and Disclosures 
Overall, for the fair value measurement of liabilities. ASU 2009-05 provides
clarification that in circumstances in which a quoted market price in an active market for
the identical liability is not available, a reporting entity is required to measure fair
value using certain techniques. ASU 2009-05 also clarifies that when estimating the fair
value of a liability, a reporting entity is not required to include a separate input or
adjustment to other inputs relating to the existence of a restriction that prevents the
transfer of a liability. ASU 2009-05 also clarifies that both a quoted price in an active
market for the identical liability at the measurement date and the quoted price for the
identical liability when traded as an asset in an active market when no adjustments to the
quoted price of the asset are required for Level 1 fair value measurements. Adoption of
ASU 2009-05 did not have a material impact on the Companys results of operations or
financial condition.

In January 2010, the Company adopted FASB ASU No. 2010-06, Fair
Value Measurement and Disclosures (Topic 820)- Improving Disclosures about Fair Value
Measurements(ASU 2010-06). These standards require new disclosures on the
amount and reason for transfers in and out of Level 1 and 2 fair value measurements. The
standards also require new disclosures of activities, including purchases, sales,
issuances, and settlements within the Level 3 fair value measurements. The standard also
clarifies existing disclosure requirements on levels of disaggregation and disclosures
about inputs and valuation techniques. These new disclosures are effective beginning with
the first interim filing in 2010. The disclosures about the rollforward of information in
Level 3 are required for the Company with its first interim filing in 2011. The Company
does not believe this standard will impact their financial statements.

In February 2010, the FASB issued ASU 2010-09, Subsequent Events
(Topic 855): Amendments to Certain Recognition and Disclosure Requirements. This
update addresses both the interaction of the requirements of Topic 855, Subsequent
Events, with the SECs reporting requirements and the intended breadth of the
reissuance disclosures provision related to subsequent events (paragraph 855-10-50-4). The
amendments in this update have the potential to change reporting by both private and
public entities, however, the nature of the change may vary depending on facts and
circumstances. Adoption of ASU 2010-09 did not have a material impact on the
Companys consolidated results of operations or financial condition.

Other ASUs that have been issued or proposed by the FASB ASC that
do not require adoption until a future date and are not expected to have a material impact
on the financial statements upon adoption.

**ITEM
7A.** QUANTITATIVEAND
QUALITATIVE DISCLOSURE ABOUT MARKET RISK Back to Table of Contents  We have
not entered into, and do not expect to enter into, financial instruments for trading or
hedging purposes.




ITEM
8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATABack to Table of Contents Report of
    Independent Registered Public Accounting Firm
    18Consolidated Balance Sheets as of
    November 30, 2010 and 2009
    19Consolidated
    Statements of Operations and Comprehensive Income (Loss) for the Years Ended November 30,
    2010 and 2009
    20Consolidated
    Statement of Changes in Stockholders' Deficit for the Years Ended November 30, 2010 and
    2009
    21Consolidated Statements of
    Cash Flows for the Years Ended November 30, 2010 and 2009
    22Notes to the Consolidated
    Financial Statements
    23




Report of independent
registered public accounting firmBack to Table of Contents Board of Directors
HIPSO Multimedia, Inc.
Montreal, CANADA We have audited the accompanying consolidated balance
sheets of HIPSO Multimedia, Inc. and subsidiary (the Company) as of November
30, 2010 and 2009 and the related consolidated statements of operations, changes in
stockholders equity (deficit), and cash flows for the years ended November 30, 2010
and 2009. These consolidated financial statements are the responsibility of the
Companys management. Our responsibility is to express an opinion on these
consolidated financial statements based on our audits. We conducted our audits in accordance with standards of
the Public Company Accounting Oversight Board (United States). Those standards require
that we plan and perform the audits to obtain reasonable assurance about whether the
consolidated financial statements are free of material misstatement. We were not engaged
to perform an audit of the Companys internal control over financial reporting. Our
audits included consideration of internal control over financial reporting as a basis for
designing audit procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the Companys internal
control over financial reporting. Accordingly, we express no such opinion. 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
consolidated financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion. In our opinion, the consolidated financial statements
referred to above present fairly, in all material respects, the financial position of
HIPSO Multimedia, Inc. as of November 30, 2010 and 2009, and the results of its
consolidated statements of operations, changes in stockholders equity (deficit), and
cash flows for the years ended November 30, 2010 and 2009 in conformity with U.S.
generally accepted accounting principles. The accompanying consolidated financial statements have
been prepared assuming that the Company will continue as a going concern. As discussed in
Note 1 to the consolidated financial statements, the Company is a development stage
company and has sustained operating losses and capital deficits 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 1. The consolidated financial statements do
not include any adjustments that might result from the outcome of this uncertainty. /s/ KBL, LLP
New York, NY February 28, 2011




**HIPSO
    MULTIMEDIA, INC. AND SUBSIDIARY**Consolidated Balance SheetsBack to Table of ContentsNovember 30, 2010 and 2009**IN US$******
    
    **November 30, 2010**
    
    **November 30, 2009**ASSETSCurrent assets:Cash
    $
    13,005
    $
    -Accounts
    receivable
    
    18,319
    
    33,391Prepaid
    expenses and other current assets
    
    8,975
    
    3,781Total current assets
    
    40,299
    
    37,172Fixed assets:Office and
    computer equipment, net
    
    6,329
    
    12,309Other assets:Deferred
    costs, net
    
    122,104
    
    202,985**Total assets**
    $
    168,732
    $
    252,466LIABILITIES
    AND STOCKHOLDERS' DEFICITCurrent liabilities:Current
    portion of loan payable to bank
    $
    -
    $
    262,722Loan payable
    to shareholders
    
    1,697,980
    
    1,139,375Cash
    overdraft
    
    -
    
    361Liability
    for stock to be issued
    
    25,000
    
    40,000Accounts
    payable
    
    276,519
    
    223,234Accrued
    expenses
    
    223,548
    
    117,587Total current liabilities
    
    2,223,045
    
    1,783,279**Total liabilities**
    
    2,223,045
    
    1,783,279Stockholders' deficit:Common
    stock, $0.00001 par value, 100,000,000 shares authorized;62,597,764 and 57,203,508 shares issued and outstandingat November 30, 2010 and 2009, respectively
    
    626
    
    572Additional
    paid-in capital
    
    1,199,268
    
    668,292Additional
    paid-in capital - warrants
    
    145,512
    
    -Accumulated
    deficit
    
    (3,290,211)
    
    (2,138,376)Accumulated
    other comprehensive income (loss)
    
    (109,508)
    
    (61,301)Total stockholders' deficit
    
    (2,054,313)
    
    (1,530,813)**Total liabilities and stockholders' deficit**
    $
    168,732
    $
    252,466See accompanying notes to consolidated financial statements.




**HIPSO MULTIMEDIA, INC.
    AND SUBSIDIARY**Consolidated
    Statements of Operations and Comprehensive Income (loss)Back to Table of ContentsFor the Years Ended November 30, 2010 and 2009**IN US$****For the Year ended**
    
    **For the Year ended****November 30, 2010**
    
    **November 30, 2009**Revenue
    $
    188,908
    $
    194,666Costs and expenses:Cost of
    sales
    
    362,309
    
    283,484Depreciation
    and amortization
    
    92,446
    
    86,085Administrative expenses
    
    757,481
    
    797,079Total costs and expenses
    
    1,212,236
    
    1,166,648Operating
    loss
    
    (1,023,328)
    
    (971,982)Non-Operating Income
    (Expenses):Interest
    income
    
    -
    
    2,400Interest
    expense
    
    (128,507)
    
    (51,041)Total Non-Operating Expense
    
    (128,507)
    
    (48,641)**Net
    loss**
    $
    (1,151,835)
    $
    (1,020,623)Net loss per common share
    (Basic and Diluted)
    $
    (0.02)
    $
    (0.02)Weighted
    average shares outstanding
    
    58,431,597
    
    56,073,152Other Comprehensive
    Income (Loss):Comprehensive income (loss) - beginning of period
    $
    (1,151,835)
    $
    (1,020,623)Cumulative
    translation adjustments
    
    (48,207)
    
    (174,314)Comprehensive income (loss) - end of period
    $
    (1,200,042)
    $
    (1,194,937)See accompanying notes to consolidated financial statements.




**HIPSO MULTIMEDIA, INC. AND SUBSIDIARY**Consolidated Statements
    of Changes in Stockholders' DeficitBack to Table of ContentsFor
    the Years Ended November 30, 2010 and 2009Additional
    
    Additioal
    
    Retained
    
    Accumulated OtherPreferred
    
    Common
    
    Paid-in
    
    Paid-in
    
    Earnings
    
    ComprehensiveShares
    
    Amount
    
    Shares
    
    Amount
    
    Capital
    
    Capital-Warrants
    
    (Deficit)
    
    Income (Loss)
    
    TotalBalance
    November 30, 2008
    -
    $
    -
    
    54,888,508
    $
    549
    $
    271,303
    $
    -
    $
    (1,117,753)
    $
    113,013
    $
    (732,888)Shares issued for cash
    -
    
    -
    
    250,000
    
    2
    
    24,998
    
    
    
    
    
    
    
    25,000Shares issued for services
    -
    
    -
    
    1,765,000
    
    18
    
    269,332
    
    
    
    -
    
    -
    
    269,350Exercise of stock options
    -
    
    -
    
    300,000
    
    3
    
    44,497
    
    
    
    -
    
    -
    
    44,500Fair value of options granted
    -
    
    -
    
    -
    
    -
    
    17,302
    
    
    
    -
    
    -
    
    17,302Fair value of rent contributed
    by major shareholder
    -
    
    -
    
    -
    
    -
    
    40,860
    
    
    
    -
    
    -
    
    40,860Net loss for the year ended
    November 30, 2009
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    (1,020,623)
    
    (174,314)
    
    (1,194,937)Balance
    November 30, 2009
    -
    $
    -
    
    57,203,508
    $
    572
    $
    668,292
    $
    -
    $
    (2,138,376)
    $
    (61,301)
    $
    (1,530,813)Shares issued for cash
    -
    
    -
    
    3,014,256
    
    30
    
    192,740
    
    145,512
    
    -
    
    -
    
    338,282Shares issued for services
    -
    
    -
    
    1,700,000
    
    17
    
    178,383
    
    -
    
    -
    
    -
    
    178,400Exercise of stock options
    -
    
    -
    
    680,000
    
    7
    
    42,993
    
    -
    
    -
    
    -
    
    43,000Fair value of options granted
    -
    
    -
    
    -
    
    -
    
    36,000
    
    -
    
    -
    
    -
    
    36,000Fair value of rent contributed
    by major shareholder
    -
    
    -
    
    -
    
    -
    
    40,860
    
    -
    
    -
    
    -
    
    40,860Conversion of liability to
    paid-in capital - related party
    -
    
    -
    
    -
    
    -
    
    40,000
    
    -
    
    -
    
    -
    
    40,000Net loss for the year ended
    November 30, 2010
    -
    
    -
    
    -
    
    -
    
    -
    
    -
    
    (1,151,835)
    
    (48,207)
    
    (1,200,042)Balance
    November 30, 2009
    -
    $
    -
    
    62,597,764
    $
    626
    $
    1,199,268
    $
    145,512
    $
    (3,290,211)
    $
    (109,508)
    $
    (2,054,313)Seeaccompanying notes to consolidated financial statements.




**HIPSO MULTIMEDIA, INC. AND SUBSIDIARY**Consolidated Statements of Cash FlowsBack to Table of ContentsFor
    the Years Ended November 30, 2010 and 2009**IN US$****November 30, 2010**
    
    **November 30, 2009**Net loss
    $
    (1,151,835)
    $
    (1,020,623)Cash flows from operating activities:Adjustments to reconcile net loss to cash used in operating
      activities:Depreciation and amortization
    
    92,446
    
    86,085Stock based compensation and shares issued for services
    
    214,400
    
    331,179Contributed expenses by management
    
    40,860
    
    40,860Changes in operating assets and liabilities:Accounts receivable
    
    16,078
    
    42,581Prepaid expenses and other current assets
    
    31,360
    
    (24,903)Accounts payable
    and accrued expenses
    
    164,746
    
    198,877Net cash used in operating activities
    
    (591,945)
    
    (345,944)Cash flow from investing activities:Deferred development
    
    -
    
    -Net cash provided by investing activities
    
    -
    
    -Cash flows from financing activities:Increase in cash overdraft
    
    (361)
    
    361Cash received for common stock
    
    338,282
    
    25,000Loan payable to bank
    
    (270,639)
    
    (200,720)Loan
    payable to shareholder
    
    542,632
    
    578,859Net cash provided
    by financing activities
    
    609,914
    
    403,500Effect of exchange rate on cash
    
    (4,964)
    
    (57,575)Increase (decrease) increase in cash
    
    13,005
    
    (19)Cash - beginning of year
    
    -
    
    19Cash - end of the year
    $
    13,005
    $
    0SUPPLEMENTAL DISCLOSURE OF CASH
    FLOW INFORMATION:Cash paid for
    interest
    $
    7,732
    $
    20,162NONCASH OPERATING AND FINANCING
    ACTIVITIES:Conversion of
    liability for additional paid in capital
    $
    40,000
    $
    -See accompanying
    notes to consolidated financial statements.




HIPSO MULTIMEDIA, INC. AND SUBSIDIARYCONSOLIDATED FINANCIAL STATEMENTSBack to Table of Contents**FOR THE YEARS ENDED NOVEMBER 30, 2010 AND 2009** NOTE 1 - ORGANIZATION AND BASIS OF PRESENTATION HIPSO Multimedia, Inc. (the Company)
formerly Physicians Remote Solutions, Inc., a Florida Corporation incorporated in April
2005, operates a triple play network providing digital TV, voice over internet
protocol (VoIP) and a high speed internet access all via fiber optic cable. The Company
targets the multi-dwelling unit market in Montreal and eventually throughout the Canadian
market. The Company offers its retail customer base a bundled package including IP
telephony, internet bandwidth in 5 and 10 megabytes per second (Mbps) increments and 83
television channels. The Company also targets hotels, hospitals and retirement homes by
offering bulk long-term agreements to their connected customers. The Company is now offering and delivering high speed
internet, telephone and high definition TV in one package to over 1,500 subscribers on a
recurring revenue model. The Company is now launching the second phase of its
international business plan. They have completed the design and engineering of the next
phase of the network deployment. The Company is expanding its business from being a retail
triple play service provider to adding and becoming a wholesale supplier of
IPTV (Internet Protocol Television) services to thousands of North American ISPs
(Internet Service Providers) and small rural telecommunication companies that currently
cannot offer these needed services to their customer base. The Company is currently in
negotiations with service providers for long-term delivery of IPTV services. In addition,
the Company has secured a North American distributor license agreement from Oriana
Technologies, the licensee of Select TV S.A., for the distribution of the most
advanced IP Set top box available on the market. On June 2, 2008, the Company entered into a share
exchange agreement with Valtech Communications, Inc. (Valtech) and issued
40,000,000 shares of its common stock to acquire Valtech. In connection with the share
exchange agreement, Valtech became a wholly owned subsidiary of the Company and the
Valtech officers and directors became the officers and directors of the Company. Prior to
the merger, the Company had not generated any revenues. As a result of the transaction
(the reverse merger) and for accounting purposes, the reverse merger has been
treated as an acquisition of the Company by Valtech and a recapitalization of the Company.
The historical financial statements are those of Valtech. Since the reverse merger is a
recapitalization and not a business combination, pro-forma information is not presented. Effective July 1, 2009, the Company adopted the
Financial Accounting Standards Board (FASB) Accounting Standards Codification
(ASC) 105-10, Generally Accepted Accounting Principles  Overall
(ASC 105-10). ASC 105-10 establishes the FASB Accounting Standards
Codification (the Codification) as the source of authoritative accounting
principles recognized by the FASB to be applied by nongovernmental entities in the
preparation of financial statements in conformity with U.S. GAAP. Rules and interpretive
releases of the SEC under authority of federal securities laws are also sources of
authoritative U.S. GAAP for SEC registrants. All guidance contained in the Codification
carries an equal level of authority. The Codification superseded all existing non-SEC
accounting and reporting standards. All other non-grandfathered, non-SEC accounting
literature not included in the Codification is non-authoritative. The FASB will not issue
new standards in the form of Statements, FASB Positions or Emerging Issue Task Force
Abstracts. Instead, it will issue Accounting Standards Updates (ASUs). The
FASB will not consider ASUs as authoritative in their own right. ASUs will serve only to
update the Codification, provide background information about the guidance and provide the
bases for conclusions on the change(s) in the Codification. References made to FASB
guidance throughout this document have been updated for the Codification.  Going Concern As shown in the accompanying consolidated financial
statements the Company has incurred net losses of $1,151,835 and $1,020,623 for the years
ended November 30, 2010 and 2009, and has a working capital deficiency of $2,182,746 as of
November 30, 2010. Managements plans include the raising of capital
through the equity markets to fund future operations and generating adequate revenues
through its business. Even if the Company does not raise sufficient capital to support its
operating expenses and generate adequate revenues, there can be no assurance that the
revenue will be sufficient to enable it to develop business to a level where it will
generate profits and cash flows from operations. These matters raise substantial doubt
about the Companys ability to continue as a going concern. However, the accompanying
consolidated financial statements have been prepared on a going concern basis, which
contemplates the realization of assets and satisfaction of liabilities in the normal
course of business. These financial statements do not include any adjustments relating to
the recovery of the recorded assets or the classification of the liabilities that might be
necessary should the Company be unable to continue as a going concern.  NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The consolidated financial statements include the
accounts of the Company and its subsidiary. All significant intercompany accounts and
transactions have been eliminated in consolidation.  Use of Estimates The preparation of financial statements in conformity
with accounting principles generally accepted in the United States of America 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. On an on-going basis, the Company evaluates its estimates, including,
but not limited to, those related to investment tax credits, bad debts, income taxes and
contingencies. The Company bases its estimates on historical experience and on various
other assumptions that are believed to be reasonable under the circumstances, the results
of which form the basis for making judgments about the carrying value of assets and
liabilities that are not readily apparent from other sources. Actual results could differ
from those estimates.  Cash and Cash Equivalents The Company considers all highly liquid debt instruments
and other short-term investments with an initial maturity of three months or less to be
cash equivalents.  Comprehensive Income The Company adopted ASC 220-10, Reporting
Comprehensive Income, (formerly SFAS No. 130). ASC 220-10 requires the reporting of
comprehensive income in addition to net income from operations. Comprehensive income is a more inclusive financial
reporting methodology that includes disclosure of information that historically has not
been recognized in the calculation of net income.  Fair Value of Financial Instruments The carrying amounts reported in the consolidated
balance sheets for cash and cash equivalents, accounts receivable and accounts payable
approximate fair value because of the immediate or short-term maturity of these financial
instruments. For the loans payable, the carrying amount reported is based upon the
incremental borrowing rates otherwise available to the Company for similar borrowings.  Currency Translation For subsidiaries outside the United States that prepare
financial statements in currencies other than the U.S. dollar, the Company translates
income and expense amounts at average exchange rates for the year, translates assets and
liabilities at year-end exchange rates and equity at historical rates. The Companys
functional currency is the Canadian dollar, while the Company reports its currency in the
US dollar. The Company records these translation adjustments as accumulated other
comprehensive income (loss). Gains and losses from foreign currency transactions are
included in other income (expense) in the results of operations.  Revenue Recognition The Company receives revenue from subscribers to its
triple play network in which it provides digital TV, voice over internet protocol (VoIP),
and high speed internet access, all via fiber optic cable. The Company bills its
subscribers on a monthly basis and recognizes the monthly revenue based upon the specific
plan selected by the subscriber. The Company additionally provides contracted services to
wire commercial buildings with fiber optic cable in order to provide for similar services.  Accounts Receivable The Company conducts business and extends credit based
on an evaluation of the customers financial condition, generally without requiring
collateral. Exposure to losses on receivables is expected to vary by
customer due to the financial condition of each customer. The Company monitors exposure to
credit losses and maintains allowances for anticipated losses considered necessary under
the circumstances. The Company has an allowance for doubtful accounts of $9,807 at
November 30, 2010. Accounts receivable are generally due within 30 days and
collateral is not required. Unbilled accounts receivable represents amounts due from
customers for which billing statements have not been generated and sent to the customers.  Income Taxes The Company accounts for income taxes utilizing the
liability method of accounting. Under the liability method, deferred taxes are determined
based on differences between financial statement and tax bases of assets and liabilities
at enacted tax rates in effect in years in which differences are expected to reverse.
Valuation allowances are established, when necessary, to reduce deferred tax assets to
amounts that are expected to be realized.  Advertising Costs The Company expenses the costs associated with
advertising as incurred. Advertising expenses for the years ended November 30, 2010 and
2009 are included in selling and promotion expenses in the consolidated statements of
operations.  Fixed Assets Fixed assets are stated at cost. Depreciation is
computed using the straight-line method over the estimated useful lives of the assets;
office and computer equipment  5 years. When assets are retired or otherwise disposed of, the
costs and related accumulated depreciation are removed from the accounts, and any
resulting gain or loss is recognized in income for the period. The cost of maintenance and
repairs is charged to income as incurred; significant renewals and betterments are
capitalized. Deduction is made for retirements resulting from renewals or betterments.  Impairment of Long-Lived Assets Long-lived assets, primarily fixed assets, are reviewed
for impairment whenever events or changes in circumstances indicate that the carrying
amount of the assets might not be recoverable. The Company does perform a periodic
assessment of assets for impairment in the absence of such information or indicators.
Conditions that would necessitate an impairment assessment include a significant decline
in the observable market value of an asset, a significant change in the extent or manner
in which an asset is used, or a significant adverse change that would indicate that the
carrying amount of an asset or group of assets is not recoverable. For long-lived assets
to be held and used, the Company recognizes an impairment loss only if its carrying amount
is not recoverable through its undiscounted cash flows and measures the impairment loss
based on the difference between the carrying amount and estimated fair value.  Loss Per Share of Common Stock Basic net loss per common share is computed using the
weighted average number of common shares outstanding. Diluted earnings per share (EPS)
includes additional dilution from common stock equivalents, such as stock issuable
pursuant to the exercise of stock options and warrants. Common stock equivalents were not
included in the computation of diluted earnings per share when the Company reported a loss
because to do so would be antidilutive for periods presented. The following is a reconciliation of the computation for
basic and diluted EPS: **November
    30, 2010**
    
    **November
    30, 2009**Net loss
    $
    (1,151,835)
    $
    (1,020,623)Weighted-average common shares outstanding (basic)
    
    58,431,597
    
    56,073,152Weighted-average common stock equivalentsStock options
    
    2,140,000
    
    1,450,000Warrants
    
    2,514,256
    
    -Weighted-average common shares outstanding (diluted)
    
    63,085,853
    
    57,523,152  Stock-Based Compensation In 2006, the Company adopted the provisions of ASC 718-10 Share
Based Payments for its year ended November 30, 2008. The adoption of this
principle had no effect on the Companys operations. The Company has elected to use the modifiedprospective approach
method. Under that transition method, the calculated expense in 2006 is equivalent to
compensation expense for all awards granted prior to, but not yet vested as of January 1,
2006, based on the grant-date fair values. Stock-based compensation expense for all awards
granted after January 1, 2006 is based on the grant-date fair values. The Company
recognizes these compensation costs, net of an estimated forfeiture rate, on a pro rata
basis over the requisite service period of each vesting tranche of each award. The Company
considers voluntary termination behavior as well as trends of actual option forfeitures
when estimating the forfeiture rate. The Company measures compensation expense for its non-employee
stock-based compensation under ASC 505-50, Accounting for Equity Instruments that
are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling, Goods or
Services. The fair value of the option issued is used to measure the
transaction, as this is more reliable than the fair value of the services received. The
fair value is measured at the value of the Companys common stock on the date that
the commitment for performance by the counterparty has been reached or the
counterpartys performance is complete. The fair value of the equity instrument is
charged directly to expense and additional paid-in capital.  Segment Information The Company follows the provisions of ASC 280-10, Disclosures
about Segments of an Enterprise and Related Information. This standard requires
that companies disclose operating segments based on the manner in which management
disaggregates the Company in making internal operating decisions. As of November 30, 2010
and for the years ended November 30, 2010 and 2009, the Company operates in only one
segment and in only one geographical location.  Reclassifications The Company has reclassified certain amounts in their consolidated
statement of operations for the years ended November 30, 2009 to conform with the November
30, 2010 presentation. These reclassifications had no effect on the net loss for the year
ended November 30, 2009.  Uncertainty in Income Taxes The Company follows ASC 740-10, Accounting for Uncertainty in
Income Taxes (ASC 740-10). This interpretation requires recognition and
measurement of uncertain income tax positions using a more-likely-than-not
approach. ASC 740-10 is effective for fiscal years beginning after December 15, 2006.
Management has adopted ASC 740-10 for 2009, and they evaluate their tax positions on an
annual basis, and has determined that as of November 30, 2010, no additional accrual for
income taxes other than the federal and state provisions and related interest and
estimated penalty accruals is not considered necessary.  Fair Value Measurements In September 2006, ASC issued 820, Fair Value Measurements. ASC
820 defines fair value, establishes a framework for measuring fair value in generally
accepted accounting principles, and expands disclosure about fair value measurements. This
statement is effective for financial statements issued for fiscal years beginning after
November 15, 2007. Early adoption is encouraged. The adoption of ASC 820 is not expected
to have a material impact on the financial statements. In February 2007, ASC issued 825-10, The Fair Value Option for
Financial Assets and Financial Liabilities  Including an amendment of ASC 320-10,
(ASC 825-10) which permits entities to choose to measure many financial
instruments and certain other items at fair value at specified election dates. A business
entity is required to report unrealized gains and losses on items for which the fair value
option has been elected in earnings at each subsequent reporting date. This statement is
expected to expand the use of fair value measurement. ASC 825-10 is effective for
financial statements issued for fiscal years beginning after November 15, 2007, and
interim periods within those fiscal years.  Recent Accounting Pronouncements In December 2007, the ASC issued ASC 810-10-65, Noncontrolling
Interests in Consolidated Financial Statements. ASC 810-10-65 establishes accounting
and reporting standards for ownership interests in subsidiaries held by parties other than
the parent, changes in a parents ownership of a noncontrolling interest, calculation
and disclosure of the consolidated net income attributable to the parent and the
noncontrolling interest, changes in a parents ownership interest while the parent
retains its controlling financial interest and fair value measurement of any retained
noncontrolling equity investment. ASC 810-10-65 is effective for financial statements
issued for fiscal years beginning after December 15, 2008, and interim periods within
those fiscal years. Early adoption is prohibited. Management is determining the impact
that the adoption of ASC 810-10-65 will have on the Companys financial position,
results of operations or cash flows. In December 2007, the Company adopted ASC 805,Business Combinations
(ASC 805). ASC 805 retains the fundamental requirements that the acquisition
method of accounting be used for all business combinations and for an acquirer to be
identified for each business combination. ASC 805 defines the acquirer as the entity that
obtains control of one or more businesses in the business combination and establishes the
acquisition date as the date that the acquirer achieves control.  ASC 805 will
require an entity to record separately from the business combination the direct costs,
where previously these costs were included in the total allocated cost of the
acquisition.  ASC 805 will require an entity to recognize the assets acquired,
liabilities assumed, and any non-controlling interest in the acquired at the acquisition
date, at their fair values as of that date. ASC 805 will require an entity to recognize as an asset or liability at
fair value for certain contingencies, either contractual or non-contractual, if certain
criteria are met.  Finally, ASC 805 will require an entity to recognize
contingent consideration at the date of acquisition, based on the fair value at that
date.  This will be effective for business combinations completed on or after
the first annual reporting period beginning on or after December 15,
2008.  Early adoption is not permitted and the ASC is to be applied
prospectively only.  Upon adoption of this ASC, there would be no impact to the
Companys results of operations and financial condition for acquisitions previously
completed.  The adoption of ASC 805 is not expected to have a material effect on
the Companys financial position, results of operations or cash flows. In March 2008, ASC issued ASC 815, Disclosures about Derivative
Instruments and Hedging Activities, (ASC 815). ASC 815 requires
enhanced disclosures about an entitys derivative and hedging activities. These
enhanced disclosures will discuss: how and why an entity uses derivative instruments; how
derivative instruments and related hedged items are accounted for and its related
interpretations; and how derivative instruments and related hedged items affect an
entitys financial position, financial performance, and cash flows. ASC 815 is
effective for financial statements issued for fiscal years and interim periods beginning
after November 15, 2008. The Company does not believe that ASC 815 will have an impact on
their results of operations or financial position. In April 2008, ASC 350-30 was issued, Determination of the Useful
Life of Intangible Assets. The Company was required to adopt ASC 350-30 on December
1, 2008. The guidance in ASC 350-30 for determining the useful life of a recognized
intangible asset shall be applied prospectively to intangible assets acquired after
adoption, and the disclosure requirements shall be applied prospectively to all intangible
assets recognized as of, and subsequent to, adoption. The Company does not believe ASC
350-30 will materially impact their financial position, results of operations or cash
flows. In May 2008, ASC 470-20 was issued, Accounting for Convertible
Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash
Settlement) (ASC 470-20). ASC 470-20 requires the issuer of certain
convertible debt instruments that may be settled in cash (or other assets) on conversion
to separately account for the liability (debt) and equity (conversion option) components
of the instrument in a manner that reflects the issuers non-convertible debt
borrowing rate. ASC 470-20 is effective for fiscal years beginning after December 15, 2008
on a retroactive basis. The Company does not believe that the adoption of ASC 470-20 will
have a material effect on its financial position, results of operations or cash flows. In June 2008, ASC 815-40 was issued, Determining Whether an
Instrument (or Embedded Feature) Is Indexed to an Entitys Own Stock (ASC
815-40), which supersedes the definition in ASC 605-50 for periods beginning after
December 15, 2008. The objective of ASC 815-40 is to provide guidance for determining
whether an equity-linked financial instrument (or embedded feature) is indexed to an
entitys own stock and it applies to any freestanding financial instrument or
embedded feature that has all the characteristics of a derivative in accordance with ASC
815-20. ASC 815-40 also applies to any freestanding financial instrument that
is potentially settled in an entitys own stock. The Company believes that ASC
815-40, will not have a material impact on their financial position, results of operations
and cash flows. In June 2008, ASC 470-20-65 was issued, Accounting for Convertible
Securities with Beneficial Conversion Features or Contingently Adjustable Conversion
Ratios (ASC 470-20-65). ASC 470-20-65 is effective for years ending after
December 15, 2008. The overall objective of ASC 470-20-65 is to provide for consistency in
application of all the standards issued for convertible securities. The Company has
computed and recorded a beneficial conversion feature in connection with certain of their
prior financing arrangements and does not believe that ASC 470-20-65 will have a material
effect on that accounting. Effective April 1, 2009, the Company adopted ASC 855, Subsequent
Events (ASC 855). ASC 855 establishes general standards of accounting for
and disclosure of events that occur after the balance sheet date but before financial
statements are issued or are available to be issued. It requires disclosure of the date
through which an entity has evaluated subsequent events and the basis for that date 
that is, whether that date represents the date the financial statements were issued or
were available to be issued. This disclosure should alert all users of financial
statements that an entity has not evaluated subsequent events after that date in the set
of financial statements being presented. Adoption of ASC 855 did not have a material
impact on the Companys results of operations or financial condition. Effective July 1, 2009, the Company adopted FASB ASU No. 2009-05, Fair
Value Measurement and Disclosures (Topic 820) (ASU 2009-05). ASU 2009-05
provided amendments to ASC 820-10, Fair Value Measurements and Disclosures 
Overall, for the fair value measurement of liabilities. ASU 2009-05 provides
clarification that in circumstances in which a quoted market price in an active market for
the identical liability is not available, a reporting entity is required to measure fair
value using certain techniques. ASU 2009-05 also clarifies that when estimating the fair
value of a liability, a reporting entity is not required to include a separate input or
adjustment to other inputs relating to the existence of a restriction that prevents the
transfer of a liability. ASU 2009-05 also clarifies that both a quoted price in an active
market for the identical liability at the measurement date and the quoted price for the
identical liability when traded as an asset in an active market when no adjustments to the
quoted price of the asset are required for Level 1 fair value measurements. Adoption of
ASU 2009-05 did not have a material impact on the Companys results of operations or
financial condition. In January 2010, the Company adopted FASB ASU No. 2010-06, Fair
Value Measurement and Disclosures (Topic 820)- Improving Disclosures about Fair Value
Measurements(ASU 2010-06). These standards require new disclosures on the
amount and reason for transfers in and out of Level 1 and 2 fair value measurements. The
standards also require new disclosures of activities, including purchases, sales,
issuances, and settlements within the Level 3 fair value measurements. The standard also
clarifies existing disclosure requirements on levels of disaggregation and disclosures
about inputs and valuation techniques. These new disclosures are effective beginning with
the first interim filing in 2010. The disclosures about the rollforward of information in
Level 3 are required for the Company with its first interim filing in 2011. The Company
does not believe this standard will impact their financial statements. In February 2010, the FASB issued ASU 2010-09, Subsequent Events
(Topic 855): Amendments to Certain Recognition and Disclosure Requirements. This
update addresses both the interaction of the requirements of Topic 855, Subsequent
Events, with the SECs reporting requirements and the intended breadth of the
reissuance disclosures provision related to subsequent events (paragraph 855-10-50-4). The
amendments in this update have the potential to change reporting by both private and
public entities, however, the nature of the change may vary depending on facts and
circumstances. Adoption of ASU 2010-09 did not have a material impact on the
Companys consolidated results of operations or financial condition. Other ASUs that have been issued or proposed by the FASB ASC that
do not require adoption until a future date and are not expected to have a material impact
on the financial statements upon adoption.  NOTE 3 - FIXED ASSETS Fixed assets as of November 30, 2010 and 2009 were as follows: **Estimated
    Useful****Lives (Years)**
    
    **November 30, 2010**
    
    **November 30, 2009**Computer
    and office equipment
    5
    $
    31,758
    $
    30,829Less:
    accumulated depreciation
    
    
    25,429
    
    18,520Property
    and equipment, net
    
    $
    6,329
    $
    12,309 There was $6,289 and $5,818 charged to operations for depreciation
expense for the years ended November 30, 2010 and 2009, respectively.  NOTE 4 - DEFERRED COSTS Deferred costs as of November 30, 2010 and 2009 were as follows: **November 30, 2010**
    
    **November 30, 2009**Deferred
    Costs
    $
    447,934
    $
    434,831Less:
    accumulated depreciation
    
    325,830
    
    231,846Property
    and equipment, net
    $
    122,104
    $
    202,985 There was $86,157 and $80,266 charged to operations for amortization
expense for the years ended November 30, 2010 and 2009, respectively.  NOTE 5 - RELATED PARTY LOANS As of November 30, 2010, the four principal shareholders of the Company
had advanced $1,697,980 to the Company for working capital purposes. These loans bear
interest at an annual rate of 10% for individual amounts exceeding $150,000 (CDN$)
($146,145 (US$)). The loans have no specific terms of repayment and are unsecured.
Interest expense for the years ended November 30, 2010 and 2009 were $120,775 and $30,879,
respectively. Accrued interest on these loans as of November 30, 2010 was $157,075.  NOTE 6 - LOAN PAYABLE - BANK The Company had an overdraft facility with a Canadian bank for $500,000
(CDN$)) and converted this facility to an Operating Loan in April 2009. The loan is
payable in monthly installments of $27,778 (CD$) through September 2010. In addition,
interest will be charged at 4% over the banks prime lending rate and the Company
will be charged monthly fees of approximately $150 per month. The loan was paid in full in
September 2010. The loan was personally guaranteed by three principal shareholders. Interest expense on the loan payable / line of credit for the years
ended November 30, 2010 and 2009 were $7,732 and $20,162, respectively.  NOTE 7 - COMMITMENTS Employment Agreement The Companys subsidiary, Valtech has an employment agreement with
its Chief Executive Officer. The agreement commenced October 1, 2006 and terminated
September 30, 2007. The agreement is renewable upon mutual agreement of the Company and
its Chief Executive Officer. The original agreement provided for a salary of $80,000 plus
benefits. The agreement has been renewed through September 30, 2010.  Office Space The Company occupies approximately 2,500 square feet of office space
owned by a company that is owned by a shareholder of the Company. The occupancy is on a
month-to-month basis, without a lease and without payment of rent. The Company has
occupied the space since February 1, 2008. Accordingly, a rent expense was recorded at the
fair value of the applicable rent and with an offset to additional paid-in capital.  Consulting Agreements The Company has entered into consulting agreements for a period of no
more than 6 months with various consultants. These agreements require the Company to pay
for the consulting services and issue shares of common stock and stock options over the
period of the agreements.  Service Agreement In July 2009, the Companys subsidiary, Valtech Communications,
Inc. entered into a written agreement with Groupe Canvar Inc. (a related party through
common ownership). The agreement provides for Groupe Canvar, Inc. to provide brochures,
price lists, contact information and other literature relating to Valtech Communications,
Inc. services to the tenants leasing the apartments or office space in the buildings owned
by Groupe Canvar, Inc. In addition, the agreement provides for Valtech Communications,
Inc. to install wiring in new and refurbished buildings owned by Groupe Canvar, Inc. to
their server for these services. All pricing is at the same terms as those for Valtech
Communications, Inc. other customers. The agreement was to expire July 2010, and was
extended for another two years through July 2012.  Financing Agreement On June 15, 2010, the Company entered into an Engagement Agreement with
DME Securities LLC (DME) to raise $10,000,000 in debt or equity financing on a
best efforts basis. The Engagement Agreement terminates on May 31, 2011 and the Company is
responsible to pay a 10% success fee upon the successful completion of the Placement of
funds. DME is also to receive Placement Agent Warrants upon the Placement. DME has not
able to raise any funds for the Company as of November 30, 2010. On August 18, 2010, the Company executed an equity financing commitment
of up to $5,000,000 from Dutchess Capital through its Dutchess Opportunity Fund, L.P. The
commitment has a 3 year term, and the Company may sell its shares of common stock to
Dutchess Capital up to the total committed amount. The Company will determine, at its sole
discretion, the amount and timing of any sales of these shares. The purchase price of the
shares shall be set at 95% of the lowest daily VWAP of the common stock of the Company
during the 5 consecutive trading days immediately after the put date as defined in the
term sheet. The Company has not sold any shares under this term sheet as of November 30,
2010. On October 12, 2010, the Company entered into an agreement with
Notre-Dame Capital Inc. to raise $15,000,000 through an equity and debt financing on a
best effort basis. The debentures will be offered in tranches of $50,000 and will bear
interest at a rate of 8% per annum, payable quarterly in arrears, and maturing five years
from the date of issuance. The principal amount of each debenture will be convertible into
common shares of the Companys stock at the option of the holder. The conversion
price will be $0.25 per share for the first two years from the date of issuance, and
thereafter at a price per share of $0.30 until maturity. In connection with the financing, Notre-Dame Capital Inc. will receive
a cash fee equal to 8% of the gross proceeds raised under the offering plus 4% warrants of
the raised funds. Each warrant entitling Notre-Dame Capital Inc. to purchase one share of
common stock. The warrants will be exercisable at the financing price for a period of
three years after the closing of the financing. In addition to the proposed financing,
Notre-Dame Capital Inc. and its affiliates have purchased 3,000,000 common shares of the
Company from the directors of the Company. As of November 30, 2010, there has been no
money raised under this proposed financing. The Company on November 15, 2010 has entered into a Professional IR
Industrial Relations Service Agreement with Constellation Asset Management, LLC and a
Professional Consulting Services Agreement with Jens Dalsgaard, the principal of
Constellation Asset Management, LLC for a period of 90 days, renewable for successive 90
day periods. Under the agreements, the services to be provided to the Company include; the
identification of and presenting of potential business entities to enter into advantageous
partnerships with the Company, including but not exclusive to, strategic marketing and
sales alliances, joint ventures and/or mergers.; advising the Company on product or
corporate image advertising; advising the Company on matters pertaining to business
development, strategy or compensation; assistance with business plans and shareholder
advice and assistance in drafting press releases and various communications to the
shareholders. The Company issued to both Constellation and to Mr. Dalsgaard 570,000
shares of common stock under both agreements as compensation for the services being
provided.  Litigation On April 7, 2008, the Company entered into a consulting agreement with Thomas Klein and
Arshad Shaw (the Consultants), pursuant to which each Consultant was issued
300,000 restricted shares of the Companys common stock, granted options to purchase
500,000 shares and options to purchase additional shares during the period commencing May
1, 2008 through October 1, 2008. As a result of the failure of Consultants to provide the
services required under the consulting agreement, the Company terminated the consulting
agreement on August 28, 2008. The Company commenced a lawsuit against the Consultants and the former transfer agent
for its common stock and filed an amended complaint on February 3, 2009, alleging, among
other things, non-performance by the Consultants of their obligations under the consulting
agreement and their failure to pay for the initial 500,000 options that each exercised. On August 30, 2009, the Court entered a default judgment against the defendants which
provide for an injunction against the transfer agent ordering it not to lift restrictions
on the certificates evidencing the 300,000 restricted shares of common stock issued to and
the 500,000 shares underlying the options granted to each Consultant. On January 26, 2011,
the successor transfer agent cancelled the restricted shares in the Consultants
names. On March 1, 2011, attorneys for the Consultants filed a motion seeking legal fess
from the Company not to exceed $1,762.50.  NOTE 8 - STOCKHOLDERS DEFICIT Common Stock As of November 30, 2010, the Company has 100,000,000 shares of common
stock authorized with a par value of $.00001. The Company has 62,597,764 shares issued and
outstanding as of November 30, 2010. During the quarter ended November 30, 2010, the Company issued: The Company issued shares under a private placement memorandum dated
April 5, 2010 to various individuals totaling 2,514,256 shares (of which 2,314,256 shares
were accrued for during the year) of common stock at a price of $0.125 per share
($314,282). The individuals also were issued 2,514,256 warrants that expire in 3 years at
an exercise price of $0.20 per share. The Company also issued 1,440,000 shares of stock to consultants at
$0.06 to $0.12 per share at a value of $154,800 for services rendered to the Company. The Company converted $40,000 of a stock liability to officers to
additional paid-in capital during the quarter ended November 30, 2010. During the quarter ended November 30, 2010, the Company occupied office
space owned by a principal shareholder, and recorded $10,215 of rent expense as
contributed capital for the space. During the quarter ended August 31, 2010, the Company issued: The Company accrued the issuance of shares under a private placement
memorandum dated April 5, 2010 to various individuals totaling 1,934,256 shares of common
stock at a price of $0.125 per share ($241,782) for funds received during the quarter.
These were reflected in the liability for stock to be issued. During the quarter ended August 31, 2010, the Company occupied office
space owned by a principal shareholder, and recorded $10,215 of rent expense as
contributed capital for the space. During the quarter ended May 31, 2010, the Company issued: The Company accrued the issuance of shares under a private placement
memorandum dated April 5, 2010 to various individuals totaling 380,000 shares of common
stock at a price of $0.125 per share ($47,500) for funds received during the quarter.
These were reflected in the liability for stock to be issued. In addition, the Company
issued common stock for the quarter ended May 31, 2010 at $0.14 per share for a total
value of $14,000 to consultants for services rendered per their agreements; and 90,000 in
the exercise of stock options for $12,600. The Company reduced an invoice for the payment of $12,600 associated
with 90,000 of these options. The Company also received $24,000 for the issuance of
500,000 shares of common stock. During the quarter ended May 31, 2010, the Company occupied office
space owned by a principal shareholder, and recorded $10,215 of rent expense as
contributed capital for the space. During the quarter ended February 28, 2010, the Company issued: 160,000 shares of common stock issued for the quarter ended February
28, 2010 at $0.06 per share for a total value of $9,600 to consultants for services
rendered per their agreements; and 590,000 in the exercise of stock options for $30,400.
Of the $30,400, the Company reduced an invoice for the payment of $5,400 associated with
90,000 of these options, and the remaining $25,000 is reflected as a subscription
receivable for the exercise of 500,000 options. The Company also recorded $6,000 in stock
based compensation for the value of an additional 100,000 options that vested in February
2010. During the quarter ended February 28, 2010, the Company occupied office
space owned by a principal shareholder, and recorded $10,215 of rent expense as
contributed capital for the space. During the quarter ended November 30, 2009, the Company issued: 480,000 shares of common stock to various consultants for services
rendered. These shares were valued at their market prices of $0.105 and $0.16 per share,
or $66,900, at the date of issue. In addition, 250,000 shares were issued for $25,000 cash
received in August 2009. During the quarter ended November 30, 2009, the Company occupied office
space owned by a principal shareholder, and recorded $10,215 of rent expense as
contributed capital for the space. During the quarter ended August 31, 2009, the Company issued: 1,100,000 shares of common stock to various consultants including
attorneys for services rendered. These shares were valued at their market prices of $0.15
and $0.16 per share, or $167,000, at the date of issue. During the quarter ended August 31, 2009, the Company occupied office
space owned by a principal shareholder, and recorded $10,215 of rent expense as
contributed capital for the space. $3,257 in stock based compensation was recognized for services
performed for which shares were issued in the prior year. During the quarter ended May 31, 2009, the Company occupied office
space owned by a principal shareholder, and recorded $10,215 of rent expense as
contributed capital for the space. $1,890 in stock based compensation was recognized for services
performed for which shares were issued in the prior year. During the quarter ended February 28, 2009, the Company issued: 100,000 shares of common stock to the President and CEO for services.
These shares were valued at their market price of $0.21 per share, or $21,000, at the date
of issue. 85,000 shares of common stock for legal services. These shares were
valued at their market price of $0.17 per share, or $14,450, at the date of issue. 300,000 shares of common stock to exercise stock options. The Company
did not receive the required option payment of $15,000 from the consultant and thus
included these amounts as administrative expenses. During the quarter ended February 28, 2009, the Company occupied office
space owned by a principal shareholder, and recorded $10,215 of rent expense as
contributed capital for the space. $12,156 in stock based compensation was recognized for services
performed for which shares were issued in the prior year. In connection with the consulting agreement dated August 8, 2008, referenced in Note
7-Litigation above, the Company granted the two Consultants options to purchase a total of
2,400,000 stock options, of which 1,000,000 options vested upon the execution of the
consulting agreement and were exercised, 400,000 options vested on May 1, 2008, and the
balance was to vest at the rate of 200,000 per month commencing June 1, 2008 through
October 1, 2008. The Company commenced a lawsuit against the Consultants as a result of
their failure to perform in accordance with the consulting agreement and failure to pay
the option exercise price of $60,000 in connection with the exercise of the initial
1,000,000 options. The Company has reflected a $36,000 charge for the value of the restricted shares, and
$22,820 for the fair value of the stock options. In addition, the $60,000 has been
recorded for the amount due for the option exercise price the consultants have not paid.
Effective January 26, 2011, the transfer agent cancelled the 2 certificates evidencing
500,000 restricted shares in the name of each Consultant pursuant to a Court order. On March 31, 2008, the Company issued 120,000 restricted shares of its
common stock in connection with internal accounting services commencing March 18, 2008 for
one year. Stock based compensation in the amount of $5,188 was recorded as compensation
expense for the year ended November 30, 2008, with the remaining $2,012 to be expensed in
the year ending November 30, 2009. The shares were valued at $0.06 per share, the current
market value on the date of issuance. On August 25, 2008, the Company issued 50,000 restricted shares of its
common stock in connection with an agreement for investor relations services commencing
August 25, 2008 for one year. Stock based compensation in the amount of $1,993 was
recorded as compensation expense for the year ended November 30, 2008, with the remaining
$5,507 to be expensed in the year ending November 30, 2009. The shares were valued at
$0.15 per share, the current market value on the date of issuance. On August 25, 2008, the Company issued 250,000 free-trading shares of
its common stock in connection with the exercise of stock options. On November 4, 2008, the Company issued 250,000 free-trading shares of
its common stock in connection with the exercise of stock options.  Stock Options The Company accounts for stock-based compensation using the fair value
method. The fair value method requires the cost of employee services received for awards
of equity instruments, such as stock options and restricted stock, to be recorded at the
fair value on the date of the grant. The value of restricted stock awards, based upon
market prices, is amortized over the requisite service period. The estimated fair value of stock options and warrants on the grant
date is amortized on a straight line basis over the requisite service period. During the
nine months ended August 31, 2010 and 2009, stock based compensation was $36,000 and $0,
respectively. In February 2010, the Company entered into a few option agreements for
the issuance of options relating to various consulting agreements. The Company is
obligated to issue to consultants in one agreement 270,000 options that vest evenly over a
3-month period of time at a $0.06 exercise price. The Company who is receiving the options
has agreed to reduce their invoices by the cash required to exercise the options. These
options expire in February 2011. In another agreement entered into in February 2010, the Company is
obligated to issue 600,000 options evenly over a 6-month period of time at a $0.06
exercise price. The Company expensed the fair value of these options ($36,000) as of
August 31, 2010 to this consultant. These options also expire February 2011. In February 2010, the Company issued 500,000 options to an individual
at $0.05. The options were exercised. The Company received $25,000 for this exercise. On March 13, 2008, in connection with consulting contracts, 2,400,000
stock options were issued and they have a five-year life, exercisable at $0.06, as
follows: 1,000,000 options vested immediately, 400,000 options vested on May 1, 2008, and
the balance vest 200,000 per month commencing June 1, 2008 through October 1, 2008. These options were valued using the Black-Scholes Pricing Model with
the following assumptions: volatility - 25%; risk free interest rate  2.53%;
expected life  5 years; and dividend yield  0%. Due to the lack of sufficient historical trading information with
respect to its own shares, the Company estimates expected volatility based on a company
believed to have market and economic characteristics similar to its own. Of the 2,400,000 options issued to the two consultants, 1,000,000 of
the options that vested immediately, were exercised upon issuance, however, the Company
has not received the required option payment of $60,000 from the two consultants. As
noted, the Company received a default judgment in an effort to recover this amount. As a
result, and due to the uncertainty of the recovery of the $60,000, the Company has
expensed the entire amount. The remaining 1,400,000 vested but unexercised options were
cancelled effective November 30, 2010. On August 25, 2008 and October 30, 2008, the Company issued a total of
600,000 stock options to two consultants. Of these options, 500,000 vested upon issuance
and the remaining options vest March 4, 2009. These options have a three-year life and are
exercisable at $0.05. These options were issued in the money as the market value of the
underlying shares was $0.18 and $0.14, respectively. The fair value of these options were determined to be the intrinsic
value at the date of issuance, or $32,500 ($0.13 per share) and $22,500 ($0.09 per share)
on August 25, 2008 and October 30, 2008, respectively. Additionally, the Company did not
receive the total required option payments of $25,000 (500,000 options at $0.05). The Company has expensed the entire amount due to the uncertainty of
the collectability of this amount. Of the 600,000 options, 50,000 options remain
unexercised as of May 31, 2010. On December 16, 2008, the Company issued 250,000 options at $0.05
($25,000), which were expensed, and these options were exercised immediately. The following is a summary of the outstanding stock options for the
years ended November 30, 2010 and 2009: **Options**
    
    **Weighted Average Exercise Price**
    
    **Weighted Average Exercise Life**
    
    **Aggregate Intrinsic Value**Outstanding, November 30,
    2009
    1,450,000
    $
    0.06
    
    4.10
    $
    86,500Granted
    1,370,000
    
    0.056
    
    1.00
    
    77,200Exercised
    (680,000)
    
    0.06
    
    1.00
    
    (36,000)Cancelled
    (1,400,000)
    
    0.06
    
    1.00
    
    (84,000)Outstanding, November 30,
    2010
    740,000
    $
    0.06
    
    3.015
    $
    43,700Exercisable, November 30,
    2010
    740,000
    $
    0.06
    
    3.015
    $
    43,700  **Options**
    
    **Weighted Average Exercise Price**
    
    **Weighted Average Exercise Life**
    
    **Aggregate Intrinsic Value**Outstanding, November 30,
    2008
    1,500,000
    $
    0.06
    
    4.87
    $
    121,000Granted
    250,000
    
    0.05
    
    3.00Exercised
    (300,000)
    
    (0.05)
    
    0.00Cancelled
    -
    
    -
    
    -
    
    -Outstanding, November 30,
    2009
    1,450,000
    $
    0.06
    
    4.10
    $
    58,500Exercisable, November 30,
    2009
    1,400,000
    $
    0.06
    
    4.10
    $
    56,000  Warrants The Company entered into private placement agreements with various
individuals through November 30, 2010 for the issuance of 2,514,256 shares of common stock
along with 2,514,256 warrants. The Company received the proceeds of $314,282 for these
units. The warrants expire 3 years from issuance, at an exercise price of $0.20 per share.
The warrants were valued using the black-scholes method and were recorded as additional
paid in capital  warrants of $145,512. The criteria established for the valuation of
these warrants were as follows: risk free interest rate  1.25%; dividend yield
 0%; volatility  185%. The warrants were issued in November, 2010. Common
    Stock Purchase Warrants
    Number of Warrants Outstanding and Exercisable
    
    Date Warrants are Exercisable
    
    Exercise Price
    
    Date Warrants ExpireInvestors from April 5,
    2010 offering
    2,514,256
    
    May to
    September 2010
    
    $ 0.20
    
    May to
    Septembe 20132,514,256  NOTE 9 - PROVISION FOR INCOME TAXES Deferred income taxes are determined using the liability method for the
temporary differences between the financial reporting basis and income tax basis of the
Companys assets and liabilities. Deferred income taxes are measured based on the tax
rates expected to be in effect when the temporary differences are included in the
Companys tax return. Deferred tax assets and liabilities are recognized based on
anticipated future tax consequences attributable to differences between financial
statement carrying amounts of assets and liabilities and their respective tax bases. At November 30, 2010, deferred tax assets consist of the following: Net operating losses
    $
    1,118,672Valuation allowance
    
    (1,118,672)$
    -
 At November 30, 2010, the Company had a net operating loss carryforward
in the approximate amount of $3,290,211, available to offset future taxable income through
2030. The Company established valuation allowances equal to the full amount of the
deferred tax assets due to the uncertainty of the utilization of the operating losses in
future periods. A reconciliation of the Companys effective tax rate as a
percentage of income before taxes and federal statutory rate for the periods ended
November 30, 2010 and 2009 is summarized as follows: **2010**
    
    **2009**Federal statutory rate
    (34.0)%
    
    (34.0)%State income taxes, net
    of federal benefits
    3.3
    
    3.3Valuation allowance
    30.7
    
    30.70%
    
    0%  NOTE 10 - FAIR VALUE MEASUREMENTS On January 1, 2008, the Company adopted ASC 820. ASC 820 defines fair
value, provides a consistent framework for measuring fair value under generally accepted
accounting principles and expands fair value financial statement disclosure requirements.
ASC 820s valuation techniques are based on observable and unobservable inputs.
Observable inputs reflect readily obtainable data from independent sources, while
unobservable inputs reflect our market assumptions. ASC 820 classifies these inputs into
the following hierarchy: Level 1 inputs: Quoted prices for identical instruments in active
markets. Level 2 inputs: Quoted prices for similar instruments in active
markets; quoted prices for identical or similar instruments in markets that are not
active; and model-derived valuations whose inputs are observable or whose significant
value drivers are observable. Level 3 inputs: Instruments with primarily unobservable value drivers.  NOTE 11 - CONCENTRATION OF CREDIT RISK On November 30, 2010, $10,815, or 39% of the Companys accounts
receivable was with two customers. In addition, there was one customer who represented
approximately 56% of the revenue for the year ended November 30, 2010. This customer is
considered a major customer of the Company. On November 30, 2009, $20,156, or 38% of the Companys accounts
receivable were with three customers. Of this amount, $5,677, or 11%, was with a customer
related to a significant shareholder of the Company.  NOTE 12 - SUBSEQUENT EVENTS In December 2010, the Company issued 3,050,000 shares of common stock
to three of its shareholders in conversion of their loans in the amount of $122,200. As a
result of the default judgment received against the two consultants and the former stock
transfer agent, the 600,000 shares issued to the consultants were cancelled on January 26,
2011.




ITEM
9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSUREBack to Table of Contents Not
applicable. ITEM 9A. CONTROLS AND PROCEDURESBack to Table of Contents Evaluation of Disclosure Controls and Procedures
Evaluation of disclosure controls and procedures. As of November 30, 2010, the
Company's chief executive officer/chief financial officer conducted an evaluation
regarding the effectiveness of the Company's disclosure controls and procedures (as
defined in Rules 13a-15(e) or 15d-15(e) under the  Exchange Act. Based upon the
evaluation of these controls and procedures, our chief executive officer/chief financial
officer concluded that our disclosure controls and procedures were effective as of the end
of the fiscal year 2010.
Managements Annual Report on Internal Control Over Financial Reporting


Management is responsible for establishing and maintaining adequate internal control
over financial reporting and for the assessment of the effectiveness of those internal
controls. As defined by the SEC, internal control over financial reporting is a process
designed by our principal executive officer/principal financial officer, who is also
the sole member of our Board of Directors, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of the financial statements in
accordance with U.S. generally accepted accounting principles.

Because of its inherent limitations, internal control over financial reporting may not
prevent or detect misstatements. Also, 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.

Management has assessed the effectiveness of our internal control over financial
reporting as of November 30, 2010. In making this assessment, management used the criteria
set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO)
in Internal Control-Integrated Framework. Based on our assessment and those criteria, we
have concluded that our internal control over financial reporting was effective as of
November 30, 2010.

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


There were no changes in our internal control over financial reporting or in other
factors identified in connection with the evaluation required by paragraph (d) of Exchange
Act Rules 13a-15 or 15d-15 that occurred during the fourth quarter ended November 30, 2010
that have materially affected, or are reasonably likely to materially affect, our internal
control over financial reporting.  **ITEM 9B. OTHER INFORMATION** Back to Table of Contents  None.




PART III  **ITEM
10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT AND CORPORATE GOVERNANCE** Back to Table of Contents **Name**
    **Age**
    
    **Title**Rene Arbic
    58
    
    Chief Executive Officer and
    President and DirectorAlex Kestenbaum
    49
    
    Secretary, Treasurer and DirectorOfficers are not elected for a fixed term of office but hold office until their
successors have been elected.

***Rene Arbic***
has served as President of the Registrant since June 2, 2008. From 2002 to the present he
serves as a member of the board of directors of ISEE3D, a 3D camera development company.
He was a founder in 2006 and serves as President of Valtech Communications Inc., Montreal,
Quebec, Canada, a telecommunications company offering triple play - a
telephony, Internet and IPTV distributor. In 2004, he founded and served as director
general, from 2004 to 2006, of C.E.R., Longueuil, a renewable energy consultant, with
operations in Senegal, Algeria, Comoros, and Madagascar. From 2002 to 2004, Mr. Arbic was
a free lance International telecommunications consultant for companies in Russia,
Slovakia, Senegal, Algeria, and Colombia,). From 2001 to 2002, he was President of GSI
Technologies, an entertainment company. In 1998, he founded and, until 2001 served as President
 & CEO of Bridgepoint International, a telecommunications collocation facilities
builder and operator. In 1997, he founded and managed until1998, Rave Communications
International, a New York and Montreal telecommunications consultancy. He was associated
with Stentor International, Morristown, New Jersey (on loan from Bell Canada) from 1992
to-1997 as Director of Canadian Marketing (1992-1994) and Director of United States
Marketing (1994-1997). From 1990 to 1991, Mr. Arbic was Director National Accounts for
AT&T Montreal; and from 1991 to 1992 director of governmental accounts for Cellular
Canada Montreal. From 1975 to 1990, Mr. Arbic served in various capacities for Bell Canada
including technician, (1975 to 1982); and Director of Sales and Marketing (1984 to 1990).
Mr. Arbic is a 1974 graduate of the Edward Montpetit College of Business Administrations. ***Alex Kestenbaum*** has since June 2,
2008, served as Treasurer of the Registrant. Since 2004 he has served as Vice President
Finance of Canvar Group, Inc., a Montreal, Quebec - based general contractor and
administrator specializing in the construction and renovation in industrial, commercial
and residential development including large-scale projects for developers, institutions
and various governments. From 1997 to 2004, he was Chief Financial Officer, Chief
Information Officer and Controller of Econo-Malls Management Corp., Montreal, Quebec, a
manager of properties it wholly owns on behalf of limited partnerships, joint ventures,
and third parties. From 1990 to 1997, Mr. Kestenbaum was Controller and Financial Manager
of Canvar Groupe Inc. and from 1988 to 1990 was Controller And Property Administrator of
Adlexco Management Ltd., a Montreal-based property manager. From 1984 to 1988 he was
Auditor and an Accountant for Appel & Partners, a chartered accounting firm located in
Montreal. Mr. Kestenbaum received his D. E. C. in Pure and Applied Sciences from Vanier
C.E.G. E. P. in 1981 and his Bachelor of Commerce in Accounting from Concordia University
in 1984. We have not adopted a code of ethics that applies to our
principal executive officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions.




ITEM 11. EXECUTIVE
COMPENSATIONBack to Table of Contents The following table
contains the executive compensation to the chief executive officer of the Company for the
periods set forth below. **Summary Compensation Table**Long TermAnnual Compensation
    Compensation AwardsOther
    Restricted
    SecuritiesAnnual
    Stock
    Underlying
    All OtherSalary
    Bonus
    Compensation
    Award(s)
    Options
    CompensationName and Principal Position
    
    Year
    ($)
    ($)
    ($)
    ($)
    ($)
    ($)Rene
    Arbic, CEO
    
    2010
    80,000
    ---
    ---
    ---
    ---
    80,0002009
    63,744
    ---
    ---
    ---
    ---
    63,7442008
    63,744
    ---
    ---
    ---
    ---
    63,744Alex
    Kestenbaum, CFO
    
    2010
    ---
    ---
    ---
    ---
    ---
    ---2009
    ---
    ---
    ---
    ---
    ---
    ---2008
    ---
    ---
    ---
    ---
    ---
    --- Rene Arbic became Chief Executive
Officer of the Registrant on June 2, 2008. He entered into a one year employment agreement
to serve as President of the Registrants subsidiary, Valtech, on October 1, 2006
which agreement has been extended and is still in full force and effect under which he
receives  a salary of Cdn $80,000 which converts to US$63,744. He receives no
compensation for serving as President of the Registrant. Alex Kestenbaum became Chief
Financial Officer, Treasurer and Secretary on June 2, 2008 of the Registrant and Chief
Financial Officer of Valtech, its subsidiary. He has not entered into a contract with the
Registrant and receives no compensation for acting as an officer or director of the
Registrant nor for his services to Valtech. Outstanding Equity Awards at
Fiscal Year-End Table. As of November 30, 2010, there were
no outstanding equity awards for the directors and executive officers of the Company. Other Compensation. The Company has no plans that
provide for the payment of retirement benefits, or benefits that will be paid primarily
following retirement. In addition, there are no contracts, agreements, plans or
arrangements that provide for payments to our executive officer in connection with the
resignation, retirement or other termination of our executive officer, or a change in
control of the Registrant. Compensation of Directors. The Company's board members receive
no remuneration. Director Independence. The Registrant does not have a
nominating committee, compensation committee or executive committee of the board of
directors, stock plan committee or any other committees. The Registrant currently has no
independent directors.




**ITEM
12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT ANDRELATED
SHAREHOLDER MATTERS**Back to Table of Contents The table below discloses
any person (including any "group") who is known to the Registrant to be the
beneficial owner of more than five (5%) percent of the Registrant's common stock. As of
November 30, 2010, the Registrant had62,597,764shares of common stock issued. **Title
    of Class**
    **Name and
    Address of Beneficial Owner**
    **Amount
    and Nature of Beneficial Owner**
    **Percent
    of Class**Common Stock
    Rene Arbic, CEO and Director550 Chemin du Golf, Suite 202Ile des
    Soeurs, Quebec, H3E 1A8, Canada
    14,043,634 shares
    22.43%Common Stock
    Alex Kenstenbaum, CFO and Director (a)100-2700 Rufus-RockheadMontreal,
    Quebec, H3J 2Z7, Canada
    1,600,000 shares
    2.55%Common Stock
    Peter Varadi (b)100-2700 Rufus-RockheadMontreal,
    Quebec, H3J 2Z7, Canada
    16,348,360 shares
    26.12%Common Stock
    Morden Lazarus (c)759 Square
    Victoria, Suite 200Montreal,
    Quebec, H2Y 2J7, Canada
    16,348,360 shares
    26.12%Common
    Stock
    All officers and
    directors as a group (2 people)
    15,643,634 shares
    24.98% (a) The Shares are held by 9193-0578 Quebec, Inc,
beneficially owned by Alex Kestenbaum 
(b) 12,800,000 Shares are held by 9177-2541 Quebec, Inc. beneficially owned by Peter
Varadi 
(c) 12,800,000 Shares are held by Interactive Classified Corporation beneficially owned by
Morden Lazarus None of the above shareholders has the right to acquire
additional Shares. Unless otherwise noted below, we believe that all persons named in the
table have sole voting and investment power with respect to all shares of common stock
beneficially owned by them. ITEM
13.**CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR
INDEPENDENCE**Back to Table of Contents As of November 30, 2010, the four principal shareholders of the Company
had advanced $1,697,980 to the Company for working capital purposes. These loans bear
interest at an annual rate of 10% for individual amounts exceeding $150,000 (CDN$)
($141,870 (US$)). The loans have no specific terms of repayment and are unsecured.
Interest expense for the years ended November 30, 2010 and 2009 were $120,775 and $30,879,
respectively. Accrued interest on these loans as of November 30, 2010 and 2009 was
$157,075 and $34,597, respectively. ITEM 14.
PRINCIPAL ACCOUNTING FEES AND SERVICESBack
to Table of Contents Independent Public AccountantsThe
Registrant's Board of Directors has appointed KBL, LLP, which firm has issued its report
on our consolidated financial statements for the years ended November 30, 2010 and 2009.  Principal Accounting Fees
The following table presents the fees for professional audit services rendered by KBL, LLP
for the audit of the Registrant's annual financial statements for the years ended November
30, 2010 and 2009, and fees billed for other services rendered by KBL, LLP during those
periods.  Year EndedNovember 30,  2010
    
    
    November 30, 2009Audit fees
    (1)
    $
    31,000
    
    $
    31,000Audit-related fees (2)
    
    N/A
    
    
    N/ATax fees
    (3)
    
    N/A
    
    
    N/AAll other fees
    
    N/A
    
    
    N/A________________(1)
    Audit fees consist of audit and review services, consents and review of documents filed
    with the SEC.(2)
    Audit-related fees consist of assistance and discussion concerning financial accounting
    and reporting standards and other accounting issues.(3)
    Tax fees consist of preparation of federal and state tax returns, review of quarterly
    estimated tax payments, and consultation concerning tax compliance issues.  Section 16(a) Compliance
Section 16(a) of the Securities and Exchange Act of 1934 requires the Registrant's
directors and executive officers, and persons who own beneficially more than ten percent
(10%) of the Registrant's Common Stock, to file reports of ownership and changes of
ownership with the Securities and Exchange Commission. Copies of all filed reports are
required to be furnished to the Registrant pursuant to Section 16(a). Based solely on the
reports received by the Registrant and on written representations from reporting persons,
the Registrant was informed that the following officers, directors and 10% sharehoders
have not filed reports required under Section 16(a): Rene Arbic, Alex Kenstenbaum, Peter
Varadi and Morden Lazarus .

ITEM
15. **EXHIBITS AND
FINANCIAL STATEMENT SCHEDULES**  Back
to Table of Contents (a) The following documents are filed as exhibits to this report on
Form 10-K or incorporated by reference herein. Any document incorporated by reference is
identified by a parenthetical reference to the SEC filing that included such document.

Exhibit
    Description3.01
    Articles
    of Incorporation. (1)3.02
    Bylaws.
    (1)4.01
    Form
    of Specimen Stock Certificate for the Registrants Common Stock. (1)10.01
    Asset
    and Rights Purchase Agreement as of September 10, 2005 by and between Dr. Christina Del
    Pin and Voxtech Products, Inc. (1)10.02
    Amendment
    of January 25, 2006 to Asset and Rights Purchase Agreement as of September 10, 2005 by and
    between Dr. Christina Del Pin and Voxtech Products, Inc. (1)10.03
    Services
    Agreement of June 12, 2005 between VoxTech Products, Inc. and GetAGeek, Inc. (1)10.04
    Development
    Agreement of September 26, 2005 between VoxTech Products, Inc. and GetAGeek, Inc. (1)10.06
    Employment
    Agreement as of August 1, 2006 by and between the Registrant and Christopher LaRose. (2)
    (4)10.07
    Non-Exclusive
    Sales Agreement of August 14, 2006 between Voxtech Products, Inc. and Northcoast
    Biomedical, Inc. (2)10.08
    Independent
    Sales Representative Agreement of September 5, 2006 by and between Voxtech Products, Inc.,
    the Registrant and Daniel P. Elsbree. (2)10.09
    2008 Employees, Directors, Officers and Consultants Stock Option and Stock Award
    Plan (5)10.10
    Acquisition
    of Valtech Communications, Inc. (6)10.11
    Certificate
    of amendment changing name to Hipso Multimedia, Inc. (7)10.12
    Retainer
    Agreement between the Registrant and Joel Pensley, Attorney at Law dated March 13, 2008
    (8)10.13
    Retainer
    Agreement between the Registrant and Antonio Moura dated March 13, 2008 (8)10.14
    Consulting
    Agreement between the Registrant and Thomas Klein dated as of January 15, 2008 (8)10.15
    Consulting
    Agreement between the Registrant and Arshad Shah dated as of January 15, 2008 (8)10.16
    Consulting
    Agreement between the Registrant  and Gaetan Fontaine dated August 25, 2008 (8)10.17
    Consulting
    Agreement between the Registrant and Downshire Capital dated December 16, 2008 (8)10.18
    Executive
    Employment Agreement Between Valtec Communications and Rene Arbic (8)31.1
    Rule
    13a-14(a) Amended Certification of Rene Arbic (9)31.2
    Rule
    13a-14(a) Amended Certification of Alex Kestenbaum. (9)32.1
    Section
    1350 Amended Certification of Rene Arbic (9)32.2
    Section
    1350 Amended Certification of Alex Kestenbaum (9)(1) Filed as an exhibit to the registration
    statement on Form SB-2 and hereby incorporated by reference.(2) Filed as an exhibit to Amendment No. 2 to the
    Registration statement on Form SB-2 and hereby incorporated by reference.(3) Filed as an exhibit to the Annual Report on
    Form 10-KSB for the fiscal year ended November 30, 2006 and hereby incorporated by
    reference.(4) Management contract or compensatory plan or
    arrangement.(5) Filed as an exhibit to Form S-8 filed April 2,
    2008 and hereby incorporated by reference.(6) Filed as an exhibit to Form 8K dated June 3,
    2008 hereby incorporated by reference.(7) Referenced on Form 8K dated August 12, 2008
    hereby incorporated by reference.(8) Filed as an exhibit to the Company's annual
    report on Form 10-K for the year ended November 30, 2008.(9) Filed herewith.




SIGNATURESBack to Table of Contents 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 date
indicated. /s/ Rene ArbicChief Executive Officer and DirectorDated: March 9, 2011Ile des Soeurs, Quebec, Canada/s/ Alex KestenbaumChief Financial Officer and DirectorDated: March 9, 2011Ile des Soeurs, Quebec, Canada