IGS Capital : Attorney Letter with Respect to Current Information

BARNETT & LINN

ATTORNEYS AT LAW

60 Kavenish • Rancho Mirage, CA 92270www.barnettandlinn.com

WILLIAM B. BARNETT

TELEPHONE: [phone]

Attorney/Principal

FACSIMILE: [e-mail]

SECOND REVISED

April 26, 2022

OTC Markets Group Inc. 304 Hudson Street, 2nd Floor New York, NY 10013

Re: IGS Capital Group Limited, trading symbol "IGSC" - Annual Report and Disclosure Statement for Year-Ended December 31, 2021

Ladies and Gentlemen:

This letter is written on behalf of our client IGS Capital Group Limited, a Nevada corporation, (the "Company"). OTC Markets Group Inc. is entitled to rely on this letter in determining if the Company has made adequate public disclosure of current information within the meaning of Rule 144(c)(2) under the Securities Act of 1933, as amended (the "Securities Act"). We are attorneys admitted to the bar of the State of California and resident in the State of California and this letter covers the jurisdiction of the state of California as well as the applicable laws of the United States of America. We are permitted to practice before the Securities and Exchange Commission and have not been prohibited from practice thereunder. We act as outside securities counsel to the Company. One part of our duties is to ensure that regular disclosure is made to the public pursuant to the Securities Act and related rules and regulations.

We have examined such current corporate records and other documents and questions of law as we consider necessary for the issuance of this letter. We have relied on information obtained from public officials, officers of the issuer and other sources. We represent that all such sources are believed to be reliable.

The documents containing the information concerning the Issuer, its financial statements and the Securities that are publicly available as of the date of this letter and that I have reviewed in connection with the preparation of this Opinion include the following:

• • Amended Annual Report for the years ended December 31, 2022 and 2021 as filed with the OTC Markets on April 13, 2022

• • Amended Annual Report for the years ended December 31, 2022 and 2021 as filed with the OTC Markets on March 7, 2022

• • Quarterly Report for the quarter ended September 30, 2021 as filed with the OTC Markets, Inc. on December 30, 2021

• • Amended Quarterly Report for the quarter ended March 31, 2021 as filed with the OTC Markets, Inc. on November 3, 2021

• • Quarterly Report for the quarter ended March 31, 2021 as filed with OTC Markets, Inc. on October 21, 2021.

• • Quarterly Report for the quarter ended June 30, 2021 as filed with OTC Markets, Inc. on September 1, 2021

• • Annual Report for the years ended December 31, 2020 and 2019 as filed with OTC Markets, Inc. on August 30, 2021.

• • Annual Report for the years ended December 31, 2018 and 2017 as filed with the OTC Markets on February 17, 2020.

All of the aforementioned reports were prepared by Kenneth Glass, the Company's outside accountant. Mr. Glass has an MBA and has been an accountant for over 50 years preparing financial statements for private and public companies. The December 31, 2021 and 2209, annual financial statements were not audited.

We have relied on the information contained in the Annual Reports and Amendments thereto, for the period ended December 31, 2021 posted with the OTCMarkets.com on April 13 and March 7, 2022, respectively, and the Quarterly Reports for the periods ended March 31, 2021, June 30, 2021, and September 30, 2021 posted with the OTCMarkets, Inc on November 3, 2021, September 1, 2021 and December 30, 2021, respectively. The Amended Quarterly Report for the March 31, 2021 period was filed on November 3, 2021. This information constitutes (i) "adequate current public information" concerning the securities and the issuer and "is available" within the meaning of Rule 144(c)(2) under the Securities Act, (ii) includes all of the information that a broker-dealer would be required to obtain from the Issuer to publish a quotation for the Securities under Rule 15c2-11 under the Securities Exchange Act of 1934 (the "Exchange Act"), (iii) complies as to form with the OTC Markets' Guidelines for Providing Adequate Current Information, which are located on the internet atwww.otcmarkets.comand (iv) has been posted through the OTC Disclosure and News Service between September 12, 2021 and April 13, 2022. However, our opinion does not alleviate the professional responsibilities of brokers, dealers and investors to conduct their own due diligence.

The Company is a "shell company" as defined in Rule 405 of the Securities Act of 1933 and 12b-2 of the Exchange Act.

In examining the foregoing documents, we have assumed the authenticity of signatures (both manual and conformed), the authenticity of documents submitted as originals, the conformity with originals of all documents furnished as copies, and the correctness of facts set forth in such documents. We have also assumed all oral representations in connection with this matter to be accurate. Nothing came to our attention during the course of our investigation that led us to conclude that any of such documents were not genuine or authentic or that the facts set forth therein were not true.

The Issuer's transfer agent is Signature Stock Transfer, Inc., 14673 Midway Road, Suite 220, Addison, TX 75001. The transfer agent is registered with the Securities and Exchange Commission. The method used by us to confirm the number of outstanding shares was a review of the issuer's filings including shareholder list provide to us by the transfer agent.

We have reviewed the information published by the Company through the OTC Disclosure and News Service and met via telephone conference with Mr. James Kennett, currently the sole member of the Board of Directors and the CEO/President, CFO and Secretary of the Company, to discuss the information and quality assurance with respect to such information.

After such personal consultation with Mr. Kennett, we are satisfied that neither the Company, any individual officer or 5% shareholder, nor this law firm, or any member of this law firm is currently or has in the past five years, been the subject of an investigation, hearing, or proceeding by the SEC, the Commodity Future Trading Commission (CFTC), the Financial Industry Regulatory Authority (FINRA), or any other federal, state, or foreign regulatory agency.

The undersigned, counsel to the Company, is not currently, nor has he in the past five years been suspended or barred from practicing in any state or jurisdiction or has he been charged in a civil or criminal case. In addition, counsel has never received any stock from the Company for services rendered nor does he have any agreement with the Company to receive stock in the future as payment for services.

THE FOREGOING OPINIONS ARE SUBJECT TO THE FOLLOWING ASSUMPTIONS, EXCEPTIONS, LIMITATIONS AND QUALIFICATIONS.

The opinions expressed in this letter are rendered as of the date hereof and are based on our understandings and assumptions as to present facts, and on the application of applicable law as the same exists on the date hereof. We assume no obligation to update or supplement this opinion letter after the date hereof with respect to any facts or circumstances that may hereafter come to our attention, or to reflect any changes in the facts or law that may hereafter occur or take effect. We give OTC Markets Group Inc. permission to publish this letter in the OTC Disclosure and news Service for viewing by the public and regulators.

Very truly yours,

BARNETT & LINN

By

William B. Barnett

California Bar No. 47422