Medinah Minerals : Attorney Letter for Annual Report 2021 OTC Markets

MORGAN E. PETITTI

ATTORNEY AT LAW

118 W. STREETSBORO STREET

SUITE 317

HUDSON, OHIO 44236

TELEPHONE: [phone]

E-Mail:[e-mail]

April 6, 2022

OTC Markets Group Inc. 300 Vesey Street, 12th Floor New York, New York 10282

Re:Medinah Minerals, Inc., a State of Nevada corporation (the "Company" or "Issuer").

Subj.: Letter with Respect to Adequate Current Information for the Issuer: Annual Report for the Year Ended December 31, 2021.

Dear Ladies and Gentlemen:

I write to provide the OTC Markets Group Inc. with an opinion with respect to the Company. OTC Markets Group Inc. is entitled to rely on such opinion in determining whether to permit quotations in the Issuer's securities (the "Securities") in the OTC Markets Group Inc. quotation venue and in deciding whether the Issuer has made adequate current information publicly available within the meaning of

Rule 144(c)(2) under the Securities Act of 1933, as amended (the "Securities Act").

I am a U.S. resident and I have been retained by the Issuer solely for the purpose of reviewing the current information supplied by the Issuer. I do not own any shares of the Issuer's securities and will not receive any shares of the Issuer's securities as payment for services rendered, currently or in the future.

I have examined such corporate records, e.g. Articles of Incorporation, Bylaws, corporate minutes and other documents and such questions of law as I have considered necessary or appropriate for purposes of rendering this letter. I am authorized to practice law in the State of Ohio, including the laws of the United States. I am permitted to practice before the Securities and Exchange Commission (the

"Commission") and have not been prohibited from practice thereunder.

I am not currently and have not been in the preceding five (5) years, suspended or barred from practicing in any state or jurisdiction, or charged in a civil or criminal case. I am not currently and have not been in the preceding five (5) years, subject of an investigation, hearing, or proceeding by the Commission, the U.S Commodity Futures Trading Commission ("CFTC"), the Financial Industry Regulatory Authority ("FINRA"), or any other federal, state, or foreign regulatory agency.

On March 29th and April 1st, 2022, the Issuer posted on the OTC Disclosure and News Service its Annual Report for the year ended December 31, 2021, prepared in accordance with Rule 15c2-11(a)(5) promulgated under the Securities and Exchange Act of 1934 (the "Exchange Act"). I have reviewed all such documents (the "Information") in connection with the preparation of this letter and find them to be suitable for public disclosure.

It is my belief that the Information (i) constitutes "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 Exchange Act, (iii) complies as to form with the OTC Markets Group Inc. Guidelines for Providing Adequate Current Information, which are located on the Internet atwww.otcmarkets.com,and (iv) has been posted on the OTC Disclosure and News Service.

The opinion and conclusions herein are based upon documentation and facts made available to me by the Company and are based on the accuracy of those documents and facts. The documentation that was provided to me was believed to be true and reliable in its contents. Below is the information posted to the OTC Disclosure and News Service on March 29th and April 1st, 2022 which I have reviewed in rendering this opinion:

• 1. Annual Report year ended December 31, 2021. This item was posted on March 29, 2022.

• 2. Balance Sheet for the years ended December 31, 2020 and 2021 (unaudited).

  This

• information was posted on April 1, 2022.

• 3. Statement of Income and Expense for the years ended December 31, 2020 and 2021 (unaudited). This information was posted on April 1, 2022.

• 4. Statement of Cash Flow for the years ended December 31, 2020 and 2021 (unaudited). This information was posted on April 1, 2022.

• 5. Statement of Shareholders' Equity for the years ended December 31, 2020 and 2021

• (unaudited). This information was posted on April 1, 2022.

• 6. Notes to Financial Statements (Unaudited).

I personally met with Raul Matias Del Solar, President, Treasurer and Director of the Issuer, to discuss and review the above documentation with management of the Issuer and with a majority of the Board of Directors. In the event that the facts and information in all such documents are determined not to be true, this opinion shall be null and void.

The party responsible for preparation of the financial statements of the Issuer is:

Julie Stead, CPA

Turning Point 811 1st Avenue, #200 Seattle, Washington 98104 Phone: [phone]

Email:[e-mail]

The Transfer Agent for the Issuer is:

Pacific Stock Transfer Company 6725 Via Austi Parkway, Suite 300 Las Vegas, Nevada 89119

Phone: [phone] Fax: [phone]

Email:[e-mail]

The Transfer Agent is listed with the Commission and also has Depository Trust Corporation approval. As of December 31, 2021, there were 2,882,282,073 shares of Common Stock issued and outstanding of the Issuer. The Company's Transfer Agent was the source of confirmation of the common shares outstanding of the Issuer, via email on March 15, 2022.

To the best of counsel's knowledge, after inquiry of management and the directors of the Issuer, neither the Issuer, nor counsel or any 5% holder is currently under investigation by any federal or state regulatory authority for any violation of federal or state securities law. However, on July 11, 2014, the Office of Financial Regulation entered into a Final Order against Raul Del Solar, revoking his registration with the Office, after he failed to request a hearing. The Final Order follows an Administrative Complaint, which Raul violated Rules by failing to send clients itemized invoices. Raul agreed to pay an administrative fine of $53,500.00 jointly and severally with Brick Investment Advisors, LLC, Raul's former employer.

The Company was incorporated in the State of Nevada on October 6, 1989; however, the Company did not file public information with the Commission or OTC Markets Group, Inc. until May of 2008.

Therefore, I cannot determine if the Company was a "shell company" as defined in Rule 405 of the

Securities Act and Exchange Act during that timeframe.

Currently, the Company serves solely as a holding company with equity ownership in Auryn Mining Corporation, a publicly traded mining and exploration company with ownership and control of an excess of 10,500 hectares of mining claims comprising the Altos de Lipangue mining district and American Sierra Gold Corp., a publicly traded precious metal mineral acquisition, exploration and development company. In its Annual Report year ended December 31, 2021, the Company indicates that it is not a "shell company" as it has been pursuing an identified business plan and maintains assets valued at

$11,983,980.00 and reported operating expenses of $40,136.00.

The OTC Markets Group Inc. is entitled to rely on the opinion set forth hereinabove when determining whether to permit quotations in the Issuer's Securities in the OTC Markets Group Inc. quotation venue and the OTC Markets Group Inc. is hereby granted permission to post this letter on the OTC Disclosure and News Service for viewing by the public and regulators. However, this letter and the opinions set forth herein may not be quoted in whole or in part, relied upon by any other person or entity, filed with any government agency or otherwise referred to or utilized for any other purpose, without, in each instance, my prior written consent.

Respectfully submitted,

Morgan E. Petitti, Esq.