JONATHAN D. LEINWAND, P.A.
18305 BISCAYNE BLVD. SUITE 200 AVENTURA, FL 33160 TEL: (954) 903-7856 FAX: (954) 252-4265
E-MAIL: JONATHAN@JDLPA.COM
August 15, 2022
OTC Markets Group, LLC
300 Vesey Street, 12th Floor
New York, New York 10282
Re: | Wialan Technologies, Inc. |
Opinion of Counsel regarding Adequate Current Information |
Dear Sir or Madam:
This firm has acted as legal counsel for Wialan Technologies, Inc. ("Company") and has been retained for the purpose of preparing this Opinion of Counsel, applying the applicable laws of the United States, regarding its corporate operations and level of disclosure of corporate information with regard to the Pink OTC Markets Disclosure Guidelines.
In the course of preparing this opinion, counsel has reviewed the following documents relating to the Company (together with the date they were posted through the OTC Disclosure and News Service, if applicable):
PUBLISH | TITLE | PERIOD END |
DATE | DATE | |
07/27/2022 | Semi-AnnualReport-Wialan Technologies Inc- | 6/30/2022 |
Disclosures and Financial Statements for the 6 months | ||
ended June 30 2022 | ||
05/13/2022 | Quarterly Report - Wialan Technologies Inc- Quarterly | 03/31/2022 |
financial disclosures report for the 3 months ended March | ||
31, 2022 | ||
02/27/2022 | Annual Report - Wialan Technologies Inc-Annual | 12/31/2021 |
Financial Disclosure Statement for the Year ended | ||
December 31, 2021 | ||
11/10/2021 | Quarterly Report - Wialan Technologies Inc-Quarterly | 09/30/2021 |
Disclosures and Financial Report for the 9 months ended | ||
September 30, 2021 | ||
10/05/2021 | Semi-AnnualReport-Wialan Technologies Inc- | 06/30/2021 |
Disclosures and Financial Statements for the 6 months | ||
ended June 30 2021 | ||
10/05/2021 | Quarterly Report - Wialan Technologies Inc-Updated | 03/31/2021 |
Disclosures and Financial Statements for the 3 months | ||
ended March 31, 2021 |
August 11, 2022
WLAN/OTC Markets
Page 2 of 3
10/05/2021 | Annual Report - Wialan Technologies Inc-Updated | 12/31/2020 |
Disclosures and Financial Report for the 12 months | ||
ended December 31, 2020 |
Counsel has also examined other related corporate information as necessary and information provided by the Company's management for the purposes of this letter.
Additionally, counsel has personally conferred with Victor Tapia the President, Reggie Bergeron, the interim CEO and Alan Bailey, the Company's CFO and director, which represents the majority of the board of directors, to discuss the information contained in the Company's disclosure statements.
The opinions and conclusions contained in this Opinion Letter are based upon documentation and facts made available to this firm and are solely based on the accuracy of those documents and facts. Further, counsel has reviewed all prior disclosures posted by the Company with OTC Disclosure and News Service, as amended and the Company. All such information is believed to be accurate and reliable. In the event that the facts and information in any or all of such documents are determined not to be true, this opinion is rescinded to and to be deemed null and void. Counsel has discussed the above documentation, and the underlying assumptions this firm is relying upon, with the management of the corporation.
The Company has 3,500,000,000 (Three Billion Five Hundred Million) authorized common shares and 75,000,000 (Seventy-Five Million) authorized preferred shares. 2,668,561,474 shares of common stock and 0 shares of preferred stock are issued and outstanding as of date hereof. The Company's fiscal year end is December 31.
The party responsible for the preparation of the unaudited financial statements of the Company is Alan Bailey. Mr. Bailey is a CPA and has over 10 years' experience in accounting and preparing financial documents for different companies.
Company's Transfer Agent is:
Clear Trust, LLC
16540 Pointe Village Dr, Suite 205 Lutz, Florida 33558 813-235-4490
An inquiry to the transfer agent was the source of confirmation of the Company's shares outstanding. Additionally, a search of the SEC's EDGAR system confirmed that Clear Trust, LLC is a registered transfer agent.
Further, to inquiry of management and directors of the corporation, to the best of this firm's knowledge, neither the Company nor any person or entity holding at least five percent (5%) of the corporation's stock is currently under investigation by any federal or state regulatory authority for any violation of federal or state securities law.
JONATHAN D. LEINWAND, P.A.
18305 BISCAYNE BLVD. • SUITE 200 • AVENTURA, FL 33160
August 11, 2022
WLAN/OTC Markets
Page 3 of 3
The Company states that it is not a shell company as defined in Rules 405 of the Securities Act of 1933 and 12b-2 of the Securities Exchange Act of 1934.
No person or entity other than OTC Markets is entitled to rely upon this opinion. OTC Markets, however, is granted full and complete permission and rights to publish this document via the OTC Disclosure and News Service for viewing by the general public and regulators. The public and OTC Markets Group may rely on the above in determining whether the Company has made adequate current information publicly available within the meaning of Rule 144(c)(2) of the Securities Act of 1933. The information which has been posted via OTC Disclosure and News Service constitutes adequate current public information, is available within the meaning of S.E.C. Rule 144(c)(2) of the Securities Act, includes all the information that a broker-dealer would be required to obtain from an issuer in order to publish a quotation for its securities pursuant to Rule 15c2-11 under the Securities Exchange Act of 1934, and complies as to form with the OTC Markets Guidelines for Providing Adequate Current Information.
The author of this letter has been admitted to practice in the State of Florida and is a resident of the United States. The opinions expressed herein are in reference to the laws of the United States. The undersigned counsel is permitted to practice before the Securities and Exchange Commission and has not been prohibited from practice before the Commission. Counsel is not currently, nor has in the past five years, been the subject of an investigation, hearing, or proceeding by the SEC, the U.S Commodity Futures Trading Commission (CFTC), the Financial Industry Regulatory Authority (FINRA), or any other federal, state, or foreign regulatory agency. Additionally, during the last five years counsel has not been suspended or barred from practicing in any state or jurisdiction and has not been charged in a civil or criminal case.
Counsel does not own any of the Company's securities and has no agreement to receive any of the Company's securities in the future.
Very Truly Yours,
JONATHAN D. LEINWAND, P.A.
By:____________________________
Jonathan D. Leinwand, Esq.
JONATHAN D. LEINWAND, P.A.
18305 BISCAYNE BLVD. • SUITE 200 • AVENTURA, FL 33160
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Wialan Technologies Inc. published this content on 15 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 August 2022 19:25:04 UTC.