|
||||||||||||||||||||||||||
| SEC Info℠ | | | Home | | | Search | | | My Interests | | | Help | | | Sign In | | | Please Sign In | |||||||
|
||||||||||||||||||||||||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/27/21 Birdie Win Corp. S-1 6:1.8M DeNunzio Jeffrey |
Document/Exhibit Description Pages Size
1: S-1 Registration Statement (General Form) HTML 345K
2: EX-3.1 Certificate of Incorporation HTML 4K
3: EX-3.2 Articles of Incorporation/Organization or Bylaws HTML 44K
-- bylaws
4: EX-5.1 Legal Opinion Letter HTML 10K
5: EX-23.1 Consent of Independent Accounting Firm HTML 6K
6: EX-99.1 Sample Subscription Agreement HTML 16K
LAW OFFICE OF CARL P. RANNO
|
Attorney and Counselor at Law
|
2733 EAST VISTA DRIVE
|
Telephone: 602-493-0369 Email: carlranno@cox.net
|
August 27, 2021 Exhibit 5.1
Birdie Win Corporation
Jalan Indah 4, Taman Cheras Indah
Kuala Lumpur
Malaysia 56100
ATTN: YEE Chee Yong
Via email: birdiewincorp@gmail.com
RE: Opinion to be filed with an S-1 Registration statement to be filed by Birdie Win Corporation a Nevada Corporation.
Dear Sir,
This Opinion is in connection with a registration statement to be filed by Birdie Win Corporation, a Nevada corporation on Form S-1 (the “Registration Statement”) with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the registration of 4,800,000 shares of the Company's common stock, $0.001 par value, which will be newly issued common shares for public sale by the issuer and are being offered at $0.025 per share.
You have requested my opinion as to the matters set forth below in connection with the Registration Statement. For purposes of this opinion, I have examined the Registration Statement, the Company’s Articles of Incorporation filed on April 16, 2021, the Company’s Bylaws dated April 16, 2021, the Exhibits attached to the Registration Statement, and such other documents and matters of law as I have deemed necessary for the expression of the opinion herein contained.
In all such examinations, I have assumed the genuineness of all signatures on original documents, and the conformity to the originals of all copies submitted to me by the parties herein. In passing upon certain corporate records and documents of the Company, I have necessarily assumed the correctness and completeness of the statements made or included therein by the Company, and I express no opinion thereon. As to the various questions of fact material to this opinion, I have relied, to the extent I deemed reasonably appropriate, upon representations or of officers or directors of the Company and upon documents, records and instruments furnished to me by the Company, without verification except where such verification was readily ascertainable.
In connection with the registration of 4,800,000 newly issued shares of the Company's common stock, $0.001 par value, for public sale by the issuer it is my opinion that the Shares have been duly authorized and when issued and paid for as described in the Registration Statement and Prospectus, will be, validly issued, fully paid and non-assessable.
This opinion is limited to the Federal laws of the United States, and the applicable statutory provisions of the Nevada Revised Statutes of the State of Nevada. We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to the reference made to this firm in the Registration Statement under the heading “Legal Matters.”
I hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to the use of my name under the caption "Interests of Named Experts and Counsel" in the prospectus comprising part of the Registration Statement.
This opinion is rendered pursuant to Item 601(b)(5)(i) of Regulation S-K under the Act and may not be used or relied upon for any other purpose. This opinion is given as of the effective date of the Registration Statement, and I assume no obligation to update or supplement the opinions contained herein to reflect any facts or circumstances which may hereafter come to our attention or any changes in laws which may hereafter occur.
Sincerely,
/s/ Carl P. Ranno
| This ‘S-1’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 8/27/21 | None on these Dates | ||
| 4/16/21 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/12/24 Birdie Win Corp. 8-A12G 3/11/24 1:27K M2 Compliance LLC/FA |