SPO Global Inc (SPOM)

[Valuetrader]

This new filing has lots of mistakes on dates and states "Counsel has reviewed previous filings and determined that the Issuer meets the definition of a SHELL
corporation as defined in Rules 405 of the Securities Act of 1933 and 12b-2 of the Exchange Act of 1934"

https://www.otcmarkets.com/otcapi/company/financial-report/361642/content
March 31, 2022
OTC Markets Group, Inc.
304 Hudson Street, 3rd Floor
New York, NY 10013
RE: Legal Opinion, Adequate Current Information and Disclosure
Filing by SPO Global, Inc. (SPOM)
Annual Report for the Period Ending December 31, 2022 with related disclosures
Dear Madam or Sir:
I have been retained as Counsel by SPO Global, Inc., a corporation organized and existing under
the laws of the State of Delaware (SPOM, the "Issuer") solely for the purpose of reviewing the current
information supplied by the Issuer to OTC Markets Group, Inc. ("OTC Markets Group"). The Issuer has
requested that I render a sufficiency of adequate information opinion (the "Opinion") in connection with
the filing by the Issuer of its Annual Report for the Period Ending December 31, 2022 with related
disclosures published March 13, 2023 (the "Report") pursuant to the OTC Markets Group, Inc. Pink Basic
Disclosure Guidelines, Rule 15c2-11(a)(5) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), and Rule 144(c)(2) of the Securities Act of 1933, as amended (the "Securities Act").
OTC Markets Group is entitled to rely on this letter in determining whether the Issuer has made adequate
current information publicly available within the meaning of Rule 144(c)(2) under the Securities Act of
1933.
Counsel is a U.S. resident and is authorized to practice law in the Commonwealth of
Pennsylvania and the Federal Courts of the United States. Counsel is also permitted to practice before the
U.S. Securities and Exchange Commission (SEC). 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. Counsel is not currently, nor has been in the past five years,
suspended or barred from practicing in any state or jurisdiction, and has not been charged in a civil or
criminal case.
Counsel does not currently beneficially own, owned in the past or has any agreement to
receive in the future any shares of the Issuer’s securities.
Counsel has reviewed the following documents and related information posted at
www.otcmarkets.com and publicly available through the OTC disclosures and News Service in
connection with the preparation of this letter, which is believed to be reliable:
3663 Greenwood Circle Chalfont Pennsylvania 18914
215-962-9378
Donald R. Keer, P.E., Esq
Annual Report for the Period Ending December 31, 2022 pursuant to Rule 15c2-11 which
includes:
a. The Issuer’s History
b. Addressees of Principal Executives
c. Security Information
d. Issuance History
e. Description of the Issuer’s Business, Product and Services
f. Description of the Issuer’s Facilities
g. Officers, Directors and Control Persons
h. Third Party Providers
i. Financial Statements
j. Issuer’s Certification
Counsel has relied on information obtained from public officials, officers of the Issuer and other
sources in the rendering of this opinion letter and believes that all such sources are reliable. Counsel has
examined such corporate records and documents and have asked such questions of law as was considered
necessary or appropriate for the purpose of writing this letter. Counsel has reviewed and relied on information
from the Secretary of State of Delaware and information obtained from the Company's officers, directors and
agents. Counsel has personally met with and discussed the above documentation with Mr. Meihua Xu
(Owner of 8.66%) and Mr. Jing Zhang (Secretary). Mr. Fuqiang Li (CEO) is located in China and was
unavailable for comment. 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.
There has been no information concerning the Issuer and the Securities that are publicly
available through the OTC Disclosure and News Service since April 5, 2022, other than
information which has been published to www.otcmarkets.com and the Report which is the subject of this
letter. In issuing this letter, Counsel represents that the information referred to herein:
(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 Securities Exchange Act of 1934;
(iii) Complies as to form with the OTC Markets Group's Guidelines for Providing Adequate
Current Information, which are located on the internet at www.otcmarkets.com, and;
(iv) Will be submitted for posting through the OTC Disclosure and News Service.
The financial information reflected in the disclosure statement was not audited. The financial
information was compiled by Tyrus C. Young of Factso, LLC, as an accountant/consultant to the Issuer.
3663 Greenwood Circle Chalfont Pennsylvania 18914
215-962-9378
Donald R. Keer, P.E., Esq
The Issuer's transfer agent is:
American Stock and Transfer Company
[phone]
6201 15th Ave.
Brooklyn, NY 11219-5411
Counsel confirmed that the transfer agent is registered with the SEC via the official SEC website and
its EDGAR system at http://www.sec.gov/edgar/searchedgar/webusers.htm. Counsel has met with
management and a majority of the Directors of the Issuer, reviewed the information that has been published
by the Issuer through the OTC Disclosure and News Service, and discussed the information with
management and a majority of the directors of the Issuer. Specifically, Counsel has met with Mr. Lianjiang
Peng as management and Secretary and Mr. Meihua (Robert) Xu as an owner of greater than 5% of the
Issuer’s securities. After inquiry of management and the directors of the Issuer, Counsel represents that to the
best knowledge of Counsel, the Issuer of the Securities, any 5% holder, and Counsel himself are not currently
under investigation by any federal or state regulatory authority for any violation of federal or states securities
laws.
Counsel has reviewed previous filings and determined that the Issuer meets the definition of a shell
corporation as defined in Rules 405 of the Securities Act of 1933 and 12b-2 of the Exchange Act of 1934.
No person other than OTC Markets Group is entitled to rely on this letter, but OTC Markets Group
has full and complete permission and rights to publish this letter through the OTC Disclosure and News
Service for viewing by the public and regulators.
This opinion does not include any assumption or expression regarding compliance with any state
security law.
Yours Truly,
Donald R. Keer, Esq.