West Coast Ventures Group Corp fka WCVC

[trader53]

WCVC - Attorney Letter to OTC Markets Group



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Brenda Hamilton - Letters to OTC Markets Group

https://www.otcmarkets.com/otcapi/company/financial-report/370054/content

https://www.otcmarkets.com/otcapi/company/financial-report/309820/content

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The Role of The Going Public Attorney – Securities Lawyer 101
https://www.securitieslawyer101.com/2019/roles-going-public-attorney/

OTC Markets OTC Pink Common Disclosure Issues
https://www.securitieslawyer101.com/2023/common-issues-with-otc-markets-pink-sheet-company-disclosures/

Attorney Letter Agreement Instructions
Attorney Letter Guidelines
https://www.otcmarkets.com/files/Attorney_Letter_Agreement_Watermarked.pdf

https://www.otcmarkets.com/corporate-services/attorney-letter-agreement-instructions

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The Attorney Letter

To qualify for the Current Information tier,
companies must make the following information
publicly available on a timely basis
(90 days after fiscal year-end for Annual Reports;
45 days after each fiscal quarter end for Quarterly Reports).?

Financial Statements:
Two most recent Annual Reports and any subsequent
Quarterly Reports

Disclosure Statement:
Most recent Annual Report and any subsequent
Quarterly Reports

Audit opinion letter or an Attorney Letter
covering all the requirements of the
Attorney Letter Guidelines (non-audited companies)

The Attorney Letter is an alternative
to having audited annual financial statements.

To remain in the Current Information tier,
companies must post a new Attorney Letter
within 120 days of their fiscal year-end.

The purpose of the Attorney Letter
is to confirm that an attorney, who is permitted
to practice before the SEC, has examined
the company’s disclosure and determined
that the information constitutes adequate
current information and complies with the Guidelines.

However, publishing an Attorney Letter
does not guarantee that a company
will move to the Current Information tier.
Securities Attorneys must follow a detailed set
of guidelines when preparing these letters,
and the letters are often not in accordance
with those guidelines.
OTC Markets works with the issuer’s securities attorney
if they have questions about the guidelines,
but it is ultimately the securities attorney’s responsibility
to review the content of the disclosures.
There are certain legal and other service providers,
the OTC Markets has prohibited for not
meeting their professional responsibilities
including securities lawyers and accountants.


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EXAMPLE:



OTC Markets Group, Inc.
304 Hudson Street, Third Floor
New York, New York 10013

RE: Attorney Letter with Respect to Adequate Current Information
of West Coast Ventures Group Corp (the“Issuer”)
for the year ended December 31, ____

I represent West Coast Ventures Group Corp ,
(Symbol “WCVC”), a Florida corporation (the “Issuer”),
as its legal counsel, and have been asked to prepare
this Letter of Counsel (the “Letter”), in accordance
with the applicable laws of Florida and the United States,
regarding its corporate operations and level of disclosure
of corporate information.

I am a resident of the United States and licensed
to practice in the state of Florida. I am also permitted
to practice before the Securities and Exchange Commission
(the “SEC”) and have not been prohibited from practice
thereunder. I am not now nor have I ever 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. I am not now, nor have
I ever been suspended or barred from practicing
in any state or jurisdiction, nor have I ever been
charged in a civil or criminal case.

I have been retained by the Issuer for the purpose
of rendering this letter and for the purpose of
reviewing the current information supplied by
the Issuer. I do not beneficially own any shares
of the issuer’s securities and have no agreement
to receive shares of the issuer’s stock in the future
for payment for my services or for any other purpose.

I have examined such corporate records and other
documents and such questions of law as I considered
necessary or appropriate for the purposes of rendering
this Letter. I have reviewed specific documents
concerning the Issuer (the “Information”) in connection
with the preparation of this Letter. The Information is
listed below with the date it was posted through the
OTC Disclosure and News Service (the
“OTC News Service”), if applicable:

a) Issuer’s Quarterly Report for the period ended
______________,posted on ____________.

b) Issuer’s Quarterly Report for the period ended
___________, posted on ____________

c) Issuer’s Quarterly Report for the period ended
___________, posted on ____________

d) Issuer’s Annual Report for the period ended
___________, posted on ____________

e) Issuer’s Annual Disclosure Statement for the period ended
___________, posted on ____________

The Issuer’s financial statements for the Annual Report
for the period ended ______________
were prepared by ________________, the Issuer's
outside accountant.
__________________ is a CPA, licensed in the
state of Florida.

The Issuer’s financial statements for the Annual Report
for the period ended ______________
were not audited.

I have also examined other related corporate information
as necessary and information provided by the Issuer’s
management for the purpose of this letter. As to matters
of fact, I have relied on information obtained from public
officials, officers and directors of the Issuer and other
sources that I believe to be reliable.

Additionally, I have personally met _____________,
the sole Director, Chairman, Chief Executive Officer,
and majority shareholder of the Issuer. I have discussed
the Information as posted by the Issuer through
OTC Disclosure & News Service and reviewed the
Information, as amended, published by the Issuer
through the OTC Disclosure & News Service. All of the
information I requested as a basis for this opinion
has been provided to me, and I believe the sources
of information reviewed are reliable.


I have confirmed with _____________
that he is not aware of any investigation of the Issuer
or of any beneficial owner, officer, director or legal counsel
of the Issuer by any federal or state regulatory authority,
including the SEC, for any violation
of federal or state securities laws.


I have reviewed the definition of current information
set forth in SEC Rule 144 (c) 2 under the Act
(“Other Public Information”) as well as the relevant
provisions of Rule 15c2-11 of the Securities and
Exchange Act of 1934 (the “Exchange Act”),
and the OTC Markets Group’s Pink Basic Disclosure
Guidelines for Providing Adequate Current Information.
In my opinion, the information provided:

▪ constitutes “adequate public information”
concerning the Securities and the Issuer and
“is available” within the meaning of
Rule 144 (c) 2 of the Act;

▪ 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;

▪ complies as to form with the OTC Markets Group’s
Pink Basic Disclosure Guidelines for Providing
Adequate Current Information, which is located
at www.otcmarkets.com; and

▪ has been posted through the OTC Disclosure
and News Service.

The opinions and conclusions contained in this Letter
are based upon the information and facts made available
to me and are solely based on the accuracy of such
information and facts. Further, I have reviewed
all prior disclosures, as amended (the “Prior Disclosures”)
posted by the Issuer with the OTC News Service.
All such Prior Disclosures are believed to be accurate
and reliable. In the event that the Information, facts,
and Prior Disclosures are determined not to be true,
this Letter is rescinded and to be deemed null and void.

The transfer agent for the Issuer is ___________,
who is registered under the Securities Exchange
Act of 1934. Their address is , and their telephone
number is .________________

I have received a copy of the shareholders’ list dated
_______________, prepared by _______________,
which confirms that the number of shares issued
and outstanding as of the date of this attorney letter is
________________

The Issuer is not now nor has it ever been a “shell”
corporation as defined in Rules 405 of the Securities
Act of 1933 and 12b-2 of the Exchange Act of 1934.
My research of public filings supports this statement

The OTC Markets Group, Inc. (“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)
of the Securities Act of 1933 (the “Securities Act”).
No person or entity other than the OTC Markets Group
is entitled to rely upon this Letter. OTC Markets Group
is granted full and complete permission and rights to
publish this Letter via the OTC Disclosure and
News Service for viewing by the public and regulators.



Very Truly Yours
Brenda Hamilton, Esq
For the Firm