Wednesday, February 03, 2010 5:59:38 PM
Attorney letter:
The Law Offices of
Jean-Pierre & Jean-Pierre, LLC
_______________________________
Guy M. Jean-Pierre
Attorney at Law
23150C Sandalfoot Plaza Dr. Boca Raton, FL 33428
Office: 561.852.5440 Fax: 561.634.2132 Direct: 561.305.6767
Email: guy@lawfirmofjeanpierre.com
www.lawfirmofjeanpierre.com
February 1, 2010
Pink OTC Markets, Inc. (“Pink Sheets”)
304 Hudson Street, 2'd Floor
New York, NY 10013
Re: Cannon Exploration, Inc. (CNEX)
Gentlemen:
I have been retained by Cannon Exploration, Inc. (CNEX), a Delaware corporation (hereinafter “Company” or "Issuer"), for the purpose of rendering this letter to you with respect to the
information publicly disclosed by them to you and published in the Pink Sheets News Service. Pink Sheets 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, as amended (the “Act”). I hereby consent to having this letter posted by the Issuer, and to have it published, accompanying their disclosure
in the Pink Sheets News Service. I hereby represent that I am a U.S. resident and that I am licensed to practice law in the United
States in, among other jurisdictions, the State of New York and I am permitted to practice before the Securities and Exchange Commission (the SEC") and I have not been prohibited from
practice before them. In addition, I hereby represent that neither I nor my firm is currently under investigation by any federal or state regulatory authority for any violation of federal or state securities laws.
1. Facts and Assumptions
In connection with rendering this opinion, I have investigated such matters and examined such documents as I have deemed necessary. In examining the documents, I have assumed the genuineness of signatures (both manual and conformed), the authenticity of documents submitted as originals, the conformity with originals of all documents furnished as copies and the correctness of facts set forth in such documents. Nothing came to my attention during the course of my investigation that led me to
conclude that any such documents were not genuine or authentic or that the facts set forth therein were not true. Any opinion expressed herein relates only to the Company and its securities. It should not be relied upon by any other person in connection with any other transaction.
2. Inquiry and Investigation
As to matters of fact upon which I have relied and obtained from officers and directors of the Company and other sources, I have believed such sources to be reliable. I have examined such corporate records and other documents and such questions as I deemed necessary or appropriate for purposes of rendering the letter. Based upon such investigation, to the best of my knowledge, neither the Company, its officers and directors, any holder of 5% or more of the securities of the Company, nor counsel for the Company is currently under investigation by any
federal or state regulatory authority for any violation of federal or states securities laws. In addition, I have viewed the information (the “Information”) filed by the Company on
www.pinksheets.com, including, without limitation, (i) the Company’s Initial Information and Disclosure Statement for the period ended December 31, 2009 and posted January 25, 2010; (ii)
the Articles of Incorporation for the period ended December 31, 2009 and posted January 19, 2010; and (iii) an annual filing for the period ended December 31, 2008 and December 31, 2009
and posted January 19, 2010. The financial statements are not audited and were prepared with the assistance of the Company’s accountant, Ragen Mangal. Mr. Mangal, a CGA (the Canadian
equivalent of a CPA), confirmed that the financial statements were prepared in accordance with GAAP. I further confirmed with the transfer agent of the Issuer, Global Sentry Equity Transfer, Inc. (“Global Sentry”), that Global Sentry is registered with the SEC and that the number of common shares of the Issuer issued and outstanding at December 31, 2009 are consistent with the
corporate records of the Issuer. I have personally met with management of the Issuer and a majority of the directors of the Issuer and reviewed the Information published by the Issuer on the
Pink Sheets News Service and discussed the Information with management and a majority of the directors.
3. Conclusions
Based on the examination and inquiry set forth above, I am of opinion 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 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, as amended, (iii) complies as to form with the Pink Sheets Guidelines for providing Adequate Current Information, which Guidelines are located on the Internet at www.pinksheets.com, and (iv) has been posted in the Pink Sheets News Service. This letter is being delivered to you for your sole use and benefit and is not to be used, circulated, quoted or otherwise referred to or relied upon for any other purpose without express written consent except that Pink Sheets may publish the letter in the Pink Sheets News Service
for viewing by the public and regulators. It is understood that I express no letter as to the applicability to or compliance with any state securities or blue-sky laws. In addition, this letter
is given as of the date set forth above and is restricted to the stated facts and circumstances presented to me and described herein, and that any other or different facts and circumstances
might require a different letter by me, and I assume no, and hereby disclaim any, obligation to update or supplement this letter to reflect any facts or circumstances that may hereafter come to my attention or any changes in laws that may hereafter occur or which occurred prior to the date hereof, the occurrence of which I had no knowledge.
The Law Offices of
Jean-Pierre & Jean-Pierre, LLC
_______________________________
Guy M. Jean-Pierre
Attorney at Law
23150C Sandalfoot Plaza Dr. Boca Raton, FL 33428
Office: 561.852.5440 Fax: 561.634.2132 Direct: 561.305.6767
Email: guy@lawfirmofjeanpierre.com
www.lawfirmofjeanpierre.com
February 1, 2010
Pink OTC Markets, Inc. (“Pink Sheets”)
304 Hudson Street, 2'd Floor
New York, NY 10013
Re: Cannon Exploration, Inc. (CNEX)
Gentlemen:
I have been retained by Cannon Exploration, Inc. (CNEX), a Delaware corporation (hereinafter “Company” or "Issuer"), for the purpose of rendering this letter to you with respect to the
information publicly disclosed by them to you and published in the Pink Sheets News Service. Pink Sheets 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, as amended (the “Act”). I hereby consent to having this letter posted by the Issuer, and to have it published, accompanying their disclosure
in the Pink Sheets News Service. I hereby represent that I am a U.S. resident and that I am licensed to practice law in the United
States in, among other jurisdictions, the State of New York and I am permitted to practice before the Securities and Exchange Commission (the SEC") and I have not been prohibited from
practice before them. In addition, I hereby represent that neither I nor my firm is currently under investigation by any federal or state regulatory authority for any violation of federal or state securities laws.
1. Facts and Assumptions
In connection with rendering this opinion, I have investigated such matters and examined such documents as I have deemed necessary. In examining the documents, I have assumed the genuineness of signatures (both manual and conformed), the authenticity of documents submitted as originals, the conformity with originals of all documents furnished as copies and the correctness of facts set forth in such documents. Nothing came to my attention during the course of my investigation that led me to
conclude that any such documents were not genuine or authentic or that the facts set forth therein were not true. Any opinion expressed herein relates only to the Company and its securities. It should not be relied upon by any other person in connection with any other transaction.
2. Inquiry and Investigation
As to matters of fact upon which I have relied and obtained from officers and directors of the Company and other sources, I have believed such sources to be reliable. I have examined such corporate records and other documents and such questions as I deemed necessary or appropriate for purposes of rendering the letter. Based upon such investigation, to the best of my knowledge, neither the Company, its officers and directors, any holder of 5% or more of the securities of the Company, nor counsel for the Company is currently under investigation by any
federal or state regulatory authority for any violation of federal or states securities laws. In addition, I have viewed the information (the “Information”) filed by the Company on
www.pinksheets.com, including, without limitation, (i) the Company’s Initial Information and Disclosure Statement for the period ended December 31, 2009 and posted January 25, 2010; (ii)
the Articles of Incorporation for the period ended December 31, 2009 and posted January 19, 2010; and (iii) an annual filing for the period ended December 31, 2008 and December 31, 2009
and posted January 19, 2010. The financial statements are not audited and were prepared with the assistance of the Company’s accountant, Ragen Mangal. Mr. Mangal, a CGA (the Canadian
equivalent of a CPA), confirmed that the financial statements were prepared in accordance with GAAP. I further confirmed with the transfer agent of the Issuer, Global Sentry Equity Transfer, Inc. (“Global Sentry”), that Global Sentry is registered with the SEC and that the number of common shares of the Issuer issued and outstanding at December 31, 2009 are consistent with the
corporate records of the Issuer. I have personally met with management of the Issuer and a majority of the directors of the Issuer and reviewed the Information published by the Issuer on the
Pink Sheets News Service and discussed the Information with management and a majority of the directors.
3. Conclusions
Based on the examination and inquiry set forth above, I am of opinion 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 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, as amended, (iii) complies as to form with the Pink Sheets Guidelines for providing Adequate Current Information, which Guidelines are located on the Internet at www.pinksheets.com, and (iv) has been posted in the Pink Sheets News Service. This letter is being delivered to you for your sole use and benefit and is not to be used, circulated, quoted or otherwise referred to or relied upon for any other purpose without express written consent except that Pink Sheets may publish the letter in the Pink Sheets News Service
for viewing by the public and regulators. It is understood that I express no letter as to the applicability to or compliance with any state securities or blue-sky laws. In addition, this letter
is given as of the date set forth above and is restricted to the stated facts and circumstances presented to me and described herein, and that any other or different facts and circumstances
might require a different letter by me, and I assume no, and hereby disclaim any, obligation to update or supplement this letter to reflect any facts or circumstances that may hereafter come to my attention or any changes in laws that may hereafter occur or which occurred prior to the date hereof, the occurrence of which I had no knowledge.
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