MicroHoldings US, Inc (fka MCHU)

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Austin Legal Group
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June 21, 2011
Issuer Services
OTC Markets, Inc.
304 Hudson Street
Second Floor
New York, New York 10013
Re: Microholdings US, Inc.
(Trading Symbol: MCHU)
To Whom It May Concern:
Please be advised that this law firm has been retained by Microholdings US, Inc.
(“Issuer”) an Oklahoma corporation, (Trading Symbol: MCHU) to render an opinion as to
whether there is adequate current information available on the OTC Disclosure and News
Service regarding the Issuer and related matters.
OTC Markets is entitled to reply on this opinion in determining whether the Issuer has
made adequate current information publicly available within the meaning of Rue 144(c)(2) under
the Securities Act of 1933. OTC Markets has full and complete permission and rights to publish
this letter with OTC Markets for viewing by the general public and regulators but no person
other than OTC Markets may rely upon this opinion 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.
In rendering this opinion, I have examined corporate records, publicly available
documents and analyzed questions of law for the purpose of rendering this opinion, including but
not limited to the following documents:
(a) Articles of Incorporation of predecessor of Issuer, as filed with the Secretary of State
in the state of Oklahoma, filed October 6, 1998;
(b) Certificate of Designations establishing preferred stock;
(c) Bylaws of the Issuer;
(d) Private Placement Memorandum and other stock issuance documents;
(e) Shareholder list of Issuer;