Attached files
| file | filename |
|---|---|
| S-1/A - Vyrian, INC | vyrian-s1a.htm |
| EX-3.2 - Vyrian, INC | exhibit_3-2.htm |
| EX-3.1 - Vyrian, INC | exhibit_3-1.htm |
| EX-10.4 - Vyrian, INC | exhibit_10-4.htm |
| EX-10.2 - Vyrian, INC | exhibit_10-2.htm |
| EX-10.3 - Vyrian, INC | exhibit_10-3.htm |
| EX-10.1 - Vyrian, INC | exhibit_10-1.htm |
| EX-23.1 - Vyrian, INC | exhibit_23-1.htm |
Sharon D. Mitchell, Attorney at Law
SD Mitchell & Associates, PLC
829 Hareourt Rd. • Grosse Pohite Park. Michigan 48230
57492 Onaga • Trail Yucca Valley, California 92284
(248) 515-6035 (Telephone) • (248) 751-6030 (Facsimile)
sharondmac@att.nel
*Admitted in Michigan
29 October 2012
Mr. Sath Sivasothy
President
Vyrian Inc.
10101 Southwest Freeway, Suite 400
Houston, Texas 77074
Re: Form S-l/A Registration Statement
Dear Mr. Sivasothy:
You have requested that we furnish you our legal opinion with respect to the legality of the following described securities of Vyrian Inc. (the "Company") covered by a Form S-l/A Registration Statement (''Registration Statement"), filed with the Securities and Exchange Commission for the purposed of registering such securities under the Securities Act of 1933:
1. 2,000,000 shares of common stock, $0,001 par value ("Common Stock")
2. 949,000 shares of common stock, $0,001 par value ("Shares")
In connection with this opinion, we have examined the corporate records of the Company, including the Company's Certificate of Incorporation, Bylaws, and the Registration Statement and Prospectus, as well as such other documents and records as we deemed relevant in order to render this opinion. In our examination, we have assumed the genuineness of all signatures, the legal capacity of all natural persons, the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified, conformed, photostatic or facsimile copies and the authenticity of the originals of such copies.
Based on the forgoing and in reliance thereon, and subject to the qualification and limitations set forth below, we are of the opinion that the Company is duly organized in the State of Nevada, validly existing and in good standing as a corporation under the laws of the State of Nevada.
It is our opinion that all of the 2,000,000 shares of Common Stock described in the S-l/A Registration Statement, when issued in accordance with the terms and conditions set forth in the Registration Statement will be duly authorized, validly issued, fully paid and non-assessable.
Mr. Sath Sivasothy
Vyrian Inc.
29 October 2012
Page 2 of2
We are also of the opinion that the 949,000 shares of Common Stock offered by our Shareholders have been duly authorized, validly issued, fully paid and non-assessable and binding obligations of the Company under the laws of the State of Nevada.
Nothing herein shall be deemed to relate to or to constitute an opinion concerning any matters not specifically set forth above. The foregoing opinions relate only to matters of the internal law of the State of Nevada without reference to conflict of laws and to matters of federal law, and we do not purport to express any opinion on the laws of any other jurisdiction.
We hereby consent to the riling of this opinion with the Securities and Exchange Commission as an exhibit to the Registration Statement and further consent to statements made therein regarding our firm and use of our name under the heading "Legal Matters'* in the Prospectus constituting a part of such Registration Statement.
With best regards,
Sharon D. Mitchell