Attached files

file filename
S-1 - REGISTRATION STATEMENT ON FORM S-1 - New Gold Discoveries, Inc.newgolds1.htm
EX-3.1 - EXHIBIT 3.1 - New Gold Discoveries, Inc.ex3oh1.htm
EX-3.2 - EXHIBIT 3.2 - New Gold Discoveries, Inc.ex3oh2.htm
EX-23.1 - EXHIBIT 23.1 - New Gold Discoveries, Inc.ex23oh1.htm

Adam S. Tracy, Esq.

Securities Compliance Group, Ltd.

2100 Manchester Road Suite 615

Wheaton, IL 60187

(888) 978-9901

at@ibankattorneys.com

 

April 26, 2016

 

New Gold Discoveries, Inc.

 

Re: Opinion of Counsel – Registration Statement of Form S-1

 

To the Board of Directors:

 

I have been engaged as counsel to New Gold Discoveries, Inc., in connection with the preparation and filing of a registration statement on Form S-1. The registration statement covers the registration under the Securities Act of 1933 of 12,000,000 common shares sold by New Gold Discoveries, Inc., a Wyoming corporation, of which the entirety are being offered for sale by the Company. I am an attorney licensed to practice before the Supreme Court of Illinois, various United States District Courts and the United States Tax Court. Moreover, I have been not prohibited or otherwise enjoined from practicing before the Securities and Exchange Commission. 

In connection with the opinion contained herein, I have examined the registration statement, the articles of incorporation and bylaws, the minutes of meetings of its board of directors, as well as all other documents necessary to render an opinion. In my examination, I have assumed the legal capacity of all natural persons, the genuineness of all signatures, the authenticity of all documents submitted to me as originals, the conformity to original documents of all documents submitted to me as certified or photostatic copies and the authenticity of the originals of such copies. 

Based upon the foregoing, I am of the opinion that the 12,000,000 common shares being offered by the Company pursuant to the registration statement are duly authorized and, when issued in the manner described in the registration, will be legally and validly issued, fully paid and non-assessable. 

The opinion opines upon the laws of the State of Wyoming and reported judicial decisions interpreting those laws. This opinion does not address or relate to any specific state securities laws. I assume no duty to communicate with the registrant in respect to any matter that comes to my attention after the date of effectiveness of the registration statement.

I further consent to the use of this opinion as an exhibit to the registration statement and to the reference to my firm in the prospectus made part of the registration statement.

 

Yours very truly,

 

/s/Adam S. Tracy

 

Adam S. Tracy, Esq.