Attached files
file | filename |
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S-1/A - FORM S-1/A - Diamond Technology Enterprises Inc. | DTES-S1Av19.htm |
EX-10.4 - EXHIBIT 10.4 - Diamond Technology Enterprises Inc. | notesexhibit104.htm |
EX-1 - EXHIBIT 10.3 - Diamond Technology Enterprises Inc. | subscriptionagreementrevised.htm |
EX-23.2 - EXHIBIT 23.2 - Diamond Technology Enterprises Inc. | rbsmconsentlettere232.htm |
Law Offices of
KIMBERLY L. RUDGE, P.A.
Mailing Address Only:
4654 SR 64 E, #133
Bradenton, Florida 34208
(941) 747-5290 phone
(866) 903-8504 facsimile
krudge@tampabay.rr.com
February 18, 2014
United States Securities and Exchange Commission
100 F Street
Washington, D.C. 20549
Re: Diamond Technology Enterprises, Inc. (the Company)
Ladies and Gentlemen:
As counsel for the Company, I have examined the Companys Articles of Incorporation, by-laws, and such other corporate records, documents and proceedings and such questions of laws I have deemed relevant for the purpose of this opinion. In my examination, I have assumed the genuineness of all signatures, the authenticity of all documents submitted to me as originals, and conformity with the originals of all documents submitted to me as copies thereof. In addition, I have made such other examinations of law and fact, as I have deemed relevant in order to form a basis for the opinion hereinafter expressed.
I have also, as counsel for the Company, examined the Registration Statement (the Registration Statement") of the Company on Form S-1 and any amendments, covering the registration under the Securities Act of 1933 of up to 6,000,000 shares of the Companys common stock and 2,987,820 shares of the Companys common stock to be offered by the Companys selling shareholders (the Registered Shares).
My review has also included the form of prospectus for the issuance of such securities (the "Prospectus") filed with the Registration Statement.
On the basis of such examination, I am of the opinion that:
1. The Company is a corporation duly authorized and validly existing and in good standing under the laws of the State of Delaware, with corporate power to conduct its business as described in the Registration Statement.
2. The Company has an authorized capitalization of 240,000,000 shares of Common Stock, $0.0001 par value and 10,000,000 shares of Preferred Stock, $0.0001 par value.
3. The shares of Common Stock currently issued and outstanding are duly and validly issued as fully paid and non-assessable.
Corporate ▪ Mediation ▪ Real Estate
Florida Supreme Court Certified Circuit Civil Mediator
Page Two
February 13, 2014
4. All of the Registered Shares are validly issued, fully paid and non-assessable.
This opinion letter is limited to the matters stated herein, and no opinion is implied or may be inferred beyond the matters expressly stated. I hereby consent to the use of my opinion as herein set forth as an exhibit to the Registration Statement and to the use of my name under the caption Legal Matters in the prospectus forming a part of the Registration Statement. In giving this consent, I do not hereby admit that I come within the category of persons whose consent is required under Section 7 of the Securities Act of 1933 or the rules and regulations of the SEC promulgated thereunder or Item 509 of Regulation S-K.
Sincerely,
/Kimberly L. Rudge/
Kimberly L. Rudge
Corporate ▪ Mediation ▪ Real Estate
Florida Supreme Court Certified Circuit Civil Mediator