Interesting Counsel has reviewed previous filin

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Counsel has reviewed previous filings and determined the neither the issuer nor the issuer’s
predecessors were a “shell company” as defined in Rules 405 of the Securities Act of 1933 and 12b-2 of
the Exchange Act of 1934.

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Counsel has reviewed and relied on information
from the Secretary of State of Georgia and information obtained from the Company's officers, directors and
agents.

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