LAW OFFICES OF

GARY L. BLUM

3278 WILSHIRE BOULEVARD

SUITE 603

LOS ANGELES, CALIFORNIA 90010

GARY L. BLUM

TELEPHONE: (213) 381-7450

EMAIL:gblum@gblumlaw.com

FACSIMILE: (213) 384-1035

CELL: (213) 369-8112

Via OTC News & Disclosure Service

April 25, 2021

OTC Markets Group, Inc. - Issuer Services 304 Hudson Street, 2nd Floor

New York, NY 10013

Tel: (212) 896-4400 Fax: (212) 868-3848

Re: Adequacy of Current Public Information for Gold River Production Services, Inc.

Annual Financial Statements and Information and Disclosure Statement for the calendar years ended December 31, 2021 and 2020

Dear Sir or Madam:

I, the undersigned ("Counsel"), am an attorney licensed to practice law in the state of California, and before the courts of the United States, and under the laws of the United States. I am permitted to practice before the Securities and Exchange Commission ("SEC") and have never been prohibited from practice thereunder. I am a United States citizen residing and working in Los Angeles, California. I represent that I am not currently, nor have I been in the past five years, the subject of an investigation, hearing, suspension, bar, litigation or proceeding by any regulatory or quasi-regulatory or self-regulatory organization, including by the SEC, the U.S Commodity Futures Trading Commission (CFTC), the Financial Industry Regulatory Authority (FINRA), or any other federal, state, or foreign regulatory agency. Counsel is not currently suspended or barred from practicing in any state or jurisdiction. Counsel has not been in the past five years, suspended or barred from practicing in any state or other jurisdiction. Counsel has never been charged in a civil or criminal case.

My firm has been retained by Gold River Production Services, Inc. (the "Company") for the express purpose of providing a legal opinion on the adequacy of current information available to the public in relation to the filing of an "Information Statement and Disclosure" pursuant to Rule 15c2-11(a) (5) of the Securities Exchange Act of 1934 as amended (the "Exchange Act"), and Rule 144(c)(2) of the Securities Act of 1933 as amended (the "Securities Act"). Gold River Production Services, Inc. is incorporated under the laws of the state of Colorado. Neither I nor my firm has been paid any shares of the Company nor does any promiseexist to pay myself or my firm shares in the future. Counsel's work herein does not rely on the work of any other counsel.

1. Facts & Assumptions

In rendering this opinion, I have reviewed various corporate records and other documentation necessary and proper for an opinion in conjunction with the filing of the Company's Information & Disclosure Statements for the calendar years ended December 31, 2021 and 2020. Additionally, I have made further inquiry and investigation into the laws, regulations, and commentary available for such filings. With respect to corporate documentation examined, I have presumed the genuineness of all signatures thereon; the authenticity of all documents provided as originals; conformity of all copies to the original documents; and the authenticity of all original documents submitted as copies.

I have relied on information available on the Internet, from records with the SEC, FINRA, the OTC Markets, Inc. ("OTC"), and from officers of the Company in addition to other sources, such as records on file with the Colorado Secretary of State. All such sources were deemed reliable. Nothing came to my attention during the course of my investigation that led me to conclude that any such documents were not genuine or authentic or that the facts contained therein were not true.

2. Inquiry & Investigation

I have reviewed the consolidated Annual Reports for the calendar years ended December 31, 2021 and 2020, posted onwww.otcmarkets.comthrough the OTC Disclosure & News Service on April 16, 2022 and April 15, 2022, respectively. Further, I have reviewed quarterly statements for the period the ending March 31, 2021, posted on June 8, 2021; quarterly statements for the period ending June 30, 2021, posted on August 26, 2021; and quarterly statements for the period ending September 30, 2021, posted on November 19, 2021.

I have also reviewed the consolidated Annual Reports for the calendar years ended December 31, 2020 and 2019, posted onwww.otcmarkets.comthrough the OTC Disclosure & News Service on April 15, 2021 and February 25, 2021, respectively, as well as quarterly statements for periods ending March 31, 2020, June 30, 2020, and September 30, 2020, also posted on February 25, 2021.

In addition, I have reviewed the prior filings of the Company which include a series of mergers, take-overs, and ultimately a re-domiciling of the Company from Delaware to Colorado. The Company was originally incorporated in Delaware on or about September 18, 2006 as "Omega Environmental, Inc." continuing under such name until in or about September 2006 when the Company's name was changed to "O.N.E. World Distributing, Inc." until the Company name was again changed to Polythene Metro, Inc. in December 2006, continuing under such name until it was changed in February 2007 to "Gold River Production Services, Inc." The Company has since this most recent name change periodically used the name "Gold River Products, Inc." in its OTC Markets filings and Press Releases. On or about August 25, 2018 the Company was re-domiciled from Delaware to Colorado.

The Information Statement, although un-audited, was prepared by John Patterson, of Farmington, Utah, a certified public accountant since 1998. Mr. Patterson holds degrees in accounting from Weber State (bachelors) and Utah State (masters). Mr. Patterson also holds degrees from the U.S. Army War College in Strategic Studies and from Hamilton College (bachelors) in government studies. Mr. Patterson has 20+ years of professional accounting experience.

The Company's transfer agent is Mountain Share Transfer Agency, LLC. I have confirmed that this transfer agent is registered with the Securities and Exchange Commission. Information regarding the accuracy of the shareholder's list; and the issued and outstanding shares of the Company can be confirmed with Mountain Share Transfer, located at 2030 Powers Ferry Rd. SE, Suite # 212, Atlanta, GA 30339 or viawww.mountainsharetransfer.com/contact/.

Additionally, I have met personally (via telephone) with a majority of the board of directors and the officers of the Company (including Richard Goulding) to review and discuss this information, the accuracy and completeness of such, and its adequacy for these purposes. An interested investor could readily find current information available regarding the Company by which s/he could objectively make a determination pertaining to the corporate financial status and relevant financial information thereby enabling such investor to make an informed and intelligent decision regarding the stock of the company.

Finally, to the best of my knowledge and after inquiry of management and directors of Gold River Production Services, Inc., none own more than 5% of the Company, except Richard Goulding, its Chairman who owns 97% of the Series A Preferred Stock, which represents approximately 89% of voting control. In addition, neither the Company, Counsel, nor any of the officers or directors of the Company are currently under investigation by any federal or state regulatory authority for any violation of state or federal securities laws.

3. Legal Conclusions

I have considered the question as to whether the Issuer, including its predecessors, is or ever was a "shell company" as defined in Rules 405 of the Securities Act of 1933 and 12b-2 of the Exchange Act and have concluded that the Company does not now qualify as a "shell company"; however, given the length of time in which the Issuer has been in existence, we are unable to conclude that it has never been a "shell company."

The legal opinion as expressed in this letter is that the consolidated Quarterly and Annual Report and filings for the period as filed via the OTC Markets Group News and Disclosure service constitutes: (1) "adequate current public information" about the Company which is available to the public regarding the shares of common stock and "is available" within the meaning of Rule 144(c)(2) of the Securities Act of 1933; which (2) includes all of the information that a broker-dealer would be required to obtain from the Company to publish a quotation for the shares of common stock of the Corporation under Rule 15c2-11 of the Exchange Act of 1934; that (3) complies with the OTC Markets Group, Inc. Pink Basic Disclosure Guidelines (located at www.otcmarkets.com) as they pertain to providing adequate and current information about the Company; and (4) the statement has been posted in the OTCDisclosure & News Service. OTC Markets Group, Inc. is entitled to rely on this opinion in determining whether the Company has made adequate current information available to the public pursuant to Rule 144(c)(2) of the Securities and Exchange Acts, and has full and complete permission and rights to publish this opinion on its website,www.otcmarkets.com, for such limited purposes.

The statements and opinions set forth herein reflect observations and results of inquiries up to the date hereof, and shall remain valid for as long as the documents, instruments, records and other information I have reviewed and examined remain unchanged, and the assumptions relied upon continue to be valid. This opinion is intended solely for the use and application of

OTC Markets Group, Inc., which is expressly permitted to use it as it deems appropriate for use and publication on its website or otherwise.

Kind Regards,

Gary Blum, Esq.

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Gold River Productions Inc. published this content on 25 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 April 2022 23:29:20 UTC.