Attached files

file filename
S-1 - AMERITEK VENTURESatvrocknreg.htm
EX-3 - BYLAWS - AMERITEK VENTURESex32bylaws.htm
EX-99 - SUBSCRIPTION AGREEMENT - AMERITEK VENTURESex991subagr.htm
EX-23 - CONSENT OF AUDITOR - AMERITEK VENTURESex231consent.htm
EX-3 - ARTICLES OF INCORPORATION - AMERITEK VENTURESex31articles.htm

Exhibit 5.1

 

THE LAW OFFICES OF

THOMAS C. COOK, LTD.

ATTORNEY AND COUNSELOR AT LAW

500 N. RAINBOW, SUITE 300

LAS VEGAS, NEVADA 89107

(702) 221-1953

FAX (702) 221-1963

 

September 16, 2011

 

 

To: Board of Directors, ATVROCKN

 

Re: Registration Statement of Form S-1 (the "Registration Statement")

 

 

Gentlemen:

 

We have acted as your counsel in connection with the proposed issue and sale by ATVROCKN, a Nevada corporation (the "Company") 500,000 shares of common stock and 125,000,000 common shares issuable upon conversion of Series A Convertible Preferred stock being held by selling stockholders, $0.001 par value and 1,250,000 shares of convertible preferred stock, par value $0.001 (the "Company Shares") on the terms and conditions set forth in the Registration Statement.

 

In that connection, we have examined original copies, certified or otherwise identified to our satisfaction, of such documents and corporate records, and have examined such laws or regulations, as we have deemed necessary or appropriate for the purposes of the opinions hereinafter set forth.

 

Based on the foregoing, we are of the opinion that:

 

1. The company is a corporation duly organized and validly existing under the laws of the State of Nevada.

 

2. The issue and sale of the Company Shares to be sold pursuant to the terms of the Registration Statement as filed with the Securities and Exchange Commission have been duly authorized and, upon the sale thereof in accordance with the terms and conditions of the Registration Statement be validly issued, fully paid and non-assessable.

 

We hereby consent to be named in the Prospectus forming Part I of the aforesaid Registration Statement under the caption, "Legal Matters" and the filing of this opinion as an Exhibit to said Registration Statement.

 

 

Sincerely,

 

/s/ Thomas C. Cook, Esq.

Thomas C. Cook, Esq.