Attached files

file filename
EX-23.1 - Smoke Cartel, Inc.ex23_1.htm
EX-10.3 - Smoke Cartel, Inc.ex10_3.htm
EX-10.2 - Smoke Cartel, Inc.ex10_2.htm
EX-10.1 - Smoke Cartel, Inc.ex10_1.htm
EX-3.3 - Smoke Cartel, Inc.ex3_3.htm
EX-3.2 - Smoke Cartel, Inc.ex3_2.htm
EX-3.1 - Smoke Cartel, Inc.ex3_1.htm
S-1 - Smoke Cartel, Inc.mainbody.htm

 

 

December 27, 2018

 

Smoke Cartel, Inc.

1313 Rogers St

Savannah, GA 31415

 

Re: Smoke Cartel, Inc. Registration Statement on Form S-1

 

Ladies and Gentlemen:

 

We have acted as counsel for Smoke Cartel, Inc., a New York corporation (the “Company”), in connection with the registration statement on Form S-1 (the “Registration Statement”) to be filed with the Securities and Exchange Commission (the “Commission”) pursuant to the Securities Act of 1933, as amended (the “Act”), relating to the offering of 1,604,783 shares of the Company’s common stock.

 

In rendering the opinion set forth below, we have reviewed: (a) the Registration Statement and the exhibits attached thereto; (b) the Company's Articles of Incorporation; (c) the Company's Bylaws; (d) certain records of the Company's corporate proceedings as reflected in its minute books; (e) the Certification of Officer issued from Darby Cox, CEO of the Company; and (f) such statutes, records and other documents as we have deemed relevant. In our examination, we have assumed the genuineness of all signatures, the authenticity of all documents submitted to us as originals, and conformity with the originals of all documents submitted to us as copies thereof. In addition, we have made such other examinations of law and fact, as we have deemed relevant in order to form a basis for the opinion hereinafter expressed.

 

Based upon the foregoing, we are of the opinion that the 1,604,783 shares of common stock being offered by the selling security holder and which are being registered in the Registration Statement have been duly authorized, and when distributed and sold in the manner referred to in the Registration Statement will be legally issued, fully paid, and non-assessable.

 

This opinion is based on Nevada general corporate law, including the statutory provisions, all applicable provisions of the Nevada constitution and reported judicial decisions interpreting those laws.

 

Very truly yours,

 

The Doney Law Firm

 

/s/ Scott Doney

Scott Doney, Esq.

 

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CONSENT

 

WE HEREBY CONSENT to the use of our opinion in connection with the Form S-1 Registration Statement, as amended, filed with the Securities and Exchange Commission as counsel for the registrant, Smoke Cartel, Inc. We also consent to our name being used in said Registration Statement.

 

 

Very truly yours,

 

The Doney Law Firm

 

/s/ Scott Doney

Scott Doney, Esq.

 

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