FORM S-1 REGISTRATION STATEMENT - GO PUBLIC ACQUISITION CORPORATION I
DESCRIPTION OF SECURITIES
General
We are authorized to issue 50,000,000 shares of common stock, par value $0.00001. All of these shares are issued and outstanding as of the date of this prospectus.
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Management Arrangements
Pursuant to a joint venture agreement between Go Public LLC, our sole stockholder, and Whitley Law Group, P.C., our legal counsel, Mr. Vogel and Mr. Whitley are to be appointed directors of all blank check companies that Go Public LLC forms.
EXPERTS
Our legal counsel, Whitley Law Group, P.C., has a joint venture agreement with Go Public LLC pursuant to which Whitley Law Group is entitled to fifty percent (50%) of the proceeds of sale of Go Public's shares in the Company.
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SELLING STOCKHOLDERS
All of the shares registered in this offering are to be sold by Go Public LLC, our sole stockholder. None of the proceeds of this offering will belong to the Company.
The Managing Member of Go Public LLC is our president and a director. Go Public LLC owns 100% of the stock of our company, and Go Public LLC is registering for resale all of its shares in connection with a potential acquisition. We are unable to determine how many shares Go Public LLC will sell at this time. In our post-effective amendment, we will disclose the number of shares that Go Public LLC will be selling.
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Whitley Law Group, P.C. has given us its opinion that the shares registered in this offering are issued and outstanding, duly authorized, validly issued, fully paid and nonassessable common stock in accordance with Nevada law. As stated earlier, Whitley Law Group, P.C. has a joint venture agreement with Go Public LLC pursuant to which Whitley Law Group is entitled to fifty percent (50%) of the proceeds of sale of Go Public's shares in the Company.
MANAGEMENT
The following table identifies our directors and executive officers.
Name Age Position
James Vogel 47 President, director
Samuel Whitley 32 Secretary, Treasurer, and director
The following is a brief account of the education and experience of our directors and executive officers.
James Vogel is managing member of Go Public LLC, a venture capital and enterprise incubation firm, since March 2005. From August 2002 to March 2005, Mr. Vogel was president of Advanced CEO Solutions, Inc., a privately held business consulting firm.
Samuel Whitley has been president of Whitley Law Group, P.C., a corporate and securities law firm located in Houston, Texas, since January 2003. Mr. Whitley represents several smaller publicly traded companies in their securities reporting matters and also represents privately held companies and investment funds in the areas of corporate and securities law, mergers and acquisitions, taxation, employment law, and commercial litigation.
Mr. Vogel and Mr. Whitley were appointed as directors pursuant to a joint venture agreement between Go Public LLC, our sole stockholder, and Whitley Law Group, P.C., our legal counsel. Pursuant to this agreement, Mr. Vogel and Mr. Whitley are to be appointed as directors of any shell companies that Go Public LLC forms. Whitley Law Group, P.C. has a joint venture agreement with Go Public LLC pursuant to which Whitley Law Group is entitled to fifty percent (50%) of the proceeds of sale of Go Public's shares in the Company.
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