EX1A-12 OPN CNSL 3 Legalopinion.htm Opinion Counsel

			FRANKLIN OGELE, P.A.
			Attorney at Law
			One Gateway Center, Suite 2600
Newark, NJ 07102
Email: fogele@msn.com


Phone (973) 277 4239					Bar Admissions
Fax (862) 772 3985					    New York and New Jersey
October 25, 2016
Board of Directors
First Phoenix Investments, Inc.
245 Park Avenue, 39th Fl
New York, New York 10167

To the Board of Directors:

I have acted as counsel to First Phoenix Investments, Inc. (the “ Company ”) with respect to the preparation and filing of an offering statement on Form 1-A. The offering statement covers the contemplated sale of up to 10 million shares of the Company ’ s Common Stock.

In connection with the opinion contained herein, I have examined the offering statement, the articles of incorporation (as amended) and bylaws, the minutes of meetings of the Company ’ s board of directors, as well as all other documents necessary to render an opinion.

In my examination, I have assumed the legal capacity of all natural persons, the genuineness of all signatures, the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified or photostatic copies and the authenticity of the originals of such copies.

Based upon the foregoing, I am of the opinion that the common shares being sold pursuant to the offering statement are duly authorized and will be, when issued in the manner described in the offering statement, legally and validly issued, fully paid and non-assessable.

No opinion is being rendered hereby with respect to the truth and accuracy, or completeness of the offering statement or any portion thereof.

I further consent to the use of this opinion as an exhibit to the offering statement.

Yours truly,

/s/ Franklin Ogele

Franklin Ogele