EXHIBIT 5.1
THE BUSINESS LAW GROUP
SECURITIES AND CORPORATE LAW
CORPORATE FINANCE
August 28, 2000
VentureNet Capital Group, Inc.
(f/k/a Internet Stock Market Resources, Inc.)
27349 Jefferson Avenue
Suite 200
Temecula, California 92590
Dear Members of the Board of Directors:
You have asked us to provide you our legal opinion with regard to the
legality of certain securities of VentureNet Capital Group, Inc., f/k/a Internet
Stock Market Resources, Inc. (the "Company"), covered by a Form SB-2
Registration Statement, Commission File Number 333-43796, as that document has
been amended by Amendments 1 and 2 thereto (the "Registration Statement")
originally filed with the Securities and Exchange Commission by the Company in
electronic form on or about August 14, 2000, for the purpose of registering such
securities under the Securities Act of 1933.
In connection with this opinion, we have examined the corporate records
of the Company, including the Certificate of Incorporation and Amendments
thereto, the By-laws, and the Minutes of the Board of Directors and Shareholders
meetings, the Registration Statement and such other documents and records as we
have deemed relevant in order to render this opinion. In addition, the opinion
expressed herein is limited to federal law and the laws of the State of
Delaware. In forming this opinion, we have relied upon the documents submitted
to us by the Company and the representations made to us by its officers and
directors.
Based upon the foregoing our opinion is as follows:
1. The Company is duly and validly organized and is validly existing
and in good standing under the laws of the State of Delaware.
2. The Registered Securities, when sold and issued in accordance
with the Registration Statement and the final prospectus
thereunder, and for the Consideration therein referred to, will be
legally issued, fully paid and non-assessable.
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VentureNet Capital Group, Inc.
August 28, 2000
Page 2
We hereby consent to the filing of this opinion with the Securities and
Exchange Commission as an exhibit to the Registration Statement and further
consent to statements made therein regarding our office and the use of our name
under the heading of "Legal Matters" in the prospectus constituting a part of
such Registration Statement.
Very truly yours,
THE BUSINESS LAW GROUP
/s/ THE BUSINESS LAW GROUP
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JBG/ph