Attached files
| file | filename |
|---|---|
| S-1 - GULF RESOURCES, INC. | e606322_s1-gulf.htm |
| EX-23.1 - GULF RESOURCES, INC. | e606322_ex23-1.htm |
Exhibit
5.1
 |
Loeb
& Loeb LLP
345 Park
Avenue
New York,
NY 10154-1895
|
Direct
Main
Fax
|
212.407.4000
212.407.4000
212.407.4990
|
January
20, 2010
Gulf
Resources, Inc.
Chenming
Industrial Park, Shouguang City
Shandong
Province, PRC 262714
|
Re:
|
Registration
Statement on Form S-1
|
Ladies
and Gentlemen:
We have
acted as counsel to Gulf Resources, Inc., a Delaware corporation (the
"Company"), in connection with the registration statement on Form S-1, as
amended (the "Registration Statement") filed with the Securities and Exchange
Commission under the Securities Act of 1933, as amended (the "Act"), relating to
the resale of an aggregate of 3,117,653 shares (the "Shares") of the common
stock, par value $.00005 per share, of the Company (the "Common Stock") by the
selling stockholders named therein.
We have
examined such documents and considered such legal matters as we have deemed
necessary and relevant as the basis for the opinion set forth below. With
respect to such examination, we have assumed 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 reproduced or
certified copies, and the authenticity of the originals of those latter
documents. As to questions of fact material to this opinion, we have, to the
extent deemed appropriate, relied upon certain representations of certain
officers of the Company.
Based on
our examination mentioned above, we are of the opinion that the Shares are duly
authorized, legally issued, fully paid and non-assessable.
We are
opining solely on all applicable statutory provisions of Delaware corporate law,
including the rules and regulations underlying those provisions, all applicable
provisions of the Delaware Constitution and all applicable judicial and
regulatory determinations with respect thereto.
We hereby
consent to the filing of this opinion as an exhibit to the Registration
Statement and to the reference made to us under the caption “Legal Matters” in
the prospectus constituting part of the Registration Statement. In giving this
consent, we do not thereby admit that we are within the category of persons
whose consent is required under Section 7 of the Act, the rules and regulations
promulgated thereunder.
|
Loeb
& Loeb LLP
|