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8-K - CURRENT REPORT - MARSH & MCLENNAN COMPANIES, INC. | f8kmarch16-2010mma.htm |
Luciana
Fato
Corporate
Secretary
New York,
NY 10036
Exhibit
5.1
March 16,
2010
New York,
New York 10036
In
connection with rendering the opinions expressed below, I have examined (i) the Registration
Statement on Form S-4 (Registration No. 333-163405) of the Company, for the
registration of the Company’s common stock, par value $1.00 per share (the
“Common
Stock”), filed with the Securities and Exchange Commission (the “Commission”) under
the Securities Act of 1933, as amended (the “Securities Act”), on
November 30, 2009; (ii) the core
prospectus dated December 15, 2009, forming a part thereof, together with the
documents incorporated therein by reference; and (iii) the Purchase
Agreement, pursuant to which the shares of Common Stock (the “Shares”) will be
issued on March 16, 2010.
I have
examined originals or certified, conformed or reproduction copies of such
records of the Company, such certificates of officers of the Company and of
public officials, and such other documents, and have made such investigations of
law, as I have deemed necessary or appropriate as the basis for the opinions set
forth below. In all such examinations, I have assumed without
investigation the legal capacity of all natural persons executing documents, the
genuineness of all signatures on original or certified copies, the authenticity
of all original or certified copies and the conformity to original or certified
documents of all copies submitted to me as conformed or reproduction
copies.
Based
upon the foregoing examination and in reliance thereon, and subject to the
assumptions stated and in reliance on statements of fact contained in the
documents that I have examined, I am of the opinion that the Shares, when
delivered against payment
therefore
pursuant to the Share Purchase Agreement, will be legally issued, fully paid and
non-assessable.
I consent
to the filing of this opinion as an exhibit to the Company’s Form
8-K. In giving this consent, I do not thereby admit that I am within
the category of persons whose consent is required under Section 7 of the
Securities Act or the Rules and Regulations of the Commission.
/s/ Luciana Fato
Luciana Fato