Attached files
| file | filename |
|---|---|
| S-1 - WEIKANG BIO-TECHNOLOGY GROUP CO., INC. | v210954_s1.htm |
| EX-23.1 - WEIKANG BIO-TECHNOLOGY GROUP CO., INC. | v210954_ex23-1.htm |
February
14, 2011
VIA
ELECTRONIC TRANSMISSION
Securities
and Exchange Commission
100 F
Street, N.E.
Washington,
DC20549
|
Re:
|
Weikang
Bio-Technology Group Co., Inc.
|
Form S-1 Registration
Statement
Ladies
and Gentlemen:
We are
counsel to Weikang Bio-Technology Group Co., Inc. We refer to the
above-captioned registration statement on Form S-1 (the “Registration
Statement”) under the Securities Act of 1933, as amended (the “Act”), filed by
Weikang Bio-Technology Group Co., Inc., a Nevada corporation (the “Company”),
with the Securities and Exchange Commission.
We have
examined the originals, photocopies, certified copies or other evidence of such
records of the Company, certificates of officers of the Company and public
officials, and other documents as we have deemed relevant and necessary as a
basis for the opinion hereinafter expressed. In such examination, we have
assumed the genuineness of all signatures, the authenticity of all documents
submitted to us as certified copies or photocopies and the authenticity of the
originals of such latter documents.
Based on
our examination mentioned above, we are of the opinion that the securities being
sold pursuant to the Registration Statement, consisting of 2,083,325 shares of
common stock, 520,831 shares of common stock issuable upon exercise of Series C
Warrants, 520,831 shares of common stock issuable upon exercise of Series D
Warrants and 168,232 shares of common stock issuable upon exercise of warrants
issued to the placement agents,will be, when issued in the manner described in
the Registration Statement, legally and validly issued, fully paid and
non-assessable.
We hereby
consent to the filing of this opinion as Exhibit 5.1 to the Registration
Statement and to the reference to our firm under “Legal Matters” in the related
Prospectus. In giving the foregoing consent, we do not hereby admit that we are
in the category of persons whose consent is required under Section 7 of the
Act, or the rules and regulations of the Securities and Exchange
Commission.
Very
truly yours,
/s/
Sichenzia Ross Friedman Ference LLP
Sichenzia
Ross Friedman Ference LLP
61
Broadway New
York, New York 10006 212-930-9700 212-930-9725
Fax
www.srff.com