Attached files
file | filename |
---|---|
S-1 - FORM S-1 - USA InvestCo Holdings, Inc. | s1lambentmarch15.htm |
EX-3.1 - ARTICLES OF INCORPORATION OF THE REGISTRANT - USA InvestCo Holdings, Inc. | exhibit3.htm |
EX-10.1 - LISTING ADVERTISING AGREEMENTS - USA InvestCo Holdings, Inc. | exhibit10.htm |
EX-3.2 - BYLAWS OF THE REGISTRANT - USA InvestCo Holdings, Inc. | bylawslambent.htm |
EX-23.1 - CONSENT OF MALONEBAILEY, LLP - USA InvestCo Holdings, Inc. | clientconsent.htm |
Exhibit 5.1
CANE CLARK LLP | 3273 E. Warm Springs Las Vegas, NV 89120 | ||
Kyleen E. Cane* | Bryan R. Clark^ |
| Telephone: 702-312-6255 |
Joe Laxague~ | Scott P. Doney~ |
| Facsimile: 702-944-7100 |
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| Email: jlaxague@caneclark.com |
March 11, 2011
Lambent Solutions Corp.
400 St. Martin West Blvd., Ste. 350
Laval, QC H7M 3Y8
Dear Sirs:
We have acted as counsel to Lambent Solutions Corp., a Nevada corporation (the Company), in connection with limited matters relating to the Companys submission to the Securities and Exchange Commission of a registration statement on Form S-1 (the Registration Statement) under the Securities Act of 1933, as amended, relating to the offering for sale of up to 3,000,000 shares of the Companys common stock, par value $0.001 per (collectively, the Shares).
In this connection, we have examined the originals or copies, certified or otherwise identified to our satisfaction, of the Articles of Incorporation and Bylaws of the Company, as amended through the date hereof, resolutions of the Companys Board of Directors, and such other documents and corporate records relating to the Company and the issuance of the Shares as we have deemed appropriate. In all cases, we have assumed the genuineness of signatures, the authenticity of documents submitted to us as originals, the conformity to authentic original documents of documents submitted to us as copies, and the accuracy and completeness of all records and other information made available to us by the Company. We express no opinion concerning the law of any jurisdiction other than the State of Nevada.
On the basis of the foregoing, we are of the opinion that the Shares will be validly issued, fully paid and non-assessable when issued by the Company if the consideration for the Shares described in the prospectus is received by the Company.
We hereby consent to the reference to our firm under the caption Legal Matters in the prospectus included in the Registration Statement and to the filing of this opinion as an exhibit to the Registration Statement.
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| Very truly yours, |
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*Licensed Nevada, California, Washington and Hawaii Bars;
^ Nevada, Colorado and District of Columbia Bars ~Nevada