Attached files
file | filename |
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S-1/A - FORM S-1/A AMENDED REGISTRATION STATEMENT - ML Capital Group, Inc. | s1a_s1z.htm |
EX-23.1 - EXHIBIT 23.1 AUDITOR'S CONSENT - ML Capital Group, Inc. | s1a_ex23z1.htm |
EX-99.2 - EXHIBIT 99.2 FORM OF STOCK SPECIMEN - ML Capital Group, Inc. | s1a_ex99z2.htm |
Exhibit 5.1
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QUICK LAW GROUP PC
1035 PEARL STREET
SUITE 403
BOULDER, CO 80302
Phone: 720.259.3393
Facsimile: 303.845.7315
January 14, 2013
United States Securities and Exchange Commission
100 F Street, N. E.
Washington, D.C. 20549
Re:
ML Capital Group, Inc. Registration Statement on Form S-1 relating to a maximum of 10,819,404 shares of common stock, par value $.0001 per share
Ladies and Gentlemen:
We have been requested by ML Capital Group, Inc., a Nevada corporation, (ML Capital) to furnish you with our opinion as to the matters set forth herein in connection the above captioned registration statement (the Registration Statement) covering a maximum of 10,819,404 shares of ML Capital common stock, par value $.0001 offered by ML Capital pursuant to the Registration Statement.
In connection with this opinion, I have examined the Registration Statement, the Articles of Incorporation and Bylaws of ML Capital, each as amended to date, copies of the records of corporate proceedings of ML Capital, and copies of such other agreements, instruments and documents as we have deemed necessary to enable me to render the opinion hereinafter expressed.
Based upon and subject to the foregoing, we are of the opinion that the shares being offered and registered when sold in the manner described in the Registration Statement will be legally issued, fully paid and non-assessable.
This opinion opines upon Nevada law, including the statutory provisions as well as all applicable provisions of the Nevada constitution and reported decisions interpreting the laws.
We hereby consent to the use of this opinion as an exhibit to the Registration Statement and to the reference to my name under the caption Legal Matters in the prospectus included in the registration statement.
Very truly yours,
/s/ Jeffrey M. Quick
Jeffrey M. Quick