Attached files
| file | filename |
|---|---|
| 8-K - CURRENT REPORT - CHINA YIDA HOLDING, CO. | f8k0110_chinayida.htm |
| EX-10.1 - PLACEMENT AGENCY AGREEMENT, - CHINA YIDA HOLDING, CO. | f8k0110ex1i_chinayida.htm |
| EX-99.1 - PRESS RELEASE - CHINA YIDA HOLDING, CO. | f8k0110ex99i_chinayida.htm |
| EX-10.2 - SUBSCRIPTION AGREEMENT - CHINA YIDA HOLDING, CO. | f8k0110ex10i_chinayida.htm |
Exhibit 5.1
January
22, 2010
China
Yida Holding, Co.
RM 1302-3
13/F, Crocodile House II
55
Connaught Road Central, Hong Kong
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Re:
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China
Yida Holding, Co.
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|
| Registration Statement on Form S-3 (SEC No. 333-163687) |
Ladies
and Gentlemen:
We have
acted as counsel to China Yida Holding, Co. (the "Company") in connection with
the issuance and sale of up to 2,517,521 shares (the “Shares”) of the Company’s
Common Stock (the “Common Stock”), pursuant to the above-referenced Registration
Statement on Form S-3, as amended (the "Registration Statement"), filed with the
Securities and Exchange Commission under the Securities Act of 1933, as amended
(the "Act"), the related prospectus included therein (the “Prospectus”) and the
prospectus supplement to be filed with the Securities and Exchange Commission
pursuant to Rule 424(b) promulgated under the Act (the “Prospectus
Supplement”).
In
arriving at the opinions expressed below, we have examined and relied, to the
extent we deemed proper, on certificates of officers of the Company as to
factual matters, and on originals or copies certified or otherwise identified to
our satisfaction, of all such corporate records of the Company and such other
instruments and certificates of public officials and other persons as we have
deemed appropriate. In our examination, we have assumed the authenticity of all
documents submitted to us as originals, the conformity to the original documents
of all documents submitted to us as copies, the genuineness of all signatures on
documents reviewed by us and the legal capacity of natural persons.
Based
upon, subject to and limited by the foregoing, we are of the opinion that, as of
the date hereof, the Shares have been duly and validly authorized and upon
issuance, delivery and payment therefor in the manner contemplated by the
Registration Statement, the Prospectus and the Prospectus Supplement, will be
validly issued, fully paid and nonassessable.
We
express no opinion as to the applicability of, compliance with or effect of, the
law of any jurisdiction other than United States Federal law, the laws of the
State of New York and the General Corporation Law of the State of
Delaware.
We hereby
consent to the references to our firm under the caption "Legal Opinions" in the
Registration Statement and any Prospectus Supplement and to the use of this
opinion as an exhibit to the Registration Statement. In giving this consent, we
do not hereby admit that we come within 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 thereunder.
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Very
truly yours,
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/s/ Anslow & Jaclin,
LLP
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