Attached files

file filename
S-1/A - S-1/A - Conifer Holdings, Inc.a2225447zs-1a.htm
EX-4.1 - EX-4.1 - Conifer Holdings, Inc.a2225447zex-4_1.htm
EX-3.2 - EX-3.2 - Conifer Holdings, Inc.a2225447zex-3_2.htm
EX-23.2 - EX-23.2 - Conifer Holdings, Inc.a2225447zex-23_2.htm
EX-1.1 - EX-1.1 - Conifer Holdings, Inc.a2225447zex-1_1.htm
EX-23.1 - EX-23.1 - Conifer Holdings, Inc.a2225447zex-23_1.htm
EX-3.4 - EX-3.4 - Conifer Holdings, Inc.a2225447zex-3_4.htm
EX-10.1.3 - EX-10.1.3 - Conifer Holdings, Inc.a2225447zex-10_13.htm

Exhibit 5.1

 

 

(313) 465-7000

Fax: (313) 465-8000

www.honigman.com

 

July 30, 2015

 

Conifer Holdings, Inc.

550 W. Merrill St.

Suite 200

Birmingham, MI 48009

 

Ladies and Gentlemen:

 

We have acted as counsel to Conifer Holdings, Inc., a Michigan corporation (the “Company”), in connection with the preparation and filing with the Securities and Exchange Commission (the “Commission”) of a Registration Statement on Form S-1 (Registration No. 333-205448) of the Company (as amended through the date hereof and including all exhibits thereto, the “Registration Statement”), including a related prospectus filed with the Registration Statement (the “Prospectus”), pursuant to the Securities Act of 1933, as amended (the “Securities Act”), relating to a proposed underwritten public offering (the “Offering”) of up to 4,887,500 shares of the Common Stock, no par value, of the Company (the “Common Stock”), comprised of 4,250,000 shares of Common Stock to be sold by the Company, which includes 637,500 shares that may be sold by such shareholders upon exercise of the option to purchase additional shares granted to the underwriters of the Offering (the “Shares”). The Shares are to be sold to the underwriters for resale to the public as described in the Registration Statement and pursuant to the underwriting agreement referred to in the Registration Statement (theUnderwriting Agreement”).

 

Based upon our examination of such documents and other matters as we deem relevant, we are of the opinion that the Shares have been duly authorized by the Company and, when issued and sold in accordance with the Registration Statement and the Prospectus, with payment received by the Company in the manner described in the Underwriting Agreement, will be validly issued, fully paid and non-assessable.

 

We hereby consent to the filing of this opinion with the Commission as Exhibit 5.1 to the Registration Statement and to the reference to our firm under the caption “Legal Matters” in the Registration Statement and the Prospectus.  In giving such consent, we do not admit that we are within the category of persons whose consent is required by Section 7 of the Securities Act or the rules and regulations promulgated thereunder by the Commission.

 

 

Very truly yours,

 

 

 

 

 

/S/ HONIGMAN MILLER SCHWARTZ AND COHN LLP

 

DJK/REW/JVK/JMW/MSB

 

2290 First National Building · 660 Woodward Avenue · Detroit, Michigan 48226-3506

Detroit · Lansing · Oakland County · Ann Arbor · Kalamazoo