Exhibit 5
SHUMAKER, LOOP & KENDRICK, LLP
ATTORNEYS AT LAW
101 East Kennedy Blvd.
Tampa, FL 33602
Telephone (813) 229-7600
Telefax (813) 229-1660
March 27, 2009
Sun Hydraulics Corporation
1500 West University Parkway
Sarasota, Florida 34243-2290
Re: | Securities and Exchange Commission Registration Statement on Form S-8 Covering 40,000 Shares of Common Stock, $.001 par value |
Gentlemen:
We are legal counsel to Sun Hydraulics Corporation, a Florida corporation (the Company), and have acted as such in the preparation and filing of its Registration Statement on Form S-8 with the Securities and Exchange Commission (the SEC) pursuant to the requirements of the Securities Act of 1933, as amended, and the General Rules and Regulations of the SEC promulgated thereunder for the registration of 40,000 shares (the Shares) of the common stock, par value $.001 per share, of the Company. In connection with the following opinion, we have examined and have relied upon such documents, records, certificates, statements and instruments as we have deemed necessary and appropriate to render the opinion herein set forth.
Based upon the foregoing, it is our opinion that the Shares, when and if issued in the manner set forth in the Registration Statement, will be legally issued, fully paid and nonassessable.
The undersigned hereby consents to the filing of this opinion as Exhibit 5 to the Registration Statement.
Very truly yours, |
SHUMAKER, LOOP & KENDRICK, LLP |
/s/ Gregory C. Yadley |
Gregory C. Yadley |