Exhibit 5.1
David E. Wise
Attorney at Law
The Colonnade
9901 IH-10 West, Suite 800
San Antonio, Texas 78230
(210) 558-2858
May 3, 2010
Board of Directors
Ciralight Global, Inc.
670 E. Parkridge, Suite 112
Corona, California 92879
Re: Ciralight Global, Inc.
Registration Statement Form S-1
Gentlemen:
You have requested our opinion with respect to the shares of the Company's
common stock, par value $.001 per share ("Common Stock"), included in the
Registration Statement on Form S-1 ("Form S-1") (File No. 333-165638)filed with
the U.S. Securities and Exchange Commission pursuant to the Securities Act of
1933, as amended ("Securities Act"), for the purpose of registering 966,049
shares of the Company's Common Stock on behalf of the selling shareholders named
in the Form S-1 ("Shares").
As securities counsel to the Company, we have examined the original or
certified or photostatic copies of such records of the Company, and such
agreements, certificates of public officials, certificates of officers or
representatives of the Company and its shareholders, and such other documents as
we have deemed relevant and/or necessary as the basis of the opinions expressed
in this letter. In such examination, we have assumed the genuineness of all
signatures, the conformity to original documents of all copies submitted to us
as certified or photostatic copies and the authenticity of originals of such
latter documents. As to various questions of fact material to such opinions, we
have relied upon statements or certificates of officials and representatives of
the Company and others.
Based on, and subject to the foregoing, we are of the opinion that the
Shares being registered in the Form S-1, have been duly and validly authorized
for issuance and are legally issued, fully paid and non-assessable.
In rendering this opinion, we express no opinion herein concerning the
applicability or effect of any laws of any jurisdiction other than Nevada and
the securities laws of the United States of America referred to herein.
We hereby consent to the filing of this opinion as an exhibit to the Form
S-1 and to the reference to my name and this firm under the headings "Interests
of Named Experts and Counsel" and "Legal Representation" in the prospectus which
forms a part of the Form S-1. In giving such consent, we do not thereby admit
that we are included within the category of persons whose consent is required
under Section 7 of the Securities Act or the rules and regulations promulgated
thereunder.
Very truly yours,
/s/ David E. Wise
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DAVID E. WISE
Attorney at Law