Post-Effective Amendment to an S-8 — Form S-8 Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: S-8 POS Post-Effective Amendment to an S-8 HTML 52K
2: EX-4 Instrument Defining the Rights of Security Holders HTML 68K
3: EX-5 Opinion re: Legality HTML 9K
4: EX-23 Consent of Experts or Counsel HTML 7K
I refer to the Registration Statement on Form S-8 (the “Registration Statement”) to be filed by Stryker Corporation (the “Company”) under the Securities Act of 1933, as amended (the “Securities Act”), with the Securities and Exchange Commission (the “Commission”). The
Registration Statement covers 25,000,000 shares of Common Stock, $.10 par value (the “Shares”), of the Company to be issued under the Company's 2011 Long-Term Incentive Plan, as amended (the “Plan”).
It is my opinion that, upon issuance of the Shares in accordance with the provisions of the Plan, the Shares will have been validly issued and will be fully paid and nonassessable.
In preparing this opinion, I have examined certificates of public officials, certificates of officers and copies certified to my satisfaction of such corporate documents and records of the
Company as I deemed relevant and necessary as the basis for my opinion. As to any facts material to this opinion that were not independently established or verified by me, I have relied upon statements and representations of officers and other representatives of the Company and others.
I consent to the filing of this opinion as an exhibit to the Registration Statement. In giving this consent, I do not admit that I am within the category of persons whose consent is required under Section 7 of the Securities Act of 1933 or the General Rules and Regulations of the Commission.