Exhibit 5.1
OPINION AND CONSENT OF DISCLOSURE LAW GROUP
June 17,
2020
Wrap Technologies, Inc.
1817 W 4th Street
Tempe, Arizona 85281
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Re:
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Registration
Statement on Form S-8 for Wrap Technologies, Inc.
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Ladies and Gentlemen:
We have acted as counsel to Wrap
Technologies, Inc., a Delaware corporation (the
“Company”), in connection with the Form S-8
Registration Statement (the “Registration
Statement”) filed by the
Company with the Securities and Exchange Commission (the
“Commission”) registering under the Securities Act of
1933, as amended (the “Act”), 1,900,000 shares of the Company’s
common stock, par value $0.0001 per share (the
“Common
Stock”), to be issued
pursuant to the Company’s Amended 2017 Equity Compensation (the
“Plan”).
We
have examined copies of such corporate records and made such
inquiries as we have deemed necessary for purposes of rendering the
opinion set forth below.
Based
upon the foregoing, in our opinion, the shares of Common Stock to
be issued by the Company when issued in the manner contemplated by
the Plan will be, legally issued, fully paid and
non-assessable.
In
rendering the opinion set forth above, we express no opinion as to
the laws of any jurisdiction other than the Delaware General
Corporation Law and the federal laws of the United States of
America.
We
hereby consent to the filing of a copy of this opinion with the
Commission as an exhibit to the Registration
Statement. In giving such consent, we do not thereby
admit that we are in the category of persons whose consent is
required under Section 7 of the Act or the rules and regulations of
the Commission thereunder.
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Very
truly yours,
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/s/
Disclosure Law Group
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Disclosure
Law Group, a Professional Corporation
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