Exhibit 5.1
March 21, 2008
Hanmi Financial Corporation
3660 Wilshire Boulevard
Los Angeles, California 90010
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Re: |
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Hanmi Financial Corporation 2007 Equity Compensation Plan |
Ladies and Gentlemen:
As Counsel of Hanmi Financial Center (the Company), at your request, I have examined the
Registration Statement on Form S-8 (the Registration Statement) being filed by the Company with
the Securities and Exchange Commission in connection with the registration under the Securities Act
of 1933, as amended (the Act), of up to 3,000,000 shares of the Companys common stock, $0.001
par value per share (the Shares), that may be issued in the aggregate under the Plan.
In rendering this opinion, I have examined and reviewed only such questions of law as I have
deemed necessary or appropriate for the purpose of rendering the opinions set forth herein. For
the purpose of rendering the opinions set forth herein, I have been furnished with and examined
only the following documents:
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1. |
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The Amended and Restated Certificate of Incorporation of the Company.
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2. |
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The Bylaws of the Company, as amended.
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3. |
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The Registration Statement. |
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4. |
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Records of proceedings of the Board of Directors and
stockholders of the Company pertaining to the Plan.
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5. |
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The Plan.
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With respect to all of the foregoing documents, I have assumed the genuineness of all
signatures, the authenticity of all documents submitted to us as originals and the conformity to
originals of all documents submitted to us as certified or reproduced copies. I also have obtained
from the officers of the Company certificates as to such factual matters as I consider necessary
for the purpose of this opinion, and insofar as this opinion is based on such matters of fact, I
have relied on such certificates.
Based upon the foregoing and such further review of fact and law as I have deemed necessary or
appropriate under the circumstances, I am of the opinion that the Shares have been duly authorized
and when issued and sold in accordance with the terms of the Plan, will be validly issued, fully
paid and non-assessable.
This opinion is issued to you solely for use in connection with the Registration Statement on
Form S-8 and is not to be quoted or otherwise referred to in any financial statements of the
Company or related document, nor is it to be filed with or furnished to any government agency or
other person, without my prior written consent.
This opinion is limited to the current laws of the State of Delaware and the United States of
America, including statutory provisions, the provision of the Delaware constitution and present
judicial
interpretations thereof and to facts as they presently exist. In rendering this opinion, I
have no obligation to revise or supplement it should the current laws of the State of Delaware or
the United States of America be changed by legislative action, judicial decision or otherwise.
I hereby consent to the filing of this opinion as an exhibit to the Registration Statement on
Form S-8 which is being filed on behalf of the Company in connection with the registration of the
aforementioned Shares under the Securities Act of 1933, as amended. In giving such consent, I do
not hereby admit that I am in the category of persons whose consent is required under Section 7 of
the Act or the rules and regulations of the Securities and Exchange Commission.
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Very truly yours,
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/s/ Judith Kim
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First Vice President, Associate General Counsel and Acting Corporate Secretary of Hanmi Financial
Corporation |
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