Comfort Opinion Law and Legal Definition

A comfort opinion is a document prepared by an attorney in the context of securities. It states the attorney’s opinion that s/he has no reason to believe that the registration statement contains material misrepresentations or omissions that would violate § 11 of the Securities Act of 1933. The attorney is usually involved in the preparation registration statement's preparation and confers with the securities issuer's representatives, underwriters, and public accountants before writing the opinion. However the opinion is not part of the registration statement. The purpose of the opinion is to reassure the parties that the registration statement complies with securities laws.