EX-5.01
Published on December 17, 2008
Exhibit 5.01
[INTUIT INC. LETTERHEAD]
December 17, 2008
Securities and Exchange Commission
100 F Street NE
Washington, D.C. 20549
100 F Street NE
Washington, D.C. 20549
Subject: Intuit Inc.
Ladies and Gentlemen:
This opinion is provided in connection with a Form S-8 Registration Statement (the Registration
Statement) being filed by Intuit Inc. (the Company) on or about December 17, 2008. The
Registration Statement relates to the registration of 10,000,000 shares of the Companys Common
Stock, par value $0.01 per share (the Shares). The Shares have been reserved for issuance under
the Companys 2005 Equity Incentive Plan, as adopted on December 9, 2004 and amended on December
16, 2005, December 15, 2006, December 14, 2007, and December 16, 2008 (the Plan).
For purposes of this opinion, I have examined copies of (i) the Registration Statement, (ii) the
Companys Certificate of Incorporation, as amended to date, (iii) the Companys Bylaws, as amended
to date, (iv) the Plan, and (v) resolutions of the Board of Directors and records of the Annual
Meeting of Stockholders of the Company relating to adoption and approval of the Plan. In rendering
the opinion expressed herein, I have assumed the genuineness of all signatures, the authenticity of
all documents, instruments and certificates purporting to be originals, the conformity with the
original documents, instruments and certificates of all documents, instruments and certificates
purporting to be copies, and the legal capacity to sign of all individuals executing documents,
instruments and certificates. I have also assumed that all Shares will be issued pursuant to the
Plan for a purchase price of not less than $0.01 per share.
Based upon and subject to the foregoing and the effectiveness of the Registration Statement, I am
of the opinion that the Shares that may be issued by the Company pursuant to the Plan, when issued
and paid for in accordance with the Plan, will be legally issued, fully paid and non-assessable.
I hereby consent to the filing of this opinion as an exhibit to the Registration Statement. In
giving this consent, I do not admit thereby that I come within the category of persons whose
consent is required under Section 7 of the Securities Act of 1933, as amended, or the rules and
regulations of the Securities and Exchange Commission.
Very truly yours, |
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/s/ LAURA A. FENNELL | ||||
Laura A. Fennell | ||||
Senior Vice President, General Counsel and Corporate Secretary Intuit Inc. |