Exhibit 5
Law Offices
ELIAS, MATZ, TIERNAN & HERRICK L.L.P.
12th Floor
734 15th Street, N.W.
Washington, D.C. 20005
Telephone (202) 347-0300
Facsimile (202) 347-2172
WWW.EMTH.COM
September 20, 2006
Board of Directors
Southern National Bancorp of Virginia, Inc.
1770 Timberwood Boulevard, Suite 100
Charlottesville, Virginia 22911
| Re: | Registration Statement on Form S-4 |
Ladies and Gentlemen:
We have acted as special counsel to Southern National Bancorp of Virginia, Inc. (SNBV) in connection with the preparation and filing with the Securities and Exchange Commission pursuant to the Securities Act of 1933, as amended, of the registration statement on Form S-4 (the Registration Statement) relating to the issuance of shares of common stock, $.01 par value per share, of SNBV (the Shares), in connection with the proposed merger of 1st Service Bank with and into Sonabank, National Association, a wholly owned subsidiary of SNBV, all as described in the Registration Statement. As such counsel, we have made such legal and factual examinations and inquiries as we deemed advisable for the purpose of rendering this opinion.
Based upon the foregoing, it is our opinion that the Shares, when issued, delivered and sold in the manner described in the Registration Statement, will be legally issued, fully paid and nonassessable.
We hereby consent to the filing of this opinion as an exhibit to the Registration Statement, and we consent to the use of our name under the heading Legal Opinions in the proxy statement/prospectus constituting a part thereof.
| ELIAS, MATZ, TIERNAN & HERRICK L.L.P. | ||
| By: | /s/ Timothy A. Matz | |
| Timothy A. Matz, a Partner | ||