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- S-1/A IPO registration
- 1.1 Form of Underwriting Agreement
- 3.2 Form of Amended and Restated Certificate of Incorporation
- 4.1 Specimen Unit Certificate
- 4.2 Specimen Class a Common Stock Certificate
- 4.3 Specimen Warrant Certificate
- 4.4 Form of Warrant Agreement Between Continental Stock Transfer & Trust Company, LLC and the Registrant
- 5.1 Opinion of Arnold & Porter Kaye Scholer LLP
- 10.1 Form of Letter Agreement Among the Registrant and Our Officers, Directors and Virtuoso Sponsor 2 LLC
- 10.3 Form of Investment Management Trust Agreement Between Continental Stock Transfer & Trust Company, LLC and the Registrant
- 10.4 Form of Registration and Shareholder Rights Agreement Between the Registrant and Certain Security Holders
- 10.6 Form of Private Placement Warrants Purchase Agreement Between the Registrant and Virtuoso Sponsor 2 LLC
- 10.7 Form of Indemnity Agreement
- 10.8 Form of Administrative Support Agreement by and Between the Registrant and Virtuoso Sponsor 2 LLC
- 14 Form of Code of Ethics
- 23.1 Consent of Marcum LLP
- 99.1 Form of Audit Committee Charter
- 99.2 Form of Compensation Committee Charter
Exhibit 23.1
Independent Registered Public Accounting Firm’s Consent
We consent to the inclusion in this Registration Statement of Virtuoso Acquisition Corp. 2 on Amendment No. 1 to Form S-1 (File No. 333-261354), of our report dated October 13, 2021, which includes an explanatory paragraph as to the Company’s ability to continue as a going concern, with respect to our audit of the financial statements of Virtuoso Acquisition Corp. 2 as of July 30, 2021 and for the period from March 22, 2021 (inception) through July 30, 2021, which report appears in the Prospectus, which is part of this Registration Statement. We also consent to the reference to our Firm under the heading “Experts” in such Prospectus.
/s/ Marcum llp
Marcum LLP
New York, NY
December 20, 2021