Exhibit 23.1
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We hereby consent to the incorporation by reference in this Registration Statement on Form S-3 (related to the possible resale of shares of RCS Capital Corporation's (i) 11% Series B preferred stock, (ii) 7% Series C convertible preferred stock, and (iii) Class A common stock, that are issuable upon conversion of Series C convertible preferred stock) of our report dated September 29, 2014, related to our audit of the combination of the consolidated statement of financial condition of RCS Capital Corporation and Subsidiaries as of December 31, 2013, statements of income, comprehensive income, stockholders’ equity, and cash flows for the year ended December 31, 2013, after restatement for the acquisition of First Allied Holdings Inc. which was a reorganization of entities under common control and therefore accounted for in a manner similar to a pooling of interests. The consolidated financial statements referred to above were filed with the Securities and Exchange Commission by RCS Capital Corporation as Exhibit 99.1 to the Form 8-K on September 30, 2014.
We also consent to the reference to our firm under the caption “Experts” in such Registration Statement.
/s/ WeiserMazars LLP
New York, New York
January 29, 2015
