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- S-1/A IPO registration
- 1.1 Underwriting Agreement
- 3.2 Form of Second Amended and Restated Certificate of Incorporation
- 4.1 Unit Specimen
- 4.2 Common Stock Specimen
- 4.3 Specimen Detachable Rights Certificate
- 4.4 Form of Rights Agreement Between Continental Stock Transfer & Trust Company, LLC and the Registrant
- 4.5 Form of Contingent Rights Agreement Between Continental Stock Transfer & Trust Company, LLC and the Registrant
- 5.1 Opinion of Ellenoff Grossman & Schole LLP
- 10.1 Form of Letter Agreement Among the Registrant and Our Officers, Directors and Yntegra Capital Investments, LLC
- 10.3 Form of Investment Management Trust Agreement Between Continental Stock Transfer & Trust Company, LLC and the Registrant
- 10.4 Form of Registration Rights Agreement Between the Registrant and Certain Security Holders
- 10.6 Form of Private Placement Units Purchase Agreement Between the Registrant and Maxim Group LLC
- 10.7 Form of Administrative Support Agreement by and Between the Registrant and Yntegra Capital Management, LLC
- 10.8 Form of Indemnity Agreement
- 10.9 Form of Administrative Support Agreement by and Between the Registrant and Yntegra Capital Management, 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 Clover Leaf Capital Corp. (the “Company”) on Amendment No. 1 to Form S-1 (File No. 333-255111) of our report dated April 7, 2021, except for Subsequent Events in Note 8, as to which the date is June 4, 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 the Company as of March 8, 2021 and for the period from February 25, 2021 (inception) through March 8, 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
Philadelphia, PA
June 4, 2021