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- S-1/A IPO registration
- 1.1 Form of Underwriting Agreement
- 4.4 Form of Warrant Agreement Between Continental Stock Transfer & Trust Company and the Registrant
- 10.1 Second Amended and Restated Promissory Note, Dated January [31], 2022, Issued to Liv Capital Acquisition Sponsor II, L.P
- 10.2 Form of Letter Agreement Among the Registrant and Its Officers, Directors and Liv Capital Acquisition Sponsor, L.P
- 10.3 Form of Investment Management Trust Agreement Between Continental Stock Transfer & Trust Company and the Registrant
- 10.4 Form of Registration Rights Agreement Between the Registrant and Certain Security Holders
- 10.6 Form of Sponsor Warrants Purchase Agreement Between the Registrant and Liv Capital Acquisition Sponsor, L.P
- 10.8 Form of Administrative Services Agreement
- 10.9 Form of Sponsor Warrants Purchase Agreement Between the Registrant and Earlybirdcapital, Inc
- 23.1 Consent of Marcum LLP
- EX-FILING FEES Filing Fee Table
Exhibit 23.1
Independent Registered Public Accounting Firm’s Consent
We consent to the inclusion in this Registration Statement of LIV Capital Acquisition Corp. II (the “Company”) on Amendment No. 2 to Form S-1 (File No. 333-261950) of our report dated January 14, 2022, except for Note 9, as to which the date is January 31, 2022, 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 LIV Capital Acquisition Corp. II as of December 31, 2021 and for the period from February 11, 2021 (inception) through December 31, 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 | |
Hartford, CT | |
January 31, 2022 |