Form S-1/A Creatd, Inc.

Exhibit 23.1

 

CONSENT AND REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT

 

We hereby consent to the use in this Registration Statement on Amendment No. 1 to Form S-1 (Registration No. 333-264908) of our report dated April 6, 2022, relating to the consolidated financial statements of Creatd, Inc. for the years ended December 31, 2021 and 2020, and to the reference to our Firm under the caption “Experts” in the Registration Statement.

 

/s/ Rosenberg Rich Baker Berman, P.A.

 

Somerset, New Jersey

June 17, 2022

Exhibit 107

 

Calculation of Filing Fee Tables

 

Form S-1

(Form Type)

 

CREATD, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Table 1: Newly Registered Securities

 

	Security Type	Security Class Title	Fee Calculation or Carry Forward Rule	Amount Registered	Proposed Maximum Offering Price Per Unit	Maximum Aggregate Offering Price	Fee Rate	Amount of Registration Fee(1)	Carry Forward Form Type	Carry Forward File Number	Carry Forward Initial effective date	Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward
Newly Registered Securities
Fees to Be Paid	Equity	Non-transferable rights to purchase units (1)	-	-	-	-	-	-
	Equity	Units issuable upon exercise of non-transferable rights, each consisting of one Common Stock, par value $0.001 per share, a Series A redeemable warrant and a Series B redeemable warrant	457(o)	20,000,000	$2.00	$40,000,000 (2)	0.0000927	3,708
	Equity	Common Stock included as part of the units	-	-	-	-	-	-
	Equity	Series A redeemable warrant included as part of the units	-	-	-	-	-	-
	Equity	Series B redeemable warrant included as part of the units	-	-	-	-	-	-
		Shares of common stock issuable upon the exercise of the Series A redeemable warrants (2)	457(o)	20,000,000	$3.00	$ 60,000,000(2)	0.0000927	$5,562
		Shares of common stock issuable upon the exercise of the Series B redeemable warrants (2)	457(o)	20,000,000	$6.00	$ 120,000,000 (2)	0.0000927	$11,124
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities
Total Offering Amounts						$220,000,000	0.0000927	$20,394
Total Fees Previously Paid						-	-	$20,394
Total Fee Offsets						-	-	-
	Net Fee Due					-

 

(1)

Non-transferable Rights are being issued without consideration.

 

(2)

Estimated solely for the purpose of computing the amount of the registration fee pursuant to Rules 457(o) under the Securities Act.

 

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