Power of Attorney Regarding Section 16 Filing Obligations and Form 144
Compliance
Know all by these presents, that the undersigned hereby constitutes and
appoints each of James Silk and David Rost, or either of them acting singly and
with full power of substitution, the undersigned's true and lawful attorney-in-
fact to:
1. execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer or director or both of Beneficient, a
Nevada corporation (the "Company"), Forms 3, 4 and 5 (and any amendments
thereto) in accordance with Section 16(a) of the Securities Exchange Act of
1934, as amended (the "Exchange Act"), and the rules thereunder and any Notice
of Proposed Sale of Securities on Form 144 (and any amendments thereto) in
accordance with Rule 144 under the Securities Act of 1933, as amended (the
"Securities Act");
2. do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any
such Form 3, 4 or 5, complete and execute any amendments thereto, and timely
file such form with the U.S. Securities and Exchange Commission (the "SEC") and
any securities exchange or similar authority, including without limitation the
filing of a Form ID or any other documents necessary or appropriate to enable
the undersigned to file the Forms 3, 4 and 5 and Form 144 electronically with
the SEC, including, for the avoidance of doubt, obtaining, managing, renewing
and otherwise communicating with the SEC with respect to any SEC EDGAR Filer
Access Codes ("EDGAR Codes"), as applicable, and that solely for the purposes
of the obtainment and management of any EDGAR Codes, the undersigned hereby
also constitutes and appoints Matthew Fry, Logan Weissler and Alexa Cooper as,
or either of them acting singly and with full power of substitution, the
undersigned's true and lawful attorney-in-fact; and
3. take any other action in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in the
best interest of, or legally required by or for, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of
the undersigned pursuant to this Limited Power of Attorney shall be in such
form and shall contain such information and disclosure as such attorney-in-fact
may approve in such attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact
full power and authority to do and perform any and every act and thing
whatsoever required, necessary or proper to be done in the exercise of any of
the rights and powers herein granted, as fully to all intents and purposes as
the undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this Limited Power of Attorney and
the rights and powers herein granted.
The undersigned acknowledges that the foregoing attorneys-
in-fact, in serving in such capacity at the request and on the behalf of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with, or any liability for the failure
to comply with, any provision of Section 16 of the Exchange Act or any
provision of Rule 144 under the Securities Act.
This Limited Power of Attorney shall remain in full force
and effect until the undersigned is no longer required to file Forms 3, 4 or 5
with respect to the undersigned's holdings of and transactions in securities
issued by the Company, unless earlier revoked by the undersigned in a signed
writing delivered to each of the foregoing attorneys-in-fact.
[signature page follows]
IN WITNESS WHEREOF, the undersigned has executed this Limited Power of
Attorney as of this 17th day of May 2023.
Signed and acknowledged:
/s/ Jeff Welday
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Jeff Welday