STOCK
PURCHASE AGREEMENT



THIS STOCK PURCHASE
AGREEMENT(the “Agreement”) is dated as of June 30, 2023 by and between the Exchange Listing, LLC (the “Purchaser”)
having its principal place of business at 515 E. Las Olas Blvd, Suite 120, Fort Lauderdale, Florida 33301 and Ilustrato Pictures International
Inc. having its principal place of business at 26 Broadway, Suite 934, New York, NY 10004 (the “Seller”). The Purchaser
and Seller may hereinafter be referred to as the “Parties” and each, a “Party.”



WHEREAS,
the Seller authorized the sale and issuance of 21,665,710 shares (“Shares”) of the Seller’s common stock (equal to 1.5%
percent of the current issues and outstanding shares of the Company) in consideration for the payment of $100 (the “Purchase
Price”) to the Purchaser pursuant to a Consulting Agreement dated May 10, 2023. The Purchaser shall be granted anti-dilution
protection, on or until the date of Senior Exchange Listing only, so that the Purchaser shall receive additional shares immediately after
the Senior Exchange Listing so that the Purchaser retains 1.5% of the Seller’s fully-diluted shares outstanding after the Senior
Exchange Listing, including all shares issued or issuable associated with the Senior Exchange Listing;



WHEREAS,
this Agreement is to memorialize the purchase of the Shares pursuant to the terms hereunder and for the consideration set forth herein;



NOW THEREFORE,
in consideration of the mutual promises, covenants and representations contained herein, and other good and valuable consideration, the
receipt and sufficiency of which is hereby acknowledged, and subject to the terms and conditions hereof, the Parties hereby agree as follows:



ARTICLE
I

PURCHASE AND SALE



| | 1.1 | Purchase and Sale; Purchase Price.
| | --- | ----------------------------------



(a)Subject to the terms and conditions set forth in this Agreement, Seller shall sell to Purchaser,
and Purchaser shall accept from Seller, the Shares in exchange for $100 (the “Purchase Price”).



(b)The Shares shall be sold, assigned and transferred to and purchased by Purchaser upon execution of
this Agreement, as of the date first indicated above (the “Closing”), in consideration for the Purchase Price.



| | 1.2 | Closing.
| | --- | --------



| | (a) | Upon Closing, Seller shall deliver to Purchaser the following:
| | --- | --------------------------------------------------------------



| | (i) | fullyexecuted	documentation,	including,	without	limitation,	theAgreement, that completely effectuates the sale of the Shares; and
| | --- | ---------------------------------------------------------------------------------------------------------------------------------









| | (ii) | stock certificate(s)
and/ or Book Entry Statement for the Shares.
| | ---- | -----------------------------------------------------------------



| | (b) | Upon Closing, Purchaser shall deliver to Seller the following:
| | --- | --------------------------------------------------------------



| | (i) | fullyexecuted	documentation,	including,	without	limitation,	theAgreement, that completely effectuates the purchase of the Shares; and
| | --- | -------------------------------------------------------------------------------------------------------------------------------------



| | (ii) | the Purchase Price.
| | ---- | -------------------



ARTICLE II

REPRESENTATIONS
AND WARRANTIES



2.1Representations and Warranties of Seller.	Seller	hereby	makes	the	followingrepresentations and warranties to Purchaser:



(a)Full Power and Authority. Seller has full power and authority to enter into this Agreement
and to consummate the transactions contemplated hereby. This Agreement has been duly and validly executed and delivered by Seller and
constitutes the legal, valid and binding obligation of Seller, enforceable in accordance with its terms;



(b)No Violation or Conflict; Consent. The execution, delivery and performance by Seller of this
Agreement and consummation by Seller of the transactions contemplated hereby do not and will not: (i) violate any decree or judgment of
any court or other governmental authority applicable to or binding on Seller or (ii) violate any contract to which Seller is bound, or
conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give
to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which Seller
is a party;



(c)Title. With respect to the sale of the Shares, (i) Seller is the sole record and beneficial
owner of the Shares, free and clear of any taxes and liens, security interests, adverse claims or other encumbrances of any character
whatsoever (“Encumbrances”), other than restrictions on resales of the Shares or other restrictions that may exist
under applicable securities laws; (ii) the Shares, when delivered and paid for in accordance with the terms of this Agreement, will be
validly issued, fully paid and nonassessable, free from all taxes and Encumbrances; (iii) the Shares to be delivered are not and will
not be as of the Closing Date subject to any transfer restriction, other than the restriction that the Shares have not been registered
under the Securities Act and, therefore, cannot be resold unless it is registered under the Securities Act or in a transaction exempt
from or not subject to the registration requirements of the Securities Act (“Permitted Transfer Restriction”); (iv)
upon the transfer of the Shares to Purchaser, Purchaser will acquire good and marketable title thereto, and will be the legal and beneficial
owner of such the Shares, free and clear of any Encumbrances or transfer restrictions, other than the Permitted Transfer Restriction;
(v) there are no outstanding rights, options, subscriptions or other agreements or commitments obligating Seller with respect to the Shares,
and Seller has not granted any person a proxy that has not expired or been validly withdrawn;



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2.2Representations and Warranties of Purchaser. Purchaser hereby makes the following representations
and warranties to Seller:



(a)Full Power and Authority. Purchaser has full power and authority to enter into this Agreement
and to consummate the transactions contemplated hereby. This Agreement has been duly and validly executed and delivered by Purchaser and
constitutes the legal, valid and binding obligation of Purchaser, enforceable in accordance with its terms;



(b)Restricted Securities. Purchaser understands that the Shares are characterized as “restricted
securities” under the Securities Act inasmuch as they were acquired from Seller in a transaction not registered under the Securities
Act; and



(c)Investment Intent. Purchaser is acquiring the Shares for his own account and not with a view
towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered or exempted under
the Securities Act.



ARTICLE III

MISCELLANEOUS



3.1Entire Agreement. The Agreement contains the entire understanding of the Parties with respect
to the subject matter hereof and supersedes all prior agreements and understandings, oral or written, with respect to such matters.



3.2Amendments; Waivers. No provision of this Agreement may be waived or amended except in a written
instrument signed, in the case of an amendment, by Seller and Purchaser or, in the case of a waiver, by the Party against whom enforcement
of any such waiver is sought. No waiver of any default with respect to any provision, condition or requirement of this Agreement shall
be deemed to be a continuing waiver in the future or a waiver of any other provision, condition or requirement hereof, nor shall any delay
or omission of either Party to exercise any right hereunder in any manner impair the exercise of any such right accruing to it thereafter.



3.3Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the
Parties and their respective successors and permitted assigns.



3.4No Third-Party Beneficiaries. This Agreement is intended for the benefit of the Parties hereto
and their respective successors and permitted assigns and is not for the benefit of, nor may any provision hereof be enforced by, any
other person or entity.



3.5Governing Law. All questions concerning the construction, validity, enforcement and interpretation
of this Agreement shall be governed by and construed and enforced in accordance with the internal laws of the State of Florida, without
regard to the principles of conflicts of law thereof. Each Party hereby irrevocably submits to the exclusive jurisdiction of the state
and federal courts sitting in Florida for the adjudication of any dispute hereunder or in connection herewith or with any transaction
contemplated hereby or discussed herein, and hereby irrevocably waives, and agrees not to assert in any suit, action or proceeding, any
claim that it is



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not personally subject to the jurisdiction
of any such court, that such suit, action or proceeding is improper. Each Party hereby irrevocably waives personal service of process
and consents to process being served in any such suit, action or proceeding by mailing a copy thereof via registered or certified mail
or overnight delivery (with evidence of delivery). Nothing contained herein shall be deemed to limit in any way any right to serve process
in any manner permitted by law. Each Party irrevocably waives, to the fullest extent permitted by applicable law, any and all right to
trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby. If either
Party shall commence an action or proceeding to enforce any provisions of the documents contemplated herein, then the prevailing Party
in such action or proceeding shall be reimbursed by the other Party for its reasonable attorneys’ fees and other costs and expenses
incurred with the investigation, preparation and prosecution of such action or proceeding.



3.6Survival. The representations, warranties, agreements and covenants contained herein shall
not survive the Closing.



3.7Execution. This Agreement may be executed in two or more counterparts, all of which when taken
together shall be considered one and the same agreement and shall become effective when counterparts have been signed by each Party and
delivered to the other Party, it being understood that the Parties need not sign the same counterpart. In the event that any signature
is delivered by facsimile transmission, such signature shall create a valid and binding obligation of the Party executing (or on whose
behalf such signature is executed) the same with the same force and effect as if such facsimile signature page were an original thereof.



3.8Severability. In case any one or more of the provisions of this Agreement shall be invalid
or unenforceable in any respect, the validity and enforceability of the remaining terms and provisions of this Agreement shall not in
any way be affecting or impaired thereby and the Parties will attempt to agree upon a valid and enforceable provision which shall be a
reasonable substitute therefore, and upon so agreeing, shall incorporate such substitute provision in this Agreement.



3.9Notices.All notices or other
communications required or permitted by this Agreement shall be in writing and sent to the other Party at the address set forth in the
preamble hereto or to such other address as may be specified by any such Party to the other Party pursuant to notice given by such Party
in accordance with the provisions of this Section 3.9, and shall be deemed to have been duly received:



(a)if given by courier, messenger or other means, when received or personally delivered;



(b)if given by certified or registered mail, return receipt requested, postage prepaid, three business
days after being deposited in the U.S. mails; and



(c)if given by fax, when transmitted and the appropriate confirmation received, as applicable, if transmitted
on a business day and during normal business hours of the recipient, and otherwise on the next business day following transmission



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3.10Headings. The headings used
in this Agreement are for convenience of reference only and shall not be deemed to limit, characterize or in any way affect the interpretation
of any provision of this Agreement.



3.11Anti-Dilution. The Consultant shall be granted anti-dilution protection so that the Consultant
shall receive additional shares immediately after the Senior Exchange Listing so that the Consultant retains 1.5% of the Company’s
outstanding shares on a fully-diluted basis after the Senior Exchange Listing, including all shares issued or issuable associated with
the Senior Exchange Listing.



3.12Registration Rights. The Seller agrees to include the Shares in any registration statement
filed by the Seller with the Securities and Exchange Commission.







[Signature page follows]



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IN WITNESS WHEREOF, the Parties have caused
this Stock Purchase Agreement to be duly executed as of the date first indicated above.



SELLER:



ILUSTRATO PICTURES INTERNATIONAL INC.











PURCHASER:



EXCHANGE LISTING, LLC







/s/ Peter Goldstein

By: Peter
Goldstein



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