THE SECURITIES REPRESENTED BY
THIS INSTRUMENT HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO
SUCH SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY
ACCEPTABLE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933.



ILUSTRATO PICTURES INTERNATIONAL,
INC.

CONVERTIBLE PROMISSORY NOTE





Principal Amount: $250,000.00 USD

May
2, 2023





WHEREAS on May 2, 2023, RB Capital Partners, Inc., with
its offices at 2856 Torrey Pines Road, La Jolla, California 92037 (the “Holder”) loaned funds totaling, $250,000.00 to Ilustrato
Pictures International, Inc., a Nevada corporation with its office at 26 Broadway; Suite 934; New York, NY 10004 (the “Company”).
Payment for the loan was made directly to the Company in the form of a Wire Transfer.



WHEREAS the Company and Holder further
agreed that such services provided by the Holder to the Company would be evidenced in a convertible note, which convertible note would
be convertible into shares of common stock of the Company at the rate of $0.50 in accordance with Section 3 below;



NOW THEREFORE THIS AGREEMENT WITNESSES
that for and in consideration of the mutual premises and the mutual covenants and agreements contained herein, the parties covenant and
agree each with the other as follows:



| | 1. | Principal and Interest.
| | -- | -----------------------



1.1The Company, for value received, hereby promises to pay to the order of the Holder the sum of Two
Hundred Fifty Thousand Dollars ($250,000.00), which amount represents the amount owed to Holder as of May 2, 2023.



1.2This Convertible Promissory Note (the "Note") shall bear five percent (5%) interest per
annum. The Note is for a period of (24) months and cannot be converted until (12) months from the date first written above has passed.



1.3Upon payment in full of the principal, this Note shall be surrendered to the Company for cancellation.









1.4The principal under this Note shall be payable at the principal office of the Company and shall be
forwarded to the address of the Holder hereof as such Holder shall from time to time designate.



2.Attorney's Fees. If the indebtedness represented by this Note or any part thereof is collected
in bankruptcy, receivership or other judicial proceedings or if this Note is placed in the hands of attorneys for collection after default,
the Company agrees to pay, in addition to the principal payable hereunder, reasonable attorneys' fees and costs incurred by the Holder.



| | 3. | Conversion.
| | -- | -----------



3.1Voluntary Conversion. The Holder shall have the right, exercisable in whole or in part, to
convert the outstanding principal into a number of fully paid and non-assessable whole shares of the Company's $0.001 Par Value common
stock ("Common Stock") determined in accordance with Section 3.2 below.



3.2Shares
Issuable. The number of whole shares of Common Stock into which this Note may be voluntarily converted (the “Conversion
Shares”) shall be determined by dividing the aggregate principal amount borrowed hereunder by $0.50 (the “Note
Conversion Price”); provided, however, that, in no event, shall Holder be entitled to convert any portion of this Note in
excess of that portion of this Note upon conversion of which the sum of (1) the number of shares of Common stock beneficially owned
by Holder and its affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership of the
unconverted portion of this Note or the unexercised or unconverted portion of any other security of Maker subject to a limitation on
conversion or exercise analogous to the limitations contained herein) and (2) the number of shares of common stock issuable upon the
conversion of the portion of this Note with respect to which the determination of this proviso is being made, would result in the
beneficial ownership by Holder and its affiliates of more than 4.99% of the outstanding shares of common stock of the Company. For
purposes of the proviso to the immediately preceding sentence, beneficial ownership shall be determined in accordance with Section
13(d) of the Securities Exchange Act of 1934 and Regulation 13D-G thereunder, except as otherwise provided in clause(1)
of such proviso. The number of shares of Common Stock to be issued upon each conversion of this Note shall be determined by dividing
the Conversion Amount (as defined below) by the Note Conversion Price. The Term “Conversion Amount” means, with respect
to any conversion of this Note, the sum of (1) the principal amount of this Note to be converted in such conversion plus, (2) at the
Company’s option, accrued and unpaid interest, if any, on such principal amount at the interest rate provided in this Note to
the conversion date, provided; however, that the Company shall have the right to pay any or all interest in cash.



3.3Notice
and Conversion Procedures. After receipt of demand for repayment, the Company agrees to give the Holder notice at least five (5)
business days prior to the time that the Company repays this Note. If the Holder elects to convert this Note, the Holder shall
provide the Company with a written notice of conversion setting forth the amount to be converted. The notice must be delivered to
the Company together with this Note. Within twenty (20) business days of receipt of such notice, the Company shall deliver to the
Holder certificate(s) for the Common Stock issuable upon such conversion and, if the entire principal
amount was not so converted, a new note representing such balance.



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| | 3.4 | Other Conversion Provisions.
| | --- | ----------------------------



(a)Adjustment of Note Conversion Price. In the event the Company shall in any manner, subsequent
to the issuance of this Note, approve a reclassification involving a reverse stock split and subdivision of the Company’s issued
and outstanding shares of Common Stock, the Note Conversion Price shall forthwith be unaffected. In the event the Company shall in any
manner, subsequent to the issuance of this Note, approve a reclassification involving a forward stock split and subdivision of the Company’s
issued and outstanding shares of Common Stock, the Note Conversion Price shall forthwith be unaffected.



(b)Common Stock Defined. Whenever reference is made in this Note to the shares of Common Stock,
the term "Common Stock” shall mean the Common Stock of the Company authorized as of the date hereof, and any other class of
stock ranking on a parity with such Common Stock. Shares issuable upon conversion hereof shall include only shares of Common Stock of
the Company.



3.5No Fractional Shares. No fractional shares of Common Stock shall be issued upon conversion
of this Note. In lieu of the Company issuing any fractional shares to the Holder upon the conversion of this Note, the Company shall pay
to the Holder the amount of outstanding principal hereunder that is not so converted.



4.Representations, Warranties and Covenants of the Company. The Company represents, warrants
and covenants with the Holder as follows:



(a)Authorization; Enforceability. All corporate action on the part of the Company, its officers,
directors and stockholders necessary for the authorization, execution and delivery of this Note and the performance of all obligations
of the Company hereunder has been taken, and this Note constitutes a valid and legally binding obligation of the Company, enforceable
in accordance with its terms except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium and other laws of
general application affecting enforcement of creditors' rights generally, and (ii) as limited by laws relating to the availability of
specific performance, injunctive relief or other equitable remedies.



(b)Governmental Consents. No consent, approval, qualification, order or authorization of, or
filing with, any local, state or federal governmental authority is required on the part of the Company in connection with the Company's
valid execution, delivery or performance of this Note except any notices required to be filed with the Securities and Exchange Commission
under Regulation D of the Securities Act of 1933, as amended (the "1933 Act"), or such filings as may be required under applicable
state securities laws, which, if applicable, will be timely filed within the applicable periods therefor.



(c)No Violation. The execution, delivery and performance by the Company of this Note and the
consummation of the transactions contemplated hereby will not result in a violation of its



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Certificate of Incorporation or
Bylaws, in any material respect of any provision of any mortgage, agreement, instrument or contract to which it is a party or by which
it is bound or, to the best of its knowledge, of any federal or state judgment, order, writ, decree, statute, rule or regulation applicable
to the Company or be in material conflict with or constitute, with or without the passage of time or giving of notice, either a material
default under any such provision or an event that results in the creation of any material lien, charge or encumbrance upon any assets
of the Company or the suspension, revocation, impairment, forfeiture or nonrenewal of any material
permit, license,authorization or approval applicable to the Company, its business or operations, or any of its assets or properties.



5.Representations and Covenants of the Holder. The Company has entered into this Note in reliance
upon the following representations and covenants of the Holder:



(a)Investment Purpose. This Note and the Common Stock issuable upon conversion of the Note are
acquired for investment and not with a view to the sale or distribution of any part thereof, and the Holder has no present intention of
selling or engaging in any public distribution of the same except pursuant to a registration or exemption.



(b)Private Issue. The Holder understands (i) that this Note and the Common Stock issuable upon
conversion of this Note are not registered under the 1933 Act or qualified under applicable state securities laws, and (ii) that the Company
is relying on an exemption from registration predicated on the representations set forth in this Section 8.



(c)Financial Risk. The Holder has such knowledge and experience in financial and business matters
as to be capable of evaluating the merits and risks of its investment, and has the ability to bear the economic risks of its investment.



(d)Risk of No Registration. The Holder understands that if the Company does not register with
the Securities and Exchange Commission pursuant to Section 12 of the Securities Exchange Act of 1934 (the "1934 Act"), or file
reports pursuant to Section 15(d) of the 1934 Act, or if a registration statement covering the securities under the 1933 Act is not in
effect when it desires to sell the Common Stock issuable upon conversion of the Note, it may be required to hold such securities for an
indefinite period. The Holder also understands that any sale of the Note or the Common Stock which might be made by it in reliance upon
Rule 144 under the 1933 Act may be made only in accordance with the terms and conditions of that Rule.



6.Assignment. Subject to the restrictions on transfer described in Section 8 below, the rights
and obligations of the Company and the Holder shall be binding upon and benefit the successors, assigns, heirs, administrators and transferees
of the parties.



7.Waiver and Amendment. Any provision of this Note may be amended, waived or modified upon the
written consent of the Company and the Holder.



8.Transfer of This Note or Securities Issuable on Conversion Hereof. With respect to any offer,
sale or other disposition of this Note or securities into which this Note may be converted, the Holder will give written notice to the
Company prior thereto, describing briefly the manner



4





thereof. Unless the Company reasonably
determines that such transfer would violate applicable securities laws, or that such transfer would adversely affect the Company's ability
to account for future transactions to which it is a party as a pooling of interests, and notifies the Holder thereof within five (5) business
days after receiving notice of the transfer, the Holder may effect such transfer. The Note thus transferred and each certificate representing
the securities thus transferred shall bear a legend as to the applicable restrictions on transferability in order to ensure compliance
with the 1933 Act, unless in the opinion of counsel for the Company such legend is not required in order to ensure compliance with the
1933 Act. The Company may issue stop transfer instructions to its transfer agent in connection with such restrictions.



9.Notices. Any notice, other communication or payment required or permitted hereunder shall
be in writing and shall be deemed to have been given upon delivery if personally delivered or three (3) business days after deposit if
deposited in the United States mail for mailing by certified mail, postage prepaid. Each of the above addressees may change its address
for purposes of this Section by giving to the other addressee notice of such new address in conformance with this Section.



10.Governing Law. This Note is being delivered in and shall be construed in accordance with the
laws of the State of California, without regard to the conflicts of law provisions thereof.



11.Heading; References. All headings used herein are used for convenience only and shall not
be used to construe or interpret this Note. Except as otherwise indicated, all references herein to Sections refer to Sections hereof.



12.Waiver by the Company. The Company hereby waives demand, notice, presentment, protest and
notice of dishonor.



13.Delays. No delay by the Holder in exercising any power or right hereunder shall operate as
a waiver of any power or right.



14.Severability. If one or more provisions of this Note are held to be unenforceable under applicable
law, such provision shall be excluded from this Note and the balance of the Note shall be interpreted as if such provision was so excluded
and shall be enforceable in accordance with its terms.



15.No Impairment. The Company will not, by any voluntary action, avoid or seek to avoid the observance
or performance of any of the terms to be observed or performed hereunder by the Company, but will at all times in good faith assist in
the carrying out of all the provisions of this Note and in the taking of all such action as may be necessary or appropriate in order to
protect the rights of the Holder of this Note against impairment.







[SIGNATURE
PAGE TO FOLLOW]



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IN WITNESS WHEREOF, Ilustrato
Pictures International, Inc. has caused this Note to be executed in its corporate name and this Note to be dated, issued and delivered,
all on the date first above written.









| |                   | ILUSTRATO PICTURES INTERNATIONAL,INC. | 
| | ----------------- | ------------------------------------- | 
| |                   |                                       | 
| |                   |                                       | 
| | Date: May 2, 2023 | By: /s/ Nicolas Link                  | 
| |                   | Nicolas Link                          | 
| |                   | Its: CEO & Director                   | 
| |                   |                                       | 
| |                   |                                       | 
| |                   |                                       | 
| |                   | RB CAPTIAL PARTNERS, INC.             | 
| |                   |                                       | 
| |                   |                                       | 
| | Date: May 2, 2023 | By: /s/ Brett Rosen                   | 
| |                   | Brett Rosen                           | 
| |                   | Its: Managing Member                  | 





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