Explanatory Note RYSE, Inc. has prepared this Form 1-APOS solely for the purpose of filing Exhibits 11.1, 11.2 and 13 INDEX TO EXHIBITS

Explanatory Note

RYSE, Inc. has prepared this Form 1-APOS solely for the purpose of filing Exhibits 11.1, 11.2 and 13

PART III

INDEX TO EXHIBITS

1.1	Agreement with DealMaker*
1.2	Agreement with OpenDeal Broker+
2.1	Certificate and Articles of Incorporation as Amended*
2.2	Bylaws as Amended*
2.3	Certificate of Share Split Amendment*
4	Form of Subscription Agreement*
6.1	Voting Trust Agreement as Amended*
6.2	Shareholders Agreement as Amended*
6.3	Employment Agreement Xxxx Xxxxxxx*
8	Escrow Agreement+
11.1	Auditor’s consent
11.2	Auditor’s consent
12	Opinion of Xxxxx Xxxxxx LLP *
13	“Testing the waters” materials
14	Form F-X*

 ___________________ 

	*	Previously filed.
	+	Filed as an exhibit the Company’s Current Report on Form 1-U and incorporated by reference

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SIGNATURES

Pursuant to the requirements of Regulation A, the issuer certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form 1-A and has duly caused this Offering Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Toronto, Ontario, on August 23, 2023.

	RYSE Inc.
	By	/s/ Xxxxx Xxxx
		Xxxxx Xxxx, Chief Executive Officer

This Offering Statement has been signed by the following persons in the capacities and on the dates indicated.

By	/s/ Xxxxx Xxxx
	Xxxxx Xxxx, Chief Executive Officer, principal accounting officer, principal financial officer and Director
	Date:  August 23, 2023

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