Exhibit

We hereby consent to the incorporation by reference in this Registration Statement on Form S-3 as amended of our report dated February 27, 2017 relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in Cowen Inc.’s Annual Report on Form 10‑K for the year ended December 31, 2016. We also consent to the reference to us under the heading “Experts”in such Registration Statement.