Enertopia — Regulatory Filings 2021

Dec 10, 2021

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79 Wellington St. W., 30th Floor Box 270, TD South Tower Toronto, Ontario M5K 1N2 Canada P. 416.865.0040 | F. 416.865.7380 www.torys.com

December 9, 2021

To: British Columbia Securities Commission Alberta Securities Commission Financial and Consumer Affairs Authority of Saskatchewan The Manitoba Securities Commission Ontario Securities Commission Autorité des marchés financiers Financial and Consumer Services Commission (New Brunswick) Nova Scotia Securities Commission Office of the Superintendent of Securities, Prince Edward Island Office of the Superintendent of Securities Service, Newfoundland and Labrador Office of the Superintendent of Securities, Yukon Office of the Superintendent of Securities, Northwest Territories Nunavut Securities Office

Dear Sirs/Mesdames:

Re: Bank of Montreal Travel and Leisure Callable Income Principal At Risk Notes, Series 2887 (CAD), Due December 30, 2024

Pricing Supplement No. 414 of Bank of Montreal (the “Bank”) dated December 9, 2021 to the Short Form Base Shelf Prospectus of the Bank dated August 25, 2021 (the “Pricing Supplement”)

We hereby consent to the reference to our name on the inside cover page and under the heading “Legal Matters” and to the reference to our name and to the use of our opinions under the headings “Eligibility for Investment”, “Summary of the Offering” and “Certain Canadian Federal Income Tax Considerations” in the Pricing Supplement.

We have read the Pricing Supplement and have no reason to believe that there are any misrepresentations in the information contained in the Pricing Supplement that are derived from our opinions or that are within our knowledge as a result of services we performed in connection with such opinions.

Yours truly,

“Torys LLP”