Nextleaf Solutions Ltd. — Regulatory Filings 2021

Dec 16, 2021

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DLA Piper (Canada) LLP

Suite 6000, 1 First Canadian Place PO Box 367, 100 King St W Toronto ON M5X 1E2 www.dlapiper.com

T +1 416.365.3516 F +1 416.369.5230

December 15, 2021

VIA SEDAR

British Columbia Securities Commission Alberta Securities Commission Financial and Consumer Affairs Authority of Saskatchewan Manitoba Securities Commission Ontario Securities Commission New Brunswick Financial and Consumer Services Commission Nova Scotia Securities Commission Office of the Superintendent of Securities, Prince Edward Island Securities NL, Government of Newfoundland and Labrador

Re: Nextleaf Solutions Ltd. Prospectus Supplement dated December 15, 2021

We refer to the prospectus supplement (the “ Supplement ”) of Nextleaf Solutions Ltd. (the “ Company ”) dated December 15, 2021 to the final short form base shelf prospectus of the Company dated November 23, 2021, relating to the sale of units of the Company.

We hereby consent to the references to our name, DLA Piper (Canada) LLP on page (iii) and under the heading "Interest of Experts" in the Supplement and to the use of our name, DLA Piper (Canada) LLP, and our opinions under the headings “Eligibility for Investment” and “Certain Canadian Federal Income Tax Considerations” in the Supplement, which opinions are provided as of the date of the Supplement.

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

Sincerely,

(signed) “ DLA Piper (Canada) LLP ”