Nextleaf Solutions Ltd. — Regulatory Filings 2023

Jan 31, 2023

FORM 13-502F1 CLASS 1 AND CLASS 3B REPORTING ISSUERS – PARTICIPATION FEE

MANAGEMENT CERTIFICATION

I, _______________________ Paul Pedersen , an officer of the reporting issuer noted below have examined this Form 13-502F1 (the Form ) being submitted hereunder to the Ontario Securities Commission and certify that to my knowledge, having exercised reasonable diligence, the information provided in the Form is complete and accurate.

(s)_______________________________ "Paul Pedersen" __________________________ January 30, 2022 Name:[Paul Pedersen ] Date: Title: CEO

Reporting Issuer Name: Nextleaf Solutions Ltd. End date of previous financial year: September 30, 2022 Type of Reporting Issuer:  Class 1 reporting issuer  Class 3B reporting issuer Highest Trading Marketplace: Canadian Securities Exchange (refer to the definition of “highest trading marketplace” under OSC Rule 13-502 Fees ) Market value of listed or quoted equity securities: (in Canadian Dollars - refer to section 7.1 of OSC Rule 13-502 Fees ) Equity Symbol _________________________ OILS 1[st] Specified Trading Period (dd/mm/yy) (refer to the definition of “specified trading period” under OSCRule 13-502 Fees ) _________________ 01/10/21 to _________________ 31/12/21 Closing price of the security in the class or series on the last trading day of the specified trading period in which such security was listed or quoted on the highest trading marketplace $________________________ 0.175 (i) Number of securities in the class or series of such security outstanding at the end of the last trading day of the specified trading period _________________________ 141,662,416 (ii) Market value of class or series (i) x (ii) $_________________________ 24,790,922.80 (A) 2[nd] Specified Trading Period (dd/mm/yy) (refer to the definition of “specified trading period” under OSC _________________ 01/01/22 to _________________ 31/03/22

(refer to the definition of “specified trading period” under OSC Rule 13-502 Fees )

Closing price of the security in the class or series
on the last trading day of the specified trading
period in which such security was listed or quoted
on the highest trading marketplace		$______________________(iii)0.15
Number of securities in the class or series of such
security outstanding at the end of the last trading
day of the specified trading period		________________________(iv)141,662,416
Market value of class or series	(iii) x (iv)	$________________________(B)21,249,362.40
3rd Specified Trading Period(dd/mm/yy)
(refer to the definition of “specified trading period” under OSC	_________________ to 01/04/22		_________________30/06/22
Rule 13-502_Fees_)
Closing price of the security in the class or series
on the last trading day of the specified trading
period in which such security was listed or quoted
on the highest trading marketplace		$ _______________________(v)0.075
Number of securities in the class or series of such
security outstanding at the end of the last trading
day of the specified trading period		________________________(vi)142,549,157
Market value of class or series	(v) x (vi)	$________________________(C)10,691,186.775
4th Specified Trading Period(dd/mm/yy)
(refer to the definition of “specified trading period” under OSC	_________________ to 01/07/22		_________________09/30/22
Rule 13-502_Fees_)
Closing price of the security in the class or series
on the last trading day of the specified trading
period in which such security was listed or quoted
on the highest trading marketplace		________________________(vii)0.075
Number of securities in the class or series of such
security outstanding at the end of the last trading
day of the specified trading period		________________________(viii)143,392,390
Market value of class or series	(vii) x (viii)	$________________________(D)10,754,429.25
5th Specified Trading Period(dd/mm/yy)
(if applicable - refer to the definition of “specified trading	_________________ to N/A		_________________N/A
period” under OSC Rule 13-502_Fees_)
Closing price of the security in the class or series
on the last trading day of the specified trading
period in which such security was listed or quotedon the highest trading marketplace		$_______________________(ix)N/A
Number of securities in the class or series of such		________________________(x)N/A

security outstanding at the end of the last trading day of the specified trading period Market value of class or series (ix) x (x) $________________________ N/A (E) Average Market Value of Class or Series (Calculate the simple average of the market value of the class or series of security for each applicable specified trading period (i.e. A through E above)) $_________________________ (1) 16,871,475.30

(Repeat the above calculation for each other class or series of equity securities of the reporting issuer (and a subsidiary pursuant to paragraph 2.8(1)(c) of OSC Rule 13-502 Fees , if applicable) that was listed or quoted on a marketplace at the end of the previous financial year)

Fair value of outstanding debt securities:

(See paragraph 2.8(1)(b) , and if applicable, paragraph 2.8(1)(c) of OSC Rule 13-502 Fees ) $_________________________ (2) N/A (Provide details of how value was determined) Capitalization for the previous financial year (1) + (2) $_________________________ 16,871,475.30 Participation Fee $_________________________ 1,070 (For Class 1 reporting issuers, from Appendix A of OSC Rule 13-502 Fees , select the participation fee) (For Class 3B reporting issuers, from Appendix A.1 of OSC Rule 13-502 Fees , select the participation fee) Late Fee , if applicable (As determined under section 2.7 of OSC Rule 13502 Fees ) $ _________________________ 0 Total Fee Payable (Participation Fee plus Late Fee) $ _________________________ 1,070