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Rupert Resources Ltd. Regulatory Filings 2021

May 21, 2021

43496_rns_2021-05-21_8fb40abf-e6f8-4ede-8451-fd61ca889ea2.pdf

Regulatory Filings

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QUALIFICATION CERTIFICATE

May 21, 2021

VIA SEDAR

To: Ontario Securities Commission, as Principal Regulator

And to: British Columbia Securities Commission Alberta Securities Commission Office of the Superintendent of Securities Service Newfoundland and Labrador

Dear Sirs/Mesdames:

Re: Rupert Resources Ltd. (the “Corporation”) – Preliminary Short Form Prospectus dated May 21, 2021 (the “Preliminary Prospectus”)

This certificate is delivered by the Corporation pursuant to National Instrument 44-101 - Short Form Prospectus Distributions (“ NI 44-101 ”) in connection with the filing of the Preliminary Prospectus. The Corporation hereby confirms that it is relying on the Basic Qualification Criteria set out in Section 2.2 of NI 44-101 in order to be qualified to file a short form prospectus. Capitalized terms used herein and not otherwise defined have the meanings ascribed thereto in NI 44-101.

The Corporation hereby certifies that:

  1. the Corporation is an electronic filer under National Instrument 13-101;

  2. the Corporation is a reporting issuer in at least one jurisdiction of Canada;

  3. the Corporation has filed with the securities regulatory authority in each jurisdiction in which it is a reporting issuer all periodic and timely disclosure documents that it is required to have filed in that jurisdiction:

    • a. under applicable securities legislation;

    • b. pursuant to an order issued by the securities regulatory authority; or

    • c. pursuant to an undertaking to the securities regulatory authority;

  4. the Corporation has, in at least one jurisdiction in which it is a reporting issuer:

    • a. current annual financial statements; and

    • b. a current AIF;

  5. the Corporation’s equity securities are listed and posted for trading on a short form eligible exchange and the Corporation is not an issuer,

    • a. whose operations have ceased, or

    • b. whose principal asset is cash, cash equivalents, or its exchange listing; and

  6. all of the material incorporated by reference in the Preliminary Prospectus and not previously filed is being filed with the Preliminary Prospectus.

Yours truly,

RUPERT RESOURCES LTD.

(Signed) “James Withall” Name: James Withall Title: Chief Executive Officer

Signature Page – Qualification Certificate (Preliminary Prospectus)