Rupert Resources Ltd. — Regulatory Filings 2021

Jun 25, 2021

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

MANAGEMENT CERTIFICATION

I, _____ Jeffrey Karoly , 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)_____ Jeffrey Karoly Date: _____ 25/06/21 Name: Jeffrey Karoly Title: Chief Financial Officer

Reporting Issuer Name: Rupert Resources Ltd. End date of previous financial year: 28/02/21 Type of Reporting Issuer:  Class 1 reporting issuer  Class 3B reporting issuer Highest Trading Marketplace: TSX Venture (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 ____ RUP 1[st] Specified Trading Period (dd/mm/yy) (refer to the definition of “specified trading period” under OSCRule 13-502 Fees_ ) ___ 01/03/20 to __ 31/05/20 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 $______ 1.7500 (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 _______ 150,832,299 (ii) Market value of class or series (i) x (ii) $_______ 263,956,523.2500 (A) 2[nd] Specified Trading Period (dd/mm/yy) (refer to the definition of “specified trading period” under OSC __ 01/06/20 to _____ 31/08/20

(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

on the highest trading marketplace $____ 2.9100 (iii) 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 ______ 159,782,299 (iv) Market value of class or series (iii) x (iv) $______ 464,966,490.0900 (B) 3[rd] Specified Trading Period (dd/mm/yy) (refer to the definition of “specified trading period” under OSCRule 13-502 Fees ) __ 01/09/20 to __ 30/11/20 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 $ _____ 5.6000 (v) 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 ______ 164,885,761 (vi) Market value of class or series (v) x (vi) $______ 923,360,261.6000 (C) 4[th] Specified Trading Period (dd/mm/yy) (refer to the definition of “specified trading period” under OSCRule 13-502 Fees ) __ 01/12/20 to __ 28/02/21 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 ______ 3.9500 (vii) 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 ______ 165,285,761 (viii) Market value of class or series (vii) x (viii) $______ 652,878,755.9500 (D) 5[th] Specified Trading Period (dd/mm/yy) (if applicable - refer to the definition of “specified tradingperiod” under OSC Rule 13-502 Fees ) __ to __ 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 $_____ (ix) Number of securities in the class or series of such ______ (x)

security outstanding at the end of the last trading day of the specified trading period Market value of class or series (ix) x (x) $______ 0.0000 (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) 576,290,507.7225

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))

(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)

(Provide details of how value was determined)

Capitalization for the previous financial year (1) + (2) $_______ 576,290,507.7225 Participation Fee $_______ 40,950.00 (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 ) $ ____ Total Fee Payable (Participation Fee plus Late Fee) $ ____ 40,950.00

Participation Fee

(For Class 1 reporting issuers, from Appendix A of OSC Rule 13-502 Fees , select the participation fee)