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| FORM 13-502F1 |
| | CLASS 1 AND CLASS 3B REPORTING ISSUERS – PARTICIPATION FEE |
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| | | | MANAGEMENT CERTIFICATION |
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| | | I, Kay Song, 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. |
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| | | (s) ”Kay Song” | | | | | | February 10, 2021 | | | | | | | |
| | | Name: Kay Song | | | | | | Date: |
| | | Title: Assistant Corporate Secretary |
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| | | Reporting Issuer Name: | MANULIFE FINANCIAL CORPORATION |
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| | | End date of previous financial year: | December 31, 2020 |
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| | | Type of Reporting Issuer: | | | Class 1 reporting issuer | | | | | | | Class 3B reporting issuer |
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| | | Highest Trading Marketplace: | Toronto Stock Exchange (TSX) |
| | | (refer to the definition of “highest trading marketplace” under OSC Rule 13-502 Fees) |
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| | | Market value of listed or quoted equity securities: | | | | | |
| | | (in Canadian Dollars - refer to section 7.1 of OSC Rule 13-502 Fees) | | |
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| | | Equity Symbol | | MFC |
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| | | 1st Specified Trading Period (dd/mm/yy) | | | | | 01/01/20 to 31/03/20 |
| | | (refer to the definition of “specified trading period” under OSC |
| | | Rule 13-502 Fees) |
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| | | 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 | | $17.67 | | | | (i) |
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| | | 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 | | 1,939,463,693 (ii) |
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| | | Market value of class or series | | | | | (i) x (ii) = | $34,270,323,455 (A) |
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| | | 2nd Specified Trading Period (dd/mm/yy) | | | | | 01/04/20 to 30/06/20 |
| | | (refer to the definition of “specified trading period” under OSC |
| | | Rule 13-502 Fees) |
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| | | 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 | | | $18.47 | | | | (iii) |
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| | | 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 | | 1,939,463,693 (iv) |
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| | | Market value of class or series | | | | | | | | (iii) x (iv) = | $35,821,894,410 (B) |
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| 3rd Specified Trading Period (dd/mm/yy) | 01/07/20 to 30/09/20 |
| (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 | | $18.52 | (v) |
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| 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 | | | | 1,939,829,037 (vi) |
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| Market value of class or series | | | | | (v) x (vi) = | $35,925,633,765 (C) |
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| 4th Specified Trading Period (dd/mm/yy) | 01/10/20 to 31/12/20 |
| (refer to the definition of “specified trading period” under OSC |
| Rule 13-502 Fees) |
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| 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 | | $22.65 | (vii) |
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| 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 | | 1,940,248,628 (viii) |
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| Market value of class or series | | | | | (vii) x (viii) = | $43,946,631,424 (D) |
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| 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 | $37,491,120,764 (1) |
| (i.e. A through D above)) | | | | | | |
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| (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) |
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2 |
| Fair value of outstanding debt securities: | | | | | $18,259,293,864 (2) |
| (See paragraph 2.8(1)(b), and if applicable, paragraph 2.8(1)(c) of OSC Rule 13-502 | | | | |
| Fees) | | | | |
| | (Provide details of how value was determined*) | | |
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| Manulife Financial Corporation 4.90% Senior Notes (in US$) | | | |
| (redeemed Sept. 17) | | | -- |
| Manulife Financial Corporation 4.150% Senior Notes (in US$) | | | $ | 1,485,073,212 1 |
| Manulife Financial Corporation 5.375% Senior Notes (in US$) | | | $1,398,871,206 1 |
| Manulife Financial Corporation 3.85% Subordinated Notes (in Singapore $) | | | $486,784,288 2 |
| Manulife Financial Corporation 4.70% Senior Notes (in US$) | | | $1,286,033,856 1 |
| Manulife Financial Corporation 3.527% Senior Notes (in US$) | | | $391,925,336 1 |
| Manulife Financial Corporation 4.061% Subordinated Notes (in US$) | | | $1,048,184,181 1 |
| Manulife Financial Corporation 3.049% Senior Notes | | | $803,032,500 |
| Manulife Financial Corporation 3.00% Subordinated Notes (in Singapore $) | | | $496,506,003 2 |
| Manulife Financial Corporation 3.317% Subordinated Debentures | | | $634,182,000 |
| Manulife Financial Corporation 2.237% Subordinated Debentures | | | $1,042,930,000 |
| Manulife Financial Corporation 2.818% Subordinated Debentures | | | | | $1,064,740,000 |
| Manulife Financial Corporation 2.484% Senior Notes (in US$) | | | $689,418,702 1 |
| Manulife Financial Corporation 2.396% Senior Notes (in US$) | | | $270,962,424 1 |
| Manulife Financial Corporation 3.050% Senior Notes (in US$) | | | $1,519,941,640 1 |
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| The Manufacturers Life Insurance Company 2.64% Subordinated Debentures | | | |
| (redeemed Jan. 15) | | | -- |
| The Manufacturers Life Insurance Company 2.10% Subordinated Debentures | | | |
| (redeemed June 1) | | | -- |
| The Manufacturers Life Insurance Company 2.389% Subordinated Debentures | | | $350,045,500 |
| The Manufacturers Life Insurance Company 3.181% Subordinated Debentures | | | $1,047,950,000 |
| Manulife Finance (Delaware), L.P. 5.059% Subordinated Debentures | | | $821,496,000 |
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| *Source: MFC’s 2020 annual audited financial statements | | |
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| | MFC.PR.B - Class A Shares, Series 2 – 14,000,000 x $24.39 = | | | | $341,460,000 |
| MFC.PR.C - Class A Shares, Series 3 – 12,000,000 x $24.25 = | $291,000,000 |
| MFC.PR.F - Class 1 Shares, Series 3 – 6,335,831 x $11.83 = | $74,952,881 |
| MFC.PR.P – Class 1 Shares, Series 4 - 1,664,169 x $11.69 = | $19,454,136 |
| MFC.PR.G - Class 1 Shares, Series 5 – 8,000,000 x $22.50 = | $180,000,000 |
| MFC.PR.H - Class 1 Shares, Series 7 – 10,000,000 x $23.75 = | $237,500,000 |
| MFC.PR.I - Class 1 Shares, Series 9 – 10,000,000 x $22.50 = | $225,000,000 |
| MFC.PR.J - Class 1 Shares, Series 11 – 8,000,000 x $21.00 = | $168,000,000 |
| MFC.PR.K - Class 1 Shares, Series 13 – 8,000,000 x $19.20 = | $153,600,000 |
| MFC.PR.L - Class 1 Shares, Series 15 – 8,000,000 x $18.30 = | $146,400,000 |
| MFC.PR.M - Class 1 Shares, Series 17 – 14,000,000 x $19.57 = | $273,980,000 |
| MFC.PR.N - Class 1 Shares, Series 19 – 10,000,000 x $19.31 = | $193,100,000 |
| MFC.PR.O – Class 1 Shares, Series 21 – 17,000,000 x $25.39 = | $431,630,000 |
| MFC.PR.R – Class 1 Shares, Series 23 – 19,000,000 x $25.06 = | $476,140,000 |
| MFC.PR.Q – Class 1 Shares, Series 25 – 10,000,000 x $20.90 = | $209,000,000 |
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| Capitalization for the previous financial year | | | | (1) + (2) | $55,750,414,627 |
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| Participation Fee | $100,500 |
| (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 | | | | | n/a |
| (As determined under section 2.7 of OSC Rule 13-502 Fees) |
| | Total Fee Payable | | | | $100,500 |
| (Participation Fee plus Late Fee) |
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| 1 | Debt denominated in $USD and was converted to $CAD at a USD/CAD exchange rate of 1.2732. |
| 2 | MFC 3.85% and 3.00% Subordinated Notes is denominated in $SGD and was converted to $CAD at an SGD/CAD exchange rate of 0.9635. | | |
3 |