Exhibit 107
Calculation of Filing Fee Tables
Form F-10
(Form Type)
TransCanada Pipelines Limited
TransCanada Trust
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
In US Dollars
| Security Type | Security Class Title | Fee Calculation Rule or Instruction | Amount Registered | Proposed Maximum Offering Price Per Unit | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | |||||||||||||||||||||
| Fees to Be Paid | Debt | TransCanada Trust: Trust Notes (the “Trust Notes”) | 457(o) | (1) | (1) | $ | 2,306,627,710 | (2) | $92.70 per $1,000,000 | $ | 213,824.39 | |||||||||||||||||
| Other | TransCanada PipeLines Limited (“TCPL”): Guarantees of Trust Notes of TransCanada Trust | — | (3) | (3) | ||||||||||||||||||||||||
| Equity | TCPL: First Preferred Shares | — | (4) | (4) | ||||||||||||||||||||||||
| Debt | TCPL: Subordinated Notes | — | (5) | (5) | ||||||||||||||||||||||||
| Fees Previously Paid | — | — | — | — | — | — | — | — | ||||||||||||||||||||
| Total Offering Amounts | $ | 2,306,627,710 | $ | 213,824.39 | ||||||||||||||||||||||||
| Total Fees Previously Paid | N/A | |||||||||||||||||||||||||||
| Total Fee Offsets(6) | $ | 84,612.23 | ||||||||||||||||||||||||||
| Net Fee Due | $ | 129,212.16 | ||||||||||||||||||||||||||
(1) There are hereby registered such indeterminate number of Trust Notes as may be issued from time to time as shall have an aggregate initial offering price not to exceed CDN $3,000,000,000.
(2) Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”) and based upon a proposed maximum offering price of CDN $3,000,000,000 at an exchange rate of CDN $1.3006 per US $1.00, the noon buying rate in New York City on August 26, 2022 for cable transfers in Canadian Dollars as certified for customs purposes by the Federal Reserve Bank of New York.
(3) No separate consideration will be received for the guarantees. Pursuant to Rule 457(n) under the Securities Act, no separate fee is payable with respect to the guarantees being registered hereby.
(4) There are hereby registered such indeterminate number of First Preferred Shares as may be issued from time to time upon an automatic exchange or deferral event in respect of the Trust Notes of TransCanada Trust registered hereunder.
(5) The Subordinated Notes will be issued by TCPL and will be purchased by TransCanada Trust with the proceeds of the sale of the Trust Notes.
(6) Pursuant to Rule 457(p) under the Securities Act of 1933, as amended, the $84,612.23 remaining unused registration fee associated with the Registration Statement on Form F-10 (File No. 333-253333) filed on February 22, 2021, as amended (the “2021 Registration Statement”), is being carried forward and set off against the registration fee due in connection with this Registration Statement. $129,212.16 additional registration fee has been paid with respect to this Registration Statement. See footnote (1) to Table 2 below for details regarding relevant contemporaneous fee payments.
Table 2: Fee Offset Claims and Sources
In US Dollars
| Registrant or Filer Name | Form or Filing Type | File Number | Initial Filing Date | Filing Date | Fee Offset Claimed | Security Type Associated with Fee Offset Claimed | Security Title Associated with Fee Offset Claimed | Unsold Securities Associated with Fee Offset Claimed | Unsold Aggregate Offering Amount Associated with Fee Offset Claimed | Fee Paid with Fee Offset Source | |||||||||||||||||||||||
| Rules 457(b) and 0-11(a)(2) | |||||||||||||||||||||||||||||||||
| Fee Offset Claims | |||||||||||||||||||||||||||||||||
| Fee Offset Sources | |||||||||||||||||||||||||||||||||
| Rule 457(p) | |||||||||||||||||||||||||||||||||
| Fee Offset Claims | TransCanada Pipelines Limited TransCanada Trust | F-10 | 333-253333 | February 22, 2021 | $ | 84,612.23 | (1) | (2) | (2) | (3) | $ | 775,547,503 | |||||||||||||||||||||
| Fee Offset Sources | TransCanada Pipelines Limited TransCanada Trust | F-10 | 333-253333 | February 22, 2021 | $ | 84,612.23 | (1) | ||||||||||||||||||||||||||
(1) The Registrants previously paid $171,892.23 in registration fees with respect to the 2021 Registration Statement, of which $84,612.23 remains unutilized and therefore, available for future registration fees pursuant to Rule 457(p) under the Securities Act. As the total filing fee required for this Registration Statement is $213,824.39, taking into consideration the available offset of $84,612.23 from the 2021 Registration Statement, the Registrants have accordingly transmitted $129,212.16 otherwise due under this Registration Statement.
(2) An indeterminate number of Trust Notes as may be issued from time to time as shall have an aggregate initial offering price not to exceed CDN $3,000,000,000.
(3) The Registrants have terminated or completed any offerings that included the unsold securities under the 2021 Registration Statement.
