Remuneration of key management personnel

The remuneration of the executive officers and directors, who are the key management personnel of the Company, is set out below:


	October 31, 2021		October 31, 2020		October 31, 2019
	$		$		$
Salaries		1,501,800		231,034		104,310
Share-based compensation		1,863,260		74,320		149,993
Fees and benefits		1,517,791		411,184		159,881

		4,882,851		716,538		414,184

During

the twelve months ended October 31, 2021, the Company paid directors and advisors for providing director services, consulting and fundraising activities. Total amounts paid for fiscal 2021 to directors in respect of these activities was $260,284 (2020: $181,383, 2019:$75,285).

Outstanding balances of remunerations of the executive officers and directors are summarized as follows:


	October 31, 2021		October 31, 2020		October 31, 2019
	$		$		$
Accounts payable and accrued liabilities		771,255		316,465		85,386
Restricted share units		—		153,296		—

Outstanding balances		771,255		469,761		85,386

Related-Party Lease

From January 1, 2019 to December 31, 2021, the Company leased certain office space from Ashlin BPG Marketing, which is controlled by certain members of the immediate family of the Company’s President and Chief Executive Officer. Under the terms of the lease, the Company was required to

pay Cdn.

$4,500 per month plus applicable taxes, subject to 60

days’ notice of termination.

Li-Cycle

terminated the lease, effective December 31, 2021. During the twelve months ended October 31, 2021, the Company incurred expenses of $39,866 in relation to this vendor, as compared to $35,505 for the twelve months ended October 31, 2020.

Related-Party Expenses

The Company has engaged Fade In Production Pty. Ltd., which is controlled by certain members of the immediate family of the Executive Chair of

Li-Cycle,

to provide it with corporate video production services since 2017. During the twelve months ended October 31, 2021, the Company incurred expenses of $145,851 in relation to this vendor, as compared to $42,739 for the twelve months ended October 31, 2020.

The Company has engaged Ashlin BPG Marketing, which is controlled by certain members of the immediate family of the Company’s President and Chief Executive Officer, to provide it with marketing items and employee gifts since April 1, 2020. During the twelve months ended October 31, 2021, the Company incurred expenses of $46,640 attributable to this vendor, as compared to $5,405 for the twelve months ended October 31, 2020.

The Company

has engaged Consulero Inc., which is controlled by certain members of the immediate family of the Company’s President and Chief Executive Officer, to provide it with technology services since September 1, 2020. During the twelve months ended October 31, 2021, the Company incurred expenses of $103,040 attributable to this vendor, as compared to $46,515 for the twelve months ended October 31, 2020.

Consulting Agreements

On May 1, 2020, the Company entered into a consulting agreement with Atria Limited, a beneficial owner of more than 5%

of the outstanding
Li-Cycle Corp. shares at that time, for certain business development consulting services with fees payable in Li-Cycle Corp. shares at a rate

of
1,000

Li-Cycle Corp. shares per month, to a maximum

of 12,000

Li-Cycle

Corp. shares. On January 25, 2021,

Li-Cycle

and Atria Limited entered
into a letter agreement providing for the termination of the consulting agreement and the issuance

and delivery to Atria Limited

of 10,000

Li-Cycle

Corp. shares as full and final satisfaction of all obligations and liabilities of

Li-Cycle

to Atria Limited under the consulting agreement.

Director Consulting Agreements

Under the terms of an agreement dated July 19, 2019 between

Li-Cycle

and Anthony Tse, Mr. Tse provided consulting services to

Li-Cycle

in relation to the proposed expansion of its operations in Asia and was entitled to a fee of $4,700 per month for such services. For the twelve months ended October 31, 2021, Mr. Tse was paid aggregate fees under this agreement of $56,400. The consulting agreement was terminated on

January 19, 2022.

Under the terms of a consulting agreement dated July 19, 2019 between

Li-Cycle

and Rick Findlay, for the twelve months ended October 31, 2020, Mr. Findlay was paid aggregate fees of $1,332. For the twelve months ended October 31, 2021, there were no fees paid. The consulting agreement was terminated on June 25, 2021.

Related-Party Promissory Notes

On June 16, 2021,

Li-Cycle

issued promissory notes (the “Promissory Notes”) for an aggregate principal amount of $7,000,000 as consideration for loans received from companies related to the Chief Executive Officer and the Executive Chair of

Li-Cycle,

respectively. The Promissory Notes bear interest at the rate of 10% per annum and mature on December 15, 2023. The Promissory Notes are unsecured and subordinate to indebtedness owing to

Li-Cycle’s

senior lender, BDC Capital Inc.

Li-Cycle

has the option of prepaying all or any portion of the principal and accrued interest of the Promissory Notes prior to the maturity date without penalty, subject to certain conditions. On August 17, 2021

Li-Cycle

elected to repay the full balance of the promissory notes for a total of $7,113,151, including accrued interest.