TerrAscend Corp.

11. Accounting Policies

The Committee is responsible for:

a.

reviewing the Company’s accounting policy note to ensure completeness and acceptability with GAAP as part of the approval of the financial statements;

b.

ensuring by discussion with management and the external auditor that the underlying accounting policies, disclosures and key estimates and judgments are considered to be the most appropriate in the circumstances (within the range of acceptable options and alternatives);

c.

discussing with management and the external auditor the clarity and completeness of the Company’s financial disclosures made under applicable disclosure requirements;

d.

the potential impact on the Company’s financial statements of alternative treatments and any off-balance sheet structures; and

e.

any other significant reporting issues and judgments, significant regulatory, legal, and accounting initiatives, or developments that may have a material impact on the Company’s financial statements, compliance programs, and policies.