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SC TO SC TO-I EX-FILING FEES 0001901037 Stellus Private Credit BDC 0-11 Y SC TO Y SC TO N SC TO N SC TO 0001901037 2025-09-16 2025-09-16 0001901037 1 2025-09-16 2025-09-16 0001901037 1 2025-09-16 2025-09-16 0001901037 2 2025-09-16 2025-09-16 0001901037 3 2025-09-16 2025-09-16 0001901037 4 2025-09-16 2025-09-16 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

Table 1: Transaction Valuation

Transaction Valuation

Fee Rate

Amount of Filing Fee

Fees to be Paid 1 $ 8,506,645.00 0.0001531 $ 1,302.37
Fees Previously Paid

Total Transaction Valuation:

$ 8,506,645.00

Total Fees Due for Filing:

$ 1,302.37

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 612.70

Net Fee Due:

$ 689.67

Offering Note

1

Calculated solely for purposes of determining the amount of the filing fee. This amount is based upon the offer to purchase up to 556,353.434 shares of common stock, par value $0.001 per share, of Stellus Private Credit BDC at a price equal to $15.29 per share, which represents the Registrant's net asset value as of June 30, 2025. The amount of the filing fee, calculated in accordance with Rule 0-11 under the Securities Exchange Act of 1934, as amended, as modified by Fee Rate Advisory No. 1 for fiscal year 2025, equals 0.00015310% of the value of the transaction.

Table 2: Fee Offset Claims and Sources ☐Not Applicable
Registrant or Filer Name Form or Filing Type File Number Initial Filing Date Filing Date Fee Offset Claimed Fee Paid with Fee Offset Source
Fee Offset Claims 1 Schedule TO 005-93645 03/04/2025 $ 76.03
Fee Offset Claims Schedule TO 005-93645 06/20/2025 $ 536.67
Fee Offset Sources Stellus Private Credit BDC Schedule TO 005-93645 03/04/2025 $ 76.03
Fee Offset Sources Stellus Private Credit BDC Schedule TO 005-93645 06/20/2025 $ 536.67

Explanation of the basis for claimed offset:

1

The Registrant paid a filing fee of $459.20 in connection with the Registrant's Schedule TO-I filed on March 4, 2025, as amended on April 3, 2025 (File No. 005-93645), of which $76.03 remained unutilized and a filing fee of $536.67 in connection with the Registrant's Schedule TO-I filed on June 20, 2025, as amended on July 25, 2025 (File No. 005-93645), of which the total amount remained unutilized, the unutilized fees combined were used to partially offset the filing fee in relation to this filing.