VOTING SHARES AND PRINCIPAL HOLDERS THEREOF
There are outstanding as of the date hereof 178,897,112 fully paid and non-assessable common shares of the
Corporation. Each common share carries the right to one (1) vote per share. Each holder of outstanding common
shares of record at the time of the close of business on May 18, 2010 (the “record date”) will be given notice of the
Meeting and will be entitled to vote at the Meeting the number of common shares of record held by him on the record
date except if such shareholder subsequently transfers the ownership of his common shares and the transferee demands
not later than 10 days before the Meeting that the transferee’s name be included on the list of shareholders entitled to
vote at the Meeting and establishes to the Corporation that he owns such shares, in which case the transferee is entitled
to vote his common shares at the Meeting.
To the knowledge of the Directors and Senior Officers of the Corporation, only the following person beneficially
owns, directly or indirectly, or exercise control or direction over shares carrying more than 10% of the voting rights
attached to all outstanding shares of the Corporation which have the right to vote in all circumstances.
Name and Municipality of
Residence
Type of
Ownership
Number of
Common
Shares
Percentage of
Common Shares
Owned
Lexam Explorations Inc.
record and
beneficially
75,000,000 42%
PARTICULARS OF MATTERS TO BE ACTED UPON
Election of Directors
The articles of the Corporation provide that the Board of Directors of the Corporation shall consist of a minimum of
four (4) and a maximum of nine (9) directors. Unless authority to vote is withheld, the persons named in the
accompanying form of proxy intend to vote for the election of the current nominees whose names are set forth below.
Management does not contemplate that any of the current nominees will not be able to serve as a Director but,
if that should occur for any reason prior to the Meeting, the persons named in the enclosed proxy instrument
Name and Position with the
Corporation
Principal Occupation Director Since
Number of Shares of the
Corporation beneficially owned,
directly or indirectly, or over
which control or direction is
exercised as of the date hereof (1)
THOMAS W. MEREDITH
President and Director
Toronto, Ontario
President, VG Gold Corp., a gold
exploration company; director of
Mustang Minerals Corp.
August 8, 1994 2,531,518
ROBIN DUNBAR(2)(3)(4)
Director
Toronto, Ontario
President, Mustang Minerals
Corp.; CFO of Aquila Resources
Inc.
September 6,
2005
175,000
DECLAN COSTELLOE(2)(3)(4)
Director
Toronto, Ontario
Chartered Engineer & Mining
Geologist; President of Celtic
Mining Ltd, a mining consultancy
firm; previously investment
manager of the Goldfish Fund,
investment manager and research
director of Veneroso Associates
Gold Advisors.
May 18, 2005 50,000
JOHN DRAKE(2) (3) (4)
Director
London, Ontario
President, Drake Goodwin
Corporation, an investment firm
October 5, 2009 NIL
JOHN TAIT
Chief Operating Officer
Toronto, Ontario
CEO, White Pine Resources Inc.
and Chief Operating Officer, VG
Gold Corp.
June 20, 2007 67,500
Notes (1) The information as to shares beneficially owned, not being within the knowledge of the Corporation, has been -----------
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