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SIERRA LEONE BEYOND DIAMONDS: AMBITIOUS REFORM TO UNLOCK OPPORTUNITIES FOR INVESTMENT IN THE MINING SECTOR

SIERRA LEONE BEYOND DIAMONDS: AMBITIOUS REFORM TO UNLOCK OPPORTUNITIES FOR INVESTMENT IN THE MINING SECTOR. Presenter: Avril Cole Tel.:(416)202-6744 Email: avril.cole@macleoddixon.com . March 9, 2010. WHERE IS SIERRA LEONE?. WHY SIERRA LEONE?. One of Africa’s Top Reformers

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SIERRA LEONE BEYOND DIAMONDS: AMBITIOUS REFORM TO UNLOCK OPPORTUNITIES FOR INVESTMENT IN THE MINING SECTOR

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  1. SIERRA LEONE BEYOND DIAMONDS: AMBITIOUS REFORM TO UNLOCK OPPORTUNITIES FOR INVESTMENT IN THE MINING SECTOR Presenter: Avril Cole Tel.:(416)202-6744 Email: avril.cole@macleoddixon.com March 9, 2010

  2. WHERE IS SIERRA LEONE?

  3. WHY SIERRA LEONE? One of Africa’s Top Reformers • Stable Democracy • Government committed to market-oriented solutions for development. • Mining sector set to expand rapidly in the near-term driven by an ambitious legal and regulatory reform program to comply with international best practices. • Anti-corruption initiatives strengthened in 2008. • Extractive Industries Transparency Initiative (“EITI”) candidate country. • World Bank Doing Business Rankings: improved by 20 places between 2007 and 2010. Ranked ahead of its neighbors in the Mano River Union.

  4. A SECTOR RICH IN OPPORTUNITY

  5. A SECTOR RICH IN OPPORTUNITY

  6. ACCESS TO RESOURCES Increased Land Availability for new entrants due to licence expirations and scheduled relinquishments.

  7. OPENING UP THE MINERAL SECTOR TO NEW ENTRANTS

  8. Legislative Framework • Common Law Tradition State acts as a contracting party for its natural resources and negotiates with private parties the rights it intends to retain over mining titles. • Mines & Minerals Act, 2009 Governs mineral rights and operations and introduces a new licensing regime. • Cutting and Polishing Act, 2007 Governs the licensing of diamond cutting and polishing companies. • National Minerals Agency Act (not yet in force) Will establish the institutional framework through which the minerals sector will be administered. • Diamond Trading Act (not yet in force) Will govern internal trade, import and export of rough diamonds to ensure full compliance with the Kimberly Process.

  9. MINES AND MINERALS ACT, 2009 • Mining Code clearly defines the rights and obligations of investors. • Establishes a new licensing regime. • Introduces stricter rules for administrators and mineral rights holders including reporting requirements. • Formalizes a new modern cadastre system: • creation of a Mining Cadastre Office which maintains a register of mineral rights and a cadastral survey map; mineral rights applications. • Addresses a number of issues not previously covered by law including health and safety, environmental protection and community development. • Introduces a new fiscal regime.

  10. New Licensing Regime under the Mines and Minerals Act, 2009 (the “Act”) The following mineral rights may be granted under the Act: • A reconnaissance licence replaces the prospector licence issued under the old legislation. • An exploration licence. • A small scale mining licence. • A large scale mining licence. Holders of mineral rights licences issued under the old regime will continue to hold those licences until their normal expiry.

  11. LICENCES: IDENTIFICATION OF MINERALS STAGE

  12. LICENCES: MINING STAGE

  13. ADDITIONAL REQUIREMENTS • Environmental Impact Assessment Licence and Environmental Management Plan. • Surface Rent Agreement. • Financial Assurance for compliance with environmental obligations. • Community Development Agreement Requirement in certain circumstances. • Only applicable if licensee is in production and certain thresholds are met. • Licensee must expend in every year that the Community Development Agreement is in force 1% of 1% of the gross revenue earned by the mining operations in the previous year. • Annual Reporting Requirements. • GoSL has the option to acquire a shareholding interest in any large scale mining operation (on terms agreed with the licensee).

  14. THE NEW FISCAL REGIME: ROYALTIES

  15. TAX TREATMENT

  16. KEY MARKET PARTICIPANTS BY RESOURCE Iron-ore African Minerals (AIM: AMI) • Currently holds an extensive portfolio of prospecting, exploration and mining licences in Sierra Leone. • Two iron-ore deposits: Tonkolili (Flagship Project) and Marampa. Recently announced Total JORC compliant Mineral Resource at Tonkolili of 5.1 Billion tonnes. • Announced a £80-million cash placing in January, 2010, the proceeds of which will fund the construction of key infrastructure at Tonkolili. London Mining Plc (AIM: LOND; Oslo Axessticker). • Currently holds a mining licence on the Marampa deposit and has received parliamentary approvals for its proposed Marampa Project. • Is constructing a tailings reprocessing operation and defining the primary resource.

  17. KEY MARKET PARTICIPANTS BY RESOURCE Bauxite Vimetco N.V. (LSE: VICO) • Operates the only bauxite mine in country through itssubsidiary, Sierra Minerals. • The mine has a resource base of approximately 31 million tonnes and currently produces around 1.2 million tonnes of bauxite per annum for export.

  18. KEY MARKET PARTICIPANTS BY RESOURCE Gold Cluff Gold plc (TSX: CFG; AIM: CLF) • 100%-owned gold exploration project in Baomahun. • 25 year mining lease for the Baomahun Gold Project granted in 2008. • Has announced a measured mineral resource of 3.2 million tonnes at 3.4 g/t Au equivalent to 346,000 ounces of gold; an indicated mineral resource of 7.3 million tonnes at 3.0 g/t Au equivalent to 700,000 ounces of gold and an inferred mineral resource of 4.1 million tonnes at 3.0 g/t Au equivalent to 409,000 ounces of gold.

  19. KEY MARKET PARTICIPANTS BY RESOURCE Rutile and Ilmenite Titanium Resources Group (AIM: TXR) • Owner of the Sierra Rutile Mine through its subsidiary, Sierra Rutile Limited (SRL). • Holds mining licenses over a land area of 580 sq. km in which 19 separate rutile deposits have been identified. The mining concession includes one of the largest natural rutile deposits known in the world. • Produces two titanium bearing minerals, natural rutile and ilmenite and is in the process of expanding its processing capacity of rutile. • Estimated reserves of 259 million tonnes with a projected mine life of 19 years. • Announced an equity placement of £15.1 M in November, 2009 to increase production and processing capacity at the Sierra Rutile Mine.

  20. KEY MARKET PARTICIPANTS BY RESOURCE Diamonds: Koidu Holdings Limited (Privately Owned). • Operates the Koidu Kimberlite Project in the Kono District (2 Kimberlite Pipes, 4 dyke zones). • Holds an exploration licence for the Tongo Diamond field and two alluvial diamond exploration licences. Stellar Diamonds plc (AIM: STEL) • Kono - JV with Petra Diamonds Limited over two licences that cover an area of approximately 242 square kilometers adjacent to the producing mine of Koidu Holdings. Underground trial mining has yielded over 4,200 carats at potentially economic diamond grades. • Tongo - Has discovered extensions to the high grade Tongo kimberlite dyke swarm in its 33 square kilometer licence area.

  21. CHALLENGES • Still one of the world’s poorest countries. • Difficult neighborhood: political stability remains vulnerable to turmoil spreading across the border. • Infrastructure capacity. • Concerns about lingering corruption. • Diamond smuggling is still a problem. • Workforce largely unskilled. • Lack of uniformity in the way business is done. • Both a challenge and an opportunity.

  22. RISK ASSESSMENT AND RISK MITIGATION • Conduct of Extensive Due Diligence. • Check data accuracy. • Check mining titles. • Avoid unethical practices and conduct. • Where possible, obtain commitments from GoSL to participate in building required infrastructure. • Political risk insurance (always an option). • Available in the commercial markets although the cost can be prohibitive. • As of February, 2010, MIGA has provided guarantees totaling US $23.5M for 6 projects in Sierra Leone (none of which are in the mining sector).

  23. SECTOR POISED FOR SIGNIFICANT GROWTHNOTWITHSTANDING CHALLENGES • Strong Mineral Potential. • Political Stability. • Open for Business. • Government committed to simplifying bureaucracy and reducing corruption. • Mining legislation provides for security of tenure. • Attractive fiscal regime. • Increasingly seen as a good opportunity by established investors.

  24. Macleod Dixon LLP Sample of Representative Work in Africa • Acted for African Copper PLC on a CDN$120 Million public offering of Subscription Receipts and ordinary shares (2007). • Advised a large African cement producer on the acquisition of various SADC region cement assets.  • Represented an international mining company in the disinvestment of mining assets in Africa. • Acted for Banro Corporation, a Canadian-based gold exploration company with properties in the Democratic Republic of the Congo, with respect to a public offering of common shares which raised CDN $100,001,700 in June, 2009. • Advised Barkers Metals & Mining with respect to diamond concessions in South Africa, Guinea, Republic of Congo and Tanzania. • Represented various North American energy corporations in arranging appropriate governmental support for their investments in international projects in Russia, Kazakhstan, Middle East, Africa and Latin America. Macleod Dixon LLP is a global law firm with offices in Canada (Calgary and Toronto) and 4 emerging markets with a natural resource based economy: Venezuela, Brazil, Russian Federation and Kazakhstan. Nine lawyers from Macleod Dixon were ranked as leading practitioners by Who's Who Legal, Mining 2010 - the highest number of any Canadian-based law firm. 

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