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Gold Price:

$1481.10   -16.38

Simple Average

07/01/13-10/31/13 $1,325.31
01/01/13-06/14/13 $1,543.17
07/01/12-12/14/12 $1,687.83
01/01/12-06/30/12 $1,656.81
11/08/11-12/14/11 $1,721.19

Board Mandate
The Board of Directors of Colossus Minerals Inc. (the "Board") explicitly assumes its statutory responsibility for the stewardship of the Company and its business. This stewardship function includes responsibility for the matters set out in the Mandate of Board of Directors, which form part of the Board's statutory responsibility to manage or supervise the management of the Company's business and affairs. The Board also oversees the senior officers of the Company in their management of the day‐to‐day conduct of the business.

Mandate of the Board of Directors


Board Committees

Audit Committee
The purpose of the Corporation's Audit Committee is to provide assistance to the Board in fulfilling its legal and fiduciary obligations with respect to matters involving the accounting, auditing, financial reporting, internal control and legal compliance functions of the Corporation. It is the objective of the Audit Committee to maintain free and open communications among the Board, the independent auditors and the financial and senior management of the Corporation.

Mandate of the Audit Committee

Composition of the Audit Committee
The Audit Committee is comprised of Douglas Reeson (Chair), John Frostiak and Patrick Anderson. Each
member is financially literate as defined under Section 1.5 of Multilateral Instrument 52‐110 Audit
Committees ("MI 52‐110"). All members are independent as such term is defined under Section 1.4 of MI 52‐110.

Corporate Governance and Compensation Committee
The Corporate Governance & Compensation Committee of Colossus Minerals Inc. is a standing committee appointed by the Board of Directors. The Committee is responsible for overseeing and assessing the functioning of the Board and the committees of the Board, the recommendation of candidates for election to the Board, and for the development, recommendation to the Board, implementation and assessment of effective compensation and governance principles.

The Committee's responsibilities include oversight of director, officer and employee remuneration and
compensation together with oversight of the evaluation of management of the Company. In addition,
the Committee will review and/or approve any other matter specifically delegated to the Committee by
the Board and undertake on behalf of the Board such other governance initiatives as may be necessary
or desirable to enable the Board to provide effective governance for the Company and contribute to the
success of the Company.

Mandate of the Corporate Governance and Compensation Committee

Composition of the Corporate Governance and Compensation Committee
The Corporate Governance and Compensation Committee is comprised of Douglas Reeson, John Frostiak and Patrick Anderson (Chair). All members are independent as such term is defined under Section 1.4 of MI 52‐110.

Policies and Business Practices

Code of Business Conduct and Ethics

Privacy Policy

Corporate Disclosure and Trading Restriction Policy

Whistleblower Policy

Environmental Policy

Health and Safety Policy