REVIEW OF THE TECHNICAL REPORT DATED JANUARY 22, 2013

CHIEFTAIN METALs INC. TULsEqUAH CHIEF MINE

PROPOsAL

F O R T H E

From Chieftain Metals Inc. Management’s Discussion and Analysis for the Year Ended september 30, 2012, dated December 12, 2012

An investment in the securities of the Corporation is highly speculative and involves numerous and significant risks and should be undertaken only by investors whose financial resources are sufficient to enable them to assume such risks and who have no need for immediate liquidity in their investment. (p. 30)

The Corporation provides no assurance that the volume and grade of mineral reserves recovered and rates of production will not be less than anticipated. Assumptions about prices are subject to greater uncertainty and metals prices have fluctuated widely in the past. Declines in the market price of industrial minerals also may render mineral reserves or mineralization containing relatively lower grades of ore uneconomic to exploit. Changes in operating and capital costs and other factors including, but not limited to, short-term operating factors such as the need for sequential development of ore bodies and the processing of new or different ore grades, may have a material or other adverse effect on mineral reserves. (p. 31)

Joan Kuyek, D.s.W.March 29, 2013

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TAbLE OF CONTENTs

1. Introduction .......................................................................................................................... 3

2. Executive Summary .............................................................................................................. 3

3. Questionable History, Questionable Judgement ................................................................. 5

4. History of Feasibility Studies of the Tulsequah Chief Mine ............................................... 7

5. No Social Licence to Operate .............................................................................................. 8

6. Assumptions in the Feasibility Study ................................................................................. 10

7. Missing or Underestimated Costs in the Feasibility Study ............................................... 10

8. Mineral Reserve Estimates ................................................................................................. 13

9. No Established Smelters for Mine Concentrates .............................................................. 14

10. The Acid Mine Drainage Problem .................................................................................... 15

11. Unacknowledged Environmental Liabilities ..................................................................... 16

12. Conclusions ......................................................................................................................... 18

13. Professional Resume for Joan Kuyek ................................................................................. 20

14. Endnotes ............................................................................................................................. 21

1. INTRODUCTION

This report is an assessment of current financial, environmental and other risks faced by Chieftain Metals’ proposed Tulsequah Chief Mine (TCM) and is also a review of a Technical Report compiled by JDS Engineering dated January 22, 2013 and released on January 28, 2013, which summarizes the Feasibility Study (FS) for the TCM.1

In February 2012 Rivers Without Borders (RWB) released a report entitled Risk Analysis of the Chieftain Metals Tulsequah Chief Mine Proposal.2 RWB has now asked the author to re-evaluate the TCM in light of the new Technical Report and other information. This report is based on reviews of publicly available documents, information not included in the Technical Report, and an independent technical and economic analysis commissioned by RWB from James R. Kuipers, P.E., a registered professional mining engineer with over 30 years of experience.3

2. ExECUTIVE sUMMARY

The risks and uncertainties identified in the 2012 Risk Analysis largely remain. Chieftain’s Technical Report is based on a “best-case” analysis and several major optimistic assumptions and predictions. Stakeholders would be well-advised to pay serious attention to the caveats in Chieftain Metals’ own risk analysis (quoted on the title page of this report). The TCM proposal suffers from the following critical risks, uncertainties and problems:

1. The mine has no social licence to operate. The Taku River Tlingit First Nation (TRTFN), in whose territory it must be built, has determined that it will “take all necessary steps to ensure that the Tulsequah Chief project, as currently proposed, is not developed on Taku River Tlingit Territory.” It is also opposed by many people (native and non-native) who live along the Warm Bay Road in Atlin. The mine would be located in the Taku River watershed, the most productive salmon fishery in Southeast Alaska, and it has created controversy in Alaska for almost two decades;

2. The economic analysis performed for the TCM is an optimistic “blue sky” or best-case sce-nario, as opposed to a cautious or conservative approach, that is dependent on several ques-tionable assumptions and is very sensitive to changes in metals prices and other factors;

3. The JDS sensitivity analysis done on the TCM is limited to singular changes, rather than the more likely combination of factors such as decreased metals prices, increased capital costs and delayed revenue. Independent sensitivity analysis by mining engineer, James Kuipers, shows the relatively high risk the TCM has of experiencing significant cash flow problems and becoming uneconomic, resulting in premature project closure and potentially the bankruptcy of the owner;

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4. The reliance upon probable rather than proven mineral reserves suggests a lack of confidence in the ore reserves due to high sensitivity to potential production, cost and revenue factors;

5. The TCM FS relies upon relatively optimistic metallurgical grades and recoveries, which may not reflect actual conditions that would have a direct impact on project economics;

6. There are no existing smelter contracts for any of the concentrates, and it will likely be difficult to secure them because of the high amounts of contaminants (including arsenic, antimony and mercury) in the ores which could have significant impacts both in terms of cost and in terms of cash flow from sale of concentrates;

7. Potential environmental liabilities and reclamation costs are seriously underestimated. If the company’s reclamation measures fail, the long-term cost could be in excess of $100 million;

8. The TCM FS does not include costs of an Impact Mitigation and Mutual Benefits Agreement with the TRTFN;

9. It is uncertain if the TCM FS adequately accounts for dilution of the ore body, which is a critical risk at underground mines, significantly impacting costs, grades, recoveries and tailings requirements;

10. The capital cost estimates in the economic analysis in the FS exclude sales taxes, financing costs and the possibility of inflation. In addition, the long-term metal prices used are the trailing average for the past three years. More conservative projections have not been adequately addressed in the feasibility study;

11. The Feasibility Study findings consistently use pre-tax figures to illustrate the mine’s profit-ability, but the FS reveals that the after-tax Internal Rate of Return (IRR) and Net Present Value (NPV) will be considerably less;

12. The company has no secured mine development financing other than a forward purchase agreement for gold and silver with Royal Gold that would provide $50 million in capital once certain conditions are met. The FS made no allowance for any financing costs associ-ated with the more than $500 million Chieftain needs for initial and sustaining capital; and

13. Chieftain Metals management (individually and collectively) has a history of questionable judgment: overly optimistic cost projections and schedules leading to bankruptcies; cavalier behaviour with respect to environmental regulations and health and safety compliance; and a lack of respect for consequences to local people in British Columbia and Alaska.

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3. qUEsTIONAbLE HIsTORY, qUEsTIONAbLE JUDgEMENT

The Tulsequah Chief and Big Bull mines in northwest British Columbia (BC) were operated by Cominco (now Teck Resources) from 1951 to 1957. The mines closed due to low metal prices. In 1992, Redfern Resources, which later became a wholly-owned subsidiary of Redcorp Ventures (collectively, “Redcorp”), purchased the abandoned mines from Cominco. This sale included transferring liability for a serious ongoing acid mine drainage (AMD) problem to Redcorp. Redcorp’s attempts to reopen the mines ended when the company declared bankruptcy in March 2009. Losses to secured creditors of Redcorp were approximately $100 million4 and investors’ losses were almost $190 million.5

In September 2010, Chieftain Metals purchased the Tulsequah Chief and Big Bull mines for $15.5 million from the bankruptcy receiver.6 Chieftain, originally incorporated in November 2009 as 2224004 Ontario Inc. with three founding directors –Terence Chandler, Victor Wyprysky and Terry Byberg - was established for the express purpose of purchasing the Tulsequah properties following the bankruptcy. Chandler had been the founder and CEO of Redcorp.

Chieftain CEO Wyprysky and Byberg had been the CEO and Secretary, respectively, of Strategic Resource Acquisition (SRA). SRA, founded in 2006, purchased the old Gordonsville zinc-lead mine in Tennessee through a subsidiary, MTZ, the same year. On July 1, 2008, this mine was brought back into commercial production, operated for three months and then went on care and maintenance. After failing to file its audited financial statements for the fiscal year ended September 2008, and failing to make interest payments on loans, SRA and MTZ filed for bankruptcy in the US and Canada in mid-January 2009.7 SRA listed assets of $1 million and debt of as much as $100 million; MTZ listed assets of $50,000 and debt of as much as $50 million.8

The mine’s assets were written off for salvage, over $11 million in debt was transferred to MTZ, and SRA emerged from receivership intact. In March 2010, SRA purchased Redcorp’s Portuguese mine assets from the Redcorp bankruptcy receiver, shortly before Chieftain purchased Redcorp’s Tulsequah assets. SRA changed its name to Portex Minerals in April 2011.9 Portex and Chieftain share corporate offices, some management (Wyprysky was also the CEO of Portex and is now Chairman, Peter Chodos is CEO of Portex and Executive Vice President of Chieftain) and two directors.10

Management of the bankrupt SRA and Redcorp were able to reincarnate these companies in Portex and Chieftain, unburdened by the debts they had accumulated. Chieftain retained most of the Tulsequah assets, environmental approvals and permits, and added new members to its Board. Chandler and Byberg became senior company management, and Wyprysky became CEO and President, of both Portex and Chieftain.11

By January 2011 (less than two years from the time Redcorp applied for bankruptcy protection, and within four months of purchasing Tulsequah Chief from the receiver), Chieftain had obtained the BC Project Approval certificate and amendments for the Tulsequah Chief.

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Meanwhile the impacts of the bankruptcies of these two companies on their creditors go unacknowledged. Losses to secured creditors of Redcorp were approximately $100 million and investors’ losses were almost $190 million.

Significantly, three of the major creditors owed money at the time of Redcorp’s bankruptcy were Sanitherm ($1,413,262.12), Procon Mining and Tunnelling ($3,087,493.10) and Arctic Construction ($4,489,379.96).12 During the purchase by Chieftain of the Tulsequah project from the bankruptcy receiver, Procon and Arctic Construction received both cash and stock and became Chieftain shareholders.13 During 2011 and 2012, Chieftain obtained a loan from Teck to repurchase the Interim Water Treatment Plant from Sanitherm, hired Arctic Construction to install it, and entered into an agreement with Procon, which had become a subsidiary of China CAMC Engineering Co., Ltd. (“CAMCE”), to purchase up to 30% of the common shares of Chieftain if certain performance conditions were met.

Of current Chieftain directors and management, Wyprysky was CEO/director and Raleigh was a director of SRA in the time leading up to and during its bankruptcy. Pompeyo Gallardo, Chieftain’s Chief Financial Officer (CFO) was CFO of another company that went bankrupt in 2006. Edward Yurkowski, the newest member of Chieftain’s Board and founder, director and CEO of Procon, was a director of Cross Lake Minerals until just before it sought creditor protection in 2008 and was reinstated as a director in 2009 about the time Cross Lake came out of bankruptcy protection.14

On June 13, 2012, Terence Chandler, who had been the driving force behind Redfern and Redcorp and was the Executive Vice President in charge of development for Chieftain, quietly left Chieftain’s staff. However, he remained in management at Portex until January 2013. In January 2013, he resurfaced as Vice President for Corporate Development for Endeavour Silver, whose president, Bradford Cooke, is also president of Canarc Resource Corp., which owns the New Polaris mine across the river from the Tulsequah Chief mine. Chandler was followed by two other resignations at Chieftain: Terence Byberg on July 1, 2012 and Paul Chawrun on September 26, 2012.15

Chieftain has strong links with Yukon Zinc’s Wolverine Mine in the Yukon Territory. Raymond Mah, a director, was until recently the Chief Operating Officer of Yukon Zinc, and Clive Creaney, the new Vice President Projects, was Project Manager of Construction at the Wolverine Mine. Procon is the contractor at the Wolverine Mine. Chieftain has a non-binding Memorandum of Understanding with Procon – which could be the majority shareholder of the company - for “an underground mining contract ...renewable for successive three year terms for the ‘life of mine.’” Procon obtained the right to nominate a director (Yurkowski) to Chieftain’s board and, provided a Senior Debt Loan is completed, will obtain the right to nominate a second director.16

Procon’s safety record is disturbing. After a number of rock falls and two deaths at the Wolverine Mine in 2010, Procon and Yukon Zinc were found guilty of not providing for adequate ground support, and each was fined the highest fines possible under Yukon’s Occupational Health and Safety Act.17

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Chieftain proposes to fly in workers from Whitehorse on a two week on, two week off rotation, where they will live in a camp and work ten hour shifts. This exceeds current regulatory limits to protect mine workers in BC; Chieftain intends to seek an exemption from this safety measure from the province.18

4. HIsTORY OF FEAsIbILITY sTUDIEs OF THE TULsEqUAH CHIEF MINE

In three of five attempts since 1995 to complete feasibility studies (AMEC and Hatch in 2005, Global Project Management in December 2008, and – possibly – Wardrop in 2012), the company halted the Feasibility Study when the minerals were found to be uneconomic to mine. The only study completed was by Wardrop in March 2007, which estimated capital costs of $201 million,19 but this study was based on a hoverbarging access option. When the Wardrop study was updated in August 2008, capital costs had increased by 47.4%.20 Global Project Management, in December 2008, found the capital costs had increased to over $500 million.21

In 2010, Gilles Arseneau of SRK undertook a Preliminary Economic Assessment and recommended a full feasibility study. In September 2011, Wardrop, the company responsible for the overly optimistic studies in 2007 and 2008, was hired to undertake a new feasibility study. This study was never released to the public, and, instead, in October 2012, a “feasibility optimization team” was established, led by JDS Engineering and its new geologist Gilles Arseneau. The JDS study was finally made public January 28, 2013.

The history of technical reports for Tulsequah Chief is as follows:

1995 Rescan undertakes a mineral resource evaluation as part of a Feasibility Study.

1997 Rescan updates the technical report.

2005 (May) Amec and Hatch issue a technical report which finds the deposit is uneconomic to mine22 (based on a $94 Net Smelter Return cut-off) and the Feasibility Study is stopped mid-stream by Redcorp. The report was never made public.

2007 (March) Wardrop issues a technical report based on proposed river access instead of the 162 km road access. Capital costs were estimated at $201 million.23

2008 (July) Wardrop revises its cost estimate and increases capital costs by 47.4%.24

2008 (December) Global Project Management, hired to build the mine, reviews the estimates, costs and time frame and finds that the capital costs have now increased to over $500 million and that the completion date is unrealistic. Redcorp does not release the report but decides to suspend development of the mine25 and declares bankruptcy shortly afterwards.

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2010 (November) With Chieftain in the ownership position, Gilles Arseneau of SRK undertakes a new mineral estimate based on existing drill results and recommends more drilling to delineate possible expansions of the deposits at Big Bull and Tulsequah Chief.

2011 (June) SRK completes a Preliminary Economic Assessment for Tulsequah Chief that is fraught with caveats: “the Preliminary Economic Assessment summarized in this technical report is intended only to provide a high-level review of the project potential. The PEA mine plan and economic model include the use of inferred resources which are considered too speculative to be used in an economic analysis except as allowed for PEAs. There is no guarantee that inferred resources can be converted to indicated or measured resources and, as such, there is no guarantee that the project economics described herein can be achieved.”26

2011 (September) Chieftain announces that Wardrop, now a subsidiary of TetraTech, has been engaged to complete a National Instrument 43-101 (NI 43-101) compliant bankable feasibility study. Completion was expected by late Q1-2012, and construction was expected to commence in 2012.27 Wardrop was still responsible for the study until sometime in September 2012; its report has not been made public.

2012 (October 16) JDS Engineering is appointed to lead a “feasibility study optimization team” with a plan to complete the feasibility study by the end of 2012.28

2013 (January 28) The JDS feasibility study is released. Initial capital and sustaining capital costs total $503.5 million. It recommends that mine development should proceed.

5. NO sOCIAL LICENCE TO OPERATE

During Redcorp ownership, the Tulsequah Chief mine was the subject of an acrimonious lawsuit with the Taku River Tlingit First Nation29 over its right to consultation that went all the way to the Supreme Court of Canada.30 The Tlingit knew that the mine and the then 162 km access road it required would “open up the heartland of the territory, undermining the sustainability of the Tlingit’s land-based economy, and compromising land use planning and treaty negotiations.”31 Due to this opposition and the high costs of road construction, Redcorp changed its mine access plan in January 2007 from a road to Taku river access using a fleet of hoverbarges and conventional barges.32 The barge plan faced tremendous public opposition in Juneau and was unlikely to receive the necessary permits from Alaska.33 In 2011 Chieftain determined that barge access was not physically or economically possible due primarily to low water levels.34 The road plan was resurrected.

Chieftain has been negotiating with the TRTFN to develop an Impact Mitigation and Mutual Benefits Agreement (IMMBA), which would be necessary to obtaining TRTFN support for the mine. In the Technical Report Chieftain states, “Chieftain has progressed IMMBA discussions with the TRTFN and will continue to engage meaningfully with the TRTFN with a view to finalizing the IMMBA.”35 However, what Chieftain does not mention is that the TRTFN has rejected

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offers to date and the talks have broken down.36 The TCM FS does not include any costs for the IMMBA.

In an even more glaring omission, nowhere in any of its public documents has Chieftain acknowledged that in November 2012 the TRTFN announced its formal opposition to Chieftain’s mine and road proposal. On November 18, 2012, the TRTFN passed a Joint Clan Mandate that “opposes the currently proposed Tulsequah Chief Project” and “is directing the TRTFN Leadership to act on this JCM Mandate and take all necessary steps to ensure that the Tulsequah Chief project, as currently proposed, is not developed on Taku River Tlingit Territory.”37

The TRTFN also noted that, “The Joint Clan Forum has no confidence, based on the steps taken to date, that the mine could be built or operated in an acceptable manner, and believes there is a serious risk of the project collapsing part way through, leaving an even more damaging legacy for TRTFN lands and waters than is already being perpetuated by the original abandoned mine.”38

Nowhere does Chieftain acknowledge that it is in violation of the Letter of Understanding it signed with the Taku River Tlingit in May 2011 due to its closure of the Interim Water Treatment Plant in June 2012.39

The TRTFN has never signed a treaty with Canada, and it has its own self-governing constitution. In Canada, the Idle No Movement has considerably heightened public support for Aboriginal and treaty rights and for Free Prior Informed Consent before major projects can proceed.

At the least, the mine could face disruptions and delays from the TRTFN; it may well face another legal challenge. These threats to the proposal’s economic viability have been ignored, down-played and substantially misrepresented in all company filings, including the current Technical Report.

Currently, the development schedule is based on receiving a confirmation of full construction financing by the end of June 2013 and commencing river barging in support of construction this summer. “The barging component of the logistics plan is critical to the project success;”40 If delays prevent the start of barging, then the schedule could be set back an entire season until barging is again possible the following summer.

Chieftain clearly has no social license41 from the TRTFN. Further, the mine proposal is opposed by a significant segment of the non-Native public as well. During the hearings in 2012 on the BC Supplementary Environmental Assessment for the road re-alignment, approximately 50 comments were received from the public about the plan. Every one of them was opposed to the Warm Bay route – the route selected by the proponent.42

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6. AssUMPTIONs IN THE FEAsIbILITY sTUDY

Concurrent with this review, Rivers Without Borders asked mining engineer James R. Kuipers to undertake an independent technical and economic analysis of the JDS Technical Report. The following analysis relies on his over 30 years of specific professional experience working on mining and environmental projects including project feasibility study evaluations, acquisitions and development, engineering design, permitting, operations, reclamation and closure, water treatment, cost estimation and financial assurance.

The TCM FS is based on a number of assumptions and predictions that should be examined to gauge the credibility of the assumptions used and therefore, the likelihood that the predictions made will materialize. These assumptions and predictions include but are not limited to:

• Anoptimisticbest-caseanalysis;

• AssumptionofagreementwithTRTFNdespiteoppositionannouncedinNovember;

• Assumptionthatmetalpriceswillremainhighforthenexttenyears,whenthereisevidenceof the end of the mineral “super cycle”;

• Assumptionthatcostsandrisksofreclamationwillonlybeshort-term;

• Overlyoptimisticassumptionsabouttheorebody;

• Assumptionthatmanagement’smitigationmeasureswillbesuccessful;and

• Underestimationofproblemsthatwillbeencounteredwithconcentratesales.

7. MIssINg OR UNDEREsTIMATED COsTs IN THE FEAsIbILITY sTUDY

A. The Capital Cost estimate (both development and sustaining capital) does not include the following costs:•GST/PST.Chieftainwillenjoytherebateofprovincialsalestaxthatisavailablefor

exploration and development companies in BC, but will still have to pay federal GST of 5% on purchases. Kuipers writes: “Taxes and financing costs could easily impact the overall project economics by as much as 10% or more and should have been included in the analysis. Failure to include these costs is the most significant breach of standard conduct identified in the TCP FS and constitutes a major omission of substance from the analysis conducted.”43

•Financingcostssuchasinterestandforeigncurrencyfluctuationsfromprojectexchangerates. The feasibility study assumes an exchange rate of $1.01 CAD:US for the life of the mine. Kuipers says: “Given the importance of the US and Canadian market exchange to this project and the recently changing rate of exchange this also would typically be addressed in the capital cost estimate as well. The exclusion of financing costs for project development capital costs and working capital costs is also highly unusual in the author’s experience.”44

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•Development,permittingandapprovalcosts.WritesKuipers:“Typically an allowance is included for development fees and approval costs including any remaining research, develop-ment, exploration or other required costs related to project completion.”45

• Inflationandcostescalation(allcostsareinQ42012prices).46 Writes Kuipers: “The capital costs estimated in the TCM FS are based on relatively ideal circumstances and despite showing significant increases from past capital cost estimates for this project, are still likely to be underestimated. At the very least contingency costs more reflective of regional experience, on the order of a minimum of 20% ….should have been used” and “Given other project attributes such as the location and project owner’s lack of project development experience, a downside of 50% higher capital costs should not be unexpected.”47

Cost inflation is and will continue to be a serious problem for the project. According to Zacks Investment Research, analyzing for NASDAQ in February 2013: “Cost inflation in the sector is expected to be a headwind for metal and mining companies over the next several years, driven by a number of factors viz. labor, energy, ore grades, currencies, supply constraints and taxes. Global economic uncertainties, softening commodity prices, higher input costs are increasing the pressure on company margins.”48

b. Reclamation and Closure Costs are seriously underestimated. Kuipers writes:

“The TCM FS estimate for reclamation and closure costs of $13.8 M assumes complete resolution of all existing and future environmental issues and a walk-away scenario five years after reclamation is completed. However, long-term environmental costs may be incurred by the project as the TCM FS (p. 20-1) states, ‘The long-term solution for managing AMD is to backfill the historic stopes early during mine operations to stop the acidic underground flow by mine closure. If this mitigation strategy is unsuccessful, there could be the need for the long-term treatment of AMD at this site.’ It is the author’s opinion that the TCM FS estimate for reclamation and closure is a gross misstatement of the potential liabilities which are present at the site. [footnote omitted] From a financial standpoint a cost for financial security should have been provided in the TCM FS. Given that an adequate financial security amount of $100M or more should be required and that Chieftain would most likely not be able to obtain surety bonding and instead have to post a ‘cash’ form of security, this could add an equivalent amount ($100M) to the amount required for initial cash flow. This amount would correspondingly have a significant impact on the economic analysis.”49

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C. The Operating Costs are underestimated Chieftain’s operating cost estimates do not include:

•Acontingency;and

•Anyallowanceforinflation,includingcostsoffuel,labour,materialsandconsumables(except as expressed in the sensitivity analysis).

Kuipers writes:

“Operating costs are subject to similar uncertainties as capital costs and given the nature of the cost estimate, a contingency of at least 10% and as much as 20% should have been applied as standard practice. The estimated costs appear to be highly optimistic based on the author’s experience and given the location, dependency on petroleum-based fuel, competition for labor and other factors, an increase in operating costs of as much as 25% over the life of this project would not be unreasonable were a more conservative case to be projected.”50

D. New access road and upgrades to Warm bay Road. Current plans call for the proposed mine to be accessed via a 128 km road constructed from the end of Warm Bay Road, south of Atlin, to the mine site. The new route for the road that has now been approved by BC with an amendment (#5) to the Environmental Assessment Certificate for the mine is shorter than earlier proposed routes. However, it is important to note that the TRTFN has never formally supported any road route and it has significant concerns about the road.51 It is also important to understand that the Land Use Plan signed by the TRTFN and BC government in July 2011 provides a corridor where a proposed road would be considered, but the Plan in no way guarantees that such a road would be approved by the TRTFN or constructed.52 No detailed information about costing for the road is provided in any of the public documents filed for the Certificate amendment or in the JDS Technical Report, so it is difficult to establish how the capital cost of building the road (approximately $100 million including direct, indirect and owner’s costs) was arrived at.53 Warm Bay Road is a public road that will require substantial upgrades to service the mine. The Technical Report includes no allowance for upgrades to Warm Bay Road; apparently an assumption that the government will absorb this cost.

E. Failure to allow for or estimate costs for delays in start-up. Schedule delays and additional associated costs, such as those caused by potential First Nations blockades, labour disputes, permit application delays, financing problems, weather conditions, barging challenges and other unexpected site conditions have not been accounted for.

The company’s latest Corporate Presentation dated March 6, 2013, shows interim financing was expected by March 15, 2013 and full financing by end of June 2013.54 As of the date of this report, Chieftain has not made an announcement of interim financing.

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The company plans to begin barging in construction materials and supplies in summer 2013. “The barging component of the logistics plan is critical to the project success;”55 The feasibility study does not acknowledge earlier difficulties with barging. In May 2008, Redcorp announced plans to ship 20,000 tons of mine supplies to the Tulsequah Chief site in 200 barge loads, yet was only able to accomplish about 30 barge runs due to river conditions. Redcorp called this a “key challenge” in announcing financial results for the third quarter of 2008.56 In June 2011, Chieftain was unable to complete all its equipment barge runs due to low water levels. For the water treatment plant, Chieftain was able to do only 8 of 12 planned barge runs due to low water in summer, during what is usually the best barging time. The company also planned 8 trips that fall but couldn’t do any of them due to low water, and had to ship everything back. Chieftain would need 15-20 barge runs May-July to start road construction. Keith Boyle, Chieftain COO, told the Taku Task Force, formed by Juneau legislators to address public concern over river barging, he wasn’t sure what they would do if they were unable to make these barge runs.57

8. MINERAL REsERVE EsTIMATEs58

In his detailed analysis of the mineral reserve estimates, mining engineer Kuipers came to the conclusion that:

“…the Base Case portrays ideal conditions in terms of ore reserve and grade, metallurgical recoveries and concentrate grades, smelting market, revenue stream, capital and operating costs. At the same time the Base Case excludes significantly critical items such as applicable sales taxes and financing costs.”59 “The sensitivity scenarios [which Kuipers has used to evaluate the Feasibility Study] show the relatively high risk that the TCM has of experiencing significant cash flow problems and at some point in its history, becoming uneconomic resulting in premature project closure and potentially the bankruptcy of the operator. In this event not only should investors expect to lose the investment in its entirety, but that the company would remain liable for significant environmental cleanup costs…”60

Assessing the certainty of the mineral reserve estimates, Kuipers says:

“The mineral reserve estimate is entirely based on less certain ‘probable’ rather than more certain ‘proven’ reserves.

Mineral reserves are classified as either proven or probable. Both classifications are considered to be part of the economically mineable part of a measured mineral resource demonstrated by at least a preliminary feasibility study. The term proven implies the highest degree of confidence in the estimate with the consequent expectation in the minds of readers of the report. The term should be restricted to that part of the deposit where production planning is taking place and for which any variation in the estimate would not significantly affect potential viability.

Because the TCM FS relies on probable rather than proven mineral reserve estimates, it implies that readers should view its results with something less than a high degree of confidence. In addition, it implies that any variation in the probable reserve estimate could significantly affect potential viability. For this

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reason the TCM FS reserves should be viewed as not being of the highest degree of confidence, underscored by the potential downside of changes in production, cost and revenue factors.”61

“Sensitivity analyses are intended to demonstrate the degree of confidence in the estimate particularly with respect to the potential production, cost and revenue factors. The TCM FS analysis does not address potential production factors such as reduced rates of mine or mill production and/or lower head grades - significant cost factors as discussed further in these comments. The TCM FS analysis also does not address delays in revenue which might occur if concentrate cannot be sold at the rate it is produced due to limited smelters being available to accept the copper concentrate, which generates the primary project revenue stream, given its significant deleterious constituents. To the extent the TCM FS addresses downside costs and revenues it limits the sensitivity analysis to +/-15% for singular circumstances affecting capital costs, operating costs or metals prices and does not consider combinations of downside events.”62

Kuipers’ independent sensitivity analysis indicates that if singular factors such as increases in operating or capital costs, decreases in metals prices, or delays in revenue, are portrayed on more realistic terms based on current economic indicators, project economics are decreased to IRRs of less than 10%, and in the case of metals prices decreasing by 25%, to a IRR of only 3%.

The predictions for metals prices are very significant because the Tulsequah Chief “project is most sensitive to metal prices.”63 Given the growing evidence of the coming end of the minerals “super cycle,”64 Chieftain’s predictions for metals prices are likely overly optimistic.

9. NO EsTAbLIsHED sMELTERs FOR MINE CONCENTRATEs

There are no established markets for any of the concentrates that would be produced by the mine, and there are likely to be serious problems in finding them. The JDS study states:

“19.1....A study on the Tulsequah Chief copper concentrate revealed that due to the elevated arsenic level, the concentrate could not be sold in China and suggests alternatives in India, Europe, or the Far East. The copper concentrate is also low in terms of copper content; however, the high levels of gold and silver compensate for this. In addition, the study suggests that the marketing of the copper concentrate should focus on spreading the material concentrates among a number of smelters with each smelter taking only a portion of the tonnage in any one year. It is recommended that rather than selling the concentrates in the spot market, Chieftain should market the concentrates on a long-term basis with fixed annual terms in order to avoid market demand fluctuations. A penalty for deleterious elements in the copper concentrate has been incorporated in the economic analysis based on estimated average values.”65

The arsenic concentration in the copper concentrate is typically 1.45% and in “hotspots” as high as 840 ppm.66 Antimony is typically 5467 ppm in the copper concentrate, and is also present in lesser amounts in lead (905 ppm).67 The TCM FS states, “all likely purchasers have mercury removal facilities in their acid plants – but will charge a small penalty,” but does not state who the likely purchasers are.68

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After extensive mineralogical analysis to refine concentrate separation and to find a cost effective way to deal with the arsenic in the ore, it was determined that almost all the arsenic is found in the tennantite ore, which also contains much of the antimony, and means were investigated to separate the arsenic-bearing ores from the others. However, “At present, the philosophy is to recover both the chalcopyrite and the tennantite into one concentrate.... It has been shown that the chalcopyrite and the tennantite can be effectively partitioned by flotation (e.g., over 60% of the total copper can be recovered into low arsenic (less than 0.5% As) concentrate). However, this greatly lowers the silver values of this stream, as all of the silver is in the tennantite. Trying to accomplish this delicate balance in a real time circuit was deemed impractical.”69 The implications of this decision for the marketability of copper have not been addressed.

Writes Robert Bruce of Teck Resources: “Penalties incurred by miners for arsenic in concentrates have increased significantly because the removal and disposal of arsenic is difficult and costly for smelters and because the environmental challenges are increasing worldwide. During the smelting process arsenic forms as hazardous arsenic oxide dusts and fumes that are challenging to manage in the smelter environment are not easily stabilized for safe disposal. Typically miners incur penalties on arsenic in concentrates above 0.2% As with smelter rejection limits of 0.5% [8]. This essentially precludes the development of several large copper resources via conventional smelting.”70

Kuipers has this to say: “The lack of an identifiable smelting facility and indication that the copper concentrates would be rejected by Chinese smelters suggests that marketing of the concentrate altogether might be questionable and at the very least difficult. It is highly likely that the result will be additional penalties and/or limits on the amount of concentrate which can be effectively marketed on an annual basis.” 71

10. THE ACID MINE DRAINAgE PRObLEM

The Taku River is the most productive salmon fishery in Southeast Alaska.72 The proposed mine is on the Tulsequah River, a major tributary to the Taku. The old mine workings have been discharging acidic waters laced with metals toxic to fish from the mine portals and waste rock since the mine was abandoned by Cominco in the late 1950’s. Redcorp – then Chieftain – assumed responsibility for cleanup of this problem as a requirement of purchase and mine permits. Despite requests from Alaska and the US federal government, and numerous Canadian federal cleanup orders, Redcorp did little to stop the acid mine drainage (AMD).73

Environment Canada issued Inspector’s Directions to remediate the AMD from the Tulsequah Chief and Big Bull mines in 2002, 2005, 2009 and 2011. In 2011, Chieftain’s technical consultant, SRK Consulting, warned that failure to meet the compliance order could result in as much as $100,000 per day in fines, with possible jail terms for company directors.74

In 2010, Chieftain struck a deal with Teck for a $5 million loan to build the Interim Water Treatment Plant (IWTP) to deal with the acid mine drainage problem.75 The IWTP was completed by December 31, 201176 and received a waste discharge permit from BC in April 2012.77

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However on June 22, 2012,78 the company stopped the operation of the water treatment plant, stating:

“Although the effluent has been meeting guidelines, the plant has been operating below designed levels of efficiency, with higher than budgeted operating costs. The Company has advised authorities of its plan to suspend operations at the plant while the Company implements mitigation measures and reviews plans for operational efficiencies. The Company anticipates a period of limited operations while plant testing and optimisation activities are underway, with an increase to a higher operating level when project financing is secured and the Tulsequah project gets underway as always contemplated in the project plan.”79

Thus, acidic waters continue to leak into the Tulsequah River. On July 25, 2012, the BC Ministry of the Environment wrote to Chieftain Metals stating that the company was now in violation of the permit (# 105719) that it had received under the Environmental Management Act (EMA). “Chieftain Metals Inc. is warned that failure to comply with the terms and conditions of EMA Permit 105719 is a violation of the Environmental Management Act which may be subject to prosecution or other enforcement action.”80

The new Technical Report states: “The operation of the treatment plant was suspended on June 23, 2012 and the plant remains on care and maintenance, in contravention of the Fisheries Act and the EMA permit.”81 The company has indicated on numerous occasions that restarting the IWTP to treat the AMD will not occur until project financing for the mine is secured and the “Tulsequah project gets underway.” The cost of operating the IWTP prior to construction and operation of the more robust effluent treatment system during mine production is not included anywhere in the feasibility study. Chieftain stated in July 2012: “The total cost of operation and support for the IWTP is in the order of $4.0M/year vs. an original estimate of $1.0M/year.”82

The most recent clean-up order from the federal government threatens the company with fines of up to $200,000/day and the possibility of jail time.83

11. UNACKNOWLEDgED ENVIRONMENTAL LIAbILITIEs

“Given the weakness of metals markets, the marginal economic viability of the mine, the undisclosed costs of mitigation and other environmental protection measures, and the fact that [the company] still has no history of compliance to its credit, the risk of unanticipated ecological reclamation or restoration costs falling to current and future generations has to be viewed as considerable. Such costs do not only relate to unforeseen catastrophic events, but also to the more mundane aspects of site closure and remediation.”84

There are a number of environmental liabilities for the mine project, which are compounded by the financial marginality of the mine. A few are mentioned below.

• The Tailings Facility on the shazah Fan. The tailings from the mine that cannot be placed underground will be stored on the Shazah Fan (the delta of Shazah Creek). The tail-ings dump will be located on an “active flood plain and the dam may be subject to erosive attack in the event of an avulsion...the erosion protection measures are designed for a 200 year return period

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OF THE

flood event on Shazah Creek.”85 Although this plan has received considerable study, serious concerns remain, especially regarding the realities of a “200 year flood event” in a time when glaciers are melting due to climate change. The Shazah Fan and Flannigan Slough downstream from the mine are extremely important rearing and staging areas for juvenile salmon.86

The TRTFN stated in 2001: “Redfern’s sampling program revealed that out of all its sampling sites in the entire Tulsequah drainage, young-of-the-year Coho were most abundant in Shazah Creek wetland. Also, yearling Coho was most abundant in Tulsequah clear-water side channels and Shazah Creek wetland. Out of 50 sites inventoried for fish, the third highest Coho fry estimate came from a Shazah wetland site. Another of the Shazah wetland sites had the highest estimated Coho parr density of 31 sites, while another site contained the highest density of Dolly-Varden of a certain age class.”87

In addition, the proposed mixing zone from the tailings raises serious concerns with Alaskan technical experts. Leakage and/or catastrophic failure from the tailings area are likely to damage the fishery, and Alaska would undoubtedly seek remedy in the courts.

The Shazah Fan (from the Ian Bruce Report cited above)

• Avalanche Risk. A preliminary avalanche assessment completed in 1997 as a part of the first stage of the review process found two converging avalanche paths that posed a threat to the mine site.89 In both cases, “younger timber in the runout zones indicates that large avalanches have run to within 200 m of the former mine site.” “While such an avalanche would fall into the category of a rare but catastrophic event, only one such event would be required in the history of mine operations to generate grave long-term damage to the Taku River and its salmon runs.”90

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The proposed tailings pond is also identified as at risk from avalanche and the authors of the avalanche assessment believe that “…the lack of timber in the runout zone is caused by snow avalanches and not by a glacial scour.”91

In addition to the avalanche threat to the mine site, the new road alignment crosses 150 meters of avalanche prone terrain of “moderate frequency”.92 Approximately 30% of the budget for road maintenance is dedicated to avalanche control.93 The avalanche threat along the proposed road is a serious one, which will at the least cause delays, and at the worst result in serious injury or loss of life and/or catastrophic spills of toxic substances. Use of the road is likely to result in spills of toxic chemicals. Given the inaccessibility of the area, cleanup (which often requires neutralization with sodium bicarbonate) will be difficult if not impossible. For investors, such spills will likely result not only in regulatory penalties, but tort action to recover costs for lost fish and/or wildlife habitat.

12. CONCLUsIONs

Based on this analysis, stakeholders should treat this proposal from Chieftain Metals with regard to the Tulsequah Chief mine with scepticism. The history of increasing costs, permitting delays, unkept promises and overly optimistic projections relative to proposed Tulsequah mining should also be noted by observers. Investors and other stakeholders should be aware of the following major risks, uncertainties and information gaps:

• Theminehasnosocial licencetooperate, is stronglyopposedbyTRTFNandthenon-native population along Warm Bay Road, and has been controversial in Alaska for almost 20 years.

• Therelianceuponprobableratherthanprovenmineralreservessuggestsalackofconfidencein the ore reserves due to high sensitivity to potential production, cost and revenue factors.

• Thereisnoexistingcontractfortheconcentratesandmanysmelterswillnotacceptcopperconcentrate with such high arsenic and antimony contents. Chieftain identifies potential marketing and penalties issues, but does not meaningfully address this issue which could have significant impacts both in terms of cost and in terms of cash flow from sale of concen-trates.

• The feasibility study relies upon relatively optimisticmetallurgical grades and recoverieswhich may not reflect actual conditions which could have a direct impact on project econom-ics. It is uncertain if the TCM FS adequately accounts for dilution which is a critical risk at underground mines, significantly impacting costs, grades, recoveries and tailings require-ments.

• Thefeasibilitystudyisbasedonunrealisticallyhighlong-termmetalprices.

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• Thecapital costs in the feasibility studyassumeno sales taxes,nofinancingcosts, stableexchange rates, no allowance for cost escalation, no development, permitting or approval costs, and a considerable public subsidy for road construction. Federal sales taxes and capital funding finance costs alone could increase costs by from 10-15% but are not included.

• Costestimatesdonotallowfordelays instart-upcausedbybargingproblemsor lackoffinancing. The timing of interim financing has already been delayed beyond Chieftain’s recently announced expectation.

• TheTCMFScontainsa15%sensitivityanalysisofchangestoonefactoratatime,despiteevidence that the estimated costs are optimistic, that mining projects are currently typically 25-50% over budget, mining project operating costs are undergoing significant cost escalation pressure compared to other industries, and the fact that changes to multiple factors are likely.

• Independent sensitivity analysis indicates that if singular factors such as increases inoperating or capital costs, decreases in metals prices, or delays in revenue, are portrayed on more realistic terms based on current economic indicators, project economics (pre-tax) are decreased to IRRs of less than 10%. The after-tax IRR would be even lower.

• ThesensitivityscenariosconductedintheKuipersanalysisshowtherelativelyhighriskthatthe TCM has of experiencing significant cash flow problems and at some point in its history, becoming uneconomic resulting in premature project closure and potentially the bankruptcy of the owner.

• TheTCMFSdoesnotadequatelyaddressriskfromaneconomicstandpointandinsteadre-lies upon a proposed set of mitigation measures which like the project portrayal itself depend on near ideal conditions to achieve. The proposal is highly dependent on management-dependent solutions suggesting a high level of expertise will be available to deal with actual project site-specific locational and physical features, socioeconomic conditions and environ-mental issues. The failure of management to properly operate the Interim Water Treatment Plant demonstrates that the present management team does not have the level of expertise suggested which results in a high likelihood that the proposed mitigation measures will not be effective.

• Reclamationsecurityisinadequatetoaddressexistingliabilitiesmuchlesslong-termpoten-tial impacts, leading to a gross failure to address environmental liabilities in the feasibility study. Long-term water treatment and monitoring could cost as much as $100 million.

• Environmentalliabilities,suchas,avalancherisk,failureofthetailingsfacilitywithcorre-sponding damage to the Alaska fishery, and accidents on the access road that result in toxic spills could lead to significant if not catastrophic consequences to the project economics.

• SomeChieftainMetalsmanagershaveshownquestionable judgment in thepast:puttingworkers at risk with unsafe mining practices; making commitments they could not meet to regulators and affected communities; and using bankruptcy to erase debts.

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13. PROFEssIONAL REsUME FOR JOAN KUYEK

Joan Kuyek is a mining analyst, writer, researcher and educator living in Ottawa. She was the founding National Co-ordinator of MiningWatch Canada from 1999-2009.

She currently teaches Mining Law, Policy and Communities at Queen’s University Law School (Law 514), Community Development and Social Change (SW3206) at Carleton University and Mines and Communities at the CESD program at Algoma University. She is the author of Community Organizing: A Holistic Approach, and a number of other books and publications.

Her peer-reviewed publications on mining and mine economics include the following:

Kuyek, Joan. Pitfalls or Promises: Socio-economic Impact Analysis of the New Prosperity Mine for the Tsilhqot’in National Government. 2012.

Kuyek, Joan. Does the Comox Valley Need the Raven Underground Coal Mine? A socio-economic review of the costs and benefits to communities in the Comox Valley of the proposed Raven Underground Coal. Coal Watch Comox Valley. 2011.

Kuyek, Joan. The Theory and Practice of Perpetual Care of Contaminated Sites, Alternatives North, Yellowknife, 2011.

Kuyek, Joan. An Economic Analysis of the Ring of Fire Chromite Mining Play, MiningWatch Canada. January 2011.

Kuyek, Joan. Analysis of Mineral Claims Compensation Issues in the Peel Watershed, CPAWS Yukon, March 15, 2009.

Kuyek, Joan. The Need to Shift Canadian Tax Incentives to Reduce the Impact of the Mineral Industry on the Environment and Local Communities, in Chalifour, Nathalie, et al (eds). Critical Issues in Environmental Taxation: International and Comparative Perspectives, Volume 5, Oxford University Press, 2008.

Kuyek, Joan. Mining Investors, MiningWatch Canada, December 2007.

Kuyek, Joan. Legitimating Plunder: Canadian Mining Companies and Corporate Responsibility, Community Rights and Corporate Responsibility, edited by Liisa North, T.D. Clark and V. Patroni, BTL, 2006.

Kuyek, J. Understanding Mining Taxation in Canada, MiningWatch Canada, June 2004.

Kuyek, J and Coumans, C. No Rock Unturned: Revitalizing the Economies of Mining Dependent Communities, MiningWatch Canada, January 2004.

Kuyek, J. Overburdened: Understanding the Impacts of Mineral Extraction on Women’s Health, Canadian Women’s Studies, fall/winter, 2003, Vol. 23, No.1.

Kuyek, J. , Winfield, M, Taylor, A, Meloche, F. Looking Beneath the Surface: an Assessment of the Value of Public Support for the Metal Mining Industry in Canada, MiningWatch Canada and the Pembina Institute, October 2002 (121 pages).

Kuyek, J. Community Development Course Manual. Native Community Care and Counseling Program, Cambrian College of Applied Arts and Technology, 1992.

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14. ENDNOTEs1 Technical Report for the Tulsequah Chief Project of Northern British Columbia, Canada,

Prepared for Chieftain Metals Inc., JDS Energy and Mining Inc., January 22, 2013. http://www.sedar.com/DisplayCompanyDocuments.do?lang=EN&issuerNo=00030715

2 Risk Analysis of the Chieftain Metals Tulsequah Chief Mine Proposal, Joan Kuyek, D.S.W., February 20, 2012. http://riverswithoutborders.org/wp-content/uploads/2012/03/Tulsequah-Chief-Risk-Analysis-2012-02.pdf

3 Independent Technical and Economic Analysis of the Chieftain Metals Inc. Tulsequah Chief Mine Feasibility Study, Performed for Rivers Without Borders, James R. Kuipers, P.E., Kuipers & Associates, Montana, USA, March 18, 2013. http://riverswithoutborders.org/wp-content/uploads/2013/04/TCM-FS-Analysis-Kuipe-rs-2013-03-18.pdf.

4 Bankruptcy documents at www.kpmg.ca/en/ms/cl/redcorp/. Petition to the Court by Redcorp Ventures Ltd. and Redfern Resources Ltd., to the Supreme Court of British Columbia, No. S091670, March 4, 2009; and Affidavit of Maureen Bergh, Supreme Court of British Columbia, September 17, 2009.

5 Share capital of $189,268,672 was reported in the Redcorp Interim Consolidated Financial Statements for the Three and Nine Month Periods Ended September 30, 2008. http://www.sedar.com/GetFile.do?lang=EN&docClass=5&issuerNo=00014660&fileName=/csfsprod/data93/filings/01342436/00000001/y%3A\REDCORP\SEDAR\filed54\Redcorp_Q3.pdf.

6 Chieftain Metals Management Discussion and Analysis, August 9, 2011, p. 6, http://www.sedar.com/DisplayCom-panyDocuments.do?lang=EN&issuerNo=00030715

7 Corporate filings of SRA/Portex on www.sedar.com.8 Semiconductor Today, May 18, 2009.

http://www.semiconductor-today.com/news_items/2009/MAY/NYRSTAR_180509.htm.9 Corporate filings of SRA/Portex on www.sedar.com.10 www.chieftainmetals.com and http://www.portexminerals.com.11 Ibid.12 Redcorp Ventures Ltd. Summary of Vendor Payables at March 20, 2009, http://www.kpmg.com/Ca/en/services/

Advisory/TransactionRestructuring/CreditorlinkSites/Redcorp/Documents/G---List-of-Unsecured-Creditors-at-March-4-2.pdf

13 Asset Purchase Agreement dated September 1, 2010 between Abakhan and Associates, Trustee in Bankruptcy, and Alvarez & Marsal Canada Inc., Receiver of Redfern Resources Ltd. and Chieftain Metals Inc.

14 Chieftain Metals Inc. Annual Information Form for the financial year ended September 30, 2012, dated as of December 27, 2012. http://www.sedar.com/DisplayCompanyDocuments.do?lang=EN&issuerNo=00030715

15 See insider reports for Chieftain Metals, Portex Minerals and Endeavor Silver at www.sedi.ca.16 Chieftain Metals, press release, September 24, 2012. http://www.chieftainmetals.com/press-releases/2012-sept-24-

Chieftain-Announces-MOU-for-Collaboration-on-Tulsequah-Chief-Mine-Project-and-Private-Placement.pdf17 http://www.whitehorsestar.com/archive/story/mining-contractor-receives-the-highest-fine-possible and

http://www.cbc.ca/news/canada/north/story/2012/11/14/north-yukon-mine-death.html18 JDS Energy and Mining Inc., January 22, 2013. p. 16-33, 34.19 Technical Report on the Tulsequah Chief Property, Wardrop, March 2007, p. 1-9.

http://sedar.com/DisplayCompanyDocuments.do?lang=EN&issuerNo=0001466020 Redcorp Ventures news release, August 12, 2008. http://www.marketwire.com/press-release/Redcorp-Ventures-

Ltd-Financial-Operating-Highlights-Second-Quarter-Ended-June-30-2008-888489.htm21 Redcorp Ventures, News Release, February 17, 2009. http://www.marketwire.com/press-release/redcorp-ventures-

ltd-tulsequah-chief-mine-project-development-suspension-continues-tsx-rdv-950855.htm22 Redcorp Ventures News Release, May 17, 2005. http://www.marketwire.com/press-release/redcorp-ventures-ltd-

tulsequah-project-feasibility-update-curtailed-tsx-rdv-542000.htm

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23 Wardrop, March 2007, p. 1-9. 24 Redcorp Ventures, News Release, August 12, 2008. http://www.marketwire.com/press-release/Redcorp-Ventures-

Ltd-Financial-Operating-Highlights-Second-Quarter-Ended-June-30-2008-888489.htm25 Redcorp, News Release, February 17, 2009. http://www.marketwire.com/press-release/redcorp-ventures-ltd-tulse-

quah-chief-mine-project-development-suspension-continues-tsx-rdv-950855.htm26 Preliminary Economic Assessment Technical Report, Tulsequah Chief Project, Northern British Columbia, SRK

Consulting, June 14, 2011, p. ix. http://www.sedar.com/DisplayCompanyDocuments.do?lang=EN&issuerNo=00030715

27 Chieftain Metals, press release, September 19, 2011. http://www.chieftainmetals.com/press-releases/2011-sept-19-feasibility-study-announcement.pdf

28 Chieftain Metals, press release, October 16, 2012. http://www.chieftainmetals.com/press-releases/2012-oct-16-Chieftain-Appoints-Feasibility-Optimization-Team.pdf

29 The TRTFN finalized its own Constitution Act in 1993, setting out its self-governance procedures.30 The Supreme Court of Canada decision can be found at http://scc.lexum.org/en/2004/2004scc74/2004scc74.html.31 OUR LAND IS OUR FUTURE: Taku River Tlingit First Nation Vision and Management Direction for Land

and Resources, Taku River Tlingit First Nation, 2003, page 25. http://www.takhuatlen.org/index.php/reports-and-publications.

32 Redcorp Ventures, news release, January 29, 2007. http://www.marketwire.com/press-release/redcorp-announces-redferns-tulsequah-project-feasibility-study-results-tsx-rdv-632747.htm

33 http://dnr.alaska.gov/mlw/mining/largemine/tulsequah/publicnotice.cfm and http://juneauempire.com/stories/022408/loc_250436611.shtml

34 Chieftain COO Keith Boyle, presentation to Taku Task Force, Alaska Legislature, 1/7/12. http://www.legis.state.ak.us/basis/get_documents.asp?chamber=HMSC&session=27&bill=&date1=20120107&time2=0900

35 JDS Energy and Mining Inc., January 22, 2013, p. 20-15.36 http://trtfn.yikesite.com/tulsequah-chief-project37 Ibid.38 TRTFN press release, November 28, 2012. http://trtfn.yikesite.com/tulsequah-chief-project/trt-news-releases39 http://trtfn.yikesite.com/tulsequah-chief-project/recent-activities40 JDS Technical Report, January 22, 2013, p. 24-6.41 http://socialicense.com/definition.html42 http://a100.gov.bc.ca/appsdata/epic/html/deploy/epic_document_72_34417.html43 Kuipers, March 18, 2013, p. 11.44 Ibid., p. 10.45 Ibid., p. 10.46 JDS Energy and Mining Inc., January 22, 2013, p. 21-18.47 Kuipers, March 18, 2013, p. 10.48 NASDAQ, Zacks Investment Research, Metals and Mining Stock Outlook, February 14, 2013.

http://www.nasdaq.com/article/metals-mining-stock-outlook-feb-2013-industry-outlook-cm217862#.USEsSnf_4fw

49 Kuipers, March 18, 2013, p. 10.50 Ibid., p. 11. 51 Working Group Information Requests and Responses, Tulsequah Chief Mine—Revised Access Road Ap-

plication to Amend BC Environmental Assessment Certificate #M02-01, August 22, 2012. http://a100.gov.bc.ca/appsdata/epic/documents/p72/d35070/1350684800888_cb49ee2daf9b08e5c974df2703bb105ee5b3f-65065b7ee59cb817ab7be20dca7.pdf

52 TRTFN press release, April 30, 2012. http://trtfn.yikesite.com/tulsequah-chief-project/trt-news-releases

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53 JDS Energy and Mining Inc., January 22, 2013, p. 21-3, 454 Chieftain Metals, corporate presentation, March 6, 2013, http://www.chieftainmetals.com/presentations/chieftain-

metals-corporate-presentation-mar-06-2013.pdf55 JDS Energy and Mining Inc., January 22, 2013, p. 24-6. 56 Redcorp Ventures press release, November 13, 2008. http://www.marketwire.com/press-release/redcorp-ventures-

ltd-financial-operating-highlights-third-quarter-ended-september-30-tsx-rdv-920153.htm57 Journal of Commerce, July 13, 2011. http://www.journalofcommerce.com/article/id45238; Chieftain COO Keith

Boyle, presentation to Taku Task Force, 1/7/12.58 Estimation Of Mineral Resources And Mineral Reserves: Best Practice Guidelines (11/23/2003, CIM). “Cut-off

grade or cut-off net smelter return (NSR) used for MRMR reporting are largely determined by reasonable long term metal price(s), mill recovery and capital and operating costs relating to mining, processing, administration and smelter terms, among others. All assumptions and sensitivities must be clearly identified.” (from http://web.cim.org/UserFiles/File/Estimation-Mineral-Resources-Mineral-Reserves-11-23-2003.pdf, page 17).

59 Kuipers, March 18, 2013, p. 11.60 Ibid., p. 17.61 Ibid., p. 8.62 Ibid., p. 11.63 JDS Energy and Mining Inc., January 22, 2013, p. 22-17.64 http://www.forbes.com/sites/timtreadgold/2013/03/13/iron-ore-price-crash-looms-signalling-an-end-to-the-com-

modities-super-cycle/ and http://www.asiasentinel.com/index.php?option=com_content&task=view&id=5024&Itemid=422

65 JDS Energy and Mining Inc., January 22, 2013, p. 19-1.66 Ibid., Table 13-20, and Table 13-9.67 Ibid., Table 13-9.68 Ibid., p. 13-14.69 Ibid., pages 17-6 and 17-7.70 Bruce, Robert et al. Unlocking Value In Copper Arsenic Sulphide Resources With The Copper–Arsenic CESL

Technology. Teck Resources Limited Canada, no date, p. 271 Kuipers, March 18, 2013, p. 9.72 The Taku River: An Economic Profile of the Taku River Area, McDowell Group, September 2004.

http://riverswithoutborders.org/home/wp-content/uploads/2007/04/mcdowell_taku.pdf73 A history of clean up actions can be found at www.riverswithoutborders.org/reading-room/backgrounders 74 SRK Consulting, June 14, 2011, p. 27.

http://www.sedar.com/DisplayCompanyDocuments.do?lang=EN&issuerNo=0003071575 Chieftain corporate filings at

http://www.sedar.com/DisplayCompanyDocuments.do?lang=EN&issuerNo=00030715 76 Chieftain Metals, Management’s Discussion and Analysis, February 6, 2012, p. 6.

http://www.sedar.com/DisplayCompanyDocuments.do?lang=EN&issuerNo=0003071577 Chieftain Metals press release, April 12, 2012, http://www.chieftainmetals.com/press-releases/2012-apr-12-chief-

tain-metals-addresses-historic-environmental-legacy-at-tulsequah.pdf78 Management’s Discussion and Analysis for the Year Ended September 30, 2012 dated December 12, 2012, p. 4.

http://www.sedar.com/DisplayCompanyDocuments.do?lang=EN&issuerNo=0003071579 Chieftain Metals press release, June 29, 2012. http://www.chieftainmetals.com/press-releases/2012-jun-29-Chief-

tain-Metals-Updates-Progress-on-Tulsequah-Chief-Project.pdf80 Letter to Keith Boyle, Chieftain Metals Inc., from Ian Sharpe, BC Ministry of Environment, For Director,

Environmental Management Act, July 25, 2012.

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81 JDS Energy and Mining Inc., January 22, 2013, p. 20-1.82 Chieftain Metals Inc. Tulsequah Chief Project Interim Water Treatment Plant Mitigation And Re-¬Start Report,

July 2012, p. 3.83 Inspector’s Direction, Wade Comin, Environment Canada, 2/22/11 (based on Section 78.1 of the Fisheries Act).84 David MacKinnon, petition to the Auditor-General of Canada, 2002.85 Ian Bruce at

http://a100.gov.bc.ca/appsdata/epic/documents/p11/1036627076982_424b8b884aaf49199157945afb126fc6.pdf86 MacKinnon, op cit. http://riverswithoutborders.org/reading-room/reports/2002/02/a-sustainability-assessment-of-

the-tulsequah-chief-mine-and-road-proposal.87 Shazah Tailings Impoundment. Comments by TRTFN on Issues Relating to Proposed Shazah Tailings Facility

July 3, 2001.88 MacKinnon, op.cit.89 MacKinnon, David, petition to the Auditor-General of Canada, 2002 quoting MacKenzie and Dietzfelbinger,

1997, p. 11.90 MacKenzie and Dietzfelbinger. Ibid, page 6.91 Ibid, p. 7.92 Stantec. Tulsequah Chief Mine - Revised Access Road Alignment - Project Description, December 2011,

Table 2-2.93 JDS Energy and Mining Inc., January 22, 2013, p. 21-37.

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