Corporate

Santa Barbara Resources Limited was incorporated by Certificate of Incorporation and Notice of Articles pursuant to the provisions of the Business Corporations Act (British Columbia) on March 20, 2007.

The Company was formed in March, 2007 to engage in the business of the acquisition and exploration of mineral resource properties in Ecuador and Peru. Its objective is to locate, define and ultimately develop economic mineral deposits. On May 4, 2007, pursuant to a share exchange agreement among the Company and all of the shareholders of Santa Barbara Copper & Gold S.A. ("SBE") dated April 25, 2007; the Company acquired all of the shares of SBE, a private Ecuadorian company incorporated on June 13, 2006, which holds rights or interests in the La Encrucijada Project and the Cascabel Project. In early 2008, the Company filed a preliminary prospectus in connection with an initial public offering, which the Company was unsuccessful in completing, due to a new mining mandate being issued in Ecuador where its principal properties at the time were located. On June 18, 2008, the Company incorporated Santa Barbara Resources Peru S.A.C. ("SBP"), a private Peruvian company which holds rights or interests in the Sancos Project, the Antalla Project and the Surapata Project. On August 6, 2009, pursuant to a Mining Concession and Mining Rights Transfer Option Contract (the "Sancos Contract") between the Company and Placer Dome del Peru S.A.C., a wholly owned subsidiary of Barrick Gold Corporation (collectively "Barrick"), Barrick granted the Company an option to acquire a 100% interest in seven of the mineral concessions comprising the Sancos Project, in accordance with the terms of the Sancos Contract. In January, 2010, the Company staked and applied for two additional mineral concessions forming part of the Sancos Project. On September 16, 2008, the Company staked and acquired a 100% interest in the mineral concessions comprising the Antalla Project.