NiMin Energy Corp.

Headnote

MI 11-102 and NP 11-203 -- Issuer allowed to make disclosure of reserves and future net revenue compliant with US disclosure requirements, at its option -- the Issuer's US-compliant disclosure would not meet certain requirements in NI 51-101 -- the Issuer is subject to the requirements of NI 51-101 and will provide disclosure compliant with that instrument -- National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities.

Applicable Legislative Provisions

National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities.

Citation: NiMin Energy Corp., Re, 2011 ABASC 121

March 7, 2011

IN THE MATTER OF

THE SECURITIES LEGISLATION OF

ALBERTA AND ONTARIO

(the Jurisdictions)

AND

IN THE MATTER OF

THE PROCESS FOR EXEMPTIVE RELIEF

APPLICATIONS IN MULTIPLE JURISDICTIONS

AND

IN THE MATTER OF

NIMIN ENERGY CORP.

(the Filer)

DECISION

Background

The securities regulatory authority or regulator in each of the Jurisdictions (the Decision Maker) has received an application from the Filer for a decision under the securities legislation of the Jurisdictions (the Legislation) that the Filer be exempted from sections 5.2 and 5.3 of National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities (NI 51-101) (the Exemption Sought).

Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a dual application):

(a) the Alberta Securities Commission is the principal regulator for this application;

(b) the Filer has provided notice that section 4.7(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in British Columbia and Nova Scotia; and

(c) the decision is the decision of the principal regulator and evidences the decision of the securities regulatory authority or regulator in Ontario.

Interpretation

Terms defined in National Instrument 14-101 Definitions, MI 11-102, NI 51-101 or CSA Staff Notice 51-324 Glossary To NI 51-101 Standards of Disclosure for Oil and Gas Activities have the same meaning if used in this decision, unless otherwise defined herein.

Representations

The Filer represents to the Commission that:

1. The Filer is a corporation incorporated pursuant to the Business Corporations Act (Alberta).

2. The head office of the Filer is located in California, United States of America (the US).

3. The Filer is a reporting issuer or equivalent in Alberta, British Columbia, Nova Scotia and Ontario and is not in default of securities legislation in such provinces.

4. The Filer has securities registered under the 1934 Act.

5. The Filer is active in capital markets outside Canada where it competes for capital with foreign issuers, and has offered and intends to continue to offer securities in the US.

6. A significant portion of the Filer's securities are held, or a significant portion of its security holders are located, outside Canada.

7. Differences between the requirements and restrictions under US securities laws and guidance applied by the SEC, as they relate to disclosure concerning reserves and future net revenue in material required to be filed with the SEC (collectively, the US Disclosure Requirements), and the requirements and restrictions under NI 51-101 are such that, absent relief, some disclosure made in accordance with US Disclosure Requirements would contravene NI 51-101, Form 51-101F1 or both.

8. For purposes of making an investment decision or providing investment analysis or advice, a significant portion of the Filer's investors, lenders and investment analysts in both Canada and the US routinely compare the Filer to issuers engaged in oil and gas activities that are based in the US or other foreign countries, such that comparability of the Filer's disclosure to that of such foreign-based issuers is of primary relevance to those market participants.

9. The Filer may wish to include, in its disclosure that is subject to Part 5 of NI 51-101, disclosure of reserves and future net revenue prepared in accordance with US Disclosure Requirements (the Filer's US Disclosure).

Decision

Each of the Decision Makers is satisfied that the decision satisfies the test set out in the Legislation for the Decision Maker to make the decision.

Pursuant to section 8.1 of NI 51-101 the Exemption Sought is granted with respect to the Filer's US Disclosure (if any), and with respect to the Filer's disclosure of finding and development costs based on reserves determined in accordance with US Disclosure Requirements (the Filer's US F&D Disclosure, if any), as the case may be, provided that:

(a) the Filer describes any material differences between such disclosure and the corresponding disclosure it also makes, as required, under Canadian securities laws (its Required Canadian Disclosure), within or proximate to its Required Canadian Disclosure;

(b) in the case of the Filer's US Disclosure (if any), it:

(i) complies with the US Disclosure Requirements;

(ii) is identified as having been prepared in accordance with US Disclosure Requirements;

(iii) discloses the effective date of the estimates disclosed therein; and

(iv) is based on reserves estimates that have been prepared or audited by a qualified reserves evaluator or auditor; and

(c) in the case of the Filer's US F&D Disclosure (if any):

(i) all proved reserves, and any probable reserves, are determined in accordance with US Disclosure Requirements and are accompanied by a statement to the effect that the proved reserves, and any probable reserves, have been determined in accordance with US Disclosure Requirements; and

(ii) the Filer provides disclosure in accordance with section 5.15 of NI 51-101 and this disclosure is publicly available to investors.

This decision will terminate on the effective date of any amendment to the Legislation that permits disclosure of the nature contemplated in this decision.

For the Commission: