Securities Law & Instruments


National Policy 46-201 Escrow for Initial Public Offerings -- Amendment of release terms in escrow agreements made prior to the policy -- Request for the consent of the Commission to the release of all remaining shares held in escrow pursuant to an agreement dated March 31, 1997 -- No longer any policy reason for these shareholders to hold their shares in escrow -- Consent granted.

Applicable Legislative Provisions

National Policy 46-201 Escrow for Initial Public Offerings, s. 8.1.

July 16, 2013

Stikeman Keeley Spiegel Pasternack LLP
200 Front Street West Suite 2300
Toronto, Ontario
M5V 3K2

Attention: H. Robert H. Stikeman

Dear Mr. Stikeman:


Rand Malartic Mines Limited (the "Applicant") -- Escrow Shares

Further to your correspondence of December 4, 2012, we understand that the Applicant has requested the consent of the Director of the Ontario Securities Release to the release of the following shares from the escrow agreement dated March 31, 1937 (the "Escrow Agreement"):

800,000 common shares in the capital of the Applicant (the "Escrowed Shares" )

This is to advise that, based on the representations contained in the request for consent correspondence, the Director consents to the release of the Escrowed Shares and the termination of the Escrow Agreement.

This letter does not constitute an exemption from the Securities Act (Ontario) and regulations thereunder which may require a shareholder to comply with certain terms and conditions prior to or after any sale of its shares.

If you have any questions or require anything further in connection with this matter, please contact Diana Escobar Bold, Legal Counsel, Corporate Finance Branch, at (416) 583-8229 or

Yours truly,

"Sonny Randhawa"
Manager, Corporate Finance Branch
Ontario Securities Commission