Canadian Warrants

Incorporation:  The company was incorporated under the Canada Business
Corporations Act on July 22, 2002. The company was originally incorporated to
facilitate an effective change of domicile of the business of Biogan International, Inc.
from Delaware to Canada.

Fiscal year-end:  Dec. 31

Nature of business:  The company, through Biogan BVI, a wholly owned subsidiary
of the company, is a party to a co-operative joint venture contract with Hechi
establishing a joint venture for the purposes of mining and processing non-ferrous
metals and operating a copper smelter to produce blister copper in the Guangxi of
PRC.

Pursuant to the amended and restated joint venture contract, Biogan BVI and Hechi
established GGM which will hold the Hechi assets to be contributed by Hechi, as
well as $9-million (U.S.) contributed in cash by the company. Ownership of GGM is
split as to a 92-per-cent equity interest and 95-per-cent profit interest for the
company, and an 8-per-cent equity interest and 5-per-cent profits interest for Hechi.
The Hechi assets include the following: i) 9-per-cent interest in the Gaofeng tin-zinc
mine and mill; ii) 100-per-cent interest in the Hechi copper smelter; and iii) 100-per-
cent interest in the Wuxu mine and mill. The company intends to further develop and
expand the existing mining assets of GGM in order to establish GGM as the leading
mining and smelting company in Guangxi. The long-term strategy of the company
includes the introduction of modern mining technologies to the operations of GGM in
Guangxi.

Transfer agent and registrar:  Equity Transfer Services Inc. at its principal office in
Toronto, Ont.

Share capital

Authorized:  Unlimited common shares and unlimited Series I special shares

Issued:  67,853,331 common shares and 37.5 million offered warrants

Reserved common shares:  7,812,500 common shares issuable pursuant to a
letter of intent dated Dec. 25, 2002, the company will acquire a 20-per-cent interest
in the Gaofeng Mining Company Ltd., the principal asset of which is the Gaofeng
mine;

30.2 million common shares issuable pursuant the conversion of Series 1 special
shares. Holders of Series 1 special shares will be entitled to receive notice of and to
attend and vote (one vote per share, voting together with common shares and all
other voting shares) at all meetings at which only holders of another class or series
of shares of the company are entitled to vote. The holders of Series 1 special shares
will not be entitled to receive any dividends;

6,785,333 common shares issuable pursuant to the company's share option plan;

three million common shares issuable pursuant to the agents' option;

636,000 common shares issuable pursuant to the company's share purchase plan;

46,125,000 common shares issuable pursuant to the exercise of the offered
warrants;

341,250 common shares issuable pursuant to the exercise of the warrants issued
in connection with the HMZ note;

6,198,638 common shares issuable pursuant to the exercise of warrant issued
pursuant to the HMZBiogan purchase agreement;

5,625,000 common shares issuable pursuant to the company's overallotment
option granted to the agents; and

678,533 common shares issuable pursuant to the company's shares bonus plan.

Reserved offered warrants:  three million offered warrants reserved pursuant to the
agents' option; and

5,625,000 offered warrants reserved pursuant to the company's overallotment option.

Dividends:  The company has not paid any dividends since inception. The
declaration and payment of dividends by the company will be subject to the
discretion of the directors of the company.

Public offering:  Pursuant to the prospectus, McFarlane Gordon Inc., Dundee
Securities Corp., Loewen Ondaatje McCutcheon Ltd., Northern Securities Inc., Orion
Securities Inc., First Associates Investments Inc. and Paradigm Capital Inc., as
agents, are offering a minimum of 31.25 million units and a maximum of 37.5
million units at a price of 40 cents per unit for minimum gross proceeds of $12.5-
million and maximum gross proceeds of $15-million. Each unit consists of one
common share of the company and one warrant to purchase one common share of
the company at a price of 50 cents per share until the second anniversary of the
closing of the offering. It is anticipated that: (i) approximately $9.01-million of the net
proceeds will be contributed to GGM in satisfaction of Biogan BVI's obligations
under the amended and restated joint venture contract; (ii) approximately $185,000
will be used to satisfy the amount of the HMZ payment; (iii) approximately $2.1-
million will be used to satisfy the amount of the HMZ note; and (iv) the balance will
be used for general working capital purposes. It is anticipated that GGM will spend
approximately $3-million of the funds contributed by the corporation on capital
improvements to the Hechi copper smelter to increase production of the Hechi
copper smelter capacity from 4,900 tonnes to 10,000 tonnes per year and
approximately $1.85-million will be used to finance the proposed acquisition by
GGM of an additional 20-per-cent interest in GMC pursuant to the GMC letter of intent.