Riphean Platinum corporation - Exemption

Order

IN THE MATTER OF

THE SECURITIES ACT

R.S.O. 1990, CHAPTER S.5, AS AMENDED (the "Act")

AND

IN THE MATTER OF

NATIONAL INSTRUMENT 43-101

STANDARDS OF DISCLOSURE FOR MINERAL PROJECTS


AND

IN THE MATTER OF

RIPHEAN PLATINUM CORPORATION

EXEMPTION

UPON the application of Riphean Platinum Corporation (the "Corporation") to the Director of the Ontario Securities Commission (the "Director") pursuant to Part 9.1(1) of National Instrument 43-101 ("NI 43-101"), a rule of the Ontario Securities Commission, for an exemption from Part 6.2 of NI 43-101 in connection with a preliminary prospectus to be filed by the Corporation;

AND UPON considering the application and recommendation of staff of the Commission;

AND UPON the Corporation having represented to the Director as follows:

1. The Corporation was incorporated under the Business Corporations Act (Ontario) (OBCA) on December 17, 1997. On July 28, 2000, the Corporation amended its articles to delete its "private company" restrictions and on July 31, 2000 the Corporation filed articles of arrangement in connection with the plan of arrangement between the Corporation, World Wide Minerals Ltd. and Virtual Resources Inc.


2. The Corporation's registered office and principal place of business is located at Suite 3750, Canada Trust Tower, BCE Place, 161 Bay Street, Toronto, Ontario, M6J 2S1.


3. The Corporation is a reporting issuer in Ontario and its common shares are not currently listed on any stock exchange.


4. The Corporation intends to file a preliminary prospectus (the "Preliminary Prospectus") with the Commission on or around April 4, 2001 to qualify for distribution rights (the "Rights") and units (the"Units") of the Corporation (the "Offering").

5. The Corporation was created to acquire all of the interests or rights to earn interests in gold exploration properties of World Wide Minerals Ltd. The Corporation has earned interests in a number of exploration properties in China located primarily in Shandong, Jiangxi and Hunan Provinces (the "China Properties"). The strategy in China has been to develop a significant land play for gold exploration in areas of known gold mineralization adjacent to operating gold mines, working with the Ministry of State Land and Resources, the Ministry of Metallurgical Industry and China National Non-Ferrous Metals Industry Corporation, three of four principal mining organizations in China.


6. The Corporation has agreed to acquire a 50% interest in a Russian private company which holds licenses to explore two platinum group metal properties located within the Platinum Belt of the Ural Mountains in the Sverdlovsk region of Russia (the "Russian Platinum Group Projects"). The acquisition is conditional upon completion of the Offering or the Corporation raising alternative financing in the amount of approximately $400,000.00


7. It is expected that the principal use of proceeds of the Offering will be applied toward the Russian Platinum Group Projects.


8. At the time of filing the Preliminary Prospectus, the Corporation intends to file with the Commission a technical report prepared in compliance with NI 43-101 in respect of the China Properties.


9. However, the Corporation will be unable to file a technical report in respect of the Russian Platinum Group Project in strict compliance with NI 43-101 because, as a result of weather conditions at the Russian Platinum Group Project site, the geologist will not be able to conduct a site visit and assay samples.

10. At the time of filing the Preliminary Prospectus, the Corporation will file with the Commission a technical report (the "Preliminary Technical Report") that complies with NI 43-101 in respect of the Russian Platinum Group Project except that the personal inspection required by Part 6.2 of NI 43-101 will not have been conducted.

11. The Corporation expects that weather conditions will improve at the site of the Russian Platinum Group Project in mid-April 2001, such that the personal inspection required by Part 6.2 can be conducted and a revised technical report can be prepared in full compliance with NI 43-101 (the "Revised Technical Report") and submitted prior to filing the final prospectus in respect of the Offering.


12. The properties comprising the Russian Platinum Group Project are early stage properties on which very limited exploration work has been done and no resource has been defined to date.

AND UPON the Director being satisfied that to do so would not be prejudicial to the public interest;

THEREFORE, pursuant to Part 9.1(1) of NI 43-101, the Corporation is exempted from Part 6.2 of NI 43-101 in connection with the Preliminary Technical Report provided that:

(a) the Preliminary Technical Report contains a statement that a personal inspection has not been conducted by the qualified person, as defined in NI 43-101, and the reasons why a personal inspection was not conducted;

(b) prior to the Corporation filing the final prospectus in connection with the Offering, the Revised Technical Report is filed with the Commission; and

(c) if the Revised Technical Report filed by the Corporation contains material information on the Russian Platinum Group Project not previously disclosed in the Preliminary Prospectus, the Corporation will file an amendment to the Preliminary Prospectus and deliver a copy of such amendment to each person who received a copy of the Preliminary Prospectus.

April 3, 2001.

Kathryn Soden