Currency: August 4, 2006
Adopted: June 20, 2005

WHISTLEBLOWER POLICY

I. Purpose

The purpose of this policy is to establish procedures for (a) the receipt, retention, and
treatment of complaints received by Dundee Precious Metals Inc. (the “Company”)
regarding accounting, internal accounting controls and auditing matters; and (b) the
submission by employees of the Company, on a confidential and anonymous basis, of
concerns regarding questionable accounting, internal control and auditing matters
(collectively referred to as “Accounting Issues”).

The purpose of this policy is also to state clearly and unequivocally that the Company
prohibits discrimination, harassment and/or retaliation against any employee, director or
officer who reports complaints or concerns to the audit committee of the directors of the
Company (the “Audit Committee”) regarding Accounting Issues or provides information
or otherwise assists in an investigation or proceeding with respect thereto. Everyone at
the Company is responsible for ensuring that the workplace is free from all forms of
discrimination, harassment and retaliation prohibited by this policy. No employee,
director or officer of the Company has the authority to engage in any conduct prohibited
by this policy.

This policy protects any employee, director or officer who in good faith submits any
complaint or concern under this policy, regarding Accounting Issues in accordance with
the procedures set out above (a “Complainant”).

If an employee, director or officer legitimately and in good faith engages in any of the
activities listed above, the Company will not discharge, demote, suspend, threaten,
harass or otherwise discriminate or retaliate against him or her in the terms or conditions
of employment because of that activity. However, since such allegation of impropriety
may result in serious personal repercussions for the target person or entity, the
employee, director or officer making the allegation of impropriety should have
reasonable and probable grounds before reporting such impropriety and should
undertake such reporting in good faith, for the best interests of the Company and not for
personal gain or motivation.

II. Audit Committee Procedures

The Audit Committee has adopted the following procedures:
1. Management of the Company shall promptly forward to the Audit Committee any
complaints that it has received regarding Accounting Issues.

2. Any Complainant may submit, on a confidential, anonymous basis, if they so
desire, any concerns regarding Accounting Issues. Concerns to be filed under
this Policy may be submitted in confidence to the Complainant’s immediate
supervisor or may also be reported confidentially and anonymously, if preferred,
through EthicsPoint, Inc., an independent service provider the Company has
contracted with to manage employee concerns, as set out below:

EthicsPoint, Inc.
Intranet: www.ethicspoint.com

EthicsPoint, Inc. will ask the Complainant a series of questions to help determine
the scope and nature of the concern. This service is available seven (7) days a
week, 365 days a year, in various languages. Anonymous concerns submitted to
EthicsPoint will remain anonymous to all parties.

A written complaint may also be mailed in a sealed envelope to independent legal
counsel as directed below:

Confidential Employee Concern
Chair, Dundee Precious Metals Inc. Audit Committee
In care of Paul Stein
Cassels, Brock & Blackwell LLP
21st Floor, 40 King Street West
Toronto, Ontario, Canada
M5H 3C2

If a Complainant would like to discuss any matter with the Audit Committee, the
Complainant should indicate this in the submission and include a telephone
number at which he or she might be contacted if the Audit Committee deems it
appropriate. If any such envelope is received by independent legal counsel, it
shall be forwarded promptly and unopened to the Chairman of the Audit
Committee.

3. Following the receipt of any complaints or concerns submitted hereunder, the
Audit Committee will investigate each matter so reported and take corrective and
disciplinary actions, if appropriate, which may include, alone or in combination, a
warning or letter of reprimand, demotion, loss of merit increase, bonus or stock
options, suspension without pay or termination of employment.
4. The Audit Committee may enlist employees of the Company and/or outside legal,
accounting or other advisors, as appropriate, to conduct any investigation of
complaints or concerns regarding Accounting Issues. In conducting any
investigation, the Audit Committee shall use reasonable efforts to protect the
confidentiality and anonymity of the Complainant.

5. The Audit Committee shall retain as a part of the records of the Audit Committee
any such complaints or concerns for a period of no less than seven (7) years.

III. Professional Conduct and Ethics

Please refer to the Code of Business Conduct and Ethics (“Code”) established by the
Company which sets out the principles of conduct and ethics to be followed by Dundee
Precious Metals Inc. employees, officers and directors, appropriate procedures for
reporting violations of the Code and disciplinary actions for Code violations.