COPY OF FINAL PROSPECTUS - Mirabela Nickel

faith with a view to the best interests of Mirabela. In addition, directors in a conflict of interest position are
required to disclose certain conflicts to Mirabela and to abstain from voting in connection with the matter. To
the best of Mirabela’s knowledge, there are no known existing or potential conflicts of interest between Mirabela
or Mirabela Brazil and a director or officer of Mirabela or Mirabela Brazil as a result of their outside business
interests at the date hereof. However, certain of the directors and officers serve as directors and/or officers of
other companies. Accordingly, conflicts of interest may arise which could influence these persons in evaluating
possible acquisitions or in generally acting on behalf of Mirabela.
Corporate Cease Trade Orders
No director, officer or shareholder holding a sufficient number of securities of Mirabela to affect materially
the control of Mirabela, is, or within the ten years prior to the date hereof has been, a director, officer, of any
other company that, while that person was acting in that capacity, was the subject of a cease trade order or
similar order or an order that denied the other company access to any exemptions under securities law for a
period of more than 30 consecutive days or became bankrupt, made a proposal under any legislation relating to
bankruptcy or insolvency or was subject to or instituted any proceedings, arrangement or compromises with
creditors or had a receiver, receiver manager or trustee appointed to hold its assets.
Penalties or Sanctions
No director, officer, or shareholder holding a sufficient number of securities of Mirabela to affect materially
the control of Mirabela, has, during the ten years prior to the date hereof:
(a) been subject to any penalties or sanctions imposed by a court or Canadian securities regulatory
authority relating to Canadian securities legislation or entered into a settlement agreement with a
Canadian securities authority; or
(b) been subject to any other penalties or sanctions imposed by a court or regulatory body that would be
likely to be considered important to a reasonable investor making an investment decision.
Personal Bankruptcies
No director, officer, or shareholder holding a sufficient number of securities of Mirabela to affect materially
the control of Mirabela, nor any personal holding company of any such person, has, during the ten years prior to
the date hereof, become bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency,
or has been subject to or instituted any proceedings, arrangement or compromise with creditors, or had a
receiver, receiver manager or trustee appointed to hold his or her assets.
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