MATERIAL CHANGE REPORT
To:
British Columbia Securities Commission
Alberta Securities Commission
TSX Venture Exchange
Item 1. Name and Address of Company
– GOLDEN CHALICE RESOURCES INC
., Suite 711 – 675 West Hastings Street, Vancouver, B.C., Canada V6B 1N2
Item 2. Date of Material Change
– 12 April, 2010.
Item 3. News Release
– News Release issued 12 April, 2010, at Vancouver, BC
Item 4. Summary of Material Change – Golden Chalice Resources Inc. (TSX-V:GCR)
announces the closing of a private placement announced January 29, 2010 for 3,100,000 flow through units at $ 0.14 per unit.
Item 5. Full Description of Material Change – Golden Chalice Resources Inc. (TSX-V:GCR)
announces the closing of a private placement announced January 29, 2010 for 3,100,000 flow through units at $ 0.14 per unit. The total proceeds were $434,000. Each of the flow through units consisted of one flow through common share and one non flow through non transferable share purchase warrant entitling the holder to purchase one additional common share for two years at the price of $0.12 per share. Any shares issued pursuant to the private placement will be subject to a four month hold period. In connection with the transaction, a cash commission totaling $34,720 was paid to Raymond James Ltd.
The proceeds of the private placement will be used for exploration expenditures on the Company’s Ontario mineral properties.
The Board of Directors also announces that James McDonald has resigned as a director of the Company effective March 17, 2010.
Item 6. Reliance on Section 7.1(2) or (3) of National Instrument 51-102
– Not applicable.
Item 7. Omitted Information
– The undersigned is aware of no information of a material nature that has been omitted.
Item 8. Executive Officer
– Mr. Richard Hughes, Chairman of the Issuer, is knowledgeable about the material change and this report. He can be contacted at (604) 685-2222.
Item 9. Date of Report
– Dated at Vancouver, British Columbia, this 12th
day of April 2010.
