BUSINESS CONDUCT AND ETHICS

Whistle Blower Policy

The policy of the Corporation is that all complaints and concerns made to the Corporation regarding (i) accounting, internal accounting controls, or auditing matters and (ii) any actual or potential violation of the Corporation's Code of Business Conduct and Ethics (collectively referred to as "Complaints”) may be made on an anonymous basis and shall be received, retained and investigated in a formalized, ethical and confidential manner.

The following procedures have been established regarding the submission and investigation of Complaints:

1. The Corporation shall forward to the Audit Committee of the Board of Directors any Complaints that it has received.

2. Any employee of the Corporation may submit, on a confidential, anonymous basis if the employee so desires, a Complaint by sending such Complaint in writing and forwarding it in a sealed envelope to:

Chair of the Audit Committee
South American Silver Corp.
Suite 2100, 650 West Georgia Street
Vancouver, BC V6B 4N8

The envelope is to be clearly marked, "Confidential – For the Chair of the Audit Committee”. The Complaint should be specified in detail, including all information the complainant knows relating to the Complaint and any available corroborating information.

Any such envelopes received by the Corporation shall be forwarded promptly to the Chair of the Audit Committee.

3. Contact information including a phone number and e-mail address shall be published for the Chair of the Audit Committee on the Corporation's website for those people wishing to contact the Chair directly.

4. At each of its meetings following the receipt of any information pursuant to this Appendix A, the Audit Committee shall review and consider any Complaints and take any action that it deems appropriate in the circumstances to investigate the Complaint, including the use of internal and external resources.

5. All Complaints will be treated in confidence and investigations of Complaints shall be carried out in a manner to ensure confidentiality of the matter and will involve only those individuals who need to be involved in order to conduct the investigation of the Complaint. If requested by the complainant, the investigation will be carried out in a manner to protect the anonymity of the complainant.

6. There shall be no reprisal or other action taken against any employee who, in good faith, brings forward a Complaint. Retaliation against anyone who makes a good faith report is prohibited under Canadian law. Anyone engaging in any form of retaliatory conduct will be subject to disciplinary action, which may include termination of employment.

7. All investigations of Complaints will be fully documented in writing. The Audit Committee shall retain all Complaints along with the material gathered and prepared in connection with its investigation for a period of no less than seven (7) years. Such records will be held on behalf of the Audit Committee by the Audit Committee Secretary.

8. This Appendix A shall appear on the Corporation's website as part of this Charter.

9. This Whistle Blower Policy will be reviewed by the Audit Committee at least annually and updated as required.

Chair of the Audit Committee Contact Phone No. and E-mail:

Paul Haber
Phone:
E-Mail: