Cic Mining Regulatory News (CICC)

FOR IMMEDIATE RELEASE: 30 August 2011

CIC Mining Resources Ltd

("CIC Mining Resources", the "Company", or "CICR")

MANAGEMENT DISCUSSION & ANALYSIS (MD&A)

for the three months ended April 30, 2011

(Expressed in Canadian dollars, unless otherwise stated)

The following Management Discussion and Analysis ("MD&A") of CIC Mining Resources Ltd.'s (the "Company") financial position is for the three month ended April 30, 2011 and covers information up to the date of this report. This MD&A should be read in conjunction with the audited consolidated financial statements and related notes and schedules for the year ended January 31, 2011, which have been prepared in accordance with International Financial Reporting Standards ("IFRS").

This MD&A was prepared as of August 26, 2011. All amounts included in the MD&A are in Canadian dollars unless otherwise specified. Additional information regarding the Company is available on SEDAR at www.sedar.com. In addition the Company's website can be found at www.cicresources.com

Forward Looking Statements

This Management's Discussion and Analysis ("MD&A"), contains certain "forward looking statements" which may include, but are not limited. to, statements with respect to future events or future performance, management's expectations regarding the Company's growth, results of operations, estimated future revenues, requirements for additional capital, future demand for and prices of commodities, expected mining sequences, business prospects and opportunities. All statements, other than statements of historical fact, are forward-looking statements. Such forward-looking statements reflect management's current beliefs and are based on information currently available to management.

Often, but not always, forward looking statements can be identified by the use of words such as "plans", "expects"," is expected", "budget", "scheduled", "estimates", "forecasts", "predicts", "projects", "intends", "targets", "aims", "anticipates" or "believes" or variations (including negative variations) of such words and phrases or may be identified by statements to the effect that certain actions "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. Forward looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward looking statements. A number of factors could cause actual events or results to differ materially from the results discussed in various factors, which may cause actual results to differ materially from any forward looking statement, including, without limitation, adverse fluctuations in the prices of the primary commodities that drive the Company's royalty revenue adverse fluctuations in the value of the Canadian and Chinese currency, and any other currency in which the Company conducts business, changes in national and local government legislation, including taxation policies, regulations and political or economic developments in any of the countries where the company holds interests, influence of macroeconomic developments, business opportunities that become available to or are pursued by us, reduced access to debt and equity capital, litigation, title disputes related to our interests or any of the properties underlying the Royalty Portfolio, operating or technical difficulties on any of the properties underlying the Royalty Portfolio, risks and hazards associated with the business of development and mining on any of the properties underlying the Royalty Portfolio, including, but not limited. to unusual or unexpected geological formations, cave-ins, flooding and other natural disasters or civil unrest. The forward looking statements contained in this MD&A are based upon assumptions management believes to be reasonable, including, without limitation, the ongoing operation of the properties underlying the Royalty Portfolio by the owners or operators of such properties in a manner consistent with past practice, the accuracy of public statements and disclosures made by the owners or operators of such underlying properties, no material adverse change in the market price of the commodities that underlie the Royalty Portfolio, and any other factors that cause actions, events or results to differ from those anticipated, estimated or intended. However, there can be no assurance that forward looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The Company cannot assure investors that actual results will be consistent with these forward looking statements and readers are cautioned that forward-looking statements are not guarantees of future performance. Accordingly, readers should not place undue reliance on forward looking statements due to the inherent uncertainty therein. The forward looking statements herein are made as of the date of this MD&A only and the Company does not assume any obligation to update or revise them to reflect new information, estimates or opinions, future events or results or otherwise, except as required by applicable law.

DESCRIPTION OF BUSINESS

Nature of Business

CIC Mining Resources Ltd. (the "Company") is a public company incorporated on June 20, 2003 under the

Canada Business Corporations Act listed on the AIM Market of the London Stock Exchange (CICR).

The Company is a consulting and advisory company, operating primarily in the mining and energy infrastructure sectors. The Company seeks to provide consulting and advisory services to entities operating at various stages of resource development, and the exclusive right to control the public listing process of any client company if the client company is an unlisted company.

Mining and energy infrastructure companies or projects will include those involved in the exploration for, and extraction of, base metals, precious metals, bulk commodities, thermal and metallurgical coals, industrial metals, hydrocarbons, renewables and new technologies, including single-asset as well as diversified natural resources companies.

The core services provided by CIC Mining Resources Ltd. are: the Advisory Service which provides a range of technical, project management, strategic and commercial services; the Strategic Investment Service which helps companies source investment from industry partners for which the Company will typically receive an equity interest; and Advice on Listings where the Company helps the client realize value by listing on a Stock Exchange. www.cicresources.com

The management and directors are significant shareholders, and are dedicated to the sustainable maximization of our share price, holding more than 87.00% of the common shares as of April 30, 2011.

FINANCIAL RESULTS

Summary of Quarterly Results

The following table sets out selected un-audited quarterly financial information of the Company and is derived from the un-audited quarterly financial statements prepared by management. The Company's interim financial statements are prepared in accordance with Canadian generally accepted accounting principles.

Variances in net income and loss by quarter in 2011 and 2010 reflect overall corporate activity and factors, which do not recur each quarter, such as the fluctuating of foreign exchange rate.

During the quarter ended April 30, 2011:

The net profit for the quarter was $134,391, versus a net loss of $(242,676) for the same quarter last year. The Company generated cash revenues in this quarter and confirms the Company's business model is producing initial positive results. This is expected to continue in the next quarter.

Changes in the quarter:

Amortization expense of $2,305 versus $2,283 in the same quarter last year remains relatively the same.

Management fee was $75,000 in this quarter versus $75,000 in the same quarter last year and remains unchanged from previous quarter.

Office and miscellaneous expenses was $34,890 in this quarter versus $37,861in the same quarter and remains unchanged from previous quarter.

Professional fees were $(76,005) in this quarter versus Nil in the same quarter last year. The Company has developed in-house staff capabilities in legal, technical and accounting reducing professional fee costs. The write down of Professional Fees accruals.

Rental was $103,840 in this quarter versus $66,027 in the same quarter last year. New office lease and deposit resulted in higher office rental costs. The new office monthly rental is considerably lower and will result in lower annual rental costs. It is expected to expand staff resources and will require additional office space.

Salaries were $31,190 in this quarter versus $58,711 in the same quarter last year. Contract staff contracts ended resulting overall salary costs.

Stock option compensation was Nil in this quarter versus Nil in the same quarter last year.

Travel & promotion, meal was $2,022 in this quarter versus $2,605 in the same quarter last year and remains relatively the same.

Liquidity

Since incorporation in June 2003, the Company's capital resources have been limited. The Company had to rely upon the sale of equity securities to pay it's for capital acquisitions, exploration and development, and administration. Directors and Management are making significant loans at no interest and have informed the Company that in 2009 following the completion of the audit to convert such loans to shares with warrants.

The Company has no producing properties.

The Company's financial instruments as of April 30, 2011 consisted of cash, amounts receivable, accounts payable and accrual liabilities. As at April30, 2011, the Company's cash totaled $1,538 compared to $60,020 as at April 30, 2010. The Company has a working capital deficiency of $2,849,705 as of April 30, 2011compared to a working capital deficiency $1,089,967 as of April 30, 2010. As of April 30, 2011, the Company had 15,775,000 options exercisable, which if exercised, the Company's available cash would increase by $1,419,750.

CAPITAL RESOURCES

The Company generates its income from service fee, royalty income and shares in public companies holding mine company interest purchased by way of the Company. There can be no assurance that funds will be available to the Company in the amount required at any particular time or for any particular period or, if available, that it can be obtained on terms satisfactory to the Company.

FINANCING

The Company shareholders include leading Chinese mine owners with significant cash reserves and have provided funding if needed by the Company. Further the Companies hold shares in other public companies and are freely tradable. It is from these securities that the company will primarily finance itself.

The Company has no exclusive agreement with any Securities Company and will not in the future enter into any such agreements.

SHARE DATA

CIC Mining Resources Ltd. authorized capital consists of an unlimited number of common shares without par value and an unlimited number of preferred shares without par value. As at April 30, 2011, the Company has 152,451,777 common shares issued and outstanding, 15,775,000 stock options and 35,112,170 warrants outstanding.

The following is the summary of outstanding shares, stock options and warrants:

Escrow:

At April 30, 2011 there no (April 30, 2010 - 18,000,000) common shares held in escrow, as above, the 18,000,000 units in escrow at April 30, 2010 were cancelled on October 29, 2010.

RESOURCE PROPERTIES

SL MINERALS LIMITED

Under a trust agreement, the Company owns 48% of the issued capital of SL Minerals Limited. SL Minerals Limited is an early stage private exploration company with mineral rights in Sierra Leone. 

As consideration for the shares, the Company has agreed to provide SL Minerals Limited with certain consultancy services. At 31 October 2010, the Company had not fully provided these services to SL Minerals Limited. Due diligence conducted by the Company covers issues relating to mineral titles held by SL Minerals Limited not being renewed and any prior shareholder rights. The Company has decided to limit is services until title is properly confirmed by legal opinion as covered in the agreement between the parties.

Since the Company did not pay consideration to acquire the shares in SL Minerals Limited, no value was ascribed to the investment.

Material Changes

The Company changed the nature of its business from an exploration company to a royalty investment Company in September 2007. This capitalized on the extensive mining company relationships the Company hold and the establishment over two years of a Company head quarters in Beijing China.

On November 1, 2010 the Company listed on the London Stock Exchange, AIM Market.

On June 24, 2011 the Company de-listed off the Canadian CNSX exchange.

OTHER POSSIBLE IMPACTS

The Company is monitoring new regulations, policies and laws that change the way it operates commercially in China. In particular, the transfer of money from China to Canada is very difficult under the current Company organization.

The Company operates two companies in China:

a) China CIC Mining Resources Ltd. Beijing Company which is a foreign enterprise

b) Top Ten Mining Investment Limited, a domestic Chinese enterprise.

The Company has established its head office in China and in future intends to operate as a Chinese company that is listed on overseas stock exchange. Foreign enterprise restrictions will not apply.

Effects on Cash Flows

Over the next fiscal year the Company will see positive cash flow from its services and equity interests in client companies. The Company has conducted extensive advisory work over the past two fiscal years and this work will deliver positive cash flow for the company in the second half of 2011 fiscal year.

Off-Balance Sheet Arrangements

None.

Transactions with Related Parties

The Company incurred the following expenses with companies related by way of officers in common and with a company with whom a director is associated. These costs were measured at the amounts agreed upon by the parties.

These amounts are included in Due to related parties.

These entities are owed by the Company as follows:

These amounts are non-interest bearing, unsecured and have no fixed terms of repayment.

Financial Instruments and Other Instruments

Fair Value of Financial Instruments

The Company's financial instruments include cash, marketable securities, accounts payable, and loan payable. The carrying value of these instruments approximate their fair values due to the relatively short periods of maturity of these instruments.

Disclosure Controls and Procedures

The Company's Chief Financial Officer and Chief Executive Officer (the "Certifying Officers") are responsible for establishing and maintaining disclosure controls and procedures ("the Procedures") which provide reasonable assurance that information required to be disclosed by the Company under provincial or territorial securities legislation (the "Required Filings") is reported within the time periods specified. Without limitation, the Procedures are designed to ensure that material information relating to the Company is accumulated and communicated to management, including its Certifying Officers, as appropriate to allow for timely decisions regarding the Required Filings.

The Company's Certifying Officers are also responsible for establishing and maintaining internal controls over financial reporting ("Internal Controls") and have designed such Internal Controls, or caused it to be designed under their supervision, which provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the Company's GAAP.

Based upon the results of that evaluation, principal executive officer and our principal financial officer have concluded that, as of the end of the fiscal year covered by this annual report, our company's disclosure controls and procedures were not completely effective; however, given significant management oversight, provides reasonable assurance that material information related to our company and our subsidiary is recorded, processed and reported in a timely manner.

There were no changes to our company's internal controls or in other factors that could materially affect these controls during the year ended April 30, 2011, including any significant deficiencies or material weaknesses of internal controls that would require corrective action.

Critical Accounting Estimates

The preparation of financial statement in conformity with Canadian generally accepted accounting principles requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported periods. Significant estimates and assumptions are used in determining the application of the going concern concept, assumptions used to determine the fair value of stock-based compensation and the determination of future income taxes. The Company evaluates its estimates on an ongoing basis and bases them on various assumptions that are believed to be reasonable under the circumstances. The Company's estimates form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

The Company believes the policies for going concern, stock based compensation, and future income taxes are critical accounting policies which involve significant judgments and estimates used in the preparation of the Company's financial statements.

The Company believes that it has the ability to obtain the necessary financing to meet commitments and liabilities as they become payable.

The Company uses the Black-Scholes option pricing method to determine the fair value of stock-based compensation recognized. Estimates and assumptions are required under the model, including those related to the Company's stock volatility, expected life of options granted, and the risk free interest rate. The Company believes that its estimates used in arriving at stock-based compensation are reasonable under the circumstances.

Changes in accounting policy regarding Foreign Currency Translation

The Company's functional currency is the Canadian dollar. The functional currency of the Company's wholly-owned subsidiaries, CICMR and Top Ten is the PRC Renminbi ("RMB"). On February 1, 2008 the Company changed its foreign currency translation policy from the temporal to the current rate translation method because the primary business focus of the company had changed and there were significant changes to the facts and circumstances primarily affecting the Company's foreign exchange exposure. Prior to February 1, 2008 the Company considered itself to be an exploration stage resource company focused on acquiring and exploring mineral properties in PRC, and was considered to be dependent on financing from outside PRC to sustain its exploration activities.

Effective February 1, 2008, the Company changed its primary focus to being a consultant and facilitator for the negotiation, development, promotion and financing of PRC resource projects in exchange for fees. As a result, the majority of the Company's activities are not only carried out in PRC but it also receives consideration from its PRC clients in the form of cash, equity participation, royalty participation, or other rights, and it is no longer dependent on its Canadian operation for financial backing. In addition, the majority of the Company's costs of operations are primarily local PRC costs and the majority of its consulting services are performed in PRC. Accordingly, management considers these PRC operations to be self-sustaining foreign operations and accordingly, the financial statements of CICMR and Top Ten are translated into Canadian dollars using the current rate method, as follows:

i) Assets and liabilities, at the rate of exchange in effect as at the balance sheet date;

ii) Revenues and expenses items (including amortization), at the rate of exchange in effect on the dates n which such items are recognized in income during the period.

Exchange gains and losses arising from the translation of the financial statements are recognized in a separate component of other comprehensive income.

Recently Adopted Accounting Pronouncements

Effective February 1, 2008, the Company adopted the following accounting standards updates issued by the Canadian Institute of Chartered Accountants ("CICA").

Capital Disclosures - CICA Section 1535

This new pronouncement establishes standards for disclosing information about an entity's capital and how it is managed. Section 1535 also requires the disclosure of any externally-imposed capital requirements, whether the entity has complied with them, and if not, the consequences.

Financial Instruments Disclosures and Presentation - CICA Sections 3862 & 3863

These new Sections 3862 (on disclosures) and 3863 (on presentation) replace Section 3861, revising and enhancing its disclosure requirements, and carrying forward unchanged its presentation requirements. Section 3862 complements the principles recognizing measuring and presenting financial assets and financial liabilities in Financial Instruments. Section 3863 deals with the classification of financial instruments, from the perspective of the issuer, between liabilities and equity, the classification of related interest, dividends, losses and gains, and the circumstances in which financial assets and financial liabilities are offset.

General Standards of Financial Statement Presentation - CICA Section 1400

The CICA accounting standards board amended Section 1400 to include requirements for management to assess and disclose an entity's ability to continue as a going concern. This section applies to interim and annual financial statements relating to fiscal years beginning on or after January 1, 2008.

Business Combinations - CICA Section 1582

In January 2009, the CICA issued Section 1582, Business Combinations, which replaces former guidance on business combinations. Section 1582 establishes principles and requirements of the acquisition method for business combination and related disclosures. The Section applies prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after January 2011 with earlier adoption permitted. The Corporation is currently evaluating the impact of this standard on the consolidated financial statements.

Consolidation and Non-Controlling Interests - CICA Section 1601

In January 2009, the CICA issued Section 1601, Consolidated Financial Statements, and 1602, Non-controlling interests, which replaces existing guidance. Section 1602 provides guidance on accounting for a non-controlling interest in a subsidiary in consolidated financial statements subsequent to a business combination. These standards are effective on or after the beginning of the first annual reporting period on or after January 2011 with earlier adoption permitted. The Corporation is currently evaluating the impact of this standard on the consolidated financial statements.

Goodwill and Intangible Assets - CICA Section 3064

In February 2008, the CICA issued Section 3064 which replaces Section 3062, "Goodwill and Other Intangible Assets". This new standard provides guidance on the recognition, measurement, presentation and disclosure of goodwill and intangible assets. Concurrent with the adoption of this standard, EIC 27, Revenue and Expenditures in the Pre-Operating Period"' will be withdrawn.

International Financial Reporting Standards ("IFRS")

In February 2008 the Canadian Accounting Standards Board announced 2011 as the changeover date for publicly-listed companies to use IFRS, replacing Canada's own generally accepted accounting principles. The specific implementation is set for interim and annual financial statements relating to fiscal years beginning on or after January 1, 2011. The transition date of January 1, 2011 will require restatement for comparative purposes of amounts reported by the Company for the year ended December 31, 2010. The Company expects to adopt IFRS effective the year ending December 31, 2011. The change in accounting polices may have a material effect on Chesapeake's financial results and disclosures.

Risks and Uncertainties

Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and amounts receivable. To minimize its credit risk the Company deposits its cash in bank accounts with financial institutions. Transaction costs are expensed as incurred.

Financial assets past due

The Company reviews financial assets past due on an ongoing basis with the objective of identifying potential matters which could delay the collection of funds at an early stage. Once items are identified as being past due, contact is made with the respective company to determine the reason for the delay in payment and to establish an agreement to rectify the breach of contractual terms. At April 30, 2011,

the Company had no provision for doubtful accounts.

Liquidity Risk

The Company does not have sufficient cash to meet its short-term general and administrative expenditures and its current liabilities. All of the Company's financial liabilities have contractual maturities of 30 days or are due on demand.

Market Risk

Market risk is the risk to the Company that the fair value or future cash flows of financial instruments will fluctuate due to changes in interest rates and foreign currency exchange rates. Market risk arises as a result of the Company generating revenues and incurring expenses in foreign currencies, holding cash and cash equivalents which earn interest, and having operations based in countries using currencies other than the Canadian dollar.

Interest Rate Risk

The Company does not currently have financial instruments that expose the Company to interest rate risk.

Foreign Exchange Risk

The Company's financial instruments are substantially all denominated in Chinese RMB and the Canadian dollar. Fluctuations in the exchange rates between the RMB and Canadian dollar could have a material effect on the Company's business and on the reported amounts of various financial instruments. The Company does not utilize any financial instruments or cash management policies to mitigate the risks arising from changes in foreign currency rates.

At April 30, 2011, approximately 83% of the Company's net liabilities are denominated in Chinese RMB and are exposed to foreign exchange risk

Sensitivity Analysis

The Company has completed a sensitivity analysis to estimate the impact on net income that a change in foreign exchange rates or interest rates would have had in the 2011 year. This sensitivity analysis includes the following assumptions:

·;

Changes in individual foreign exchange rates do not cause foreign exchange rates in other countries to alter

Changes in market interest rates do not cause a change in foreign exchange rates

The results of the foreign exchange rate sensitivity analysis would not have affected net income significantly, but would have affected other comprehensive income and accumulated other comprehensive income only.

Limitations of sensitivity analysis

The above table demonstrates the effect of either a change in foreign exchange rates or interest rates in isolation. In reality, there is a correlation between the two factors.

Additionally, the financial position of the Company may vary at the time that a change in either of these factors occurs, causing the impact on the Company's results to differ from that shown above.

CONTINGENCIES

a) The Company and certain of its directors are defendants in an action in the Supreme Court of British Columbia commenced on June 26, 2005 whereby various parties have sought various damages from the Company and certain of its directors and a declaration that the Company has no interest in the properties known as the Golden Harvest property located in Li County, Long Nan District, Gansu Province, PRC, also known as the 25 Zone Lease and No. 5 Lease forming part of the Liba Project. The Company continues to incur costs to defend this action and is unable to predict its outcome.

All costs associated with defending this action are expensed as incurred and the Company has not recorded any accruals for damages after those direct costs incurred to date.

APPROVAL

The Board of Directors of CIC Mining Resources Ltd. has approved the disclosure contained in this MD&A. A copy of this MD&A will be provided to anyone who requests it and can be obtained along with additional information, on the Company's website at www.cicresources.com or through the SEDAR website at www.sedar.com.

END.

CIC Mining Resources Ltd

The Company is a consulting and advisory company, operating primarily in the mining and energy infrastructure sectors. The Company seeks to provide consulting and advisory services to entities operating at various stages of resource development, and the exclusive right to control the public listing process of any client company if the client company is an unlisted company.

Mining and energy infrastructure companies or projects will include those involved in the exploration for, and extraction of, base metals, precious metals, bulk commodities, thermal and metallurgical coals, industrial metals, hydrocarbons, renewables and new technologies, including single-asset as well as diversified natural resources companies.

The core services provided by CIC Mining Resources are: the Advisory Service which provides a range of technical, project management, strategic and commercial services; the Strategic Investment Service which helps companies source investment from industry partners for which the Company will typically receive an equity interest; and Advice on Listings where the Company helps the client realize value by listing on a Stock Exchange. www.cicresources.com

Forward-Looking Statements

This news release includes certain forward-looking statements that are based upon current expectations, which involve risks and uncertainties associated with the Company's business and the environment in which the business operates. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking, including those identified by the expressions "anticipate", "believe", "plan", "estimate", "expect", "intend", and similar expressions to the extent they relate to the Company or its management. The forward-looking statements are not historical facts, but reflect management's current expectations regarding future results or events. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results or events to differ materially from current expectations, including the matters discussed under "Risk Factors" in the Company's Admission Document which can be found at the Company's profile on SEDAR www.sedar.com. The Company assumes no obligation to update the forward-looking statements, or to

Update the reasons why actual results could differ from those reflected in the forward-looking statements.

FOR FURTHER INFORMATION PLEASE CONTACT:

Cautionary Statement

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.