The investment objective of the AlphaNorth 2012 Flow-Through LP is to provide its limited partners with a tax assisted investment in a diversified portfolio of flow-through shares of resource companies with a view to:

1. maximizing the tax benefit of an investment in the units, and
2. achieving capital appreciation for its limited partners.

The principal business of the resource companies will be:

1. mineral exploration, development and production,
2. oil and gas exploration development and production or
3. certain energy production that may incur certain start-up phase costs of renewable energy projects.

The LP's principal strategy is to invest primarily in flow-through shares of junior and intermediate resource companies that, in the opinion of the manager, have experienced and capable senior management, well-planned exploration programs, and potential for future growth, where such flow-through shares can be acquired at attractive prices.

Please refer to the prospectus for specific details of the LP.

AlphaNorth 2012 Flow-Through LP Prospectus

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