AntioquiaGold Inc

Management Discussion and Analysis December 31, 2010 28/02/2011

Form 51-102F1
Management Discussion and Analysis
December 31, 2010

For the three and nine months ended December 31, 2010.

The following management discussion and analysis (“MD&A”) of the financial position of Antioquia Gold Inc. (the “Company” or “Antioquia”) should be read in conjunction
with the audited consolidated financial statements for the years ended March 31, 2010 and 2009 and the unaudited consolidated financial statements for the three and nine
months ended December 31 2010 and 2009. This MD&A is effective as of February 28, 2011.

The accompanying financial statements are presented in accordance with Canadian generally accepted accounting principles (“Canadian GAAP”).

The technical information of this MD&A has been reviewed and approved by Mr. Brad Van Den Bussche, P. Geol. and a Qualified Person as defined by National Instrument 43-

Forward Looking Information

Certain statements contained in the following MD&A constitute forward-looking statements. Such forward-looking statements involve a number of 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 actual future results and
achievements expressed or implied by such forward looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak
only as of the date the statements were made. Readers are also advised to consider such forward-looking statements while considering the risks set forth below.

Caution Regarding Forward Looking Statements

Except for statements of historical fact relating to the Company, certain information contained in this MD&A constitutes “forward-looking information” under Canadian
securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the potential of the Company’s properties; the future price of
gold; success of exploration activities; cost and timing of future exploration and development; the estimation of mineral reserves and mineral resources; conclusions of
economic evaluations; requirements for additional capital; and other statements relating to the financial and business prospects of the Company.

Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”,
“scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, “believes”, or variations of such words and phrases. Forward-looking information may
also be identified in statements where certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”.

Forward-looking information is based on the reasonable assumptions, estimates, analysis and opinions of management made in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances at the date that such statements are made.

Forward-looking information is inherently subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including but not limited to risks related to:

• The Company’s goal of creating shareholder value by concentrating on the acquisition and development of properties that have the potential to contain economic gold;
• Management’s assessment of future plans for the Company’s Cisneros Project (as defined herein);
• Management’s economic outlook regarding future trends;
• The Company’s expected plans regarding the exploration plans for the Cisneros Project, and in particular, the availability of skilled labour, timing and the amount of the expected exploration budget ;
• The Company’s ability to meet its working capital needs at the current level in the short term;
• Expectations with respect to raising capital;
• Sensitivity analysis on financial instruments may vary from amounts disclosed; and
• Governmental regulation and environmental liability.

Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking
information, other factors could also cause materially different results. 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.

Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in
accordance with applicable securities laws.

Corporate Background

Antioquia Gold Inc. (formerly High American Gold Inc.) changed its name from High American Gold Inc. to Antioquia Gold Inc. on July 29, 2008. High American Gold Inc.
was formed pursuant to an Amalgamation Agreement dated April 25, 1997 involving Stromatalite Resource Corp. and Intex Mining Company Limited.

On July 30, 2008, Antioquia Gold Inc. completed a transaction (the “Am-Ves Transaction”) with Am-Ves Resources Inc. (“Am-Ves”) a company which was incorporated under the laws of Alberta on January 19, 2006. The Company acquired 100% of the outstanding shares of Am-Ves. This transaction has been accounted for as a reverse takeover as the control of Antioquia Gold Inc. was acquired by the shareholders of Am-Ves. Prior period results and comparatives are those of Am-Ves and its subsidiaries. On March 31, 2009 Antioquia Gold Inc. and Am-Ves were amalgamated under the laws of Alberta, and is now one company operating under the name Antioquia Gold Inc.

The Company owns 100% of Antioquia Gold Ltd., a Barbados company, which in turn has a branch registered to do business in Colombia, South America. On December 2,
2009 the Company completed the 100% acquisition of Ingenieria Y Gestion Del Territorio S.A. a company incorporated under the laws of Colombia. All the mineral exploration activities of the Company are in Colombia.