HYDUKE ENERGY SERVICES INC. Insider Trading Policy and Blackout Period

Background In accordance with securities laws, any person who possesses Inside Information concerning Hyduke Energy Services Inc. and its subsidiaries (“Hyduke” or the “Company”) must not buy or sell, and must not advise others to buy or sell, Hyduke Securities until full disclosure of such information has been made to the public. This Insider Trading Policy (“Policy”) is intended to ensure that the directors, officers and employees of Hyduke act, and are perceived to act, in accordance with applicable laws and high standards of ethical and professional behavior. All directors, officers, employees, service providers and other parties in a Special Relationship with the Company must comply with this Policy. This Policy and the procedures set forth herein present only a general framework within which a person or company in a Special Relationship with the Company may purchase and sell Securities of the Company without violating securities laws. A person in a Special Relationship with Hyduke ultimately bears responsibility for complying with securities laws. This Policy and the attendant procedures should be considered the minimum criteria for compliance with insider trading laws. Hyduke strongly recommends that any person in a Special Relationship with the Company should obtain additional guidance from the Trading Officer when uncertainty exists regarding a contemplated transaction. For the purpose of this Policy, all references to trading in the Company’s Securities, in addition to the purchasing and selling of the Company’s Securities, are deemed to include: (i) the exercise of stock options granted under the Company’s stock option plan; (ii) any derivatives-based or other transaction or arrangement that is proposed to be required to be reported by an insider in accordance with the Canadian Securities Administrator’s Multilateral Instrument 55-103 – Insider Reporting for Certain Derivative Transactions (Equity Monetization); and iii) repurchasing of the Company’s shares through a normal course issuer bid. Finally, this Policy provides insiders with reporting guidance on insider trading. Definitions Blackout Period: time during which buying or selling of the Company’s Securities is prohibited by a person having a Special Relationship with the Company, unless approval has been obtained from the Company’s Trading Officer. The Blackout Period includes the time between the person receiving Inside Information and the market being fully informed of the Inside Information through dissemination of a press release.

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Inside Information: information about the Company that is not generally disclosed through dissemination in a press release which has a significant effect, or would reasonably be expected to have a significant effect, on the market price of the Company’s Securities or on a reasonable investor’s investment decision. See ‘Schedule A’ to this Policy for examples. Securities: shares, warrants, special warrants, stock options, convertible debentures, rights, promissory notes, royalty interests and/or subscription agreements. This includes Securities that are held either directly (i.e. held in your or your broker’s name) or indirectly (held in your RRSP, owned by a company controlled by you or a family member, or held by your affiliate). Special Relationship: All directors, officers, employees, and service providers of the Company or its subsidiaries with knowledge of Inside Information, and shareholders holding 10% or more of the Company’s voting Securities, in each instance, are in a Special Relationship with the Company, as are former directors, officers and employees who acquired Inside Information while in office. In addition, anyone who acquires Inside Information from a person in a Special Relationship with the Company (example: family members) is deemed to be in a Special Relationship with the Company if they knew or reasonably ought to have known that the party providing them with Inside Information was in a Special Relationship with the Company. Trading Officer: Person primarily responsible for the implementation and administration of this policy. Also approves trading of the Company’s Securities in a Blackout Period and provides general guidance on insider trading. The Company’s Trading Officer is Veronica Driesen, Chief Financial Officer. She can be reached at (780) 955-0355. In her absence, please contact either Gordon McCormack, President and Chief Executive Officer at (780) 955-0355 or Faralee Chanin, General Counsel at (403) 260-8514. Disclosure of Corporate Information Hyduke’s Disclosure Policy governs the disclosure of corporate information. Under securities laws, and Hyduke’s Disclosure Policy, all Inside Information concerning the Company, favorable or otherwise, is required to be released to the public as soon as the Company knows it. Disclosure cannot be made selectively to outside parties, such as stockbrokers and analysts, before broad public disclosure is made. Liability and Penalties Severe penalties under securities laws apply to directors, officers, employees and service providers of the Company, who trade in Securities of Hyduke using Inside Information about the Company that has not been publicly disclosed or who “tip” others who are not authorized to receive it and who may use it for the purpose of trading. A person convicted of contravening securities laws may be subject to severe financial penalties and face imprisonment. Parties who breach securities law may furthermore be liable in any civil action taken against the Company as a result of or consequence of the breach. Such parties may be required to compensate any and all persons for their losses resulting from their sale or purchase of Securities of the Company on the basis of the illegal trading or tipping activities.

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Trading in Securities of the Company Insider Trading 1) Rules Against Insider Trading and Tipping Under applicable securities laws, a person in a Special Relationship with the Company may not trade in Securities of Hyduke, if that person knows Inside Information about the Company which has not been fully disclosed to the public or a reasonable period of time for dissemination of the information has not passed. A “trade” includes a purchase or sale of Securities, an offer or solicitation to purchase or sell Securities or an exercise of an option, warrant or other convertible security. In addition, a person in a Special Relationship with the Company may not disclose (“tip”) to any other person any Inside Information about the Company unless such disclosure is necessary in the course of the Company’s business. In the Company’s business, such disclosures would be normally made under the protection of a non-disclosure agreement. 2) Rule As It Applies To Other Corporations Where the Company is involved in an undisclosed inside transaction with another corporation, each director, officer, employee, and service provider of the Company or its subsidiaries is in a Special Relationship with that other corporation and, therefore, cannot trade in Securities of the other corporation while aware of any Inside Information about that other corporation. 3) When Information Becomes Public Information is considered to become public when it has been released to the public through appropriate channels, such as by press release or public statements by senior officers and a reasonable period of time for dissemination of the information has passed. Generally, a period of one full trading day should elapse prior to a trade being undertaken. 4) Blackout Periods For persons who are in a Special Relationship and have access to the Company’s Inside Information, the Company has established “Blackout Periods” during which these persons in a Special Relationship may not trade in Securities of Hyduke, unless granted permission by the Company’s Trading Officer. The Blackout Periods are: a) for financial results, the period beginning on the first business day of the month following the end of a quarter and ending one full trading day after the financial results are disclosed by news release. This Blackout Period applies to all directors, officers and accounting staff;

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b) for news releases, other than financial results, one full trading day following the time of the announcement. This Blackout Period applies to all directors, officers and any other employees with knowledge of such information before it becomes public; c) for pending transactions, at the point in time where negotiations have progressed to a point where it reasonably could be expected that the market price of the Company’s Securities would materially change if the status of the transaction were publicly disclosed. This Blackout Period applies to all directors, officers and any other employee with knowledge of such information before its becomes public. The expiration on such Blackout Period will be a the discretion of the Company’s Trading Officer; and d) any other time and for any length of time as deemed necessary by the Chief Executive Officer, after consultation with the Trading Officer. In order to avoid trading during a Blackout Period, the Company officers, directors, and other employees with knowledge of Inside Information, are required to contact the Company’s Trading Officer for clearance before they trade any of the Company’s Securities. Insider Trading Reporting It is the responsibility of each director, officer and other insider to file insider reports following any trade or other change in holdings of Securities of the Company (including the exercise of any options or transfer of Securities into or out of an individual’s RRSP account) in accordance with the securities laws. Any assistance provided by the Company or the Company’s Trading Officer does not remove individual responsibility to file insider reports in a timely and accurate fashion. Currently, insider reports must be filed within 5 days after a change in direct or indirect beneficial ownership of, or control or direction over, the Securities of Hyduke. Reporting is done on-line via SEDI, System for Electronic Disclosure for Insiders. The website is www.sedi.ca. Failure of insiders to comply with the prescribed time limits for declaring their control or a change in their control over the Securities of Hyduke or their failure to provide complete information constitutes a violation under securities law and may result in a fine. For purposes of this section, an “insider” of Hyduke means: a) every person who is a director or senior officer of Hyduke. Senior officers include: i) the chair of the board of directors, president, vice president(s), secretary, comptroller and treasurer; ii) an individual who performs functions similar to those normally performed by an individual occupying any office specified in i); and

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iii) the 5 highest paid employees of the Company, including any individual referred to in i) or ii) and excluding a commissioned sales person who does not act in a managerial capacity; b) every person who is a director or senior officer of a company that is itself an insider or subsidiary of Hyduke; c) any person or company who beneficially owns, directly or indirectly, voting Securities of Hyduke, or who exercises control or direction over the voting Securities of Hyduke, or a combination of both, carrying more than 10 per cent of the voting rights attached to all voting Securities of Hyduke; or d) the issuer itself, if it has repurchased, redeemed, or otherwise acquired any Securities of its own issue, for so long as it continues to hold those Securities. Modification The Board of Directors can modify this Policy unilaterally at any time without notice. Modification may be necessary, among other reasons, to maintain compliance with federal, provincial, state or local regulations and/or accommodate organizational changes within the Company.

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Schedule A Inside Information includes, but is not limited to:         

indicated changes in revenues or earnings upwards or downwards of more than recent average size; proposed changes in capital structure including stock splits and stock dividends; proposed or pending financings, developments affecting resources, technology, products or markets entering into or loss of significant contracts proposed changes in corporate structure including amalgamations and reorganizations; proposed acquisitions of other companies including take-over bids or mergers; material changes or developments in products or contracts that would materially affect earnings upwards or downwards. changes in capital investment plans or objectives significant changes in management

As a general rule, if the information you are in receipt of makes you think of buying or selling Hyduke Securities, it probably would have the same effect on others and would therefore constitute material information.

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Schedule B

Certification – Insider Trading Policy The undersigned hereby certifies that he/she has read and understands the Company’s Insider Trading Policy relating to Securities trading, a copy of which is attached hereto, and agrees to comply with the procedures and restrictions set forth in this Policy. Date: ______________________

Signature:

Name: (please print)