RECONCILIATION TO US GAAP
CONSENT OF INDEPENDENT AUDITORS
We consent to the use of our report dated March 30, 2006 to the shareholders ofDundeeCorporation on the consolidated balance sheets of Dundee Corporation as at December 31, 2005 and 2004 and the consolidated statements of operations, changes in shareholders’ equity and cash flows for the years then ended and our report dated April 6, 2006 related to the supplemental note “Differences Between Canadian and United States Generally Accepted Accounting Principles”, which are included in Dundee Corporation’s Form 40-F/A filing. We have not audited any financial statements of Dundee Corporation subsequent to December 31, 2005 or performed any audit procedures subsequent to the date of our audit reports.
Toronto, Canada
Chartered Accountants
April 6, 2006
DUNDEE CORPORATION