POWER OF ATTORNEY

     	I, J. Robert Paulson, Jr., hereby authorize and designate each
of W. Morgan Burns, Joshua L. Colburn and Andrew E. Gustafson signing
singly, as my true and lawful attorney-in-fact in my capacity as a director
and/or officer of Sun BioPharma, Inc. (the "Company") to:
	(1)	prepare and execute for and on behalf of the Company, the Form
ID and Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities
Exchange Act of 1934 (the "Exchange Act") and the rules and regulations
promulgated thereunder and other forms or reports Company's behalf as may be
required to be filed in connection with ownership, acquisition, or
disposition of securities of the Company, including Form 144 and Schedule
13D or Schedule 13G;
	(2)	do and perform any and all acts for and on my behalf which may
be necessary or desirable to complete and execute any such Form ID, Forms 3,
4 or 5, Form 144, Schedule 13D or Schedule 13G  and timely file such form
with the Securities and Exchange Commission and any stock exchange or
similar authority; and
	(3)	take any other action of any type whatsoever in connection with
the foregoing which, in the opinion of such attorney-in-fact, may be to my
benefit, in my best interest, or legally required of me, it being understood
that the statements executed by such attorney-in-fact on my behalf pursuant
to this Power of Attorney shall be in such form and shall contain such terms
and conditions as such attorney-in-fact may approve in such attorney-in-
fact's discretion.
	I hereby further grant to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the
rights and powers herein granted, as fully to all intents and purposes as I
might or could do if personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such attorney-in-fact,
or such attorney-in-fact's substitute or substitutes, shall lawfully do or
cause to be done by virtue of this Power of Attorney and the rights and
powers herein granted.  I hereby acknowledge that the foregoing attorneys-
in-fact, in serving in such capacity at my request, are not assuming, nor is
the Company assuming, any of my responsibilities to comply with Section 16
of the Exchange Act.
	This Power of Attorney shall remain in full force and effect until I
am no longer required to file Form ID or Forms 3, 4 and 5 with respect to my
holdings of and transactions in securities issued by the Company, unless
earlier revoked by me in a signed writing delivered to the foregoing
attorneys-in-fact.  Notwithstanding the foregoing, if any such attorney-in-
fact hereafter ceases to be at least one of the following:  (i) a partner of
Faegre Baker Daniels LLP or (ii) an employee of Faegre Baker Daniels LLP,
then this Power of Attorney shall be automatically revoked solely as to such
individual, immediately upon such cessation, without any further action on
my part.
	I hereby revoke all previous Powers of Attorney that have been granted
by me in connection with my reporting obligations under Section 16 of the
Exchange Act with respect to my holdings of and transactions in securities
issued by the Company.
	IN WITNESS WHEREOF, I have caused this Power of Attorney to be duly
executed as of this 29th day of September, 2015.



/s/ J. Robert Paulson, Jr.
J. Robert Paulson, Jr.