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A.
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Name
of issuer or person filing (“Filer”):
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Platinum
Group Metals Ltd.
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B.
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This
is:
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C.
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Identify
the filing in conjunction with which this Form is being
filed:
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D.
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The
Filer is incorporated or organized under the laws of British Columbia,
Canada, and has its principal place of business at Bentall Tower
5, Suite
328 - 550 Burrard Street, Vancouver, BC Canada V6C 2B5,
telephone number (604) 899-5450.
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E.
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The
Filer designates and appoints DL Services Inc. (“Agent”) located at 1420
Fifth Avenue, Suite 3400, Seattle, Washington 98101, as the agent
of the
Filer upon whom may be served any process, pleadings, subpoenas,
or other
papers in
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(a)
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any
investigation or administrative proceeding conducted by the Commission;
and
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(b)
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any
civil suit or action brought against the Filer or to which the
Filer has
been joined as defendant or respondent, in any appropriate court
in any
place subject to the jurisdiction of any state or of the United
States or
of any of its territories or possessions or of the District of
Columbia,
where the investigation, proceeding or cause of action arises out
of or
relates to or concerns (i) any offering made or purported to be
made in
connection with the securities registered or qualified by the Filer
on Form ___ on
___ or any purchases or sales of any security in connection
therewith; (ii) the securities in relation to which the obligation
to file
an annual report on Form 40-F arises, or any purchases or sales
of such
securities; (iii) any tender offer for the securities of a Canadian
issuer with respect to which filings are made by the Filer with
the
Commission on Schedule 13E-4F, 14D-1F or 14D-9F; or (iv) the securities
in
relation to which the Filer acts as trustee pursuant to Rule 10a-5
under
the Trust Indenture Act of 1939. The Filer stipulates and
agrees that any such civil suit or action or administrative proceeding
may
be commenced by the service of process upon, and that service of
an
administrative subpoena shall be effected by service upon such
agent for
service of process, and that service as aforesaid shall be taken
and held
in all courts and administrative tribunals to be valid and binding
as if
personal service thereof had been
made.
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F.
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Each
person filing this Form in connection
with:
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(a)
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the
use of Form F-9, F-10, 40-F, or SB-2 or Schedule 13E-4F, 14D-1F or
14D-9F
stipulates and agrees to appoint a successor agent for service of
process
and file an amended Form F-X if the Filer discharges the Agent or
the
Agent is unwilling or unable to accept service on behalf of the Filer
at
any time until six years have elapsed from the date the issuer of
the
securities to which such Forms and Schedules relate has ceased reporting
under the Exchange Act;
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(b)
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the
use of Form F-8, Form F-80 or Form CB stipulates and agrees to appoint
a
successor agent for service of process and file an amended Form F-X
if the
Filer discharges the Agent or the Agent is unwilling or unable to
accept
service on behalf of the Filer at any time until six years have elapsed
following the effective date of the latest amendment to such Form
F-8,
Form F-80 or Form CB;
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(c)
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its
status as trustee with respect to securities registered on Form F-7,
F-8,
F-9, F-10, F-80, or SB-2 stipulates and agrees to appoint a successor
agent for service of process and file an amended Form F-X if the
Filer
discharges the Agent or the Agent is unwilling or unable to accept
service
on behalf of the Filer at any time during which any of the securities
subject to the indenture remain outstanding;
and
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(d)
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the
use of Form 1-A or other Commission form for an offering pursuant
to
Regulation A stipulates and agrees to appoint a successor agent for
service of process and file an amended Form F-X if the Filer discharges
the Agent or the Agent is unwilling or unable to accept service on
behalf
of the Filer at any time until six years have elapsed from the date
of the
last sale of securities in reliance upon the Regulation A
exemption.
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G.
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Each
person filing this Form, other than a trustee filing in accordance
with
General Instruction I.(a) of this Form, undertakes to make available,
in
person or by telephone, representatives to respond to inquiries made
by
the Commission staff, and to furnish promptly, when requested to
do so by
the Commission staff, information relating to: the Forms,
Schedules and offering statements described in General Instructions
I.(a),
I.(b), I.(c), I.(d) and I.(f) of this Form, as applicable; the securities
to which such Forms, Schedules and offering statements relate; and
the
transactions in such
securities.
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Platinum
Group Metals Ltd.
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By:
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/s/
R. Michael Jones
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Name:
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R.
Michael Jones
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Title:
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President,
Chief Executive Officer and
Director
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DL
Services Inc.
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By:
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/s/
Sheri L. Berndt-Smith
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Name:
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Sheri
L. Berndt-Smith
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Title:
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Vice
President
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Date:
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November
29, 2007
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