Orders and Exemptions

Salix Pharmaceuticals, Ltd.

WHEREAS

(A)              The securities of Salix Pharmaceuticals, Ltd.. (the “Issuer”) are subject to a cease trade order issued by The Manitoba Securities Commission (the "Commission") by Order No. 7178 dated September 2, 2015 (the "Cease Trade Order") under section 147.1(1) of The Securities Act (Manitoba) (the “Act”) ordering that the trading in the securities of the Issuer cease until the Cease Trade Order is revoked;

(B)              The Cease Trade Order was made on the basis that the Issuer was in default of certain filing requirements under Manitoba securities law as described in the Cease Trade Order and outlined below;

(C)             The Issuer applied to the Commission on October 20, 2015 in compliance with National Policy 12-202 Revocation of a Compliance-Related Cease Trade Order for an order pursuant to section 147.1(1) of the Act revoking the Cease Trade Order;

(D)             The Issuer has represented to the Commission that:

1.            The Issuer is a reporting issuer in all provinces of Canada.

2.            The Cease Trade Order was issued due to the failure of the Issuer to file its Interim Financial Statements and Interim Management’s Discussion and Analysis for the period ended March 31, 2015 as required by National Instrument 51-102 Continuous Disclosure Obligations (collectively, the “Interim Filings”) within the prescribed deadline. No further financial statements or management’s discussion and analysis have been filed by the Issuer since that time.

3.            In addition to the Cease Trade Order, the Issuer is subject to the following cease trade orders, each of which was issued due to the failure of the Issuer to file its Interim Filings:

(a)          order issued by the British Columbia Securities Commission on August 26, 2015;

(b)          order issued by the Ontario Securities Commission on September 4, 2015;

(c)          order issued by the Alberta Securities Commission on September 4, 2015; and

(d)          order issued by the Autorité des marchés financiers on September 14, 2015.

4.            The Issuer is not in default of any requirements of the Cease Trade Order or the Act or the rules and regulations made pursuant thereto, subject to the deficiencies that led to the issuance of the Cease Trade Order.

5.            No securities of the Issuer are traded on a marketplace (as defined in National Instrument 21-101 Marketplace Operation).

6.            On April 1, 2015, a wholly-owned subsidiary of Valeant Pharmaceuticals International, Inc. (“Valeant”) merged with and into the Issuer, with the Issuer surviving as a wholly owned subsidiary of Valeant.

7.            As a result, such wholly-owned subsidiary of Valeant has been, since April 1, 2015, the sole holder of shares of common stock of the Issuer.

8.            The Issuer has US$118,000 principal amount of 1.5% Convertible Senior Notes due 2019 outstanding.

9.            The outstanding securities of the Issuer, including debt securities, are beneficially owned, directly or indirectly, by less than 15 security holders in each of the jurisdictions in Canada and less than 51 security holders in total in Canada.

10.          The Issuer has no intention currently to seek financing by way of a private or public placement in a jurisdiction of Canada.

11.          The Issuer has filed applications pursuant to National Policy 11-203 – Process for Exemptive Relief Applications in Multiple Jurisdictions to cease to be a reporting issuer in all jurisdictions in which it is currently a reporting issuer, except British Columbia.

12.          With respect to British Columbia, the Issuer applied to voluntarily surrender its status as a reporting issuer under British Columbia Instrument 11-502 - Voluntary Surrender of Reporting Issuer Status on November 3, 2015. As a result of such application, the Issuer will cease to be a reporting issuer in British Columbia effective November 16, 2015.

13.          Upon the Issuer being deemed to have ceased to be a reporting issuer under the securities legislation of all provinces, the Issuer will no longer be a reporting issuer in any jurisdiction in Canada.

(E)              In view of the foregoing, I am of the opinion that it would not be prejudicial to the public interest to revoke the Cease Trade Order.

I Hereby Order pursuant to a delegation to me by the Commission under subsection 4(1) of the Act of the powers in that regard:

1.            THAT, pursuant to section 147.1(1) of the Act, the Cease Trade Order is hereby revoked.

BY ORDER OF THE COMMISSION

W. Bridgeman”                    

Wayne Bridgeman

Deputy Director