<Page>


                             ARTICLES OF CONTINUANCE
                                                                       Form 3-01
                            BUSINESS CORPORATIONS ACT
                                  (Section 190)
YUKON                                                                ARTICLES OF
JUSTICE                                                              CONTINUANCE

1.       Name of Corporation:


         Stressgen Biotechnologies Corporation
--------------------------------------------------------------------------------

2.       The classes and any maximum number of shares that the corporation is
         authorized to issue:


         See Schedule 1 attached hereto.
--------------------------------------------------------------------------------

3.       Restrictions, if any, on share transfers:


         None.
--------------------------------------------------------------------------------

4.       Number (or minimum or maximum number) of Directors:


         Minimum 3 - Maximum 15
--------------------------------------------------------------------------------

5.       Restrictions if any on businesses the company may carry on:


         The Company is restricted from carrying on the business of a railway,
         steamship, air transport, canal, telegraph, telephone or irrigation
         company.
--------------------------------------------------------------------------------

6.       If change of name effected, previous name:


         Not applicable.
--------------------------------------------------------------------------------

7.       Details of incorporation:


         Incorporated under the laws of British Columbia on April 5, 1990
         under the name "385244 B.C. Inc.".
--------------------------------------------------------------------------------

8.       Other provisions if any:


         See Schedule 1 attached hereto.
--------------------------------------------------------------------------------
9.       Date               Signature                    Title


         June 9, 2001       /s/ Daniel Korpolinski       President and
                                                         Chief Executive Officer
--------------------------------------------------------------------------------


                                     C-1

<Page>

                                   SCHEDULE 1

                         to the Articles of Continuance

                                       of

                      STRESSGEN BIOTECHNOLOGIES CORPORATION


1.       The classes and any maximum number of shares that the Company is
         authorized to issue:

         an unlimited number of Common Shares; and
         an unlimited number of Preferred Shares.

         The Common Shares and the Preferred Shares shall have attached thereto
         the special rights and restrictions attached hereto as Annex A.

2.       Other provisions, if any:

                  (a)      Shareholder meetings may be held in Vancouver,
                  British Columbia or such place or places as the directors in
                  their absolute discretion may determine from time to time.

                  (b)      The directors may, between annual general meetings,
                  appoint one or more additional directors of the Company, to
                  serve until the next annual general meeting, but the number of
                  additional directors shall not at any time exceed one-third of
                  the number of directors who held office at the expiration of
                  the last annual general meeting of the Company, and in no
                  event shall the total number of directors exceed the maximum
                  number of directors fixed pursuant to paragraph 4 of the
                  Articles of Continuance.


                                     C-2

<Page>


                                     ANNEX A

                    SPECIAL RIGHTS AND RESTRICTIONS ATTACHING
                     TO THE COMMON SHARES WITHOUT PAR VALUE

The Common Shares shall have attached thereto the following special rights and
restrictions:

1.1      The holders of the Common Shares shall be entitled to receive notice of
and to attend and vote at all meetings of the shareholders of the Corporation
and each Common Share shall confer the right to one vote in person or by proxy
at all meetings of the shareholders of the Company, other than meetings of the
holders of any other class of shares of the Company.

1.2      Subject to the rights of the holders of the Preferred Shares, the
holders of the Common Shares shall in each year, in the discretion of the
Directors, be entitled out of monies lawfully available for dividends to
dividends in such amounts as may be determined in the absolute discretion of the
Board of Directors from time to time.

1.3      Subject to the rights of the holders of the Preferred Shares, in the
event of the liquidation, dissolution or winding-up of the Company whether
voluntary or involuntary, or any other distribution of the assets of the Company
among its shareholders for the purposes of winding-up its affairs, the remaining
property and assets of the Company shall be distributed ratably to the holders
of the Common Shares.


                    SPECIAL RIGHTS AND RESTRICTIONS ATTACHING
                             TO THE PREFERRED SHARES

The Preferred Shares shall have attached thereto the following special rights
and restrictions:

2.1      The Preferred Shares may be issued at any time and from time to time in
one or more series.

2.2      The Directors may, by resolution duly passed before the issuance of
Preferred Shares of any series, alter the Articles to fix the number of
Preferred Shares in, and to determine the designation of the Preferred Shares
of, each series and alter the Articles to create, define and attach special
rights and restrictions to the Preferred Shares of each series, subject to the
special rights and restrictions attached to all Preferred Shares and subject to
the provisions of the BUSINESS CORPORATIONS ACT.

2.3      The Preferred Shares shall be entitled to preference over the Common
Shares of the Company with respect to the payment of dividends and may also be
given such other preferences not inconsistent herewith over the Common Shares of
the Company as may be determined by the Directors as to the series authorized to
be issued.

2.4      In the event of the liquidation, dissolution or winding-up of the
Company whether voluntary or involuntary, or any other distribution of the
assets of the Company among its shareholders for the purpose of winding-up its
affairs, the holders of the Preferred Shares shall be entitled ratably to
receive the amount paid up on such shares before any amount shall be paid or any
property or assets of the Company distributed to the holders of the Common
Shares.


                                     C-3

<Page>

2.5      The Preferred Shares of each series shall rank on a parity with the
Preferred Shares of every other series with respect to priority in payment of
dividends and in the distribution of assets in the event of liquidation,
dissolution or winding-up of the Company whether voluntary or involuntary.

2.6      So long as any Preferred Shares are outstanding, the Company shall not
at any time without, in addition to any approval that may then be prescribed by
applicable law, the approval of the registered holders of the Preferred Shares
given in writing by the registered holders of all the issued and outstanding
Preferred Shares or given by a resolution passed at a meeting called and
conducted in accordance with subparagraph 2.8 hereof and carried by the
affirmative vote of not less than two-thirds of the votes cast at such meeting,
create or issue any shares ranking prior to the Preferred Shares with respect to
the payment of dividends or the distribution of assets in the event of the
liquidation, dissolution or winding-up of the Company whether voluntary or
involuntary, or in the event of any other distribution of assets of the Company
among its members for the purpose of winding-up its affairs.

2.7      Except as otherwise provided with respect to any particular series of
Preferred Shares and except as otherwise required by law, the registered holders
of the Preferred Shares shall not be entitled as a class to receive notice of or
to attend or to vote at any meetings of the shareholders of the Company.

2.8      The rights, privileges, restrictions and conditions attached to the
Preferred Shares of the Company may be modified, abrogated, dealt with or
affected with the sanction of either the consent in writing signed by the
holders of all of the issued Preferred Shares, or a special resolution passed at
a special meeting of the holders of Preferred Shares who are present in person
or represented by proxy. To any such special meeting, all the provisions of the
by-laws of the Company relating in any manner to general meetings or to the
proceedings thereat, or to the rights of shareholders at or in connection
therewith, shall MUTATIS MUTANDIS apply, but so that the necessary quorum shall
be two in number of the holders of Preferred Shares collectively holding or
representing by proxy more than 50% of the issued Preferred Shares, and that if
at any adjourned meeting a quorum is not present those holders of Preferred
Shares who are present shall be a quorum.


                                     C-4