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Exhibit 31.1

CERTIFICATION

I, Lutz Klingmann, certify that:

|1. | I have reviewed this report
        for the fiscal quarter ended March 31, 2005 of Golden Queen Mining Co.
        Ltd.                                                                                                                                                                                                                                                                            
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|2. | Based on my knowledge, this
        report does not contain any untrue statement of a material fact or omit
        to state a material fact necessary in order to make the statements made,
        in light of the circumstances under which such statements were made, not
        misleading with respect to the period covered by this report;                                                
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|3. | Based on my knowledge, the
        financial statement, and other financial information included in this
        report, fairly present in all material respects the financial condition,
        results of operations and cash flows of the small business issuer as of,
        and for, the periods presented in this report;                                                                  
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|4. | The small business issuer’s
        other certifying officers and I are responsible for establishing and maintaining
        disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)
        and 15d-15(e)) and internal control over financial reporting (as defined
        in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the small business
        issuer and have:
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|   | a)                                                                                                                                                                                                                                                                                                                                                                                                 
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|   | b)                                                                                                                                                                                                                                                                                                                                                                                                 
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|   | c)                                                                                                                                                                                                                                                                                                                                                                                                 
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|   | d)                                                                                                                                                                                                                                                                                                                                                                                                 
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|5. | The small business issuer’s
        other certifying officers and I have disclosed, based on our most recent
        evaluation of internal control over financial reporting, to the small
        business issuer’s auditors and the audit committee of small business
        issuer’s board of directors (or persons performing the equivalent
        function):                               
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|   | a)                                                                                                                                                                                                                                                                                                                                                                                                 
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|   | b)                                                                                                                                                                                                                                                                                                                                                                                                 

|Date: | May 16, 2005 | By: | /s/ Lutz Klingmann                       
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|      |              |     | Lutz Klingmann                           
|      |              |     | President and Principal Financial Officer

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