| | EXHIBIT 99.10
| | -------------



Claude
Resources Inc.



Code of Ethics



| | 1.0 | Overview
| | --- | --------



Claude Resources Inc. (“Claude”
and or the “Company”) prides itself on the high standards of excellence embodied by our operating principles. We expect
our employees to personify these ideals in their dealings with persons both inside and outside Claude.



| | 2.0 | Purpose
| | --- | -------



The following code of ethics
is intended to provide guidelines for the professional, ethical, legal, and socially responsible behavior we expect of our employees.



| | 3.0 | Scope
| | --- | -----



All employees of Claude are
included.



| | 4.0 | Policy
| | --- | ------



| | 4.1 | Professional Integrity
| | --- | ----------------------



Consistent with our operating
principles, employees must strive to conduct all business dealings and relationships with integrity, honesty, and respect for others.
Employees will loyally and faithfully serve our principles and always deal fairly and honestly with customers and others with whom
we do business. No employee will knowingly permit any transaction to occur through his or her offices that is not fair to our principals.



Relationships with brokers, manufacturers,
suppliers, competitors, and employees are to be based on fair dealing, on fair competition in quality, price, and service, and
on compliance with applicable laws and regulations.



| | 4.2 | Bribes and Kickbacks
| | --- | --------------------



Claude does not permit or condone
bribes, kickbacks, or any other illegal, secret, or improper payments, transfers, or receipts. This prohibition applies both to
the giving and receiving of payments or gifts.



All payments and transfers of
premium and other items of value to employees of other business entities or to such entities themselves shall be made openly and
must be disclosed and authorized in advance.



Claude Resources Inc. - Code of EthicsApproved Feb 24, 2012Page 1 of  7











No employee shall offer, give,
or transfer any money or anything else of value for the personal benefit of any employee or agent of another business entity for
the purpose of:



| | · | Obtaining or retaining any business that
the business entity itself would not otherwise provide.
| | - | ------------------------------------------------------------------------------------------------



| | · | Receiving any kind of favoured treatment
that the business entity itself would not otherwise provide.
| | - | -----------------------------------------------------------------------------------------------------



| | · | Inducing or assisting such employee or
agent to violate any duty to his employer or to violate any law.
| | - | -------------------------------------------------------------------------------------------------------



No employee shall assist in the
misuse of Claude’s funds, including, without limitation, the misappropriation of such funds for the personal benefit of employees
of Claude.



No outside agent of any kind
shall be used to circumvent the prohibition against bribes, kickback, and other illegal, secret, or improper payments. Fees, commissions,
and expenses paid to outside agents must be based upon proper billings, accurate recordkeeping, and reasonable standards for services
rendered.



| | 4.3 | Gifts and Entertainment
| | --- | -----------------------



Except in connection with and
specifically pursuant to programs officially authorized by our principals, employees may not accept, directly or indirectly, any
money, objects of value, or premiums for any person or company that has or is doing or seeking business with Claude. Providing
excessive gifts or entertainment to others who may represent potential business is prohibited.



Employees may accept only business-related
meals, entertainment, gifts, or favours when the value involved is not significant and clearly will not create an obligation to
the donor.



Any payments or transactions
must be accurately recorded in Claude’s books and records and must be consistent with applicable law and accepted practice
in the community.



| | 4.4 | Conflicts of interest
| | --- | ---------------------



A conflict of interest refers
to a situation in which an employee's personal interests or the interests of a member of the employee’s family or his or
her friends may affect an employee’s judgment in carrying out his or her employment duties. Examples could include having
a significant interest in a business that deals with Claude or having immediate relatives or close friends who own or have a significant
interest in a business that deals with Claude. Similarly, employees should not give, or influence others to give, preferential
treatment to family or friends or to organization in which the employee or his or her family or friends have an interest, financial
or otherwise.



The existence of an actual
or potential conflict of interest does not preclude the involvement of the employee in the situation where the conflict has arisen
or may arise, but it does mean that the conflict must be disclosed and resolved as set forth herein.



Claude Resources Inc. - Code of EthicsApproved Feb 24, 2012Page 2 of  7











All employees are required
to disclose their involvement with any outside agency or activity if the employee perceives that a conflict of interest exists
or has the potential to develop. Disclosure should be completed in writing to your Corporate Secretary. Employees who fail to disclose
information pertaining to any conflict of interest, intentionally or unintentionally, may be subject to discipline, up to and including
dismissal.



Any reported activities will
be assessed in terms of whether the activity, relationship and/or personal interest of the employee could influence, appear to
influence or conflict in any way with the operations of Claude or with the duties assigned to that employee. Employees are expected
to abstain from the activity until approval has been granted in writing. Should the conflict be denied, the employee is expected
to cease the activity or follow instructions as directed by his or her immediate supervisor.



| | 4.5 | Confidentiality
| | --- | ---------------



In addition to the principles
of privacy outlined in Claude’s Privacy Policy, to avoid breach of confidentiality, employees shall:



| | 1. | Not disclose to any member of the public, either orally or in writing, any confidential information
acquired by virtue of their position with Claude.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------



| | 2. | Not disclose to any member of the public, either orally or in writing, any confidential information
related to the interests of individuals, groups or organizations acquired by virtue of their position with Claude.
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 3. | Not make statements to the media in the name of Claude without express permission.
| | -- | ----------------------------------------------------------------------------------



| | 4. | Not permit any unauthorized person to inspect or have access to any confidential documents or other
information. If Employees are uncertain as to whether certain information, (for example, of a technical nature) should be made
available to persons either within or outside Claude, they should seek the advice and approval of the manager or the equivalent
person in their division.
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 5. | Employees shall not use any confidential information acquired by virtue of their position at Claude
for their personal and private financial benefit or for that of their friends or relatives.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 4.6 | Political and Charitable Contributions
| | --- | --------------------------------------



Although employees are encouraged
to be socially responsible and politically active, employees may not contribute Claude’s funds or assets to any political
candidates, party, charity, or similar organizations, unless such contribution is expressly permitted by law and has been preapproved
by the appropriate, authorized representative of Claude.



| | 4.7 | Accurate and Complete Accounting
| | --- | --------------------------------



Employees will use Claude’s
funds solely for the benefit of Claude. All disbursements must be lawful and consistent with instructions provided by Claude’s
personnel. Transactions must be clearly authorized and properly and promptly recorded.



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No unrecorded fund, reserve,
asset, or special account shall be set up or maintained for any purpose. No false or fictitious entries shall be made in books,
records, accounts, or in company communications for any reason. No payment or transfer of funds or assets shall be made for any
purpose other than that described by the supporting documents, and specifically as authorized within the delegation of authority
policy.



Employees are responsible for
accurate and timely recordkeeping for all Claude’s assets, liabilities, revenues, and expenses. Compliance with accepted
accounting rules and controls is required. All books, records, and documents must accurately and completely describe the transactions
they represent.



| | 4.8 | Clawback
| | --- | --------



In the event of a restatement
of previously issued financial statements, the Board will review all performance-based compensation awarded to executives that
is attributable to performance during the time periods restated. The Board will determine whether the restated results would have
resulted in the same performance-based compensation for the executives. If not, the Board will consider: whether the restatement
was the result of executive misconduct; the amount of additional executive compensation paid as a result of the previously issued
financial statements; the Company's best interests in the circumstances; and any other legal or other facts or circumstances the
Board deems appropriate for consideration in the exercise of its fiduciary obligation.



If the Board then deems that
an executive was improperly compensated as the result of the restatement and that it is in the best interests of the Company to
recover the performance-based compensation paid to that executive, the Board will pursue all reasonable legal remedies to recover
that performance-based compensation.



For purposes of the above, the
term "executive" means any employee participating in the Company's short-term and long-term incentive programs.



| | 4.9 | Administration of Code
| | --- | ----------------------



All employees who suspect violations
of the letter or spirit of the Code of Ethics must report their concerns to their immediate supervisor or if that person is the
one in breach of the policy, report the matter to that person’s supervisor. Matters of concern include pressure exerted by
vendors, Claude personnel, or others to utilize accounts in an unauthorized manner or to take or enable other actions inconsistent
with authorized Company policies and procedures. Employees may also communicate their suspicions or specific incidents to any member
of the Board of Directors.



All allegations of improper or
illegal behavior will be investigated promptly and thoroughly. The investigation shall remain as confidential as practicable and
those conducting the investigation will respect the privacy of all persons involved.



No adverse action shall be taken
or permitted against anyone for communicating legitimate concerns to the appropriate persons. While an investigation will be facilitated
if the employee identifies himself or herself, Claude will accept and investigate matters submitted anonymously.



| | 5.0 | Breach
| | --- | ------



Non-compliance with any of the above policies is
defined as a breach of policy.



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| | 6.0 | Enforcement
| | --- | -----------



Any employee found to have breached this policy will
be subject to disciplinary action, up to and including termination of employment.



| | 7.0 | Annual Declaration of Compliance
| | --- | --------------------------------



The Code of Ethics is subject
to amendment and may be reviewed and updated periodically. All employees must certify annually their intent to comply with the
guidelines herein.



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Schedule "A"



EMPLOYEE’S DECLARATION

CODE OF ETHICS








Name (Please print) __________________________________________________________________________________



Job Title ___________________________________________________________________________________________



Operation/Division ___________________________________________________________________________________



| | 1. | I have read and understand the Code of Ethics of Claude Resources Inc. and hereby declare that
I hold no business, commercial, financial, property or similar interest(s) which, in my opinion, might be construed as being in
actual or potential conflict with the duties and responsibilities of my position.
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|_____________________________ |  | ___________________________________
|----------------------------- |  | -----------------------------------
|(Date)                        |  | (Signature)                        



| | 2. | I have read and understand the Code of Ethics of Claude Resources Inc. and hereby disclose the
following holding(s), which might be construed as being in actual or potential conflict with the duties and responsibilities of
my position.
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



_______________________________________________________________________________________________



_______________________________________________________________________________________________



|_____________________________ |  | ___________________________________
|----------------------------- |  | -----------------------------------
|(Date)                        |  | (Signature)                        





---



If a situation exists or arises where
I am in doubt as to what to do, I will seek advice from the Corporate Secretary of Claude Resources Inc.



I understand that misrepresentation or
omission of facts or disclosures called for in this policy may cause dismissal.



|Date:                     | 
|------------------------- | 
|                          | 
|Signature of Employee:    | 
|                          | 
|Printed Name of Employee: | 
|                          | 
|Job Title:                | 



Claude Resources Inc. - Code of EthicsApproved Feb 24, 2012Page 6 of  7















Schedule "B"



EMPLOYEE COMPLIANCE AND DISCLOSURE STATEMENT

CODE OF ETHICS








I HAVE READ, UNDERSTAND, AM NOW COMPLYING
WITH, AND THROUGHOUT MY EMPLOYMENT BY Claude Resources Inc., will continue to comply with the Corporation’s Code of Ethics,
except for the following potential conflicts which already involve me or my family members (if any):








If a situation exists or arises where I
am in doubt as to what to do, I will seek advice from the Corporate Secretary of Claude Resources Inc.



I understand that misrepresentation or
omission of facts or disclosures called for in this policy may cause dismissal.



|Date:                     |                                        
|------------------------- | ---------------------------------------
|                          |                                        
|Signature of Employee:    | _______________________________________
|                          |                                        
|Printed Name of Employee: |                                        
|                          |                                        
|Job Title:                |                                        



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