Circular re Proposed Capital Reorganisation

SERABI MINING plc ("Serabi" or "the Company")

                     Notice of General Meeting

Serabi Mining plc (AIM: SRB), announces that it has posted a circular
(the "Circular") to all shareholders comprising a notice convening  a
General  Meeting  to  consider  certain  resolutions  relating  to  a
reorganisation of the share capital of the Company.

The Chairman in  his letter to  shareholders that forms  part of  the
Circular has made the following  comments regarding the need for  the
Company to take the actions that are being proposed:

"At the end of the third quarter of 2008 the Company announced the
need to undertake a strategic review of the business and in
particular the Palito mine.  This reflected the fact that delays in
the delivery of equipment had not allowed the Company during the
first six months of the year to carry out the necessary level of
planned development of the mine required to sustain required
production levels.  It had become apparent during the third quarter
that it would not be possible to recover the situation without
undertaking a substantial development programme which in turn
required the availability of working capital that was beyond the
Company's existing resources.  At the time, equity markets were
already showing significant deterioration in the face of global
credit concerns, a situation which became even worse over the
following months.

The Company has previously advised shareholders that it is in
preliminary discussions with other parties that may or may not lead
to an offer being made for the entire share capital of the Company or
some other transaction relating to the Company's assets taking
place.

The Company has also advised that it will consider the raising of new
finance and continues to evaluate the opportunities for this.
However, since 12 September 2008, the Company's shares have been
trading at a level below the current par value of 10 pence and
current company law restricts companies from issuing new shares at a
price below their par value.  The current par value is therefore a
barrier to the Company raising new equity.  Whilst the Company has
not currently identified any new source of capital, it wishes to be
in the position to take advantage of the availability of new funds
should the opportunity arise.  Accordingly it wishes to undertake a
reorganisation of its share capital in order to reduce the par value
of its ordinary shares as it considers that it will assist the
Company in the process of raising future capital.  Shareholders
should, however, be aware that there is no guarantee that any new
capital can be raised.

Any new funds raised will be applied to meet the ongoing working
capital requirements of the business and to permit the Company to
carry out further exploration programmes on its existing tenements in
the Tapajos region of Brazil."

Share Capital Reorganisation

The closing mid-market price of an existing Ordinary Share was 1.45
pence on 30 December 2008, being the last dealing date prior to
publication of the Circular. The Company's share price is therefore
below the nominal value of an ordinary share of 10 pence.  This
prohibits the Company from raising any further equity capital since,
in order to comply with the Act, any further shares would have to be
issued at a price at or above the nominal value.  In order to assist
the Company with its ongoing and future activities, the Board wishes
to increase the current authorised share capital of the Company and
have the ability to raise further equity finance.  Accordingly, it is
necessary to reduce the nominal value of the existing Ordinary Shares
from the present level of 10 pence per share.

It is proposed that:

1.         the authorised share capital of the Company be increased
from £25,000,000 to £30,000,000;

2.         each issued Ordinary Share will be sub-divided and
reclassified into one New Ordinary Share of 0.5 pence and one
Deferred Share of 9.5 pence; and

3.         each authorised but unissued Ordinary Share will be
sub-divided into twenty New Ordinary Shares of 0.5 pence each.

The rights attaching to the New Ordinary Shares will, save for the
change in nominal value and the entitlement of Shareholders in
respect of a return of capital or other distributions arising
therefrom, be identical in all respects to those of the existing
Ordinary Shares.

The Deferred Shares created on the Share Capital Reorganisation
becoming effective will have no voting or dividend rights and, on a
return of capital, the right only to receive the amount paid up
thereon after the holders of New Ordinary Shares have received the
aggregate amount paid up thereon plus £100 per New Ordinary Share.
They will in effect be valueless.

No share certificates will be issued in respect of the Deferred
Shares, nor will CREST accounts of Shareholders be credited in
respect of any entitlement to Deferred Shares, nor will they be
admitted to trading on AIM or any other investment exchange.  It is
the Board's intention, at the appropriate time, to make application
to the High Court for the Deferred Shares to be cancelled.

The effect of the Share Capital Reorganisation will mean that each
New Ordinary Share held by Shareholders will have nominal value of
0.5 pence each and the number of shares held by the Shareholders
shall remain the same.  Consequently, the market price of a New
Ordinary Share immediately after the completion of the Share Capital
Reorganisation should be the same as the market price of an existing
Ordinary Share immediately prior to the completion of the Share
Capital Reorganisation.

Director's Recommendation

The Directors consider that the proposals to re-organise the share
capital of the Company and to amend the Company's Articles are in the
best interests of the Company and unanimously recommend shareholders
vote in favour of the resolutions at the General Meeting and as they
intend to do in respect of their beneficial holdings amounting to, in
aggregate, 39,107,784 existing Ordinary Shares, representing 27.9 per
cent of the issued share capital of the Company.

The General Meeting will be held at  11.00 a.m. on 28 January at  the
offices of Farrer & Co LLP, 66 Lincoln's Inn Fields, London WC2A 3LH.

Copies of the Circular are available free of charge from the
Company's offices 30-32 Ludgate Hill, London EC4M 7DR or from the
Company's website www.serabimining.com.

All defined terms in this announcement bear the meanings set out
within the Circular save where the context otherwise requires.


For further information, please contact


Serabi Mining plc

Graham Roberts                  Tel: [phone]
Chairman                        Mobile: [phone]

Clive Line                      Tel: [phone]
Finance Director                Mobile: [phone]

Email: [e-mail]
Website:  www.serabimining.com

Numis Securities Limited
John Harrison                   Tel: [phone]
Nominated Adviser
James Black                     Tel: [phone]
Corporate Broking

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