Notice of Meeting of Shareholders and Disposal

EMERGING METALS LIMITED                            

                                (the "Company")                                

                                                                               
                Notice of Meeting of Shareholders and Disposal                 

1. Introduction

The Company is today posting a circular to Shareholders convening a meeting of
the Company to approve the disposal of the balance of its holding of shares in
Kalahari Minerals plc and to give more detail on the proposed Special Dividend.
Extracts from the circular are set out below.

On 26 March 2010, Emerging Metals announced that it had sold 8,917,647 shares
in Kalahari Minerals plc ("Kalahari Shares") to Nippon Uranium Resources
(Australia) Proprietary Limited ("Nippon") (the "Tranche One Sale"). The price
per Kalahari Share of the Tranche One Sale was £1.85, and the Company received
gross proceeds of £16,497,647.

Under the terms of the Nippon Sale Agreement, the Directors conditionally
agreed to sell to Nippon, at the same price of £1.85 per Kalahari Share, the
balance of the Company's holdings of Kalahari Shares (being 8,917,647 Kalahari
Shares), subject to Shareholder approval being obtained within four weeks of
the execution of the Nippon Sale Agreement. Under Rule 15 of the AIM Rules, the
Company could not have sold its entire holding of Kalahari Shares on 25 March
2010 since such a disposal of assets would have constituted a fundamental
change of business by the Company requiring prior shareholder approval. Under
the terms of the Nippon Sale Agreement, the Directors agreed to seek
Shareholder approval within four weeks of 25 March 2010.

At a meeting of the Board held on 25 March 2010 the Directors resolved, subject
to the Proposed Sale being approved by Shareholders and the Directors
delivering a Solvency Statement on the Record Date, that £16,161,629 be
distributed to Shareholders pro rata, by way of a "Special Dividend". Following
further discussions between the Directors in consultation with the Company's
advisers, it was resolved on 31 March 2010 that the value of the Special
Dividend be increased, and that the Company distribute all excess cash over an
amount of approximately £8.6 million (US$13 million) by way of a "Special
Dividend". If the Proposed Sale is approved by Shareholders this will result in
payment of the Full Special Dividend of 7.13 pence per Ordinary Share, however
if the Proposed Sale is not approved by Shareholders this will result in the
payment of the Reduced Special Dividend of 2.53 pence per Ordinary Share.

In the event that the Full Special Dividend is payable the aggregate amount of
the Full Special Dividend will be between £23.6 million and £25.3 million
depending on the extent that the Options are exercised by Optionholders and is
detailed further at paragraph 4 below. Furthermore in the event that the Full
Special Dividend is payable the amount of cash remaining in the Company on 18
May after payment of the Full Special Dividend will be between £8.6 million and
£9.0 million and will depend on the extent that the Options are exercised by
Optionholders and is detailed further at paragraph 4 below.

In the event that the Reduced Special Dividend is payable the aggregate amount
of the Reduced Special Dividend will be between £8.4 million and £9.0 million
depending on the extent that the Options are exercised by Optionholders and is
detailed further at paragraph 4 below. Furthermore in the event that the
Reduced Special Dividend is payable the amount of cash remaining in the Company
on 18 May after payment of the Reduced Special Dividend will be between £8.1
million and £8.9 million and will depend on the extent that the Options are
exercised by Optionholders and is detailed further at paragraph 4 below.

Taking into account the above range of cash balances and based on the Directors
anticipation of the final amount of Options likely to be exercised, as well as
the other liquid current assets held by the Company the Directors estimate that
the cash and liquid current asset resources available to the Company after the
payment of the Full Special Dividend will be approximately US$15 million (at an
exchange rate of 1.5083).

Taking into account the above range of cash balances and based on the Directors
anticipation of the final amount of Options likely to be exercised, as well as
the other liquid current assets held by the Company the Directors estimate that
the cash and liquid current asset resources available to the Company after the
payment of the Reduced Special Dividend will be approximately US$15 million (at
an exchange rate of 1.5083) plus 8,917,647 Kalahari Shares.

The proposed Special Dividend has been unanimously approved by the Directors.

2. Background information on Kalahari Minerals plc

Kalahari Minerals is an AIM-traded mining, exploration and evaluation group
with a portfolio of uranium, copper and base metal interests in Western and
Eastern Central Namibia. Kalahari Minerals' principal asset is its approximate
40.88 per cent. holding in ASX and TSX-listed Extract Resources Limited, which
is developing the Rossing Project, strategically located within a 50km radius
of several world class uranium deposits in Namibia.

Extract Resources Limited has been focused on exploration and resource
definition at the Rossing South property. As at the date of this document, the
JORC Code compliant Inferred and Indicated mineral resource for Rossing South
is 267 million lbs of U3O8 at a grade of 487 ppm.

Further information about Kalahari Minerals is available on its website at 
www.kalahari-minerals.com.

3. Reasons for the Tranche One Sale, the Proposed Sale and the Special Dividend

The Directors unanimously believed that the Tranche One Sale was in the best
interests of Shareholders. Further, the Directors unanimously believe that the
Proposed Sale is also in the best interests of Shareholders. In particular
Shareholders should note:

  * The total consideration paid by the Company in respect of its original
    holding of 17,835,294 Kalahari Shares was £9,720,469.38, equal to a price
    per Kalahari Share of £0.5450. On 24 March 2010, the day before the Tranche
    One Sale, the Company's holdings of Kalahari Shares had a market value of
    approximately £32,594,000 based on the closing price of a Kalahari Share
    traded on AIM of 182.75 pence. This represents an increase, since the date
    of the Company's first investment in Kalahari Minerals, of over 235 per
    cent. The Company has received no dividends or other distributions or
    income from the Kalahari Shares since the date of its investment.
   
  * The market value of the Ordinary Shares has consistently traded at a
    significant discount to the value of the Company's holdings of Kalahari
    Shares. Based on the closing prices of shares traded on AIM in the Company
    (7.375 pence) and Kalahari Minerals (182.75 pence) on 24 March 2010 (the
    day immediately before the Tranche One Sale) the Company's holdings of
    Kalahari Shares (then 17,835,294 Kalahari Shares) was valued at
    approximately £32,594,000, compared to the market capitalisation of the
    Company of £24,393,498 at that time - a discount of approximately 25.2 per
    cent.
   
  * The recent significant fluctuations in the share price of Kalahari Minerals
    on AIM illustrated how volatile the market for shares in companies can be
    and, while the Board remains confident about Kalahari Minerals' prospects,
    there can be no assurance that the price of shares of Kalahari Minerals
    would rise or in future reflect further progress, if any, made by Extract
    Resources Limited.
   
  * The 185 pence per Kalahari Share offered to the Company under the terms of
    the Proposed Sale represents a premium of 10 pence to the closing market
    price of 175 pence per Kalahari Share on 31 March 2010.
   
  * The disposal of the Kalahari Shares as a block (rather than declaring a
    dividend in specie of these Kalahari Shares to Shareholders) ensured the
    Company (and accordingly its Shareholders) received full market value for
    the Kalahari Shares and a small premium. The Directors believed that if the
    Kalahari Shares were distributed pro rata to Shareholders this could have
    an adverse affect on the market value of Kalahari Minerals as a key
    strategic stake is broken up.
   
  * Having seen the value of the Company's investment in Kalahari Minerals
    increase so significantly, on realising an exit from the investment, the
    Directors believe it is appropriate to return some of the value to
    Shareholders by way of the Full Special Dividend. This will allow any
    Shareholders who wish to retain an exposure to Kalahari Minerals or Extract
    Resources Limited to purchase shares in those companies directly.
   
4. Information on the Company after the payment of the Special Dividend

Taking into account the Directors anticipation of the final amount of Options
likely to be exercised, as well as the other liquid current assets held by the
Company the Directors estimate that the cash and liquid current asset resources
available to the Company after the payment of the Full Special Dividend will be
approximately US$15 million (at an exchange rate of 1.5083).

Taking into account the Directors anticipation of the final amount of Options
likely to be exercised, as well as the other liquid current assets held by the
Company the Directors estimate that the cash and liquid current asset resources
available to the Company after the payment of the Reduced Special Dividend will
be approximately US$15 million (at an exchange rate of 1.5083) plus 8,917,647
Kalahari Shares.

In addition the Company's other significant asset will continue to be its
interest in the Tsumeb Slag Stockpiles Project as per its rights under the
Tsumeb Option Agreement. The Company continues to conduct its own studies and
test work to determine the viability of winning the contained metals,
principally germanium but also zinc and gallium, from the Tsumeb Slag
Stockpiles. However, given current market conditions for these particular
metals, the Directors believe that better returns will be achievable in the
short term by continuing to build exposure to a breadth of Investment Metals.
The Company will accordingly seek to minimise the evaluation and test work
costs on the Tsumeb Slag Stockpiles whilst these conditions continue and may
consider exiting the Tsumeb Slag Stockpiles Project altogether. The Company
will update Shareholders about any results from the evaluation and test work
and the Company's intentions regarding the Tsumeb Option in due course.

The Ordinary Shares will continue to be traded on AIM, although the price per
Ordinary Share should be expected to fall following the Ex-Dividend Date. It is
impossible to accurately predict the level of the fall in the value of the
Ordinary Shares, but Shareholders should expect that the decrease in value
could reflect the implied value of the Full or Reduced Special Dividend -
whichever is paid.

Save as provided above in relation to the Tsumeb Slag Stockpiles Project the
Company has no other material liabilities outstanding at the date of this
document other than its general overheads and expenses (including expenses
incurred in relation to the Proposed Sale and the Special Dividend). The Board
believes, if approved, the Company will use the funds available to it following
the Special Dividend to provide working capital for the day-to-day business of
the Company and to fund the remaining budgeted exploration and development of
the Tsumeb Slag Stockpiles, as well as to pursue further acquisition and
investment opportunities in line with the Company's business and investing
policy approved by Shareholders from time-to-time.

5. Investing Policy of the Company if the Proposed Sale is approved

If the Proposed Sale is approved, it remains the intention of the Board to
continue to broadly pursue the existing business strategy of the Company as
approved by Shareholders at the general meeting of the Company in April 2009.
As following the Proposed Sale the Company will be reclassified an "investing
company" (as defined in the AIM Rules) the effective business strategy of the
Company will be re-named its Investing Policy. For ease of reference the
Investing Policy is set out at Schedule A of the Notice contained in Part II of
this document. Shareholders must approve the terms of the Investing Policy at
the Meeting of Shareholders after which the Company will have a period of
twelve months to make an acquisition or acquisitions which constitute a reverse
take over under AIM Rule 14 or otherwise implement its Investing Policy to the
satisfaction of AIM.

The Board unanimously believes the cash it will retain (whether or not the
Proposed Sale is approved) provides sufficient working capital for the
Directors to continue to develop the Tsumeb Slag Stockpile Project in line with
the Company's previously stated strategy. Further, the Board believes that
market conditions for Investment Metals projects will continue to provide good
opportunities for investment in situations which are, in their opinion,
undervalued or capable of producing a satisfactory return and the Board intends
therefore to continue to implement its stated Investing Policy.

6. Qualifying Shares for the purposes of the Special Dividend

As at the date of this document the Company has 330,759,300 issued Ordinary
Shares. In addition, at the date of this document there are options and
warrants over 24,165,595 new Ordinary Shares outstanding. The number of
Qualifying Shares for the Special Dividend shall be the number of Ordinary
Shares in issue at the Record Date, which shall, include any Options exercised
by Optionholders between the date of this document and the Ex-Dividend Date.

7. Terms of the Special Dividend

The Board proposes to distribute the Special Dividend to Qualifying
Shareholders who will receive a cash dividend of 7.13 pence per Qualifying
Share (the Full Special Dividend) if Resolution 1 (the Proposed Sale) is
approved and a cash dividend of 2.53 pence per Qualifying Share (the Reduced
Special Dividend) if Resolution 1 (the Proposed Sale) is not approved.

The Special Dividend will be paid on 18 May 2010 to all Qualifying Shareholders
on the register of members of the Company at the Record Date, which is 30 April
2010. The Qualifying Shares will comprise the existing Ordinary Shares plus any
new Ordinary Shares to be issued to the Optionholders on exercise of any
Options prior to the Ex-Dividend Date.

8. The Resolutions

At the Meeting of Shareholders the following Resolutions will be proposed:

1. Approval by Shareholders of the saleby the Companyof 8,917,647 Kalahari
Shares to Nippon Uranium Resources (Australia) Proprietary Limited

THAT the proposed sale by the Company of 8,917,647 Kalahari Shares to Nippon
Uranium Resources (Australia) Proprietary Limited be and is hereby approved and
that the Directors of the Company be authorised to take all such steps as any
of them may consider necessary or desirable to implement and give full effect
to the intentions of the Shareholders in approving the sale of the Kalahari
Shares.

2. Approval of the Company's Investing Policy

THAT the Investing Policy, as set out in Schedule A of the Notice, be approved
and that the Directors of the Company be authorised to take all such steps as
any of them may consider necessary or desirable to implement the Investing
Policy.

7. Forms of Proxy and Forms of Instruction

A Form of Proxy and a Form of Instruction for use at the Meeting of
Shareholders are enclosed with this document.

Shareholders holding their shares in certificated form should complete and sign
the Form of Proxy and return it to Computershare Investor Services (Jersey)
Limited, PO Box 83, 31 Pier Road, St Helier, Jersey, JE4 8PW or by fax to the
following number +00 44 (0)1534 825315 as soon as possible but in any event to
be received not later than 10.00 a.m. BST on 14 April 2010 or 48 hours before
any adjourned meeting.

Shareholders holding their shares in uncertificated form should complete and
sign the Form of Instruction and return it to Computershare Investor Services
PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZY or by fax to the
following number +00 44 (0)870 703 6116 as soon as possible but in any event to
be received not later than 10.00 a.m. BST on 13 April 2010 or 72 hours before
any adjourned meeting.

The return of a Form of Proxy or Form of Instruction will not, however, prevent
you from attending the Meeting of Shareholders and voting in person, should you
wish to do so. Shareholders who wish to attend in person should contact
Computershare Investor Services PLC in advance to confirm what identity
documents they should bring with them and to complete a Form of Representation
if necessary.

8. Recommendation

The Board unanimously recommends that Shareholders vote in favour of
resolutions 1and 2 at the Meeting of Shareholders as they intend to do in
respect of their own beneficial holdings of Ordinary Shares (in aggregate
representing 18.9per cent. of the current issued share capital).

The Board believes that the Proposed Sale will substantially eliminate the
discount to underlying value to which the Ordinary Shares have traded. Further,
the Board believes that following the success of the investment in Kalahari
Minerals the Shareholders should share in the Net Sale Proceeds.

There is absolutely no assurance that the Proposed Sale will be approved and
the Board urges all Shareholders to submit a Form of Proxy as soon as possible
and in any event before 10.00 a.m. BST on 14 April 2010, or in the case of
Shareholders holding Depositary Interests, a Form of Instruction before 10.00
a.m. on 13 April 2010.

Yours sincerely, James Mellon, ExecutiveCo-Chairman

9. Investing Policy

The Company plans to target exposure to Investment Metals which include all
metals other than base metals (such as copper and lead, but excluding for these
purposes zinc) and bulk commodities metals (such as iron, potassium and
aluminium) in addition to minor metals. Exposure to Investment Metals will be
achieved by a number of methods, including but not limited to the acquisition
or purchasing of the following:

 i. physical quantities of Investment Metals commodities,
   
ii. interests in Investment Metals projects, such as direct licenses or rights
    over such projects or licenses,
   
iii. strategic minority equity stakes in publicly traded or private companies
    with a focus on Investment Metals, and
   
iv. positions in securities or any other interest (including but not limited to
    loan capital, joint ventures, partnerships, convertibles or other financial
    instruments as the Directors deem appropriate).
   
All of these opportunities may include interests (in whole or in part) in
(without limit) exploration permits and licences, mining projects under
development, operating mines, smelters, slag stockpiles, refineries, and
associated activities. Such activity may be undertaken in the ordinary course
of its business and as an alternative to holding cash reserves on a day-to-day
basis. The Directors believe that current market conditions will provide good
opportunities for a positive return from the above investments where prices of
the Investment Metals to which the Company has exposure increase. The Directors
do not envisage that the Company's investment portfolio will be leveraged
initially; however, this position may be reviewed should the Board become aware
of available and commercially prudent financing arrangements. The Company will
consider cross holdings of shares in circumstances that would benefit its
broader investment strategy.

In evaluating possible additional opportunities in Investment Metals the
Directors will take into account the goal of achieving a diversified exposure
to different Investment Metals as well as the market outlook for individual
elements, although there will be no maximum exposure limits. The Directors
estimate that investments will be held for periods of up to five years.

The Directors believe that their collective experience in the areas of mining,
acquisitions, accounting and corporate and financial management together with
the opinion of expert consultants in the evaluation and exploitation of
Investment Metals opportunities will enable the Company to achieve its
objectives. The Directors intend to take an active role in the management and
development of the Tsumeb Slag Stockpiles Project and where practicable in any
future projects.

Following the Proposed Sale (if approved) the Company's principal investment
will be the Tsumeb Slag Stockpiles Project. The Company continues to conduct
its own studies and test work to determine the viability of winning the
contained metals, principally germanium but also zinc and gallium, from the
Tsumeb Slag Stockpiles. However, given current market conditions for these
particular metals, the Directors believe that better returns will be achievable
in the short term by continuing to build exposure to a breadth of Investment
Metals. The Company will accordingly seek to minimise the evaluation and test
work costs on the Tsumeb Slag Stockpiles whilst these conditions continue and
may consider exiting the Tsumeb Slag Stockpiles Project altogether. The Company
will update Shareholders about any results from the evaluation and test work
and the Company's intentions regarding the Tsumeb Option.

Following the approval of the Investing Policy by Shareholders the Company will
have a period of twelve months to make an acquisition or acquisitions which
constitute a reverse take over under AIM Rule 14 or otherwise implement its
Investing Policy to the satisfaction of AIM.

10. Expected Timetable of Principle Events

Event                                            Expected time / date          
                                                                               
Publication of this document                                      01 April 2010
                                                                               
Latest time and date for receipt of Forms of           10:00 a.m. 13 April 2010
Instruction                                                                    
                                                                               
Latest time and date for receipt of Forms of           10:00 a.m. 14 April 2010
Proxy                                                                          
                                                                               
Meeting of Shareholders                                10:00 a.m. 16 April 2010
                                                                               
Ex-Dividend Date in respect of the Special                        28 April 2010
Dividend                                                                       
                                                                               
Record Date                                                       30 April 2010
                                                                               
Expected payment date of the Special Dividend                       18 May 2010

11. Distribution

The full notice of meeting is available on the Company's website 
www.emergingmetals.com and has been dispatched to shareholders.

ENQUIRIES:

Emerging Metals    Religare Capital    Fox-Davies Capital GTH Communications   
Limited            Markets                                Limited              
                                       Daniel Fox-Davies                       
Denham Eke         Toby Howell                            Toby Hall            
                                       [phone]                         
+44 (0) 1624       Peter               5200               Christian Pickel     
639396             Trevelyan-Clark                                             
                                                          [phone] 
                   [phone]                                             
                   0800                                                        


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