Rose Petroleum plc

Notice of Meeting

25-November-2016

Notice of Meeting

Rose Petroleum plc, the AIM quoted (AIM: ROSE) natural resources company, announces that the Company is today publishing a Circular to convene a General Meeting of shareholders.

The Company announced on 19 October 2016 that it had completed a fundraising of £1 million (the "Fundraising") in order to advance the Company's plan to increase cash flow from its Mexico mining and milling operations by restarting joint venture operations with certain mine owners in the area of the SDA Mill (100% owned by Rose) and to provide additional general working capital.

Under the terms of the Fundraising, subscribers were issued with one warrant for every two Ordinary Shares taken up under the Fundraising ("Placing Warrants"). The 357,142,857 Placing Warrants are exercisable at a price of 0.25 pence per Placing Warrant at any time in the three years from 26 October 2016. In addition, 42,857,142 warrants were issued to Turner Pope Investments (TPI) Limited, the broker of the Fundraising, with the same terms as the Placing Warrants ("TPI Warrants"). The Placing Warrants and the TPI Warrants (together, the "Warrants") would represent 9.61 per cent. of the enlarged share capital of the Company if they are exercised in full.

The Company does not currently have sufficient authority pursuant to the Companies Act 2006 (as amended) to issue sufficient new Ordinary Shares should the Warrants be exercised and, therefore, in accordance with the terms of the Fundraising, the Company is convening a general meeting to seek such authority from Shareholders and an additional authority to support further issues of Ordinary Shares. The Directors are seeking the additional authority as they consider it important to retain flexibility to finance the Company or complete acquisitions through the issue of Ordinary Shares should it be required.

The general meeting will be held at 12.00 noon on 13 December 2016 at the offices of Allenby Capital Limited, 3 St. Helen's Place, London EC3A 6AB. The circular containing the notice of general meeting will be sent to shareholders today and will be available to view later today on the Company's website, www.rosepetroleum.com.