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Notice of Annual General Meeting

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Notice of Annual General Meeting

The Company announces that its Annual General Meeting will be held on Thursday
13 June 2024, at the offices of Travers Smith LLP, 10 Snow Hill, London EC1A
2AL, England at 2.00 pm (BST). The Company has published the formal notice of
the meeting (the “Notice”) on its website which can be accessed using the
following link https://bit.ly/3QEicj1. Proxy voting forms are being posted to
all shareholders providing details of how to access the Notice and
instructions for voting. A copy of the Notice together with proxy voting forms
is being posted to all shareholders who are required to receive or have
formally requested to receive these documents.

The Notice contains a letter from the Chairman of the Company, Mr Michael
Lynch-Bell, which is set out below in Appendix 1.

The person who arranged for the release of this announcement on behalf of the
Company was Clive Line, Director.

Enquiries

SERABI GOLD plc
Michael Hodgson        t +44 (0)20 7246 6830
Chief Executive        m +44 (0)7799 473621

Clive Line        t +44 (0)20 7246 6830
Finance Director        m +44 (0)7710 151692

Andrew Khov         m +1 647 885 4874
Vice President, Investor Relations & 
Business Development
        e contact@serabigold.com

        www.serabigold.com

BEAUMONT CORNISH Limited
Nominated Adviser & Financial Adviser
Roland Cornish / Michael Cornish        t +44 (0)20 7628 3396
PEEL HUNT LLP
Joint UK Broker
Ross Allister        t +44 (0)20 7418 9000

TAMESIS PARTNERS LLP
Joint UK Broker
Charlie Bendon/ Richard Greenfield        t +44 (0)20 3882 2868

CAMARCO
Financial PR - Europe
Gordon Poole / Emily Hall                t +44 (0)20 3757 4980

HARBOR ACCESS 
Financial PR – North America
Jonathan Patterson / Lisa Micali                t +1 475 477
9404

Copies of this announcement are available from the Company's website at
www.serabigold.com.

Neither the Toronto Stock Exchange, nor any other securities regulatory
authority, has approved or disapproved of the contents of this announcement.

See www.serabigold.com for more information and follow us on twitter
@Serabi_Gold

Appendix 1

The letter from the Chairman of the Company included in the Notice is
reproduced below (without material adjustment or amendment):

“Dear Shareholder

This document provides the formal notice (the "Notice") of the 2024 Annual
General Meeting of the Company to be held at the offices of Travers Smith LLP,
10 Snow Hill, London EC1A 2AL England on 13 June 2024 at 2.00 p.m. (London
time) (the "AGM"). The purpose of the AGM is to seek Shareholders' approval of
the resolutions.

Action to be taken by Shareholders

A form of proxy for use by Shareholders accompanies this document. To be
valid, forms of proxy must be completed and returned so as to be received at
either the offices of the Company's UK Registrar, Computershare Investor
Services Plc, The Pavilions, Bridgwater Road, Bristol, BS99 6ZZ or the offices
ofthe Company's Canadian Registrar, Computershare Investor Services Inc., 100
University Avenue, 8(th) Floor, Toronto, Ontario M5J 2Y1 by not later than
2.00 p.m. (London time) (9.00 a.m. Eastern time) on 11 June 2024.
Alternatively, Shareholders can appoint a proxy electronically by going to
either www.investorcentre.co.uk/eproxy (for UK appointments) or
www.investorvote.com (for Canadian appointments) or, if they hold their shares
in CREST, Shareholders can appoint a proxy using the CREST electronic proxy
appointment service, in each case by not later than not later than 2.00 p.m.
(London time) (9.00 a.m. Eastern time) on 11 June 2024 in accordance with the
instructions set out in the "Proxy Instructions" section below and the form of
proxy.

Completion and return of a form of proxy will not prevent Shareholders from
attending and voting in person at the AGM should they so wish.

Beneficial Shareholders (as defined in the "Voting by Beneficial Shareholders"
section below on page 10) should note that only registered Shareholders or
their duly authorised proxy holders are entitled to vote at the AGM. Each
Beneficial Shareholder should ensure that their voting instructions are
communicated to the appropriate person well in advance of the AGM.

Electronic Communications

The Company actively encourages all shareholders to register for the
electronic communications service. UK Shareholders can elect for electronic
communications and manage their shareholdings online at
www.investorcentre.co.uk. Canadian shareholders can enrol to receive future
securityholder communications electronically by visiting
www.investorcentre.com.

Background

As I noted in our Annual Report, 2023 was a year in which the Group achieved
some key milestones and 2024 has started well. We are on track with our plans
for the current year which will build the platform for further future growth.

Key to this remains the development of Coringa and the installation of the
crushing plant and ore-sorter which is a significant element in the growth of
the Group’s gold production for 2025 and thereafter. The ore-sorter cleared
Brazilian customs during April and I am now pleased to report that it has
arrived at site and work on the necessary civil works for its installation and
commissioning later this year are underway. At the same time the crushing
plant is also being prepared for installation.

Since the publication of our Annual Report at the end of April there has been
little further movement in the licencing process. The latest version of the
Indigenous Impact Study (“ECI”) has been submitted to the government
agency for indigenous communities (“FUNAI”) as we continue the steps
required in the consultation process with those indigenous communities.

In the past week I met with representatives of the Instituto Kabu, an
association of the Kayapó Mebêngôrokre Indigenous community from the Baú
and Menkragnoti Indigenous Lands, situated in the state of Para. It was a good
conversation allowing us to further our understanding of the issues faced by
the indigenous communities and assist in identifying solutions that can help
meet their needs.

Whilst we have challenges ahead and the next six months will be pivotal in our
plans, we have a dedicated and experienced team to steer us through this. I
look forward to reporting further progress on 13 June.

The matters being considered at the 2024 Annual General Meeting, as set out in
the Notice, are items that are routinely considered at such meetings.

I am very much looking forward to meeting with shareholders at the AGM and
having the opportunity to discuss with them my hopes and expectations for
Serabi for the coming years.

Canadian Designated Foreign Issuer Status

The Company is a "designated foreign issuer" for the purposes of Canadian
Securities Administrators’ National Instrument 71-102 - Continuous
Disclosure and Other Exemptions Relating to Foreign Issuer ("NI 71-102") and,
as such, the Company is not subject to the same ongoing reporting requirements
as most other reporting issuers in Canada. Generally, the Company complies
with Canadian ongoing reporting requirements by complying with the regulatory
requirements of AIM, which is a "foreign regulatory authority" (as defined in
NI 71-102), and filing any documents required to be filed with or furnished to
AIM with the securities regulatory authorities in Canada.

Recommendation and importance of vote

The Directors consider that the resolutions set out in the Notice being put to
the AGM are in the best interests of the Company and its Shareholders and are
most likely to promote the success of the Company for the benefit of the
Shareholders as a whole.

Accordingly, the Directors unanimously recommend that Shareholders vote in
favour of the proposed resolutions as they intend to do in respect of their
own holdings, where relevant, amounting to an aggregate of 143,398 Ordinary
Shares, representing approximately 0.2% of the Company's Ordinary Shares in
issue at the date of this document.

Yours faithfully

(Signed) "Michael D Lynch-Bell"
Michael D Lynch-Bell
Non-executive Chairman”

Assay Results
Assay results reported within this release are those provided by the Company's
own on-site laboratory facilities at Palito and have not yet been
independently verified. Serabi closely monitors the performance of its own
facility against results from independent laboratory analysis for quality
control purpose. As a matter of normal practice, the Company sends duplicate
samples derived from a variety of the Company's activities to accredited
laboratory facilities for independent verification. Since mid-2019, over
10,000 exploration drill core samples have been assayed at both the Palito
laboratory and certified external laboratory, in most cases the ALS laboratory
in Belo Horizonte, Brazil. When comparing significant assays with grades
exceeding 1 g/t gold, comparison between Palito versus external results record
an average over-estimation by the Palito laboratory of 6.7% over this period.
Based on the results of this work, the Company's management are satisfied that
the Company's own facility shows sufficiently good correlation with
independent laboratory facilities for exploration drill samples. The Company
would expect that in the preparation of any future independent
Reserve/Resource statement undertaken in compliance with a recognised
standard, the independent authors of such a statement would not use Palito
assay results without sufficient duplicates from an appropriately certificated
laboratory.

Forward-looking statements
Certain statements in this announcement are, or may be deemed to be, forward
looking statements. Forward looking statements are identified by their use of
terms and phrases such as ‘‘believe’’, ‘‘could’’, “should”
‘‘envisage’’, ‘‘estimate’’, ‘‘intend’’,
‘‘may’’, ‘‘plan’’, ‘‘will’’ or the negative of those,
variations or comparable expressions, including references to assumptions.
These forward-looking statements are not based on historical facts but rather
on the Directors’ current expectations and assumptions regarding the
Company’s future growth, results of operations, performance, future capital
and other expenditures (including the amount, nature and sources of funding
thereof), competitive advantages, business prospects and opportunities. Such
forward looking statements reflect the Directors’ current beliefs and
assumptions and are based on information currently available to the Directors.
A number of factors could cause actual results to differ materially from the
results discussed in the forward-looking statements including risks associated
with vulnerability to general economic and business conditions, competition,
environmental and other regulatory changes, actions by governmental
authorities, the availability of capital markets, reliance on key personnel,
uninsured and underinsured losses and other factors, many of which are beyond
the control of the Company. Although any forward-looking statements contained
in this announcement are based upon what the Directors believe to be
reasonable assumptions, the Company cannot assure investors that actual
results will be consistent with such forward looking statements.

Qualified Persons Statement
The scientific and technical information contained within this announcement
has been reviewed and approved by Michael Hodgson, a Director of the Company.
Mr Hodgson is an Economic Geologist by training with over 30 years' experience
in the mining industry. He holds a BSc (Hons) Geology, University of London, a
MSc Mining Geology, University of Leicester and is a Fellow of the Institute
of Materials, Minerals and Mining and a Chartered Engineer of the Engineering
Council of UK, recognizing him as both a Qualified Person for the purposes of
Canadian National Instrument 43-101 and by the AIM Guidance Note on Mining and
Oil & Gas Companies dated June 2009.

Notice
Beaumont Cornish Limited, which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority, is acting as nominated adviser to
the Company in relation to the matters referred herein. Beaumont Cornish
Limited is acting exclusively for the Company and for no one else in relation
to the matters described in this announcement and is not advising any other
person and accordingly will not be responsible to anyone other than the
Company for providing the protections afforded to clients of Beaumont Cornish
Limited, or for providing advice in relation to the contents of this
announcement or any matter referred to in it.

Neither the Toronto Stock Exchange, nor any other securities regulatory
authority, has approved or disapproved of the contents of this news release

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