Berkeley Eng Regulatory News (BKY)

26 April 2012

BERKELEY RESOURCES LIMITED

Board Changes and Share Placement

Berkeley Resources Limited ("The Company") is pleased to advise the appointment of Mr Ian Middlemas as non-executive Chairman of the Company, and Mr Robert Behets as a non-executive Director of the Company, effective Friday 27th April, 2012.

Mr Middlemas is a Chartered Accountant and has been in commerce for over twenty five years. He was previously Chairman of Mantra Resources Limited, an African-focussed uranium exploration and development company, and is also a director of a number of other publicly listed companies. He has considerable corporate, financial and management expertise and is a Member of the Financial Services Institute of Australasia.

Mr Behets is a Geologist with over twenty four years' experience in the mineral exploration and mining industry in Australia and internationally. He was the founding Managing Director of Mantra Resources Limited and previously held various senior management positions with WMC Resources Limited. He has a strong combination of technical, commercial and managerial skills, is a Fellow of The Australasian Institute of Mining and Metallurgy and a Member of the Australian Institute of Geoscientists. He is also a current member of the Australasian Joint Ore Reserve Committee (JORC).

The appointment of Mr Middlemas and Mr Behets will substantially strengthen the Board's corporate and technical capacity as it advances its position in the uranium sector in Spain.

Dr Jim Ross will remain on the Board as Deputy Chairman and Mr Brendan James will bring forward his previously announced departure from the Board, and the position of Managing Director, to 27 April 2012.

Share Placement

In order to align their interests with those of the Company, Messrs Middlemas and Behets have indicated that, prior to them joining the Board, they each wish to acquire a shareholding in Berkeley. The Company is therefore proposing to undertake a placement of shares to them, or their nominees, contemporaneously with their appointment to the Board ('Placement').

The Company is undertaking a share placement totalling 5.0 million shares at $0.30 per share to raise $1,500,000 (before costs). Each share will have a free attaching option exercisable at $0.45 any time before 30 June 2016. The terms of the Placement have been determined by the Company in consultation with Argonaut Limited, and it is proposed that Mr Middlemas will acquire 4 million shares through Arredo Pty Ltd, a company associated with Mr Ian Middlemas; and Mr Behets will acquire 1 million shares.

Following the placement, Mr Middlemas and Mr Behets will have a 2.96% and 0.56% shareholding in the Company, respectively.

Argonaut Limited will be issued with 500,000 options, exercisable at $0.45 at any time before 30 June 2016, for an issue price of $0.001 per option, as part of the fee arrangements for the Placement.

For further information, visit the Company's web site at www.berkeleyresources.com.au or contact:

Further information on Mr Middlemas as required by Rule 17 and Schedule 2(g) of the AIM Rules for Companies:

Ian Peter Middlemas, aged 51

Present directorships and/or partnerships:

Former directorships and/or partnerships (within the last five years):

Other information:

Non-executive director of View Resources Limited, formerly Smartworld Communication Limited until August 2001. In September 2001 View Resources Limited was placed into voluntary administration. In January 2002 it entered into a Deed of Company Arrangement with its creditors following a restructure of it business from a technology focus to exploration and was re-admitted to official quotation on the ASX in April 2002.

Further information on Mr Behets as required by Rule 17 and Schedule 2(g) of the AIM Rules for Companies:

Robert Arthur Behets, aged 46

Present directorships and/or partnerships:

Costa Verde Pty Ltd

Ouro Preto Pty Ltd

Ilha Grande Pty Ltd

Integrated Project Management Limited

Former directorships and/or partnerships (within the last five years):

Mantra Resources Limited

Mantra Tanzania Limited

Nyanza Goldfields Limited

Ruvuma Resources Limited

Mantra East Africa Limited

Mantra Uranium South Africa (Pty) Limited

Mavuzi Resources Pty Ltd

OmegaCorp Minerals Limited

Ruvuma Resources Limited

Save as disclosed above, there is nothing further to disclose in accordance with AIM Rule 17 under Schedule 2(g) of the AIM Rules for Companies.