Notice of General Meeting

Red Emperor Resources NL Notice of General Meeting 24 March 2015 Red Emperor Resources NL (the "Company") hereby gives Notice of a GeneralMeeting of Shareholders. The meeting will be held at Level 1, 35 RichardsonStreet, West Perth, Western Australia on Thursday, 23 April 2015 at 9:00am(WST), at which Shareholders have been asked to consider and approve thefollowing: * Ratification of share placement announced on 2 March 2015 pursuant to ASX Listing Rule 7.4 for the issue of those shares; * Authority to issue 10,000,000 fully paid up ordinary shares of no par value in the capital of the Company ("Ordinary Shares") to 708 Capital Limited as consideration for the provision of stockbroking, advisory and lead manager services to the Company; * Authority to issue 10,000,000 Ordinary Shares to Max Capital Pty Limited as consideration for the introduction, facilitation and corporate advisory services related to the Company's SC55 transaction; * Authority to issue 3,500,000 options to Mr Nathan Rayner, a director of the Company; and * Authority to issue 1,000,000 options to Mr Aaron Bertolatti, a consultant to the Company and the Company Secretary The Notice of General Meeting has been sent to all Shareholders and isavailable for download on the Company's website: www.redemperorresources.com The Directors have determined pursuant to regulation 7.11.37 of theCorporations Regulations 2001 (Cth) that the persons eligible to vote at theMeeting are those who are registered as Shareholders on Tuesday, 21 April 2015at 4.00 pm (WST). For further information please visit www.redemperorresources.com or contact: Red Emperor Greg Bandy +61 8 9212 0102 Grant Thornton UK LLP Philip Secrett/Jen Clarke/Jamie Barklem +44 20 7383 5100 Fox-Davies Capital Limited

Jonathan Evans +44 20 3463 5010